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Shradha Infraprojects Ltd.

BSE: 535035 Sector: Infrastructure
NSE: SHRADHA ISIN Code: INE715Y01015
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Shradha Infraprojects Ltd. (SHRADHA) - Director Report

Company director report

Dear Members

The Board of Directors of Shradha Infraprojects Limited [Formerly known asShradha Infraprojects (Nagpur) Limited] ("the Company" or "SHRAHDA")are pleased to present the Twenty Second (22nd) Annual Report of the Companytogether with the Audited Financial Statements (Standalone and Consolidated) for the yearended March 31 2019 ("year under review" or "Financial Year 2018-19"or "FY 2018-19").

1. FINANCIAL SUMMARY

The Company's financial performance (Standalone & Consolidated) for the financialyear ended March 31 2019 as compared to the previous financial year ended March 312018is summarised below:

STANDALONE AND CONSOLIDATED FINANCIAL RESULTS

(Amount in Rs.)

Particulars

Standalone

Consolidated

2018-19 2017-18 2018-19* 2017-18
Revenue from Operations 17500000 79186000 102098000 106712626
Other Income 33500221 26702071 40996956 28341369
Total Income 51000221 105888071 143094956 135053995
Total Expenses 18384602 62874385 97899615 86963536
Profit Before Tax 32615619 43013686 45195341 48090459
Tax Expenses 8338411 8422106 12881498 9796142
Profit After Tax 24277208 34591580 32313843 38294318
Minority Interest (2110462) 1256248
Profit After Minority Interest 34424305 37038070

*Active Infrastructures Private Limited became a Wholly Owned Subsidiary of theCompany as per the Section 2(87) of the Companies Act ('the Act') and Regulation 2(1)(zm)of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 ('ListingRegulations') with effect from June 222018.

HIGHLIGHTS OF THE COMPANY'S FINANCIAL PERFORMANCE

The highlights of the Company's performance (Standalone) for the financial ended March31 2019 are summarized below:

Revenue from Operations for the FY 2018-19 is Rs. 510.00 Lakhs against 1058.88 Lakhsfor the FY 2017-18.

Profit before Tax for the FY 2018-19 is Rs. 326.16 Lakhs against Rs. 430.14 Lakhs forthe FY 2017-18.

Net Profit for the FY 2018-19 is Rs. 242.77 Lakhs as compared to Rs. 345.92 Lakhs.

Earnings Per Share (EPS) for the FY 2018-19 is Rs. 2.52 vis-a-vis Rs. 4.23 as onFY 2017-18.

The highlights of the Company's performance (Consolidated) for the financial endedMarch 31 2019 are summarized below:

Total Consolidated Revenue from Operations and other Income for the FY 2018-19 was Rs.1430.95 Lakhs as compared to Rs. 1350.54 Lakhs in FY 2017-18.

Consolidated Profit Before Tax for the FY 2018-19 was Rs. 451.95 Lakhs as compared toRs. 480.90 Lakhs in 2018. Consolidated Profit After Tax for the FY 2018-19 was Rs. 344.24Lakhs as compared to Rs. 370.38 Lakhs in 2018.

2. TRANSFER TO RESERVES

The opening balance as on April 01 2018 of Reserves & Surplus Account stood at Rs.420822217/-. After making adjustments and appropriations the closing balance as on31st March 2018 of Reserves & Surplus Account stood at Rs. 445099425/-.

The Members are advised to refer the Note No. 04 as given in the financial statementswhich forms the part of the Annual Report.

3. DIVIDEND

The Directors recommended the payment of Final Dividend at the rate of 5% (Fivepercent) i.e. Rs. 0.50/- Per Equity Share of face value of Rs. 10/- (Rupees Ten) each outof the profits of the Company for the financial year ended on March 31 2019 aggregatingto Rs. 4821284/- excluding Rs. 991029.39/- as dividend distribution tax. The dividendpayout is subject to approval of the members at the ensuing Annual General Meeting.

4. MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OF THECOMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICHTHE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT

No material changes or commitments have occurred between the end of the financial yearand the date of this Report which affect the financial statements of the Company inrespect of the reporting year.

5. NATURE OF BUSINESS ACTIVITIES AND CHANGES THEREOF

During the year under review there has been no change in the nature of Business of theCompany.

6. CHANGE OF NAME

The Name of the Company was changed from "Shradha Infraprojects (Nagpur)Limited" to "Shradha Infraprojects Limited" effective February 062019. The Company has received the Approval letter from NSE.

7. SHARE CAPITAL

The Company's paid-up Equity Share Capital stood at Rs. 96425680/- as on March 312019. There were no issue of equity shares with differential voting rights and sweatequity shares during the financial year 2018-19.

Further the Company does not have any Scheme for issue of shares including sweatequity to the employees or Directors of the Company.

8. EXTRACT OF ANNUAL RETURN

Pursuant to the provisions of Section 92(3) of the Act read with Rule 12(1) of theCompanies (Management and Administration) Rules 2014 (as amended) the extract of AnnualReturn for the financial year ended March 31 2019 in Form MGT-9 is attached as "AnnexureI" which forms part of the Board's Report.

9. INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

There was no amount liable or due to be transferred to Investor Education andProtection Fund (IEPF) during the financial year ended March 312019.

10. DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)

As on March 312019 the Board comprised of 4 (Four) Directors which includes One (1)Executive Director One (1) Non - Executive Director and Two (2) Independent Directors.

The shareholders of the Company at its Annual General Meeting held on September 282018 has approved the reappointment of Mrs. Tripti Kochar as an Independent Director for asecond term of Two (2) years on the Board by passing the special resolution.

RETIREMENT BY ROTATION

Pursuant to Section 152 of the Act read with the Companies (Appointment andQualification of Directors) Rules 2014 (as amended) Mr. Sunil Raisoni Managing Directorretires by rotation as Director at the ensuing Annual General Meeting and being eligibleoffers himself for re-appointment. The Board recommends his re-appointment.

In accordance with the provisions of Section 178 and other applicable provisions of theAct and Listing Regulations if any the Nomination and Remuneration Committee hasconsidered and recommended the above re-appointment to the Board of Directors of theCompany.A brief resume and other details of Mr. Sunil Raisoni Director seekingreappointment are provided in the Notice of AGM.

RESIGNATION OF KMP

During the financial year under review Ms. Nisha Dwivedi relinquished the position ofCompany Secretary and Compliance Officer vide resignation letter dated August 31 2018.

APPOINTMENT OF KMP

During the financial year under review Ms. Komal Shrimankar was appointed as theCompany Secretary and Compliance Officer designated Key Managerial Personnel of theCompany with effect from September 03 2018.

KEY MANAGERIAL PERSONNEL

In accordance with the provisions of Section 2(51) and 203 of the Act read with theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 Mr. SunilRaisoni Managing Director Mr. Siddharth Raisoni Chief Financial Officer and Ms. KomalShrimankar Company Secretary & Compliance Officer are the Key Managerial Personnel('KMP') of the Company.

STATEMENT OF DECLARATION ON INDEPENDENCE GIVEN BY INDEPENDENT DIRECTORS

The Independent Directors of the Company have given declarations that they meet thecriteria of independence as laid down under section 149(6) of the Act and Regulation16(1)(b) of Listing Regulations.

DECLARATION REGARDING NON - APPLICABILITY OF THE DISQUALIFICATION

During the year under review the Company has received the written declarations fromall the directors of the Company regarding non-applicability of the disqualification asmentioned under Section 164 of the Act read with Companies (Appointment and Qualificationof Directors) Rules 2014.

11. MEETINGS OF THE BOARD OF DIRECTORS

During the year under review the Board met Six (6) times viz. 26 May 2018; 03September 2018; 29 October 2018; 14 November 2018; 10 December 2018 and 18 February 2019.The details of Board Meetings are provided in the Corporate Governance Report forming partof this Annual Report.

12. COMMITTEES OF THE BOARD

The Board has established the following Committees:-

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders' Grievances and Relationship Committee

4. Corporate Social Responsibility Committee

5. Management Committee

The compositions of the Committees as on March 31 2019 are detailed below:

Name of Committee Members Audit Committee Nomination and Remuneration Committee Stakeholders' Grievances and Relationship Committee Corporate Social Responsibility Committee Management Committee
Mr. Sunil Raisoni - - - Chairman Chairman
Mrs. Mragna Gupta Member Member Chairperson Member Member
Mr. Ravindra Singh Singhvi Member Chairman Member Member -
Mrs. Tripti Kochar Chairperson Member Member Member -
Mr. Siddharth Raisoni - - - - Member

The detailed disclosures of all the Committees of the Board of Directors are providedin the Corporate Governance Report forming part of this Annual Report.

RECOMMENDATIONS OF AUDIT COMMITTEE

The Audit Committee was constituted by the Board of Directors on September 15 2017.All the recommendations made by the Audit Committee were accepted by the Board.

13. FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

The highlights of the Familiarization Programme are explained in the CorporateGovernance Report forming part of this Annual Report and are also available on theCompany's website: HREF="http://www.shradhainfra.in/">www.shradhainfra.in .

14. BOARD EVALUATION

In pursuant to the provisions of Section 134(3)(p) of the Act the Board of Directorsof the Company is committed to get its performance evaluated in order to identify itsstrengths and areas in which it may improve its functioning. In terms of the framework ofthe Board Performance Evaluation the Nomination and Remuneration Committee and the Boardof Directors have carried out an annual performance evaluation of the performance of itsown performance Committee and Individual Directors.

The evaluation of the Board Committees Directors and Chairman of the Board wasconducted based on the evaluation parameters such as Board composition and Structureeffectiveness of the Board participation at meetings awareness observance ofgovernance and quality of contribution etc.

15. APPOINTMENT AND REMUNERATION POLICY

Pursuant to provisions of Section 178 of the Act and Regulation 19 of ListingRegulations and on the recommendation of the Nomination & Remuneration Committee theBoard has adopted a policy for selection appointment and remuneration of Directors andKey Managerial Personnel. The detailed features of Remuneration Policy are stated in theReport on Corporate Governance forming part of this Annual Report.

16. PARTICULARS OF EMPLOYEES

The disclosures pursuant to Section 197(12) of the Act read with Rule 5(1) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 is attachedas "Annexure II" which forms part of the Board's Report.

17. DIRECTORS' RESPONSIBILITY STATEMENT

During the year under review the Audited Financial Statements of the Company for theyear under review are in conformity with the requirements of the Act read with the rulesmade thereunder and the Accounting Standards.

To the best of their knowledge and ability the Board of Directors makes the followingstatements in terms of Section 134 of the Act:

(a) that in the preparation of the Annual Accounts for the year ended March 31 2019all the applicable accounting standards have been followed along with proper explanationrelating to material departures if any;

(b) 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 the Company as at March 312019 andof the profit of the Company for the year ended on that date;

(c) that the Directors have taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingthe assets of the Company and for preventing and detecting fraud and other irregularities;

(d) the directors have prepared the annual accounts on a going concern basis;

(e) the directors have laid down internal financial controls to be followed by theCompany and that such internal financial controls are adequate and were operatingeffectively; and

(f) the directors have devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems were adequate and operating effectively.

18. SUBSIDIARIES COMPANIES:

During the year under review the Company has Three (3) Subsidiaries. The details aregiven below:

(A) MRUGNAYANI INFRASTRUCTURES PRIVATE LIMITED ('MIPL')

CIN: U45200MH2008PTC180766

The Company has 51% equity stake in MIPL thus according to Section 2(87) of theCompanies Act 2013 it became a subsidiary of the Company w.e.f. March 312017.

During the year under review the revenue from operations of MIPL was Rs. 8548000compared to Rs. 27526626 in 2017-18. The Net Profit / (Loss) after tax for the year2018-19 was Rs. (4307066) as against Rs. 2563771 in the year 2017-18.

(B) SUNTECH INFRAESTATE NAGPUR PRIVATE LIMITED ('SINPL')

CIN: U70102MH2012PTC228897

The Company has 100% equity stake in SINPL thus according to Section 2(87) of theCompanies Act 2013 it became a Wholly - Owned Subsidiary of the Company w.e.f. January16 2018.

During the year under review the total revenue of SINPL increased to Rs. 7104200 in2018-19 compared to Rs. 1620328 in 2017-18. The Net Profit after tax for the year2018-19 was Rs. 5102117 as against Rs. 1138966 in the year 2017-18.

(C) ACTIVE INFRASTRUCTURES PRIVATE LIMITED ('AIPL')

CIN: U45200MH2007PTC174506

During the financial year 2018-19 the Company has acquired 100% Equity stake of'AIPL' thus it became the Wholly Owned Subsidiary of the Company as per section 2(87) ofthe Companies Act 2013 w.e.f. June 22 2018.

The revenue from operations of AIPL was Rs. 76050000 in 2018-19. The Net Profitafter tax for the year 2018-19 was Rs. 7241583.

MATERIAL SUBSIDIARIES

None of the subsidiaries mentioned above is a material subsidiary as per the thresholdslaid down under the SEBI Listing Regulations.

The Board of Directors of the Company has approved a Policy for determining materialsubsidiaries in line with the Listing Regulations. The Policy has been uploaded on theCompany's website: www.shradhainfra.in

CONSOLIDATED FINANCIAL STATEMENTS

The Board of Directors of the Company at its meeting held on May 30 2019 approved theAudited Consolidated Financial Statements together with the Auditors' Report thereon forthe Financial Year ended March 31 2019 forms part of the Annual Report.

Pursuant to Section 129(3) of the Act a Statement containing salient features of thefinancial statements of each of the Subsidiaries of the Company in the prescribed FormAOC-1 is attached which forms part of the Financial Statements.

19. JOINT VENTURES / ASSOCIATE COMPANIES

The Company does not have any Associate Company and is also not a part of any JointVentures.

20. PUBLIC DEPOSITS

The Company has neither invited nor accepted any deposits falling under the ambit ofSection 73 of the Act and the Companies (Acceptance of Deposit) Rules 2014 framedthereunder during the year under review.

21. PARTICULARS OF LOANS GIVEN INVESTMENTS MADE GUARANTEES GIVEN OR SECURITY PROVIDED

The particulars of loans given investments made guarantees given or security providedunder the provisions of Section 186 of the Act read with the Companies (Meetings of Boardand its Powers) Rules 2014 are given under notes to the Financial Statements which formspart of this Annual Report.

22. CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

During the financial year under review all contracts / arrangements entered into bythe Company with related parties were in the ordinary course of business and on an arm'slength basis.

There are no materially significant related party transactions that may have potentialconflict with the interest of the Company at large except Advance of Loans / Investment inWholly Owned Subsidiary of the Company. The policy on Related Party Transactions asapproved by the Board of Directors has been uploaded on the Company's website:www.shradhainfra.in .

Pursuant to Section 134(3)(h) of the Act read with the Rule 8 of Companies (Accounts ofCompanies) Rules 2014 disclosures of Related Party Transactions in the prescribed FormAOC-2 is attached as "Annexure III" which forms part of the Board'sReport.

23. CORPORATE SOCIAL RESPONSIBILITY (CSR)

In accordance with Section 135 of the Act the Company has a Corporate SocialResponsibility (CSR) Committee. The details of CSR Committee are stated in the Report onCorporate Governance forming part of this Annual Report. The CSR Committee has formulatedand recommended to the Board a Corporate Social Responsibility Policy ("CSRPolicy") indicating the activities to be undertaken by the Company which has beenapproved by the Board.

The CSR Policy is available on the Company's website: www.shradhainfra.in .

An Annual Report on CSR Activities of the Company for the Financial Year 2018-19 isannexed as "Annexure IV" which forms part of the Board's Report.

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

Pursuant to Section 134(3)(m) of the Act read with Rule 8(3) of the Companies(Accounts) Rules 2014 the information on Conservation of Energy Technology Absorptionand Foreign Exchange Earnings and Outgo are as follows:

(A) CONSERVATION OF ENERGY

(i) Steps taken or impact on conservation of energy:

The Company lays great emphasis on savings in the cost of energy consumption.Therefore achieving reduction in per unit consumption of energy is an ongoing exercise inthe Company. The effective measures like education training publicity messaging throughuse of social media have been taken to minimize the loss of energy as far as possible. TheCompany does not have any internal generation of power (captive surplus or otherwise) andthe amount spent during the financial year 2018-19 is Rs. 6430/-.

(ii) Steps taken by the Company for utilizing alternate sources of energy:

Presently the Company does not have any alternate sources of energy for internalgeneration of power (captive surplus or otherwise). However the management of theCompany is exploring an alternative source of energy like solar wind thermal orotherwise for internal generation of power for captive purposes.

(iii) Capital investment on energy conservation equipment:

The Company has not made any capital investment on energy conservation equipment/s.

(B) TECHNOLOGY ABSORPTION RESEARCH AND DEVELOPMENT

(i) The efforts made towards technology absorption:

The Company is always in pursuit of finding the ways and means to improve theperformance quality and cost effectiveness of its services. The technology used by theCompany is updated as a matter of continuous exercise.

(ii) The benefits derived like product improvement cost reduction product developmentor import substitution:

As the Company is in service industry there is no question of product improvementproduct development or import substitution. Moreover the Company has not derived anymaterial benefits in cost reduction against technology absorption.

(iii) In case of imported technology (imported during the last three years reckonedfrom the beginning of the financial year):

The Company has not imported any technology during the last three years reckoned fromthe beginning of the financial year.

(iv) The expenditure incurred on Research and Development:

The Company does not have a separate independent research and development activity. Assuch no material amount of expenditure was incurred on research and development activityof the Company.

(C) FOREIGN EXCHANGE EARNINGS / OUTGO

During the financial year 2018-19 under review there are no foreign exchange earningsand outgo

25. RISKS MANAGEMENT:

In terms of the provisions of Regulation 17 of the Listing Regulations the Company hasframed a Risk Management Policy for assessment and minimization of risk.

Risk Management Policy enables the Company to ensure sustainable business growth withstability and to promote a proactive approach in reporting evaluating and resolving risksassociated with the business.

The Board members are informed about risk assessment and minimization procedures afterwhich the Board formally adopted steps for framing implementing and monitoring the riskmanagement plan for the Company.

The details of Risk Management Policy are available on the Company's website:www.shradhainfra.in .

26. VIGIL MECHANISM / WHISTLE BLOWER MECHANISM

Pursuant to the provisions of Section 177 of the Act read with Rule 7 of the Companies(Meetings of Board and its Powers) Rules 2014 the Company has established a VigilMechanism that enables the Directors and Employees to report genuine concerns.

The details of Vigil Mechanism are provided in the Corporate Governance Report formingpart of this Annual Report.

27. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS ORTRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE

There are no significant and material orders passed by the Regulators / Courts /Tribunals which would impact the going concern status of the Company and its futureoperations.

28. AUDITORS AND THEIR REPORTS STATUTORY AUDITOR

M/s. Paresh Jairam Tank & Co. Chartered Accountants Nagpur (Firm Registration No.139681W) were appointed as Statutory Auditor of the Company at the 21st Annual GeneralMeeting held on September 28 2018 to hold office from the conclusion of the said meetingtill the conclusion of 23rd Annual General Meeting to be held for the financial year2019-20.

The Company had received certificate from the Statutory Auditor confirming theireligibility and willingness for their appointment pursuant to Sections 139(1) 141(2) and141(3) of the Act read with Companies (Audit and Auditors) Rules 2014 and ListingRegulations.

During the year under review

1) The observation(s) made by the Statutory Auditor in their Report areself-explanatory and therefore do not call for any further comments under Section134(3)(f) of the Act.

2) The Auditor's Report does not contain any reservation qualification disclaimer oradverse remarks.

3) The Statutory Auditor has not reported any incident of fraud to the Audit Committeeor the Board of Directors under Section 143(12) of the Act.

SECRETARIAL AUDITOR AND SECRETARIAL AUDIT REPORT

CS Riddhita Agrawal Company Secretary in Practice Mumbai (Certificate of Practice No.12917) has been appointed as the Secretarial Auditor to conduct the Secretarial Audit forthe financial year under review as per the requirements of Section 204(1) of the Act readwith Rule 9 of Companies (Appointment and Remuneration of Managerial Personnel) Rules2014 and Listing Regulations. The Secretarial Audit Report does not contain anyqualifications reservations or adverse remarks.

The Report of the Secretarial Auditor in the prescribed Form MR-3 is attached as"Annexure V" which forms part of the Board's Report.

INTERNAL AUDITOR / INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

Pursuant to the provisions of Section 138 of the Companies Act 2013 read withCompanies (Accounts) Rules 2014 and on recommendation of Audit Committee M/s. V. K.Surana & Co. Chartered Accountants Nagpur (Firm Registration No. 110634W) wereappointed as the Internal Auditors of the Company to periodically audit the adequacy andeffectiveness of the internal controls laid down by the management and suggestimprovements.

The Company ensures reliability in conducting its business precision andcomprehensiveness in maintaining accounting records and anticipation and detection offrauds and errors.

There were no adverse remarks or qualification on accounts of the Company marked by theInternal Auditors.

COST AUDITORS

The provisions of Cost Audit as prescribed under Section 148 of the Act and the rulesframed thereunder are not applicable to the Company.

29. COMPLIANCE WITH SECRETARIAL STANDARDS

The Company has complied with the applicable Secretarial Standards issued by theInstitute of Company Secretaries of India i.e. SS-1 and SS-2 with respect to BoardMeetings and General Meetings.

30. STATEMENT OF DEVIATIONS AND VARIATIONS

In compliance with the provisions of Regulation 32(8) of Listing Regulations there hasbeen no Deviation(s) and / or Variation(s) in the utilization of the fund raised from theInitial Public Offer (IPO) as disclosed in the Company's Prospectus dated November 162017 for the period ended March 312019 as it has been utilized fully for the purpose forwhich funds was raised.

During the year under review the Statement giving details of Deviation(s) and / orVariation(s) in Utilization of Public Issue proceeds pursuant to Regulation 32 of ListingRegulations for the period ended March 31 2018; September 30 2018 and March 31 2019 hadbeen filed respectively with the National Stock Exchange of India Limited (NSE) EMERGE(SME Platform) within due dates.

31. CORPORATE GOVERNANCE

The provisions relating to Corporate Governance i.e. Regulation 27 of SEBI (ListingObligations and Disclosure Requirements) Regulations 2015 ["ListingRegulations"] are not applicable to the Company and accordingly the Company is notrequired to submit the Corporate Governance Report with its Annual Report the Company hasdecided to adopt and disseminate voluntary disclosure of Corporate Governance keeping inview the objective of encouraging the use of better governance practices.

However the Company has made a voluntary disclosure of the report on CorporateGovernance as stipulated under regulation 34(3) read with Schedule V of the ListingRegulations and it is attached as "Annexure VI" which forms part of theBoard's Report.

Members may please note that any omission of any corporate governance provisions shallnot be construed as non-compliance of the above mentioned regulations.

32. MANAGEMENT'S DISCUSSION AND ANALYSIS REPORT

Management's Discussion and Analysis Report for the year under review as stipulatedunder Regulation 34 read with Schedule V to the Securities and Exchange Board of India(Listing Obligations and Disclosure Requirements) Regulations 2015 ("ListingRegulations") is presented in a separate section forming part of the Annual Report.

33. LISTING OF SHARES

The Equity shares of the Company continued to be listed with and actively traded on theNational Stock Exchange of India Limited (NSE) EMERGE (SME Platform).

The listing fees for the financial year 2018-19 have been paid to the National StockExchange of India Limited on April 22 2018.

34. MATERIAL DEVELOPMENT IN HUMAN RESOURCES INDUSTRIAL RELATIONS:

The Company takes pride in the commitment competence and dedication shown by itsemployees and Visiting Faculties in all areas of operations. Objective appraisal systemsbased on Key Result Areas are in place for senior management staff. Additional efforts arecontinued to be implemented with a view to obtain commitment and loyalty towards theorganization.

The Company is dedicated to enhance and retain top talent through superior learning andorganizational development as this being the pillar to support the Company's growth andsustainability in the future.

HEALTH AND SAFETY:

The operations of the Company are conducted in such a manner that it ensures safety ofall concerned and a pleasant working environment. The management takes a periodical reviewon safety health & environment of all departments.

Regular Training on Safety is being organized for New Joinee regular employees &contract labour. Mock-drills are conducted for practical exposure to meet emergency needon quarterly basis. Hand book on safety awareness are distributed to all employees.

35. SEXUAL HARASSMENT OF WOMEN AT THE WORKPLACE (PREVENTION PROHIBITION &REDRESSAL) ACT 2013:

The Company has in place a Policy on prevention prohibition and redressal of sexualharassment at workplace in line with the provisions of the Sexual Harassment of Women atWorkplace (Prevention Prohibition and Redressal) Act 2013.

During the year under review there were no complaints received under the SexualHarassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013.

36. ACKNOWLEDGEMENTS:

The Board appreciates and places on record the contribution made by all concernedduring the year under review and the support received from all. The Board also places onrecord their appreciation of the support of all stakeholders particularly shareholdersBankers customers suppliers and business partners.

ANNEXURES:

a) Annexure I Form MGT-9 (Extract of Annual Return)
b) Annexure II Particulars of Employees
c) Annexure III Form AOC-2
d) Annexure IV Annual Report on Corporate Social Responsibility (CSR) activities
e) Annexure V Form MR- 3 Secretarial Auditors' Report
f) Annexure VI Report on Corporate Governance

On behalf of the Board

For SHRADHA INFRAPROJECTS LIMITED

[Formerly known as Shradha Infraprojects (Nagpur) Limited]

SD/- SD/-
Sunil Raisoni Mragna Gupta
Managing Director Director
Date : 31 August 2019
Place : Nagpur