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Telesys Info-Infra (I) Ltd.

BSE: 532315 Sector: IT
NSE: N.A. ISIN Code: INE042B01012
BSE 05:30 | 01 Jan Telesys Info-Infra (I) Ltd
NSE 05:30 | 01 Jan Telesys Info-Infra (I) Ltd

Telesys Info-Infra (I) Ltd. (TELESYSINFO) - Director Report

Company director report

Dear Members

Your Directors are glad to present the 29th Annual Report of your companytogether with the Audited Accounts of the Company for the financial year ended 31stMarch 2021.

FINANCIAL HIGHLIGHTS:

(Rs.)
Particulars 31.3.2021 31.03.2020
Total Income 160216172 28510338
Expenditure 140337921 26762782
Profit / (Loss) before Depreciation and Tax 19878250 1747556
Less: Depreciation 0 0
Profit/ (Loss) Before Tax 19878250 1747556
Provision for Taxation - Current 5429619 813443
Provision for Deferred Tax - Asset 4872 (358066)
Profit/ (Loss) After Tax 14443759 1292179

OPERATIONAL REVIEW

Income of the company from operations is of Rs. 138691631/- .Profit before tax is Rs.19878250/- as compared to Rs. 1747556/- in previous year.

AMOUNT TRANSFERRED TO RESERVES:

During the year the company has not transferred any amount to Reserve account.

DIVIDEND:

Your directors do not recommend any dividend during this year.

MATERIAL CHANGES AND COMMITMENTS:

During the year under review there were no material changes and commitments affectingthe financial position of the Company.

DEPOSITS AND LOANS/ ADVANCES:

The Company has not accepted any public deposits during the financial year.

CHANGES IN NATURE OF BUSINESS IFANY:

During the financial year under review the Income of the Company from commoditytrading.

CHANGES IN THE CAPITAL :

There is no change in the authorized issued subscribed and paid up capital of theCompany during the year.

INFORMATION ABOUT SUBSIDIARY/ JV/ ASSOCIATE COMPANY:

Company does not have any subsidiary Joint venture or associate company.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:

The provisions of Section 125(2) of the Companies Act 2013 do not apply as there wasno dividend declared and paid last year.

EXTRACT OF ANNUAL RETURNS:

The extract of the Annual Returns is required pursuant to section 92(3) of theCompanies Act 2013 and rule 12(1) of the Companies (Management and Administration) Rules2014 an extract of annual return in MGT 9 as a part of this Annual Report as ANNEXURE -II.

MEETINGS OF THE BOARD OF DIRECTOR:

The board of directors met Six[6]times during the financial year.

DIRECTORS'S RESPONSIBILITY STATEMENT:

Pursuant to Section 134(5) of the Companies Act 2013 The Board of Directors of thecompany confirms that:

(a) In the preparation of the annual accounts the applicable accounting standards hadbeen followed along with proper explanation relating to material departures:

(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 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 this Act for safeguarding theassets of the company and for preventing and detecting fraud and other irregularities;

(d) The directors had prepared the annual accounts on a going concern basis; and

(e) The directors in the case of a listed company had laid down internal financialcontrols to be followed by the company and that such internal financial controls areadequate and were operating effectively;

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

STATUTORY AUDITORS:

M/s. Parthasarathy Sankaran & Associates LLP has been appointed as StatutoryAuditors of the Company to hold the office for the period of 5 years from the conclusion25th AGM until the conclusion of the 30th AGM of the company.

The requirement for the annual ratification of auditors' appointment at the AGM hasbeen omitted pursuant to Companies (Amendment) Act 2017 notified on May 07 2018.

AUDITORS' REPORT :

The Auditors' Report does not contain any qualification. Notes to Accounts andAuditors' remarks in their report are self-explanatory and do not call for any futurecomments. The Report given by the Auditor's is part of the Annual Report.

COST AUDIT

The Cost audit in terms of the Companies (Cost Accounting Records and Compliance)Rules 2011 is not applicable to your company during the year.

SECRETARIAL AUDIT REPORT:

The Secretarial audit report as provided by Mr.Amarendra Mohapatra Practicing CompanySecretary for the financial year ended 31st March 2021 is annexed as Annexure-3.

Mr. Amarendra Mohapatra Practicing Company Secretary has been appointed as theSecretarial auditor for the financial year 2021-2022.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS UNDER SECTION 186

There were no loans guarantees or investments made that fall under the ambit of section186 during the year under review

RRELATED PARTY TRANSACTION:

There was no related party transaction during the year under review.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREGIN EXCHANGE EARNING AND OUTGO :

A. Conservation of Energy Technology Absorption

The particulars as required under the provisions of Section 134(3) (m) of the CompaniesAct 2013 in respect of conservation of energy and technology absorption have not beenfurnished considering the nature of activities undertaken by the company during the yearunder review.

B. Foreign Exchange Earnings And Outgo

There were no foreign exchange earnings and outgo during the year under review.

RISK MANAGEMENT POLICY :

The Company has developed and implemented a risk management policy which identifiesmajor risks which may threaten the existence of the Company. The same has also beenadopted by your Board and is also subject to its review from time to time. Risk mitigationprocess and measures have been also formulated and clearly spelled out in the said policy.

DIRECTORS AND KEY MANAGERIAL PERSONNEL AND REMUNERATION :

There was no change in the composition of the board during the year.

During the year 2021-22 under review the Board has been reconstituted

1. Mrs. Jayanti Pradhan (Din: 08529039) has been appointed As A Non-ExecutiveIndependent Director w.e.f. 14/04/2021.

2. Mr. Mr. chandran ganesan (DIN : 08166461) has been appointed As Executive Directorw.e.f. 14/04/2021.

3. Mr. T. S. Srinivasan (Din: 07044410) has been appointed as an Independent Directorof the Company w.e.f. 26/08/2021.

4. Mr. YADDANAPUDI SATYA KUMAR has been resigned from the Company w.e.f. 26/08/2021.

5. Mrs DURGA DEVI JAIKUMAR has been resigned from the Company w.e.f. 26/08/2021.

6. Mr. VINOD KUMAR MAGANMAL HAJARIMAL SINGHI has been resigned from the Company w.e.f.26/08/2021.

7. Mrs. S. Thilagam has been appointed as a CFO w.e.f. 01/09/2021

No remuneration has been paid to any director of the company during the year. Except J.Rajendhiran CORPORATE SOCIAL RESPONSIBILITY:

The Company does not meet criteria of Section 135 of the Companies Act 2013 read withthe Companies(Corporate Social Responsibility Policy) Rules 2014 so there is norequirement to constitute Corporate Social Responsibility committee.

CORPORATE GOVERNANCE:

Report of Corporate Governance along with the Certificate of the Auditors confirmingcompliance of conditions of Corporate Governance as stipulated in the Agreement with theStock Exchanges form part of the Board Report.- as per Annexure -III

INDEPENDENT DIRECTORS:

The Board of Directors of the Company hereby confirms that all the Independentdirectors duly appointed by the Company have given the declaration and they meet thecriteria of independence as provided under section 149(6) of the Companies Act 2013.

INDEPENDENT DIRECTORS and DECLARATION

The Board of Directors of the Company hereby confirms that all the Independentdirectors duly appointed by the Company have given the declaration and they meet thecriteria of independence as provided under section 149(6) of the Companies Act 2013.

1. Mrs. Jayanti Pradhan (Din: 08529039) has been appointed As A Non-ExecutiveIndependent Director w.e.f. 14/04/2021.

VIGIL MECHANISM

The company has established Vigil Mechanism for directors and employees to reportgenuine concerns and made provisions for direct access to the chairperson of the AuditCommittee. Company has formulated the present

Policy for establishing the vigil mechanism/ Whistle Blower Policy to safeguard theinterest of its stakeholders Directors and employees to freely communicate and addressto the Company their genuine concerns in relation to any illegal or unethical practicebeing carried out in the Company.

SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS:

On the basis of the sat order dated 07-08-2018 the company is taking necessary stepsfor revocation of suspension.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (Prevention Prohibitionand Redressal) Act 2013:

The company has in Place of Anti Sexual Harassment Policy in line with the requirementsof The Sexual Harassment of Women at the workplace(Prevention Prohibition Prohibition& Redressal) Act 2013.

ACKNOWLEDGEMENT:

Yours Directors wish to express their grateful appreciation to the continuedco-operation received from the Banks Government authorities customers vendors andshareholders during the year under review.

Your director also wish to place on record their deep sense of appreciation for thecommitted service of the executives staff and workers of the company.

By Order of the Board of Directors
For Telesys Info-Infra (I) Limited
Sd/-
Rajendhiran Jayaram
Place : Chennai Whole-time Director
Date:26-08-2021 Din: 01784664

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