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Spacenet Enterprises India Ltd.

BSE: 513249 Sector: IT
NSE: SPCENET ISIN Code: INE970N01027
BSE 05:30 | 01 Jan Spacenet Enterprises India Ltd
NSE 05:30 | 01 Jan Spacenet Enterprises India Ltd

Spacenet Enterprises India Ltd. (SPCENET) - Director Report

Company director report

To

The Members of

SPACENET ENTERPRISES INDIA LIMITED

Your Directors have pleasure in presenting the Seventh Annual Report together with theAudited Accounts for the year ended 31st March 2017.

(In Lakhs)

Particulars

Consolidated

Standalone

For the Year ended March 31st 2017 For the Year ended March 31st 2016 For the Year ended March 31st 2017 For the Year ended March 31st 2016
Revenue:
Revenue from Operations 145.42 1088.47 0.21 74.41
Other income 27.51 45.49 3.59 3.28
Total Revenue 172.93 1133.96 3.80 77.69
EXPENDITURE:
Operating Expenses 32.43 967.74 52.63 85.28
Employee benefits expenses 180.25 293.52 18.28 90.89
Finance costs 23.71 61.11 0.01 65.47
Depreciation expense 8.09 11.57 4.10 5.22
Other expenses 275.80 845.40 - -
Total 520.28 2179.34 75.02 246.86
Profit/(Loss) Before Extraordinary items and Tax Extraordinary items (347.35) (1045.38) (71.22) (169.17)
Profit/(Loss) After Extraordinary items - - - -
Less: Tax Expense 2.64
Profit/(Loss) After Tax and before extra ordinary items (349.99) (1045.38) (71.22) (169.17)
Extra-ordinary items - 510.99 -
Net Profit /(loss) after Extra-ordinary items (349.99) (1045.38) (582.21) (169.17)
Earnings per share
- Basic (0.71) (2.13) (0.19) (0.35)
-Diluted (0.71) (2.13) (0.19) (0.35)

REVIEW OF OPERATIONS:

For the financial year ended March 31st 2017 your Company had reported total incomeof  Rs.145.42 lakhs as against Rs. 1088.47 lakhs during the previous financial yearon consolidated basis. The Company incurred a consolidated Net Loss of 349.99 lakhs asagainst net loss of  Rs. 1045.39 lakhs during the previous financial year.

DIVIDEND:

Due to the lack of profits the company has not declared any dividend.

BORROWINGS:

Please Refer Note No. 2.4 of the notes on accounts (Financial statements) indebtednessin this Report.

DIRECTORS:

During the year Mr. Srinivasa Rao Tatipaka was appointed whole time director and CEOof the Company with effect from 19.06.2017. Mr. Satya Srikanth Karaturi was appointed asan additional non executive director with effect from 14.02.2017 and Ms. RenduchintalaPadmavathi was appointed a woman nonexecutive director with effect from 07.03.2017. Mr.Gunturu Narasimha Rao and Mr. Nekkanti Venkata Krishnayya were appointed an additionalindependent director with effect from 24.03.2017.

During the year Mr. T Suresh Mr. P. Parthasarthi and Mr. Y Ramesh has resigned fromthe Directorship of the company with effect from 24.03.2017 and Ms. P Naazneen has alsoresigned from the Directorship

of the company with effect from 07.03.2017. Board has appreciated their services andkept on record the valuable services rendered by them during their tenure.

AUDITORS:

Statutory Auditors:

The Statutory Auditors M/s Navitha and Associates Chartered Accountants retire atthis Annual General Meeting. The Board of Directors pursuant to the provisions of Section139 and other applicable provisions if any of the Companies Act 2013 read with Rulesmade there under recommends appointment of M/s Navitha and Associates CharteredAccountants as Statutory Auditors of the Company for a period of block of Three (3) yearsfrom conclusion of this Annual General Meeting till the conclusion of 10th Annual GeneralMeeting in the calendar year of 2020.

Secretarial Auditors

Pursuant to the provisions of Section 204 of the Companies Act 2013 and The Companies(Appointment and remuneration of Managerial Personnel) Rules 2014 the Company hasappointed M/s Kota Srinivas & Associates Company Secretaries to undertake thesecretarial audit of the company. The Secretarial Audit Report is annexed herewith as'Annexure 1'.

Internal Auditors

M/s. Gorantla & Co. Chartered Accountants perform the duties of internal auditorsof the company and their report is reviewed by the audit committee from time to time.

PUBLIC DEPOSITS:

The Company has not accepted any deposits within the meaning of Companies Act 2013 andthe rules framed there under.

VIGIL MECHANISM:

In pursuant to the provisions of section 177(9) & (10) of the Companies Act 2013a Vigil Mechanism for directors and employees to report genuine concerns has beenestablished. The Vigil Mechanism Policy has been uploaded on the website of the Company atwww.spacenetent.com

RELATED PARTYTRANSACTIONS:

There were no contracts or arrangements entered into by the company in accordance withprovisions of section 188 of the Companies Act 2013. However there were material relatedparty transactions in terms of 34(3) and 53(f) of the SEBI (LODR) Regulations 2015. Allmaterial related party transactions that were entered into during the financial year wereon an arm's length basis and were in the ordinary course of business.

There are no materially significant related party 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. All Related PartyTransactions are placed before the Audit Committee as also the Board for approval. Thepolicy on Related Party Transactions as approved by the Board is uploaded on the Company'swebsite. None of the Directors has any pecuniary relationships or transactions vis-a-visthe Company.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There are no significant material orders passed by the Regulators / Courts which wouldimpact the going concern status of the Company and its future operations.

PARTICULARS OF EMPLOYEES:

None of the employees are in receipt of the remuneration as set out under the CompaniesAct 2013 and read with Rules made there-under and as such the statement as required underthe Companies Act 2013 is not applicable.

LISTING OF SHARES

The shares of the company are listed on National Stock Exchange. The listing fee forthe year 2017-18 has already been paid to the NSE.

CORPORATE GOVERNANCE:

In accordance with SEBI (LODR) Regulations 2015 a report on Corporate Governance alongwith the Practicing Company Secretary Certificate on compliance of conditions of CorporateGovernance is annexed herewith and forms part of this report.

CORPORATE SOCIAL RESPONSIBILITY

Even though the provisions of Companies Act 2013 regarding Corporate SocialResponsibility are not attracted to the company yet the Company has been over the yearspursuing as part of its corporate philosophy an unwritten CSR policy voluntarily whichgoes much beyond mere philanthropic gestures and integrates interest welfare andaspirations of the community with those of the Company itself in an environment ofpartnership for inclusive development.

DIRECTORS' RESPONSIBILITY STATEMENT

In compliance to the provisions of Section 134(3)(c) of the Companies Act 2013 yourDirectors confirm that:

a. in the preparation of the Annual Accounts the applicable accounting standards havebeen followed and no material departures have been made from the same;

b. the directors had selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the company at the end of the financial year and ofthe profit or loss of the company for that period;

c. the directors have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the act for safeguarding theassets 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.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARINGS AND OUTGO:

The company has no activities relating to Conservation of Energy TechnologyAbsorption. Foreign Exchange earnings and Outgo during the year under review as givenbelow:

Foreign Exchange Earnings and Outgo:

Particulars

For the Year ended March 31

2017 2016
Foreign Exchange Earnings 74.41
Foreign Exchange outgo -

EXTRACT OF ANNUAL RETURN:

The details forming part of the extract of the Annual Return in form MGT 9 is annexedherewith as "Annexure 2".

ACKNOWLEDGEMENTS:

Your Directors thanks all the members banks and regulatory and governmentalauthorities for their continued support. We take this opportunity to place on record oursincere thanks to our Bankers State and Central Government agencies for their timelysupport co-operation and valuable guidance.

For and on behalf of the Board
For Spacenet Enterprises India Limited
Sd/-
Srinivasa Rao Tatipaka
Place : Hyderabad Whole Time Director & CEO
Date : 28th August 2017 (DIN No. 02449906)