Directors Report of Likhitha Infrastructure Ltd.

Mar 31, 2025

Your Directors are pleased to present the 26^th (Twenty Sixth) Annual Report of Likhitha Infrastructure
Limited ("the Company”) together with the Audited Financial Statements (Standalone and Consolidated) for
the financial year ended March 31, 2025.

Financial Highlights

Key highlights of the financial performance of the Company for the year ended March 31, 2025 are summarized
below:

n t.'' i	Stand	alone	Conso	Lidated
Particulars	2024-25	2023-24	2024-25	2023-24
Revenue from Operations	51221.54	42209.31	52008.60	42168.14
Other Income	569.54	608.92	517.73	517.69
Total Revenue	51791.08	42818.23	52526.33	42685.83
EBITDA	10034.84	9884.00	10070.55	9870.43
Finance costs	112.77	135.43	112.77	135.43
Depreciation and Amortization Expenses	593.41	767.47	593.41	767.47
Profit before tax	9328.66	8981.10	9364.37	8967.53
Current Tax	2380.67	2424.77	2410.51	2491.57
Deferred Tax Asset	11.00	(46.73)	11.00	(46.73)
Profit after Tax	6936.99	6603.06	6942.85	6522.69
Basic Earnings per Share (R)	17.58	16.74	17.57	16.58
Diluted Earnings per Share (R)	17.58	16.74	17.57	16.58
*Paid-up share capital (face value of R5/- each)	1972.50	1972.50	1972.50	1972.50
Other Equity	35389.88	29044.13	35322.13	28980.58

Financial Performance

Standalone Turnover

During the year under review, the standalone income
of the Company increased to R 51,221.54 lakhs,
compared to R 42,209.31 lakhs in the previous year,
registering a growth of 21.35%.

The standalone net profit after tax increased to
R6,936.99 lakhs compared to R 6,603.06 lakhs in the
previous year, representing a growth of 5.06%.

The standalone Earnings per share stood at R17.58
on face value of R5/- each.

Consolidated Performance

During the year under review, the consolidated
income of the Company increased to R52,008.60
lakhs, compared to R42,168.14 lakhs in the previous
year, registering a growth of 23.34%.

The consolidated net profit after tax increased to
R6,942.85 lakhs compared to R6,522.69 lakhs in the
previous year, representing a growth of 6.44%.

The consolidated Earnings per share stood at R17.57
on face value of R5/- each.

Change in Nature of Business

During the year under review, there was no change
in the existing nature of the Company''s business
operations. However, the "Main Object" clause of
the MOA was amended by inserting new sub-clauses
the shareholders of the Company, by passing a
Special Resolution through Postal Ballot on April 25,
2025, have approved the adoption of new business
activities. The Company has expanded its scope
to include renewable and non-renewable energy
sectors in addition to the existing business activities.

Subsidiaries, Associates and Joint
Ventures

As on March 31, 2025, the Company has one
Subsidiary- Likhitha Hak Arabia Contracting Company
and One Joint Venture- CPM-Likhitha Consortium.
There has been no change in the nature of the
business of the subsidiary and joint venture entities.

During the year under review, no Company has
become or ceased to be a subsidiary, joint venture or
associate of the Company.

During the period, none of the subsidiaries of the
Company qualifies as a Material Subsidiary as per
the Listing Regulations and Company''s policy for
determining Material Subsidiaries. The policy is
available on the Company''s website at https://
www.likhitha.co.in/img/content/policies/Policy for
Determination of Material Subsidiaries.pdf.

In accordance with Section 129(3) of the Companies
Act, 2013, read with the Companies (Accounts) Rules,
2014, the salient features of the financial statements
of the Company''s Subsidiary, Associate, and Joint
Venture are provided in Form AOC-1, attached as
AnneHure-I to this Report.

Consolidated Financial Statements

As per SEBI (LODR) Regulations, 2015 and the
Companies Act, 2013 read with relevant accounting
standards, the Company has prepared the
Consolidated financial statements.

The audited financial statements (both Standalone
and Consolidated) together with the Auditors
Report form part of this Annual Report and separate
financial statements of the subsidiary company are
available on the website of the Company at https://
www.likhitha.co.in/annual report.html

Transfer to Reserves

The closing balance of the Company''s retained
earnings for FY 2024-25, after making all
appropriations and adjustments, stood at ^35,342.11
lakhs. During the year under review, no amount
has been transferred to the General Reserve of the
Company.

Dividend

The Board of Directors has not recommended any
dividend for the FY 2024-25.

In accordance with Regulation 43A of the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 (Listing Regulations), the Board of
Directors of the Company have adopted a Dividend
Distribution Policy. The policy is available on the
Company''s website at https://www.likhitha.co.in/
img/content/policies/Dividend Distribution Policy.
pdf.

Investor Education & Protection Fund
(IEPF)

In accordance with the provisions of Sections
124, 125 and other applicable provisions, if
any, of the Companies Act, 2013 read with the
Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016
(hereinafter referred to as "IEPF Rules") (including
any statutory modification(s) or re-enactment(s)
thereof for the time being in force), the amount of
dividend remaining unclaimed or unpaid for a period
of seven consecutive years from the date of transfer
to the Unpaid Dividend Account is required to be
transferred to the Investor Education and Protection
Fund ("IEPF") maintained by the Central Government.

Your Company does not have any unpaid / unclaimed
dividend or shares relating thereto which is required
to be transferred to the IEPF till the date of this Report.
Details of balance in Unpaid Dividend Account as on
March 31, 2025, are given below:

S. No.	Particulars	Balance amount as on 31.03.2025
1	Final Dividend for FY 2023-24	0.61
2	Final Dividend for FY 2022-23	0.44
3	Final Dividend for FY 2021-22	0.26
4	Interim Dividend for FY 2021-22	1.20
5	Final Dividend for FY 2020-21	1.45
Total Outstanding Amount as on March 31, 2025		3.96

Shareholders are informed that once an unclaimed
dividend is transferred to IEPF, no claim shall lie in
respect thereof with the Company. The details of
unclaimed dividend are available on the Company''s
website at http://www.likhitha.co.in/unclaimed
dividends.html.

Ms. Pallavi Yerragonda, Company Secretary and
Compliance officer of the Company acts as Nodal
Officer.

Material Changes and Commitments,
affecting the financial position of the
Company

There are no material changes and commitments have
occurred subsequent to the end of the financial year
of the Company to which the financial statements
relate and till the date of the report, which will have
an impact on the financial position of the Company.

Deposits

During the year under review, the Company has not
accepted any deposits pursuant to the provisions of
Sections 73 and 76 of the Companies Act, 2013 and
rules made thereunder.

Particulars of Loans, Guarantees and
Investments

Pursuant to Section 186 of the Companies Act,
2013 and Schedule V of the Listing Regulations,
disclosure on particulars relating to Loans, Advances,
Guarantees, and Investments as on March 31, 2025,
are provided in Notes to the financial statements of
the Company.

Contracts and Arrangements with Related
Parties

During the Year under review, all contracts /
arrangements / transactions entered by the Company
with related parties were in the ordinary course of
business and on an arm''s length basis which were
approved by the audit Committee and the Board
from time to time. The particulars of such contracts
or arrangements with related parties are enclosed in
Form AOC-2 as "Annexure-II" to this report. Further
details of related party transactions are provided in
Notes to Financial Statements (both Standalone and
Consolidated).

The policy on dealing with RPT as approved by the
Board is uploaded on the Company''s website at
https://www.likhitha.co.in/img/content/policies/
New Related Party Transaction Policy.pdf.

Outlook and Future Plans

"Management Discussion and Analysis" contains
a separate section on the Company''s outlook and
future plans and members may please refer to the
same on this.

Share Capital

During the year under review, there was no change
in the authorized and paid-up share capital of
the Company. The authorized share capital of the
Company is ^21,60,00,000/- (Rupees Twenty-One
Crores Sixty Lakhs only) divided into 4,32,00,000
(Four Crores Thirty-Two Lakhs) equity shares of
^5/- (Rupees Five only) each and the paid-up share
capital of the Company is ^19,72,50,000/- (Rupees
Nineteen Crores Seventy-Two Lakhs Fifty Thousand
only) comprising 3,94,50,000 (Three Crore Ninety-
Four Lakhs Fifty Thousand) equity shares of ^5/-
(Rupees Five only) each.

During the year under review, the Company has
neither issued any shares with differential voting
rights nor granted any stock options or sweat equity
shares.

Employees'' Stock Option Scheme

There is no employees'' stock option scheme being
implemented by the Company.

Board of Directors and Key Managerial
Personnel

As on March 31, 2025, the Board comprises of Seven
(07) Directors viz., Four (04) Independent Directors
including One Woman Independent Director, One
(01) Non-Executive Non-Independent Director and
Two (02) Executive Directors.

Retirement by rotation and subsequent re¬
appointment

In accordance with the provisions of Section 152 and
other applicable provisions, if any, of the Act and
the Articles of Association of the Company, Mrs. Sri
Lakshmi Gaddipati (DIN: 02250598), Non-Executive
Director of the Company, is liable to retire by rotation
at the ensuing Annual General Meeting and being
eligible has offered herself for re-appointment.

The resolution for the re-appointment of Mrs. Sri
Lakshmi Gaddipati is being placed for the approval
of the shareholders of the Company at the ensuing
AGM.

Appointment / Re-appointment

Based on the recommendation of the Nomination
and Remuneration Committee and the Board of
Directors, the members of the Company at 25th
Annual General Ameeting held on September 24,
2024 have re-appointed Mrs. Likhitha Gaddipati
(DIN: 07194259) as Whole Time Director of the
Company for a further term of 3 years commencing
from August 11, 2024 to August 10, 2027.

Independent Directors

The Company has received declarations from all the
Independent Directors as required under section
149(6) of the Companies Act, 2013 along with Rules
framed thereunder and Regulation 16(1)(b) of the
Listing Regulations stating that they meet the criteria
of independence. There has been no change in the
circumstances affecting their status as independent
directors of the Company.

The Board has reviewed the integrity, expertise,
experience, and the requisite proficiency of the
independent directors and confirmed that the
Independent Directors fulfill the conditions specified
in the SEBI Listing Regulations and are independent
of the management and the same is given in the
Corporate Governance Report.

As prescribed under Listing Regulations and pursuant
to Section 149(6) of the Companies Act, 2013 the
particulars of Non-Executive Independent Directors
(as on the date of signing this report) are as under:

1. Mr. Venkata Sehsha Talpa Sai Munupalle

2. Mr. Sivasankara Parameswara Kurup Pillai

3. Mr. Venkatram Arigapudi

4. Ms. Jayashree Voruganty

Directors and Officers Insurance (''D&O'')

As per the requirements of Regulation 25 (10) of
the SEBI Listing Regulations, the Company has taken
D&O Insurance for all its Directors of the Company.

Key Managerial Personnel

In accordance with the provisions of Section(s) 2(51)
and 203 of the Companies Act, 2013 read with the
Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 the following are
the Key Managerial Personnel of the Company as on
March 31, 2025:

S. No.	Name of the KMP	Designation
1	Mr. Srinivasa Rao Gaddipati	Managing Director
2	Mrs. Likhitha Gaddipati	Whole Time Director and Chief Financial Officer
3	Mr. Sudhanshu Shekhar	Chief Executive Officer
4	Ms. Pallavi Yerragonda	Company Secretary and Compliance Officer

During the year under review, there are no changes
in the Key Managerial Personnel of the Company.

Meetings of the Board

During the year under review, 5 (Five) Meetings of
the Board were held as per the Standards as set
forth in the Secretarial Standard - I. The maximum
gap between two consecutive board meetings was
within the period as prescribed under the provisions
of the Companies Act, 2013.

Details of the meetings of the Board along with
the attendance of the Directors therein have been
disclosed as part of the Corporate Governance
Report forming part of this Annual Report.

Committees of the Board

As on March 31, 2025, the Board has five (5)
committees and has constituted the following
committees

• Audit Committee

• Nomination and Remuneration Committee

• Stakeholders Relationship Committee

• Corporate Social Responsibility Committee

• Risk Management Committee

During the year, all recommendations of the
Committees were accepted by the Board.

A detailed note on composition, attendance, powers,
roles, terms of reference of the Committees are
included in the Corporate Governance Report which
forms part of this Annual Report.

Policy on Directors'' Appointment and
Remuneration and other Details

The Nomination and Remuneration Committee
has adopted a policy as per Section 178(3) of
the Companies Act, 2013 for determination of
remuneration and the manner of selection of the
Board of Directors, Senior Management and Key
Managerial personnel of the Company. ThePolicy is
available on the Company''s website at http://www.
likhitha.co.in/investors.html.

Criteria for selection of Non-Executive Director

• The Non-Executive Directors shall be of high
integrity with relevant expertise and experience
in the fields of Service Industry, Manufacturing,
Marketing, Finance and Taxation, Law, Governance
and General Management.

• In case of appointment of independent directors,
the committee shall satisfy itself with regard to
the criteria of independence of the directors vis¬
a-vis the company so as to enable the board to
discharge its function and duties effectively.

• The committee shall ensure that the candidate
identified for appointment as a director is not
disqualified for appointment under Section 164 of the
Companies Act, 2013.

• The committee shall consider the following
attributes, whilst recommending to the board the
candidature for appointment as director:

- Qualification, expertise and experience of the
directors in their respective fields;

- Personal, professional or business standing;

- Diversity of the Board;

- In case of re-appointment of Non-Executive
Directors, the Board shall take into
consideration the performance evaluation of
the Directors and their engagement level;

Remuneration

The Non-Executive Directors shall not be entitled
to receive remuneration except by way of sitting
fees, reimbursement of expenses for participation
in the board/committee meetings and commission,
if any, as approved by the Board of Directors. The
independent directors of the company shall not be
entitled to participate in the Stock Option Scheme of
the company. The aggregate commission payable if
any to the Non-Executive Directors will be within the
statutory limits.

Criteria for selection / appointment of Executive
Directors, CS, CEO and CFO

For the purpose of selection of the Executive
Directors, CEO, CFO and CS the Committee shall
identify persons of integrity who possess relevant
expertise, experience and leadership qualities
required for the position.

The Committee will also ensure that the incumbent
fulfills such other criteria with regard to age and
other qualifications as laid down under Companies
Act, 2013, or other applicable laws.

Remuneration to Managing Director and Executive
Directors

• At the time of appointment or re-appointment,
the Executive Director and Managing Director
shall be paid such remuneration as may be
mutually agreed between the Company (which
includes the Committee and the Board of
Directors) and the remuneration of Executive
Director / Managing Director, within the overall
limits prescribed under the Companies Act, 2013.

• The remuneration shall be subject to the approval
of the members of the Company in the General
Meeting in compliance with the provisions of the
Companies Act, 2013.

Remuneration Policy for the Senior Management
Employees including CEO, CFO & CS

In determining the remuneration of Senior
Management Employees, the committee shall
ensure/consider the following:

• The relationship between remuneration and
performance benchmark.

• The balance between fixed and variable pay
reflects short and long-term performance
appropriate to the working of the company and
its goals, as mutually agreed.

Familiarisation Program for Independent
Directors

All Independent Directors are familiarised with the
operations and functioning of the Company at the
time of their appointment and on an ongoing basis.
They are given full access to interact with Senior
Management personnel and Heads of Departments.

During FY 2024-25, the Company conducted a
Familiarisation Program for Independent Directors
covering an overview of the Company''s business,
its key policies, and the roles and responsibilities
of Independent Directors. Senior personnel made
presentations on the nature of the Industry, business
model, market dynamics, industry scenario, risk
management, and regulatory aspects affecting
business activities.

Independent Directors are also provided with
relevant documents, reports, and internal policies
as required or requested, to help them develop a
thorough understanding of the Company''s affairs
and contribute effectively to the Board deliberations.

The details of such Familiarisation Program and
other disclosures, as specified under the Listing
regulations, are available on the Company''s website
at https://www.likhitha.co.in/code of conduct.html

Performance Evaluation

The Board of Directors has carried out an annual
performance evaluation of Individual Directors
including chairman of the Company, Board as a
whole and its committees thereof, pursuant to
the provisions of Companies Act, 2013 and SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015.

• Performance evaluation criteria is determined by
the Nomination and Remuneration Committee.

• A structured questionnaire was prepared to
evaluate the performance after seeking inputs
from the Directors, covering various aspects of
the Board''s functioning such as adequacy of the
composition of the Board and its Committees,
Board culture, execution and performance of
specific duties, obligations, and governance.

• A separate exercise was carried out to evaluate
the performance of individual Directors including
the Chairman of the Board, who were evaluated
on parameters such as level of engagement
and contribution at meetings, independence,
safeguarding the interest of the Company and its
minority shareholders etc.

• The performance evaluation of the Independent
Directors was carried out by the entire Board
(excluding the Director being evaluated), after
seeking inputs from all the directors on the
effectiveness and contribution of the I ndependent
Directors. The Process and criteria evaluation
of Performance of Independent Directors is
explained in Corporate Governance report which
forms part of the Annual Report.

• The performance of the Committees was
evaluated by the Board after seeking inputs from
the Committee members based on criteria such
as the composition of Committees, effectiveness
of Committee meetings, etc.

• The Board reviewed the performance of individual
Directors based on the contributions made during
the Board and Committee meetings.

• In a separate meeting of Independent Directors,
performance of Non-Independent Directors, and
the performance of the Chairman was evaluated,
taking into account the views of executive
directors and non-executive directors. The
Independent Directors also assessed the quality,
frequency, and timeliness of flow of information
between the Board and the management that is
necessary for effective performance.

The Board of Directors has expressed their
satisfaction with the evaluation process.

Particulars of Employees and Related
Disclosures

The information required under Section 197(12)
of the Companies Act, 2013 read with Rule 5 of
the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 (including

amendments thereto), is enclosed as "AnneKure-III"
to this Report.

Directors'' Responsibility Statement

Pursuant to Section 134(5) of the Companies Act,
2013, the Board of Directors, to the best of their
knowledge and ability, confirm that:

i) in the preparation of the annual accounts for
the financial year ended March 31, 2025, the
applicable accounting standards have been
followed along with proper explanation relating
to material departures.

ii) The directors have selected such accounting
policies and applied them consistently and made
judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the
state of affairs of the company at the end of the
financial year and of the profit and loss of the
company for that period;

iii) The directors have taken proper and sufficient
care for the maintenance of adequate accounting
records in accordance with the provisions of this
Act for safeguarding the assets of the company
and for preventing and detecting fraud and other
irregularities;

iv) The directors have prepared the annual accounts
on a going concern basis;

v) The directors have laid down internal financial
controls to be followed by the company and that
such internal financial controls are adequate and
are operating effectively;

vi) The directors have devised proper systems
to ensure compliance with the provisions of
all applicable laws and that such systems are
adequate and operating effectively.

Adequacy of Internal Financial Controls
with Reference to the Financial Statements

The Company has established a framework of
internal financial controls at the entity level, aimed
at ensuring the orderly and efficient conduct of its
business operations. These controls are designed
to ensure adherence to the Company''s policies
and procedures, safeguard its assets, prevent and
detect frauds and errors, ensure the accuracy and
completeness of accounting records, and enable the
timely preparation and reporting of reliable financial
information.

The Company actively monitors changes to
Accounting Standards, the Act, and other applicable
regulations, making necessary adjustments to
underlying systems, processes, and financial controls

to ensure compliance. The Audit Committee also
regularly assesses the adequacy and effectiveness of
the internal control systems and provides guidance
for further enhancements.

As part of the control environment, the Company has
implemented a detailed Risk Assessment and Control
Matrix (RACM) covering all key processes related to
financial reporting, and the effectiveness of these
controls is periodically tested for both design and
operational efficiency.

Based on the reports and assurances received from
internal and external auditors, as well as management
evaluations, the Board of Directors confirms that the
internal financial controls in place were found to
be adequate and operating effectively throughout
the year ended March 31, 2025. Furthermore,
the financial statements have been prepared in
compliance with the applicable Indian Accounting
Standards (Ind AS), and no material weaknesses or
significant deficiencies in the design or operation of
internal financial controls were observed during the
year under review.

Corporate Social Responsibility (CSR)

The Board of Directors has constituted the Corporate
Social Responsibility (CSR) Committee in accordance
with the provisions of section 135 of the Companies
Act, 2013. The CSR Committee confirms that the
implementation and monitoring of the CSR Policy
was done in compliance with the CSR objectives and
policy of the Company.

During the financial year 2024-25, the Company has
spent R 153.00 Lakhs towards CSR expenditure. The
Company has contributed CSR funds were aligned
with Schedule VII of the Companies Act, 2013.

The Policy on Corporate Social Responsibility is
available on the Company''s website at https://
www.likhitha.co.in/img/content/CSR/CSR Policy.
pdf. The Annual Report on CSR activities undertaken
during the year as required under the Companies
(Corporate Social Responsibility Policy) Rules, 2014
are enclosed as Annexure-IV'' to this report. For
other details regarding the CSR Committee, please
refer to the Corporate Governance Report, which is a
part of this report.

Conservation of Energy, Technology
Absorption and Foreign Exchange
Earnings and Outgo

The information on conservation of energy,
technology absorption and foreign exchange

earnings and outgo stipulated under Section 134(3)
(m) of the Companies Act, 2013 read with Rule 8 of
the Companies (Accounts)Rules, 2014, is enclosed as
"Annexure-V" to this report.

Risk Management

The Company has formulated a Risk Assessment and
Management Policy and has in place a mechanism
to identify various elements of risks, which, in the
opinion of the Board, may threaten the existence of
the Company and contains measures to mitigate the
same.

The Board of Directors has been constituted
Risk Management Committee in compliance
with provisions of Regulation 21 of SEBI (LODR)
Regulations, 2015 to monitor and review the risk
management plan, process and mitigation of internal
and external risks. The Company periodically reviews
Risk Management Policy and improves adequacy and
effectiveness of its risk management systems.

The Risk Assessment and Management Policy of the
Company is available on the Company''s website at
https://www.likhitha.co.in/img/content/policies/
Risk Assessment and Management Policy.pdf

Vigil Mechanism

In pursuance to the Provisions of the Section 177(9)
& (10) of the Companies Act, 2013, and Regulation 22
of SEBI (LODR) Regulations, 2015, the Company has
established a Vigil mechanism by framing a policy
named as "Likhitha Whistle Blower Policy" for
Directors and employees to report genuine concerns
or grievances. The policy on vigil mechanism is
available on the Company''s website at https://
likhitha.co.in/img/content/policies/Whistle Blower
Policy.pdf.

The policy lays down a framework and process,
which provides a platform to disclose information,
confidentially and without fear of reprisal or
victimization, where there is reason to believe
that there has been serious malpractice, fraud,
impropriety, abuse or wrongdoing, grievances about
leakage of unpublished price sensitive information
(UPSI), illegal and unethical behavior within the
Company to the Chairman of the Audit Committee.

Auditors and Auditors'' Report

Statutory Auditors

Based on the recommendation of the Audit
Committee and Board of Directors, the members of
the Company at the 25^th AGM held on September

24, 2024 have appointed M/s. NSVR & Associates
LLP as the Statutory Auditors of the Company for a
second term of 5 (five) years commencing from the
conclusion of the 25^th Annual General Meeting until
the conclusion of the 30^th Annual General Meeting to
be held in the year 2029.

M/s. NSVR & Associates LLP have confirmed that they
hold a valid certificate issued by the Peer Review
Board of the Institute of Chartered Accountants of
India (ICAI) and are eligible to continue to hold office
in accordance with the applicable provisions of the
Companies Act, 2013 and rules made thereunder.

The Statutory Auditors have issued an unmodified
opinion on the financial statements for the financial
year 2024-25 and the Statutory Auditor''s Report
forming part of this Annual Report.

Secretarial Auditors

Pursuant to the provisions of regulation 24A
of the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 and Section 204 of the Act, read
with the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, and based
on the recommendations of the Audit Committee,
the Board of Directors at their meeting held on May
20, 2025, have appointed M/s. VCAN & Associates
(Peer Review Certificate No.6565/2025), Practicing
Company Secretaries, Hyderabad as the Secretarial
Auditors of the Company for a term of five (5)
consecutive years commencing from FY 2025-26 till
FY 2029-30, subject to approval of the Members at
the ensuing Annual General Meeting (AGM).

M/s. VCAN & Associates have consented to act as the
Secretarial Auditor of the Company and confirmed
that they were not disqualified to be appointed as the
Secretarial Auditor under the applicable provisions
of the Act, rules made thereunder, and SEBI Listing
Regulations.

The Secretarial Audit Report for the Financial Year
ended March 31, 2025, issued by M/s. VCAN &
Associates in Form MR-3, forms part of this Report
as AnneKure-VI. There were no qualifications,
reservation, or adverse remark or disclaimer made
by Secretarial Auditor in their report.

Internal Auditors

Based on the recommendations of the Audit
Committee, the Board of Directors at their meeting
held on May 20, 2025, have re-appointed M/s. Mukul

Tyagi & Associates, Chartered Accountants as Internal
Auditors of the Company for the financial year 2025¬
26. There were no adverse observations or remarks
or disclaimer made by the Internal Auditors in their
report for the financial year ended March 31, 2025.

Reporting of Frauds

During the year under review, there was no instance
of fraud, misappropriation which required the
Auditors to report to the Audit Committee and/or
Board under Section 143(12) of the Companies Act,
2013 and the rules made thereunder.

Secretarial Standards

Your Company has appropriate systems to ensure
compliance with provisions of all applicable
Secretarial Standards issued by the Institute of
Company Secretaries of India and that such systems
are adequate and operating effectively.

Material Orders Passed by the Regulators

There are no significant and material orders passed
by the Regulators or Courts or Tribunals impacting
the going concern status of the Company and its
operations in the future.

Annual Return

In accordance with the provisions of Section 92
and Section 134 of the Companies Act, 2013 read
with Rule 12(1) of the Companies (Management
and Administration) Rules, 2014, (as amended), the
Annual Return for the financial year ended March 31,
2025 is available on the website of the Company at
http://www.likhitha.co.in/annual returns.html

Management and Discussion Analysis

Pursuant to the provisions of Regulation 34(2) of SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 a report on Management
Discussion & Analysis is presented in a separate
section forming part of this annual report.

Corporate Governance

Your company practices best corporate governance
procedures to uphold the true spirit of law, integrity,
and transparency by adhering to our core values with
an objective to maximize stakeholders value. The
Report on Corporate Governance, pursuant to the
provisions of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 is enclosed as
Annexure-VII and a certificate obtained from the

Secretarial Auditors confirming compliance with
Corporate Governance requirements as provided in
the aforesaid Regulations is annexed to this report.

Business Responsibility and Sustainability
Report

The Business Responsibility and Sustainability
Report ("BRSR") of your Company for the year ended
March 31, 2025 forms part of this Annual Report
as required under Regulation 34(2)(f) of the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 as Annexure - VIII.

Listing of Equity Shares

The Company''s equity shares are listed on the
following Stock Exchanges:

(i) BSE Limited, Phiroze JeeJeebhoy Towers, Dalal
Street, Mumbai - 400 001, Maharashtra, India; and

(ii) National Stock Exchange of India Limited,
Exchange Plaza, Floor 5, Plot No. C/1, G Block,
Bandra-Kurla Complex, Bandra (East), Mumbai -
400051, Maharashtra, India.

The Company has paid the Annual Listing Fees to the
said Stock Exchanges for the Financial Year 2025-26.

Prevention of Sexual Harassment of
Women at Workplace Policy

The Company has zero tolerance for sexual
harassment at workplace and has adopted a policy
on prevention, prohibition, and Redressal of sexual
harassment at workplace in line with the provisions
of Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013,
and the rules framed thereunder.

The Company has duly constituted an Internal
Complaints Committee (ICC) as required under Sexual
Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013.

The present composition of ICC is as under:

• Mrs. Sri Lakshmi Gaddipati - Presiding Officer

• Mrs. Likhitha Gaddipati - Member

• Ms. Pallavi Yerragonda - Member

• Mr. Venkata Prabhakar Rao Talluri - Member

The following is a summary of sexual harassment
complaints received and disposed off during the
year:

S. No.	Particulars	Status of the No. of complaints received and disposed off
1	Number of complaints on Sexual harassment received in the year	Nil
2	Number of Complaints disposed off during the year	Nil
3	Number of cases pending for more than ninety days	Not Applicable
4	Number of workshops or awareness programmes against sexual harassment carried out	The Company regularly conducts necessary awareness programs for its employees.
5	Nature of action taken by the employer or district officer	Not Applicable

The Company''s Policy for prevention of sexual
harassment is available on the Company''s website
at https://www.likhitha.co.in/img/content/policies/
Policy on prevention of Sexual Harassment.pdf

Compliance with the provisions relating
to the Maternity Benefits Act, 1961

Your Company complies with the provisions of the
Maternity Benefit Act, 1961, extending all statutory
benefits to eligible women employees, including
paid maternity leave, continuity of salary and service
during the leave period, and post-maternity support
such as nursing breaks and flexible return-to-work
options, as applicable. Your company remains
committed to fostering an inclusive and supportive
work environment that upholds the rights and
welfare of its women employees in accordance with
applicable laws.

Insurance

All the properties of the Company, including
buildings, plants and machinery and stocks have
been adequately insured.

Industrial Safety and Environment

The utmost importance continues to be given to the
safety of personnel and equipment in all the plants
of the Company. The Company reviews thoroughly
the various safety measures adopted and takes
effective steps to avoid accidents. Safety drills

are also conducted at regular intervals to train the
employees for taking timely and appropriate action
in case of accidents.

Green Initiative

The Ministry of Corporate Affairs (MCA) has taken
a green initiative in Corporate Governance by
allowing paperless compliance by the Companies
and permitted the service of Annual Reports and
other documents to the shareholders through
electronic mode subject to certain conditions and
the Company continues to send Annual Reports and
other communications in electronic mode to those
members who have registered their email IDs with
their respective depositories. Members may note
that Annual Reports and other communications
are also made available on the Company''s website
https://www.likhitha.co.in and websites of the Stock
Exchanges i.e., BSE Limited, and National Stock
Exchange of India Limited.

Industrial Relations

Industrial relations have been cordial during the
year under review and your directors appreciate
the sincere and efficient services rendered by the
employees of the Company at all levels towards the
successful working of the Company.

Human Resources

The Company considers its Human Resource as the
key to achieve its objectives. Our HR and Operations
Department works closely with Senior Management
to devise strategies that attract talent and enhance
capabilities. The employees are sufficiently
empowered and enabled to work in an environment
that inspires them to achieve higher levels of
performance. It is the unwavering commitment of
our employees that propels us forward and enables
us to fulfil the Company''s vision. Your Company
appreciates the contribution of its dedicated
employees.

We believe that our employees are our most valuable
asset. Your Company is also focused on the overall

well-being of its employees. We are committed to
creating a positive work environment that prioritizes
the health, safety, career growth and development of
our employees. The Company took various initiatives
to keep the employees productive and engaged with
various employee training and awareness programs.
we strengthen our collective capabilities and pave
the way for continued success.

General

Your directors state that no disclosure or reporting is
required in respect of following items as there were
no transactions on these items during the year under
review:

• Issue of equity shares with differential voting
rights as to dividend, voting or otherwise.

• Issue of shares (including sweat equity shares) to
employees of the Company under any scheme.

• Maintenance of Cost Records as specified by the
Central Government under Section 148(1) of
the Companies Act, 2013, is not required by the
Company.

• Neither the Managing Director nor the Whole¬
time Directors of the Company receive any
remuneration or commission from any of its
subsidiaries.

• There is no proceeding pending under the
Insolvency and Bankruptcy Code, 2016.

• There was no instance of onetime settlement
with any Bank or Financial Institution.

Acknowledgements

Your directors take this opportunity to thank our
customers, vendors, investors, bankers, Government
of India, State Governments of India, Regulatory and
statutory authorities, shareholders, and the society
at large for their valuable support and cooperation.

Your Directors wish to place on record their sincere
appreciation for the contribution made by our
employees at all levels. Our consistent growth
was made possible by their hard work, solidarity,
cooperation, and support.

On behalf of the Board of Directors
For Likhitha Infrastructure Limited

sd/- sd/-

Likhitha Gaddipati Srinivasa Rao Gaddipati

Date : August 09, 2025 Whole Time Director Managing Director

Place : Hyderabad DIN: 07341087 DIN: 01710775

---

Mar 31, 2024

Your Directors are pleased to present the 25^th (Twenty-Fifth) Annual Report of Likhitha Infrastructure Limited ("the Company or LIL") along with the Audited Financial Statements (Standalone and Consolidated) for the financial year ended March 31,2024.

FINANCIAL HIGHLIGHTS

Key highlights of the financial performance of the Company for the year ended March 31,2024 summarized below:

(? in Lakhs)
Particulars	Standalone		Consolidated
	2023-24	2022-23	2023-24	2022-23
Revenue from Operations	42209.31	35076.61	42168.14	36495.50
Other Income	608.92	784.91	517.69	423.48
Total Revenue	42818.23	35861.52	42685.83	36918.98
EBITDA	9884.00	8501.48	9870.43	8730.80
Finance costs	135.43	77.66	135.43	77.66
Depreciation and Amortization Expenses	767.47	507.21	767.47	507.21
Profit before tax	8981.10	7916.61	8967.53	8145.93
Current Tax	2424.77	1937.20	2491.57	2141.21
Deferred Tax Asset	(46.73)	(24.96)	(46.73)	(24.96)
Profit after Tax	6603.06	6004.37	6522.69	6029.68
Basic Earnings per Share (?)	16.74	15.22	16.58	15.28
Diluted Earnings per Share (?)	16.74	15.22	16.58	15.28
*Paid up share capital (face value of ? 5/- each)	1972.5	1972.50	1972.50	1972.50
Reserves and Surplus	29044.13	23035.19	28980.58	23035.55

COMPANY PERFORMANCE:

The key aspects of your Company''s performance during the financial year 2023-24 are as follows:

Standalone

• Revenue from Operations increased by 20.33% YoY to ? 42209.31 Lakhs as against ? 35076.61 Lakhs in the previous year.

• Operating EBITDA also increased by 16.26% YoY to ? 9884.00 Lakhs as against ? 8501.48 Lakhs in the previous year.

• PAT increased by 9.97% YoY to ? 6603.06 Lakhs as against ? 6004.37 Lakhs in the previous year.

Consolidated

• Revenue from Operations increased by 15.54% YoY to ? 42168.14 Lakhs as against ? 36495.50 Lakhs in the previous year.

• Operating EBITDA also increased by 13.05% YoY to ? 9870.43 Lakhs as against ? 8730.80 Lakhs in the previous year.

• PAT increased by 8.18% YoY to ? 6522.69 Lakhs as against ? 6029.68 Lakhs in the previous year.

Subsidiaries, Associates and Joint Venture Companies

As on March 31, 2024, the Company has two (02) Joint Ventures viz., CPM-Likhitha Consortium, India and Likhitha Hak Arabia Contracting Company, Kingdom of Saudi Arabia. In addition, your Company held 60% equity share capital in Likhitha Hak Arabia Contracting Company, and consequently, now it became a subsidiary of the Company. There has been no material change in the nature of the subsidiary/Joint Venture businesses.

As at March 31, 2024, none of the subsidiaries of the Company qualifies to be considered as Material Subsidiary as per the Listing Regulations and the policy on determining the material subsidiaries is available on the Company''s website at https://www.likhitha.co.in/img/content/policies/Policy for Determination of Material Subsidiaries.pdf.

Pursuant to provisions of Section 129(3) of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014, a statement containing salient features of financial statements of the Company''s subsidiaries/ associates/Joint Ventures of the Company in Form AOC-1, is attached as Annexure-I to this report.

Consolidated Financial Statements

As per SEBI (LODR) Regulations, 2015 and the Companies Act, 2013 read with relevant accounting standards, the Company has prepared the Consolidated financial statements.

The audited financial statements (both Standalone and Consolidated) together with the Auditors Report form part of this Annual Report and separate financial statements of the subsidiary company are available on the website of the Company at https://www.likhitha.co.in/annual report.html

Transfer To Reserves:

The closing balance of the retained earnings of the Company for FY 2023-24 after making all appropriations and adjustments was stood at ? 28985.41 Lakhs. The Company has not transferred any amount to general reserve during the financial year.

Dividend

The Board of Directors at their meeting held on May 27, 2024, has recommended a dividend for the FY 2023-24 at the rate of 30% ( ? 1.5/-) per Equity Share of ? 5/- each fully paid up, subject to approval of members at the ensuing Annual General Meeting ("AGM"). The Dividend, if approved, will be paid to shareholders whose names appear in the Register of Members as of the record date. The record date for the purpose of payment of dividend for the financial year ending March 31, 2024, is fixed as Tuesday, September 17, 2024.

The total dividend payment for the financial year 2023-24 would be ? 591.75 lakhs on 3,94,50,000 equity shares of the Company.

As per the Income-Tax Act, 1961, dividends paid or distributed by the Company shall be taxable in the hands of the shareholders. Accordingly, the Company makes the payment of the dividend after deduction of tax at source (TDS).

The dividend recommended is in accordance with the Dividend Distribution Policy of the Company. The Dividend Distribution policy is available on the Company''s website at https://www.likhitha.co.in/img/ content/policies/Dividend Distribution Policy.pdf.

Investor Education & Protection Fund (IEPF)

Following the provisions of Sections 124, 125, and other applicable provisions, if any, of the Companies

Act, 2013 read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (hereinafter referred to as "IEPF Rules") (including any statutory modification(s) or reenactments) thereof for the time being in force), the amount of dividend remaining unclaimed or unpaid for a period of seven consecutive years from the date of transfer to the Unpaid Dividend Account is required to be transferred to the Investor Education and Protection Fund ("IEPF") maintained by the Central Government.

Your Company does not have any unpaid/unclaimed dividends or shares relating thereto which are required to be transferred to the IEPF till the date of this Report. Details of the balance in the Unpaid Dividend Account as of March 31,2024, are given below:

(? in Lakhs]
S. No	Particulars	31.03.2024
1	Final Dividend for FY 2022-23	0.44
2	Final Dividend for FY 2021-22	0.26
3	Interim Dividend for FY 2021-22	1.20
4	Final Dividend for FY 2020-21	1.45
Total Outstanding Amount as of March 31,2024		3.35

Shareholders are informed that once an unclaimed dividend is transferred to IEPF, no claim shall lie in respect thereof with the Company. The details of unclaimed dividends are available on the Company''s website at http://www.likhitha.co.in/unclaimed dividends.html

Ms. Pallavi Yerragonda, Company Secretary and Compliance Officer of the Company acts as a Nodal Officer.

Material Changes and Commitments Affecting Financial Position of your Company

There are no material changes and commitments that have occurred after the end of the financial year of the Company to which the financial statements relate and till the date of the report, which will have an impact on the financial position of the Company. Further, there is no change in the nature of the business of the Company.

Deposits

During the year under review, the Company has not accepted any deposits according to the provisions of Sections 73 and 76 of the Companies Act, 2013 and rules made thereunder.

Particulars of Loans, Guarantees, and Investments

Under Section 186 of the Companies Act, 2013 and Schedule V of the Listing Regulations, disclosure on particulars relating to Loans, Advances, Guarantees, and Investments as of March 31,2024, are provided in Notes to the financial statements of the Company.

Contracts and Arrangements with Related Parties

During the Year under review, all contracts / arrangements / transactions entered by the Company with related parties were in the ordinary course of business and on an arm''s length basis. The particulars of such contracts or arrangements with related parties are enclosed in Form AOC-2 as "Annexure-II" to this report. Further details of related party transactions are provided in Notes to Financial Statements (both Standalone and Consolidated).

The policy on dealing with RPT as approved by the Board is uploaded on the Company''s website at https://www.likhitha.co.in/img/content/policies/New Related Party Transaction Policy.pdf.

Outlook and Future Plans

"Management Discussion and Analysis" contains a separate section on the Company''s outlook and future plans and members may please refer to the same on this.

Share Capital

During the period under review, the Company has increased Authorized Share Capital of the Company from '' 20,00,00,000/- (Rupees Twenty Crores Only) divided into 4,00,00,000 (Four Crores) equity shares of '' 5/- each (Rupees Five Only) to '' 21,60,00,000/- (Rupees Twenty-One Crores Sixty Lakhs Only) divided into 4,32,00,000 (Four Crores Thirty-Two Lakhs) equity shares of '' 5/- each (Rupees Five Only) by addition of 32,00,000 (Thirty-Two Lakhs) Equity Shares of '' 5/- each (Rupees Five Only) ranking pari-passu in all respects with the existing equity shares of the Company vide ordinary resolution passed through postal ballot by remote e-voting dated December 09, 2023 by altering Clause V of Memorandum of Association.

The Company''s paid-up equity share capital remained at '' 19,72,50,000/- comprising 3,94,50,000 equity shares of '' 5/- each.

During the year under review, your Company has neither issued any shares with differential voting rights nor granted any stock options or sweat equity.

Qualified Institutional Placement (QIP)

During the FY 2023-24, the Board of directors proposed and approved raising of funds by way of issuance of such number of Equity Shares having face value of '' 5/- each of the Company ("Equity Shares") and/ or other eligible securities or any combination thereof ("Securities"), for an aggregate amount not exceeding '' 125 Crores (Rupees One Hundred and Twenty Five Crores Only) by way of Qualified Institutional Placement ("QIP") and the same was approved by members of the Company by virtue of Special resolution passed on December 09, 2023 vide postal ballot notice dated November 09, 2023.

Employees Stock Option Scheme

There is no employees stock option scheme being implemented by the Company.

Directors and Key Managerial Personnel

As of March 31, 2024, the Board comprises Seven (07) Directors viz., Four (04) Independent Directors including One Woman Independent Director, One (01) Non-Executive Non-Independent Director, and Two (02) Executive Directors.

Changes in directorate

i) Reappointment of Independent Directors

During the period under review, based on the recommendations of the Nomination and Remuneration Committee and Board of Directors of the Company, the members have reappointed the independent directors in the AGM held on September 27, 2023, as follows:

• Reappointment of Mr. Venkatram Arigapudi (DIN: 08939773) as an independent director for a second term of 3 (three) years and 6 (six) months with effect from October 31,2023.

• Reappointment of Mr. Sivasankara Parameswara Kurup Pillai (DIN: 08401552) as an independent director for a second term of 3 (three) years with effect from March 28, 2024.

• Reappointment of Mr. Venkata Sesha Talpa Sai Munupalle (DIN: 08388354) as an independent director for a second term of 3 (three) years with effect from March 28, 2024, and to continue his directorship till his current tenure even after attaining the age of 75 years.

• Reappointment of Ms. Jayashree Voruganty (DIN: 09137732) as an independent director for a second term of 3 (three) years with effect from April 10, 2024.

ii) Reappointment of Whole Time Director

Based on the recommendations of Nomination and Remuneration Committee, Board of Directors have re-appointed Mrs. Likhitha Gaddipati as whole time director of the Company for a further period of three years from August 11, 2024 to August 10, 2027 (both days inclusive), subject to approval of the members the ensuing Annual General Meeting.

iii) Retirement by rotation and subsequent re-appointment

Under the provisions of Section 152 and other applicable provisions, if any, of the Act and the Articles of Association of the Company, Mrs. Sri Lakshmi Gaddipati (DIN: 02250598), Non-Executive Director of the Company, is liable to retire by rotation at the ensuing Annual General Meeting and being eligible has offered herself for re-appointment.

Independent Directors

The Company has received declarations from all the Independent Directors as required under section 149(6) of the Companies Act, 2013 along with Rules framed thereunder and Regulation 16(1)(b) of the Listing Regulations stating that they meet the criteria of independence. There has been no change in the circumstances affecting their status as independent directors of the Company.

The Board has reviewed the integrity, expertise, experience, and requisite proficiency of the independent directors and confirmed that the Independent Directors fulfill the conditions specified in the SEBI Listing Regulations and are independent of the management and the same is given in the Corporate Governance Report.

As prescribed under Listing Regulations and according to Section 149(6) of the Act, the particulars of NonExecutive and Independent Directors (as of the date of signing this report) are as under:

1. Mr. Venkata Sehsha Talpa Sai Munupalle

2. Mr. Sivasankara Parameswara Kurup Pillai

3. Mr. Venkatram Arigapudi

4. Ms. Jayashree Voruganty

Directors and Officers Insurance (''D&O'')

As per the requirements of Regulation 25 (10) of the SEBI Listing Regulations, the Company has taken D&O Insurance for all its Directors of the Company.

Key Managerial Personnel

In accordance with the provisions of Section(s) 2(51) and 203 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 the following are the Key Managerial Personnel of the Company as on March 31,2024:

Sl. No	Name of the KMP	Designation
1	Mr. Srinivasa Rao Gaddipati	Managing Director
2	Mrs. Likhitha Gaddipati	Whole Time Director and Chief Financial Officer
3	Mr. Sudhanshu Shekhar	Chief Executive Officer
4	Ms. Pallavi Yerragonda	Company Secretary and Compliance Officer

During the year under review, there are no changes in the Key Managerial Personnel of the Company. However, Board of Directors have re-appointed Mrs. Likhitha Gaddipati as whole time director of the Company for a further period of three years from August 11, 2024 to August 10, 2027 (both days inclusive), subject to approval of the members at the ensuing Annual General Meeting.

Meetings of The Board

During the year under review, 5 (Five) Meetings of the Board were held as per the Standards as outlined in the Secretarial Standard - I. The maximum gap between two consecutive board meetings was within the period as prescribed under the provisions of the Companies Act, 2013.

Details of the meetings of the Board along with the attendance of the Directors therein have been disclosed as part of the Corporate Governance Report forming part of this Annual Report.

Committees of the board

As of March 31,2024, the Board has five (5) committees and has constituted the following committees, under the provisions of the Companies Act, 2013, and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as applicable, which are in place and discharging their functions as per terms of reference entrusted by the Board from time to time:

• Audit Committee

• Nomination and Remuneration Committee

• Stakeholders Relationship Committee

• Corporate Social Responsibility Committee

• Risk Management Committee

The composition, attendance, powers, and roles of the Committees are included in the Corporate Governance Report which forms part of this Annual Report.

During the year, all recommendations of the Committees were accepted by the Board.

Policy on Directors'' Appointment and Remuneration and other Details

The Nomination and Remuneration Committee has adopted a policy as per Section 178(3) of the Companies Act, 2013 for determination of remuneration and the manner of selection of the Board of Directors, Senior Management and Key Managerial personnel of the Company. The Policy is available on the Company''s website at http ://www.likhitha.co.in/investors.html.

Criteria for selection of Non-Executive Director

• The Non-Executive Directors shall be of high integrity with relevant expertise and experience in the fields of Service Industry, Manufacturing, Marketing, Finance and Taxation, Law, Governance and General Management.

• In case of appointment of independent directors, the committee shall satisfy itself about the criteria of independence of the directors vis-a-vis the company to enable the board to discharge its function and duties effectively.

• The committee shall ensure that the candidate identified for appointment as a director is not disqualified for appointment under Section 164 of the Companies Act, 2013.

• The committee shall consider the following attributes, whilst recommending to the board the candidature for appointment as director:

- Qualification, expertise and experience of the directors in their respective fields;

- Personal, professional or business standing;

- Diversity of the Board;

- In case of re-appointment of Non-Executive Directors, the Board shall take into consideration the performance evaluation of the Directors and their engagement level;

Remuneration

The Non-Executive Directors shall not be entitled to receive remuneration except by way of sitting fees, reimbursement of expenses for participation in the board/committee meetings, and commission, if any, as approved by the Board of Directors. The independent directors of the company shall not be entitled to participate in the Stock Option Scheme of the company. The aggregate commission payable if any to the Non-Executive Directors will be within the statutory limits.

Criteria for selection/appointment of Executive Directors, CS, CEO and CFO

For selection of the Executive Directors, CEO, CFO, and CS the Committee shall identify persons of integrity who possess relevant expertise, experience, and leadership qualities required for the position.

The Committee will also ensure that the incumbent fulfills such other criteria concerning age and other qualifications as laid down under the Companies Act, 2013, or other applicable laws.

Remuneration to Executive Directors

• At the time of appointment or re-appointment, the Executive Director shall be paid such remuneration as may be mutually agreed between the Company (which includes the Committee and the Board of Directors) and the remuneration of Executive Director / Managing Director, within the overall limits prescribed under the Companies Act, 2013.

• The remuneration shall be subject to the approval of the members of the Company in the General Meeting in compliance with the provisions of the Companies Act, 2013.

Remuneration Policy for the Senior Management Employees including CEO, CFO & CS

In determining the remuneration of Senior Management Employees, the committee shall ensure/consider the following:

• The relationship between remuneration and performance benchmark.

• The balance between fixed and variable pay reflects short and long-term performance appropriate to the working of the company and its goals, as mutually agreed.

Familiarisation Program for Independent Directors

All Independent Directors are familiarised with the operations and functioning of the Company at the time of their appointment and on an ongoing basis.

The Familiarisation Program was conducted with an objective to provide an opportunity to familiarise the independent directors related to the nature of the industry, the Business model of the company, and the roles, rights, and responsibilities of independent directors. They have the full opportunity to interact with Senior Management personnel and Heads of the department and are provided with all documents as required and sought by them to enable them to have a good understanding.

The details of such Familiarisation Program and other disclosures as specified under the Listing regulations are available on the Company''s website at https://www.likhitha.co.in/code of conduct.html

Board Evaluation and Assessment

The Board of Directors has carried out an annual performance evaluation of Individual Directors including the chairman of the Company, the Board as a whole and its committees thereof, pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

• Performance evaluation criteria is determined by the Nomination and Remuneration Committee.

• A structured questionnaire was prepared to evaluate the performance after seeking inputs from the Directors, covering various aspects of the Board''s functioning such as adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations, and governance.

• A separate exercise was carried out to evaluate the performance of individual Directors including the Chairman of the Board, who were evaluated on parameters such as level of engagement and contribution at meetings, independence, safeguarding the interest of the Company and its minority shareholders, etc.

• The performance evaluation of the Independent Directors was carried out by the entire Board (excluding the Director being evaluated), after seeking inputs from all the directors on the effectiveness and contribution of the Independent Directors. The Process and criteria evaluation of Performance of Independent Directors is explained in the Corporate Governance report which forms part of the Annual Report.

• The performance of the Committees was evaluated by the Board after seeking inputs from the Committee members based on criteria such as the composition of Committees, effectiveness of Committee meetings, etc.

• The Board reviewed the performance of individual Directors based on the contributions made during the Board and Committee meetings.

• In a separate meeting of Independent Directors, the performance of Non-Independent Directors, and the performance of the Chairman was evaluated, taking into account the views of executive directors and non-executive directors. The Independent Directors also assessed the quality, frequency, and timeliness of flow of information between the Board and the management that is necessary for effective performance.

• The Board of Directors has expressed their satisfaction with the evaluation process.

Particulars of Employees and Related Disclosures

The information required under Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including amendments thereto), is enclosed as Annexure-III to this Report.

Directors'' Responsibility Statement

Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirm that:

i) In preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures.

ii) The directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period;

iii) The directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

iv) The directors have prepared the annual accounts on a going concern basis;

v) The directors have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and are operating effectively;

vi) The directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

Adequacy of Internal Financial Controls with Reference to the Financial Statements

The Company has laid down internal financial controls through Entity level controls inter-alia to ensure orderly and efficient conduct of business, including adherence to the Company''s policies and procedures, safeguarding of assets, prevention and detection of fraud and errors, the accuracy and completeness of accounting records and timely preparation and reporting of reliable financial statements/information. The Company has the Risk Assessment and Control Matrix for all processes involved in financial reporting and periodically tested them for design and operating effectiveness.

The evaluations of these internal financial controls were done through the internal audit process and were also reviewed by the Statutory Auditors. Based on their view of these reported evaluations, the directors confirm that, for the preparation of financial statements for the financial year ended March 31, 2024, the applicable Accounting Standards have been followed and the internal financial controls are generally found to be adequate and were operating effectively & that no significant deficiencies were noticed.

Corporate Social Responsibility (CSR)

The Board of Directors has constituted the Corporate Social Responsibility (CSR) Committee in accordance with the provisions of section 135 of the Companies Act, 2013. The CSR Committee confirms that the implementation and monitoring of the CSR Policy was done in compliance with the CSR objectives and policy of the Company.

During the financial year 2023-24, the Company has spent '' 118.70 Lakhs towards CSR expenditure. The Company has contributed CSR funds that were aligned with Schedule VII of the Companies Act, 2013.

The Policy on Corporate Social Responsibility is available on the Company''s website at https://www.likhitha. co.in/img/content/CSR/CSR Policy.pdf. The Annual Report on CSR activities undertaken during the year as required under the Companies (Corporate Social Responsibility Policy) Rules, 2014 is enclosed as Annexure-IV to this report. For other details regarding the CSR Committee, please refer to the Corporate Governance Report, which is a part of this report.

Conservation of Energy, Technology Absorption, and Foreign Exchange Earnings and Outgo

The information on the conservation of energy, technology absorption, and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, is enclosed as Annexure-V to this report.

Risk Management

The Company has formulated a Risk Assessment and Management Policy and has in place a mechanism to identify various elements of risks, which, in the opinion of the Board, may threaten the existence of the Company and contain measures to mitigate the same.

The Board of Directors has constituted a Risk Management Committee in compliance with provisions of Regulation 21 of SEBI (LODR) Regulations, 2015 to monitor and review the risk management plan, process, and mitigation of internal and external risks. The Company periodically reviews its Risk Management Policy and improves the adequacy and effectiveness of its risk management systems.

The Risk Assessment and Management Policy of the Company is available on the Company''s website at https://www.likhitha.co.in/img/content/policies/Risk Assessment and Management Policy.pdf

Vigil Mechanism

In pursuance to the Provisions of Section 177(9) & (10) of the Companies Act, 2013, and Regulation 22 of SEBI (LODR) Regulations, 2015, the Company has established a Vigil mechanism by framing a policy named "Likhitha Whistle Blower Policy" for Directors and employees to report genuine concerns or grievances. The policy on the vigil mechanism is available on the Company''s website at https://likhitha.co.in/img/content/ policies/Whistle Blower Policy.pdf.

The policy lays down a framework and process, which provides a platform to disclose information, confidentially and without fear of reprisal or victimization, where there is reason to believe that there has been serious malpractice, fraud, impropriety, abuse or wrongdoing, grievances about leakage of unpublished price sensitive information (UPSI), illegal and unethical behavior within the Company to the Chairman of the Audit Committee.

Auditors And Auditors'' Report

Statutory Auditors

In terms of provisions of Section 139 of the Act, M/s. NSVR & Associates LLP, Chartered Accountants (Firm Registration No.: 008801S) were appointed as Statutory Auditors of the Company for a term of five consecutive years to hold office from the 20^th Annual General Meeting (AGM) to hold office till the conclusion of the 25^th AGM of the Company.

Based on the recommendation of the Audit Committee, the Board of Directors of the Company, subject to the approval of the members at the ensuing AGM has approved the re-appointment of M/s. NSVR & Associates LLP, as the Statutory Auditors of the Company to hold office for a period of 5 (five) consecutive years from the conclusion of the 25^th AGM till the conclusion of the 30^th AGM to be held in the Financial Year 2029-30. The requisite resolution for approval by the members of the Company has been set out in the Notice of the 25^th AGM of your Company.

M/s. NSVR & Associates LLP, Chartered Accountants have given their consent to be re-appointed as the Statutory Auditors of your Company and have confirmed that the said re-appointment, if made, will be in accordance with the conditions prescribed under Sections 139 and 141 of the Act.

The Statutory Auditors of the Company have issued Audit Reports on the Standalone and Consolidated Annual Financial Statement of the Company or the FY 2023-24 is part of this Annual Report. There were no qualifications, reservations or adverse remarks or disclaimers made by the Statutory Auditor in their report.

Internal Auditors

Based on the recommendations of the Audit Committee, the Board of Directors at their meeting held on May 27, 2024, have re-appointed M/s. Mukul Tyagi & Associates, Chartered Accountants as Internal Auditors of the Company for the financial year 2024-25. There were no adverse observations or remarks or disclaimers made by the Internal Auditors in their report for the financial year ended March 31,2024.

Secretarial Auditors

Based on the recommendations of the Audit Committee, the Board of Directors at their meeting held on May 27, 2024, have re-appointed M/s. VCAN & Associates, Practising Company Secretaries, Hyderabad as a Secretarial Auditors of the Company for the financial year 2024-25. M/s. VCAN & Associates have conducted the Secretarial Audit for the financial year 2023-24 and the Secretarial Audit Report, in Form MR-3, forms part of this Report as Annexure-VI. There were no qualifications, reservations, or adverse remarks or disclaimers made by Secretarial Auditor in their report.

Secretarial Standards

Your Company has devised proper systems to ensure compliance with provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and that such systems are adequate and operating effectively.

Material Orders Passed by the Regulators

No significant material orders have been passed by the Regulators or courts or tribunals impacting the going concern status and the Company''s operations in the future.

Annual Return

In accordance with the provisions of Section 92 and Section 134 of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, (as amended), the Annual Return for the financial year ended March 31,2024, is available on the website of the Company at http://www.likhitha. co.in/annual returns.html

Management and Discussion Analysis

Pursuant to the provisions of Regulation 34(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 a report on Management Discussion & Analysis is presented in a separate section forming part of this annual report.

Corporate Governance

Your company practices the best corporate governance procedures to uphold the true spirit of law, integrity, and transparency by adhering to our core values with an objective of maximizing stakeholders value. The Report on Corporate Governance, pursuant to the provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is enclosed as Annexure-VII, and a certificate obtained from the Secretarial Auditors confirming compliance with Corporate Governance requirements as provided in the aforesaid Regulations is annexed to this report.

Business Responsibility and Sustainability Report

The Business Responsibility and Sustainability Report ("BRSR") of your Company for the year ended March 31,2024 forms part of this Annual Report as required under Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as Annexure - VIII.

Listing of Equity Shares

The Company''s equity shares are listed on the following Stock Exchanges:

i) BSE Limited, Phiroze JeeJeebhoy Towers, Dalal Street, Mumbai - 400 001, Maharashtra, India; and

ii) National Stock Exchange of India Limited, Exchange Plaza, Floor 5, Plot No. C/1, G Block, Bandra-Kurla Complex, Bandra (East), Mumbai - 400051, Maharashtra, India.

The Company has paid the Annual Listing Fees to the said Stock Exchanges for the Financial Year 2024-25.

Prevention of Sexual Harassment of Women at Workplace Policy

The Company has zero tolerance for sexual harassment at the workplace and has adopted a policy on prevention, prohibition, and Redressal of sexual harassment at the workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, and the rules framed thereunder.

The Company has duly constituted an Internal Complaints Committee (ICC) as required under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

The present composition of ICC is as under

• Mrs. Sri Lakshmi Gaddipati - Presiding Officer

• Mrs. Likhitha Gaddipati - Member

• Mrs. Yamini Makana - Member

• Mr. Mahesh Gudise - Member

The following is a summary of sexual harassment complaints received and disposed off during the year:
S. No.	Particulars	Status of the No. of complaints received and disposed off
1.	Number of complaints on Sexual harassment received in the year	Nil
2.	Number of Complaints disposed off during the year	Nil
3.	Number of cases pending for more than ninety days	Not Applicable
4.	Number of workshops or awareness programme against sexual harassment carried out	The Company regularly conducts necessary awareness programs for its employees.
5;	Nature of action taken by the employer or district officer	Not Applicable

The Company''s Policy for prevention of sexual harassment is available on the Company''s website at https:// www.likhitha.co.in/img/content/policies/Policy on prevention of Sexual Harassment.pdf

Insurance

All the properties of the Company, including buildings, plants and machinery and stocks have been adequately insured.

Industrial Safety and Environment

The utmost importance continues to be given to the safety of personnel and equipment in all the plants of the Company. The Company reviews thoroughly the various safety measures adopted and takes effective steps to avoid accidents. Safety drills are also conducted at regular intervals to train the employees to take timely and appropriate action in case of accidents.

Green Initiative

The Ministry of Corporate Affairs (MCA) has taken a green initiative in Corporate Governance by allowing paperless compliance by the Companies and permitting the service of Annual Reports and other documents to the shareholders through electronic mode subject to certain conditions and the Company continues to send Annual Reports and other communications in electronic mode to those members who have registered their email IDs with their respective depositories. Members may note that Annual Reports and other communications are also made available on the Company''s website https://www.likhitha.co.in and websites of the Stock Exchanges i.e., BSE Limited, and National Stock Exchange of India Limited.

Industrial Relations

Industrial relations have been cordial during the year under review and your directors appreciate the sincere and efficient services rendered by the employees of the Company at all levels towards the successful working of the Company.

Human Resources

The Company considers its Human Resources as the key to achieving its objectives. Our HR and Operations Department works closely with Senior Management to devise strategies that attract talent and enhance capabilities. The employees are sufficiently empowered and enabled to work in an environment that inspires them to achieve higher levels of performance. It is the unwavering commitment of our employees that propels us forward and enables us to fulfil the Company''s vision. Your Company appreciates the contribution of its dedicated employees.

We believe that our employees are our most valuable asset. Your Company is also focused on the overall well-being of its employees. We are committed to creating a positive work environment that prioritizes the health, safety, career growth and development of our employees. The Company took various initiatives to keep the employees productive and engaged with various employee training and awareness programs. we strengthen our collective capabilities and pave the way for continued success.

General

Your directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:

• Issue of equity shares with differential voting rights as to dividend, voting, or otherwise.

• Issue of shares (including sweat equity shares) to employees of the Company under any scheme.

• Maintenance of Cost Records as specified by the Central Government under Section 148(1) of the Companies Act, 2013, is not required by the Company.

• Neither the Managing Director nor the Whole-time Directors of the Company receive any remuneration or commission from any of its subsidiaries.

• There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016.

• There was no instance of one-time settlement with any Bank or Financial Institution.

Acknowledgements

Your directors take this opportunity to thank our customers, vendors, investors, bankers, Government of India, State Governments of India, Regulatory and statutory authorities, shareholders, and the society at large for their valuable support and cooperation. The Board of Directors wish to place on record its sincere appreciation for the contribution made by our employees at all levels. Our consistent growth was made possible by their hard work, solidarity, cooperation, and support.

---

Mar 31, 2023

The Board of Directors ("Board") of Likhitha Infrastructure Limited ("the Company") hereby presents the 24^th Annual Report along with the Audited Financial Statements (Standalone and Consolidated) for the financial year (FY) ended March 31,2023.

Financial Performance

The audited financial statements (standalone and consolidated) of your Company as on March 31, 2023, prepared in accordance with the relevant applicable IND AS and Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") and provisions of the Companies Act, 2013, forms part of this Annual Report.

The summary of the audited financial results (standalone and consolidated) i.e., Statement of Profit and Loss for the year ended March 31, 2023, of the Company is as follows:

(Amount Rs. in Lakhs)
Particulars	Standalone		Consolidated
	2022-23	2021-22	2022-23	2021-22
Revenue from Operations	35,076.61	25,713.67	36,495.50	25,721.17
Other Income	784.91	354.90	423.48	354.90
Total Revenue	35,861.52	26,068.57	36,918.98	26,076.07
EBITDA	8,501.48	6,469.37	8,730.80	6,570.06
Less: Finance costs	77.66	53.32	77.66	53.32
Less: Depreciation and Amortization Expenses	507.21	368.65	507.21	368.65
Profit before prior period items	7,916.61	6,047.40	8,145.93	6,148.09
Prior period items	--	--	--	--
Profit Before Tax	7,916.61	6,047.40	8,145.93	6,148.09
Less: Current Tax	1,937.20	1,514.55	2,141.21	1,549.74
Add: Deferred Tax Asset	24.96	13.73	24.96	13.73
Profit Available for Appropriations / Loss	6,004.37	4,546.57	6,029.68	4,612.07
Basic Earnings per Share (?)	15.22	11.52	15.28	11.69
Diluted Earnings per Share (?)	15.22	11.52	15.28	11.69
Paid up share capital (face value of ? 5 each)	1,972.50	1,972.50	1,972.50	1,972.50
Reserves and Surplus	23,035.19	17,236.42	23,035.55	17,288.82

Results of operations and state of affairs of the company

The keys aspects of your Company''s financial performance during the financial year 2022-23 are as follows:

Financial highlights

Standalone

> Revenue from Operations increased by 36.41% YoY to ?35076.61 Lakhs as against ?25713.67 Lakhs in the previous year.

> Operating EBIDTA also increased by 31.41% YoY to ?8501.48 Lakhs as against ?6469.37 Lakhs in the previous year.

> PAT increased by 32.06% YoY to ?6004.37 Lakhs as against ?4546.57 Lakhs in the previous year. Consolidated

> Revenue from Operations increased by 41.89% YoY to ?36495.50 Lakhs as against ?25721.17 Lakhs in the previous year.

> Operating EBIDTA also increased by 32.89% YoY to ?8730.80 Lakhs as against ?6570.06 Lakhs in the previous year.

> PAT increased by 30.73% YoY to ?6029.68 Lakhs as against ?4612.07 Lakhs in the previous year.

Subsidiaries, associates and joint venture companies

As on March 31, 2023, the Company has only one (1) Joint Venture. Further, during the year under review, the Company has entered into Joint Venture Agreement and subsequently ''Likhitha HAK Arabia Contracting Company'' has been incorporated in the kingdom of Saudi Arabia as a Joint Venture Company w.e.f April 11,2023.

There are no subsidiaries or Associate Companies within the meaning of the Companies Act, 2013 ("the Act"). There has been no material change in the nature of the business of the subsidiaries.

Pursuant to first proviso to Sub-Section (3) of Section 129 read with Rule 5 of Companies (Accounts) Rules, 2014, a statement containing the salient features of the financial statements of the Company''s subsidiaries / associates / Joint Ventures of the Company in Form AOC-1, is attached as Annexure-I to this report.

Further, the Company''s policy on determining the material subsidiaries, as approved by the Board, is available on the Company''s website at www.likhitha.co.in.

Consolidated financial statements

Consolidated financial statements have been prepared by the Company in accordance with the relevant accounting standards issued by the Institute of Chartered Accountants of India (ICAI) and as per the provisions of Section 129(3) of the Companies Act, 2013 and as per SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations").

Further, pursuant to the provisions of Section 136 of the Act, the financial statements including the consolidated financial statements, along with the relevant document''s forms part of this annual report and are available on the website of the Company www.likhitha.co.in.

Any member desirous of inspecting or obtaining a copy of the said financial statements may write to the Company Secretary of the Company at email ID: [email protected].

Change in nature of business

During the year under review, there has been no change in the nature of business of the Company.

Amount to be carried to general reserve

The Company has not transferred any amount to general reserve during the current financial year.

Dividend

Your Board of Directors at their meeting held on May 18, 2023, has recommended a final dividend on the equity shares at the rate of 30% (?1.5/-) per Equity Share having face value of ?5/- each out of the profits of the Company for the FY 2022-23, subject to shareholders'' approval at the ensuing Annual General Meeting ("AGM"). The Dividend, if approved, will be paid to shareholders whose names appear in the Register of Members as on the record date.

The record date for the purpose of payment of final dividend for the financial year ending March 31,2023, is fixed as Wednesday, September 20, 2023.

The said dividend, if approved by the shareholders, would involve a cash outflow of ?591.75 Lakhs. As members are aware, with effect from April 01, 2020, the Government has abolished the dividend

distribution tax and dividend income is now taxable at the hands of shareholders. Hence payment of dividend to members will be subject to tax deduction at source (TDS) as per statutory requirement.

The dividend recommended is in accordance with the Company''s Dividend Distribution Policy. The Dividend Distribution policy, in terms of Regulation 43A of the SEBI (LODR) Regulations, 2015 is available on the Company''s website at http://www.likhitha.co.in/img/content/policies/Dividend Distribution Policy.pdf.

Transfer of unclaimed dividend to investor education & protection fund (IEPF)

During the year under review, the Company was not required to transfer any funds to the Investor Education and Protection Fund as per the provisions of Section 125 of the Companies Act, 2013. However, the balance in Unclaimed / Unpaid Dividend Account as on March 31, 2023, is given below:

Amount in ''
S. No.	Particulars	31.03.2023
1	Final Dividend for FY 2020-21	1,44,705
2	Interim Dividend for FY 2021-22	1,20,462
3	Final Dividend for FY 2021-22	25,870

The Company requests all the members to encash/claim their respective dividend within the prescribed period. Shareholders are informed that once an unclaimed dividend is transferred to IEPF, no claim shall lie in respect thereof with the Company. The details of the unpaid/unclaimed amounts lying with the Company are available on the website of the Company at http://www.likhitha.co.in/investors.html and the said details have also been uploaded on the website of the IEPF Authority and the same can be accessed through the link https://www.iepf.gov.in/.

Ms. Pallavi Yerragonda, Company Secretary and Compliance officer of the Company acts as Nodal Officer.

Share capital

During the year under review, shareholders passed ordinary resolution through postal ballot by remote e-voting dated November 09, 2022, for sub-division of 1 (One) equity share of ?10/- (Rupees Ten) each into 2 (Two) equity shares of ?5/- (Rupees Five) each.

Consequently, as on March 31, 2023, the Authorized Share Capital of the Company is ^20,00,00,000/-(Rupees Twenty Crores Only) divided into 4,00,00,000 (Four Crores) equity shares of ?5/- (Rupees Five Only) each and Paid-up Equity Share Capital of the Company ^19,72,50,000 (Rupees Nineteen Crores Seventy Two Lakhs and Fifty Thousand Only) comprising of 3,94,50,000 (Three Crores Ninety Four Lakhs and Fifty Thousand) equity shares of face value of ?5/- (Rupees Five Only) each.

During the year under review, your Company has neither issued any shares with differential voting rights nor has granted any stock options or sweat equity.

Utilisation of IPO proceeds

The Company has raised funds through Initial Public Offer (IPO) aggregating up to 51,00,000 (Fifty One Lakhs) Equity Shares with the issue size of ^61,20,00,000/- (Rupees Sixty-One Crore Twenty Lakhs only) with the object of utilization of net proceeds to fulfil working capital requirements of our company, to meet issue expenses and General Corporate Purposes. The Company has utilized all the proceeds for the objects as stated in the offer document.

Deposits

During the year under review, your Company has not accepted any deposits pursuant to the provisions of Sections 73 and 76 of the Companies Act, 2013 and rules made thereunder.

Particulars of loans, guarantees and investments

Details of Loans, Guarantees and Investments made during the financial year ended March 31, 2023, covered under the provisions of Section 186 of the Companies Act, 2013 read with Companies (Meetings of Board and its Powers) Rules, 2014, are given in the notes to the Financial Statements.

Listing of equity shares

The Company''s equity shares are listed on the following Stock Exchanges:

i. BSE Limited, Phiroze JeeJeebhoy Towers, Dalal Street, Mumbai - 400 001, Maharashtra, India; and

ii. National Stock Exchange of India Limited, Exchange Plaza, Floor 5, Plot No. C/1, G Block, Bandra-Kurla Complex, Bandra (East), Mumbai - 400051, Maharashtra, India.

The Company has paid the Annual Listing Fees to the said Stock Exchanges for the Financial Year 2023-24.

Material changes and commitments

No material changes and commitments have occurred subsequent to the end of the financial year of the Company to which the financial statements relate and till the date of the report, which will have an impact on the financial position of the Company.

Outlook and future plans

"Management Discussion and Analysis" contains a separate section on the Company''s outlook and future plans and members may please refer to the same on this.

Conservation of energy, technology absorption and foreign exchange earnings and outgo

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts)Rules, 2014, is enclosed as Annexure-II to this report.

Corporate social responsibility (CSR)

The Board of Directors has constituted the Corporate Social Responsibility (CSR) Committee in accordance with the provisions of section 135 of the Companies Act, 2013. The Board on the recommendation of CSR Committee and in compliance with the policy on Corporate Social Responsibility, contributed to CSR activities specified in Schedule VII of the Companies Act, 2013

The Policy on Corporate Social Responsibility is available on the Company''s website at https://www.likhitha. co.in/img/content/CSR/CSR Policy.pdf. The Annual Report on CSR activities is enclosed as Annexure-III to this report. For other details regarding the CSR Committee, please refer to the Corporate Governance Report which forms part of this Annual Report.

The Chief Financial Officer of the Company has certified that CSR funds disbursed for the projects have been utilized for the purposes and in the manner as approved by the Board.

Annual return

In accordance with the provisions of Section 92 and Section 134 of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, (as amended), the Annual Return for the financial year ended March 31, 2023 is available on the website of the Company at http://www. likhitha.co.in/annual returns.html

Contracts and arrangements with related parties

During the Year under review, all contracts / arrangements / transactions entered by the Company with related parties were in the ordinary course of business and on an arm''s length basis which were approved

by the audit Committee and the Board from time to time. The particulars of such contracts or arrangements with related parties are enclosed in Form AOC-2 as Annexure-IV to this report.

Business responsibility and sustainability report

Pursuant to Regulation 34(2)(f ) of SEBI (LODR) Regulations, 2015, as amended, the Business Responsibility and Sustainability Report in prescribed format for FY 2022-23 is enclosed as Annexure-V to this report.

Management and discussion analysis

Pursuant to the provisions of Regulation 34(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 a report on Management Discussion & Analysis is presented in a separate section forming part of this annual report.

Particulars of employees and related disclosures

The information required under Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including amendments thereto), is attached as Annexure-VI to this Report.

Corporate governance

Your company practices best corporate governance procedures to uphold the true spirit of law, integrity, and transparency by adhering to our core values with an objective to maximize stakeholders value. The Report on Corporate Governance, pursuant to the provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is enclosed as Annexure-VII and a certificate obtained from the Secretarial Auditors confirming compliance with Corporate Governance requirements as provided in the aforesaid Regulations is annexed to this report.

Directors'' responsibility statement

Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirm that:

i) In preparation of the annual accounts for the financial year ended March 31, 2023, the applicable Ind-AS (Indian Accounting Standards) have been followed and there are no material departures.

ii) The directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period;

iii) The directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

iv) The directors have prepared the annual accounts on a going concern basis;

v) The directors have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and are operating effectively and

vi) The directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and effective.

Directors and key managerial personnel

The Board comprises an optimum combination of Executive, Non-Executive, Independent and Women Directors as per the provisions of the Companies Act, 2013 and SEBI (LODR) Regulations, 2015. As on March 31, 2023, the Board Comprises of Seven (07) Directors out of which are Four (04) Independent Directors including One Woman Independent Director, One (01) Non-Executive Non-Independent Director and Two (02) Executive Directors.

Details of the composition of the Board of Directors, appointments / re-appointments during the year under review and details of declarations received by the Directors have been provided in the Corporate Governance Report which forms part of this Annual Report.

Changes in Board

a) Resignation of Mr. Kutumba Rao Gaddipati (DIN: 02333387)

During the year under review, Mr. Kutumba Rao Gaddipati (DIN: 02333387) has resigned from the position of Non-Executive Non-Independent Director of the Company with effect from February 08,

2023.

b) Reappointment of Mr. Venkatram Arigapudi (DIN: 08939773) as an Independent Director

Pursuant to the recommendations of the Nomination and Remuneration Committee, the Board at its meeting held on August 09, 2023 re-appointed Mr. Venkatram Arigapudi as an Independent Director of the Company for a further period of 3 (three) years and 6 (six) months with effect from October 31,2023, subject to the Shareholders'' approval at the ensuing Annual General Meeting. The Company has received requisite consent/declarations for the appointment of Mr. Venkatram Arigapudi as an Independent Director as required under the Act and rules made thereunder. His appointment for a period of three years and six months is included in the AGM notice for seeking approval of its members.

c) Reappointment of Mr. Sivasankara Parameswara Kurup Pillai (DIN: 08401552) as an Independent Director

Pursuant to the recommendations of the Nomination and Remuneration Committee, the Board at its meeting held on August 09, 2023 re-appointed Mr. Sivasankara Parameswara Kurup Pillai as an Independent Director of the Company for a further period of 3 (three) years with effect from March 28, 2024, subject to the Shareholders'' approval at the ensuing Annual General Meeting. The Company has received requisite consent/declarations for the appointment of Mr. Sivasankara Parameswara Kurup Pillai as an Independent Director as required under the Act and rules made thereunder. His appointment for a period of three years is included in the AGM notice for seeking approval of its members.

d) Reappointment of Mr. Venkata Sesha Talpa Sai Munupalle (DIN: 08388354) as an Independent Director

Pursuant to the recommendations of the Nomination and Remuneration Committee, the Board at its meeting held on August 09, 2023 re-appointed Mr. Venkata Sesha Talpa Sai Munupalle as an Independent Director of the Company for a further period of 3 (three) years with effect from March 28,

2024, subject to the Shareholders'' approval at the ensuing Annual General Meeting. The Company has received requisite consent/declarations for the appointment of Mr. Venkata Sesha Talpa Sai Munupalle as an Independent Director as required under the Act and rules made thereunder. His appointment for a period of three years is included in the AGM notice for seeking approval of its members.

e) Reappointment of Ms. Jayashree Voruganty (DIN: 09137732) as an Independent Director

Pursuant to the recommendations of the Nomination and Remuneration Committee, the Board at its meeting held on August 09, 2023 re-appointed Ms. Jayashree Voruganty as an Independent Director of the Company for a further period of 3 (three) years with effect from March 28, 2024, subject to the Shareholders'' approval at the ensuing Annual General Meeting. The Company has received requisite consent/declarations for the appointment of Ms. Jayashree Voruganty as an Independent Director as required under the Act and rules made thereunder. Her appointment for a period of three years is included in the AGM notice for seeking approval of its members.

Key managerial personnel

In accordance with the provisions of Section(s) 2(51) and 203 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 the following are the Key Managerial Personnel of the Company as on March 31,2023:

S. No.	Name of the KMP	Designation
1	Mr. Srinivasa Rao Gaddipati	Managing Director
2	Mrs. Likhitha Gaddipati	Whole Time Director and Chief Financial Officer
3	Mr. Sudhanshu Shekhar	Chief Executive Officer
4	Ms. Pallavi Yerragonda	Company Secretary and Compliance Officer

Changes in Key Managerial Personnel

During the year under review, there are no changes in the Key Managerial Personnel of the Company other than as stated below.

S. No.	Name of Key Managerial Personnel	Details of the Change
1	Mrs. Triveni Banda	Resigned as Company Secretary and Compliance officer of the Company with effect from October 01, 2022.
2	Ms. Pallavi Yerragonda	Appointed as Company Secretary and Compliance officer of the Company with effect from December 22, 2022.

Non-Executive Independent Directors

The Company has received declarations from all the Independent Directors as required under section 149(6) of the Companies Act, 2013 along with Rules framed thereunder and Regulation 16(1)(b) of the Listing Regulations stating that they meet the criteria of independence. There has been no change in the circumstances affecting their status as independent directors of the Company.

The Board has reviewed integrity, expertise, experience, and the requisite proficiency of the independent directors and confirmed that the Independent Directors fulfill the conditions specified in the SEBI Listing Regulations and are independent of the management.

In terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, as amended, Independent Directors of the Company have enrolled their names in the data bank of Independent Directors maintained with the Indian Institute of Corporate Affairs. As prescribed under Listing Regulations and pursuant to Section 149(6) of the Act, the particulars of NonExecutive Independent Directors (as on the date of signing this report) are as under:

1. Mr. Venkata Sehsha Talpa Sai Munupalle

2. Mr. Sivasankara Parameswara Kurup Pillai

3. Mr. Venkatram Arigapudi

4. Ms. Jayashree Voruganty

All the directors were appointed as independent directors by the shareholders at their meetings.

Director liable to retire by rotation

Mrs. Sri Lakshmi Gaddipati (DIN: 02250598), Non-Executive Non-Independent Director will retire by rotation at the ensuing Annual General Meeting. Being eligible, she offers herself for re-appointment.

Directors and officers insurance (''D&O'')

As per the requirements of Regulation 25 (10) of the SEBI Listing Regulations, the Company has taken D&O Insurance for all its Directors of the Company.

Meetings of the board

During the year under review, 8 (Eight) Meetings of the Board were convened and held as per the Standards as set forth in the Secretarial Standard - I. The maximum gap between two consecutive board meetings was within the period as prescribed under the provisions of the Companies Act, 2013.

Details of the meetings of the Board along with the attendance of the Directors therein have been disclosed as part of the Corporate Governance Report forming part of this Annual Report.

Committees of the board

Currently the Board has 5 (Five) committees: Audit Committee, Nomination and Remuneration Committee, Corporate Social Responsibility Committee, Stakeholders'' Relationship Committee and Risk Management Committee. The composition of the committees are in line with the applicable provisions of the Act, Rules and the Listing Regulations.

Audit committee

The Board has in place a duly constituted Audit Committee as per the provisions of Section 177 of the Companies Act, 2013, and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The composition, attendance, powers and role of the Audit Committee are included in Corporate Governance Report which forms part of this Annual Report. All the recommendation s made by the Audit Committee were accepted by the Board of Directors.

Other committees

The Board has also constituted the following committees, in accordance with the provisions of Companies Act, 2013, and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as applicable, which are in place and discharging their functions as per terms of reference entrusted by the Board of Directors from time to time:

• Nomination and Remuneration Committee

• Stakeholders Relationship Committee

• Corporate Social Responsibility Committee

• Risk Management Committee

The composition, attendance, powers, and roles of the Committees are included in the Corporate Governance Report which forms part of this Annual Report.

Policy on Directors'' appointment and remuneration and other details

The Nomination and Remuneration Committee has adopted a policy as per Section 178(3) of the Companies Act,2013 for determination of remuneration and the manner of selection of the Board of Directors, Senior Management and Key Managerial personnel of the Company. The Policy is available on the Company''s website at http://www.likhitha.co.in/investors.html.

Criteria for selection of Non-Executive Directors

• The Non-Executive Directors shall be of high integrity with relevant expertise and experience in the fields of Service Industry, Manufacturing, Marketing, Finance and Taxation, Law, Governance and General Management.

• In case of appointment of independent directors, the committee shall satisfy itself with regard to the criteria of independence of the directors vis-a-vis the company so as to enable the board to discharge its function and duties effectively.

• The committee shall ensure that the candidate identified for appointment as a director is not disqualified for appointment under Section 164 of the Companies Act, 2013.

• The committee shall consider the following attributes, while recommending to the board the candidature for appointment as director:

- Qualification, expertise and experience of the directors in their respective fields;

- Personal, professional or business standing;

- Diversity of the Board;

- In case of re-appointment of Non-Executive Directors, the Board shall take into consideration the performance evaluation of the Directors and their engagement level;

Remuneration

The Non-Executive Directors shall not be entitled to receive remuneration except by way of sitting fees, reimbursement of expenses for participation in the board/committee meetings and commission, if any, as approved by the Board of Directors. The independent directors of the company shall not be entitled to participate in the Stock Option Scheme of the company. The aggregate commission payable if any to the Non-Executive Directors will be within the statutory limits.

Criteria For selection / appointment of Managing Director, Executive Directors, CEO, CFO and CS

For the purpose of selection of the Managing Director, Executive Directors, CEO, CFO and CS the Committee shall identify persons of integrity who possess relevant expertise, experience and leadership qualities required for the position.

The Committee will also ensure that the incumbent fulfills such other criteria with regard to age and other qualifications as laid down under Companies Act, 2013, or other applicable laws.

Remuneration to Managing Director and Executive Directors

• At the time of appointment or re-appointment, the Executive Director and Managing Director shall be paid such remuneration as may be mutually agreed between the Company (which includes the Committee and the Board of Directors) and the remuneration of Executive Director / Managing Director, within the overall limits prescribed under the Companies Act, 2013.

• Any Revision in remuneration shall be subject to the approval of the members of the Company in the General Meeting in compliance with the provisions of the Companies Act, 2013.

Remuneration Policy for the Senior Management Employees including CEO, CFO & CS

In determining the remuneration of Senior Management Employees, the committee shall ensure/consider the following:

• The relationship between remuneration and performance benchmark.

• The balance between fixed and variable pay reflects short and long-term performance appropriate to the working of the company and its goals, as mutually agreed.

Familiarisation program for Independent Directors

The company has conducted a Familiarization Program for independent directors in accordance with the provisions of Companies Act, 2013 and SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 as amended from time to time.

The Familiarization Program was conducted with an objective to provide an opportunity to familiarize the independent directors related to the nature of the industry, roles, rights, and responsibilities of independent directors, Business model of the company and challenges etc. They have the full opportunity to interact with Senior Management personnel and Heads of the department and are provided with all

documents as required and sought by them to enable them to have a good understanding.

The details of such Familiarization Programmes for Independent Directors are posted on the Company''s website at http://likhitha.co.in/investors.html.

Board evaluation and assessment

The Board of Directors has carried out an annual performance evaluation of Individual Directors including chairman of the Company, Board as a whole and its committees thereof pursuant to the provisions of Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

• Performance evaluation criteria is determined by the Nomination and Remuneration Committee.

• A structured questionnaire was prepared to evaluate the performance after seeking inputs from the Directors, covering various aspects of the Board''s functioning such as adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations, and governance.

• A separate exercise was carried out to evaluate the performance of individual Directors including the Chairman of the Board, who were evaluated on parameters such as level of engagement and contribution at meetings, independence, safeguarding the interest of the Company and its minority shareholders etc.

• The performance evaluation of the Independent Directors was carried out by the entire Board (excluding the Director being evaluated), after seeking inputs from all the directors on the effectiveness and contribution of the Independent Directors. The Process and criteria evaluation of Performance of Independent Directors is explained in Corporate Governance report which forms part of the Annual Report.

• In a separate meeting of Independent Directors, performance of Non-Independent Directors, and the performance of the Chairman was evaluated, taking into account the views of executive directors and non-executive directors. The Independent Directors also assessed the quality, frequency, and timeliness of flow of information between the Board and the management that is necessary for effective performance.

• The performance of the Committees was evaluated by the Board after seeking inputs from the Committee members based on criteria such as the composition of Committees, effectiveness of Committee meetings, etc.

The Directors expressed their satisfaction with the evaluation process.

Employees'' stock option scheme

There is no employees'' stock option scheme being implemented by the Company.

Auditors and Auditors'' Report Statutory Auditors

M/s. NSVR & Associates LLP, Chartered Accountants (FRN: 008801S), were appointed as the Statutory Auditors of the Company for a term of five consecutive years to hold office from 20^th Annual General Meeting till the conclusion of 25^th Annual General Meeting of the Company. They have confirmed their eligibility for the financial year 2023-24 under Section 141 of the Companies Act, 2013, and the Rules framed thereunder.

Fraud Reporting

During the Financial Year under review, the Statutory Auditors have not reported any incident of fraud to the Board of Directors of the Company, pursuant to the provisions of Section 143(12) of the Companies Act, 2013.

Internal Auditors

Based on the recommendations of the Audit Committee, the Board of Directors at their meeting held on May 18, 2023, have re-appointed M/s. Mukul Tyagi & Associates, Chartered Accountants as Internal Auditors of the Company for the financial year 2023-2024. M/s. Mukul Tyagi & Associates have confirmed their willingness to be re-appointed as the Internal Auditors of the Company.

Secretarial Auditors

Based on the recommendations of the Audit Committee, the Board of Directors at their meeting held on May 18, 2023, have appointed M/s. VCAN & Associates, Practising Company Secretaries, Hyderabad as a Secretarial Auditors of the Company for the financial year 2023-2024. M/s. VCAN & Associates have conducted the Secretarial Audit for the financial year 2022-2023 and the Secretarial Audit Report, in Form MR-3, forms part of this Report as Annexure-VIII.

Qualifications in auditors report

Comments by the Board on Every Qualification, Reservation or Adverse Remark or Disclaimers

Statutory auditors

As there is no qualification, observations or adverse remarks in the reports given by the Statutory Auditors, your directors need not provide any clarification on the same.

Internal audit report

The recommendations / suggestions of the internal auditors are discussed in the Audit Committee and Board meetings periodically.

Secretarial audit report

There are no qualifications or adverse observation in the Secretarial Audit Report issued by the Secretarial Auditors for the financial year ended March 31,2023.

Secretarial standards

The Company confirms compliance with the requirements of Secretarial Standard I and Secretarial Standard II.

Material orders passed by the regulators

No significant material orders have been passed by the Regulators or courts or tribunals impacting the going concern status and Company''s operations in future.

Insurance

All the properties of the Company, including buildings, plants and machinery and stocks have been adequately insured.

Adequacy of internal financial controls with reference to the financial statements

The Company has laid down internal financial controls through Entity level controls inter-alia to ensure orderly and efficient conduct of business, including adherence to Company''s policies and procedures, accuracy and completeness of accounting records and timely preparation and reporting of reliable financial statements/information, safeguarding of assets, prevention and detection of fraud and errors.

The Board of Directors of the Company have adopted various policies like Related Party Transactions policy, Whistle Blower Policy, code of conduct for regulating, monitoring, and reporting insider trading and such other procedures for ensuring the orderly and efficient conduct of its business, prevention and detection

of frauds and errors, accuracy, and completeness of the accounting and timely preparation of financial information.

Based on the requirements under SEBI (Prohibition of Insider Trading) Regulations, 2015, the Board has approved the code of conduct for prohibition of insider trading and the same is being implemented by the Company. The board has appointed Ms. Pallavi Yerragonda, Company Secretary, as the Compliance Officer under the code.

Vigil mechanism

Pursuant to the Provisions of the Section 177(9) & (10) of the Companies Act, 2013, and Regulation 22 of SEBI (LODR) Regulations, 2015, the Company has established a Vigil mechanism by framing a policy named as "Likhitha Whistle Blower Policy" for Directors and employees to report genuine concerns or grievances. The policy on vigil mechanism is available on the Company''s website at https://likhitha.co.in/ img/content/policies/Whistle Blower Policy.pdf.

The policy lays down a framework and process, which provides a platform to disclose information, confidentially and without fear of reprisal or victimization, where there is reason to believe that there has been serious malpractice, fraud, impropriety, abuse or wrongdoing, grievances about leakage of unpublished price sensitive information (UPSI), illegal and unethical behavior within the Company to the Chairman of the Audit Committee.

Risk management

The Board of Directors has formulated and implemented a Risk Management Policy which identifies various elements of risks, which, in its opinion, may threaten the existence of the Company and contains measures to mitigate the same. The Risk Management Policy of the Company is available on the Company''s website at www.likhitha.co.in. A Risk Management Committee has been constituted as per the provisions of Regulation 21 of SEBI (LODR) Regulations, 2015 to monitor and review the major risks faced by and the risk management plan of the Company periodically.

Industrial safety and environment

The utmost importance continues to be given to the safety of personnel and equipment in all the plants of the Company. The Company reviews thoroughly the various safety measures adopted and takes effective steps to avoid accidents. Safety drills are also conducted at regular intervals to train the employees for taking timely and appropriate action in case of accidents.

Green initiative

The Ministry of Corporate Affairs (MCA) has taken a green initiative in Corporate Governance by allowing paperless compliance by the Companies and permitted the service of Annual Reports and other documents to the shareholders through electronic mode subject to certain conditions and the Company continues to send Annual Reports and other communications in electronic mode to those members who have registered their email IDs with their respective depositories. Members may note that Annual Reports and other communications are also made available on the Company''s website https://www.likhitha.co.in and websites of the Stock Exchanges i.e., BSE Limited, and National Stock Exchange of India Limited.

Industrial relations

Industrial relations have been cordial during the year under review and your directors appreciate the sincere and efficient services rendered by the employees of the Company at all levels towards the successful working of the Company.

Prevention of sexual harassment of women at workplace policy

The Company has zero tolerance for sexual harassment at workplace and has adopted a policy on prevention, prohibition, and Redressal of sexual harassment at workplace in line with the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, and the rules framed thereunder.

The Company has duly constituted an Internal Complaints Committee (ICC) as required under Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

The present composition of ICC is as under: • Mrs. Sri Lakshmi Gaddipati - Presiding Officer • Mrs. Likhitha Gaddipati - Member • Mrs. Priyanka Gajji - Member • Mr. Venkata Prabhakar Rao Talluri - Member

The disclosure pertaining to Complaints are given under:

No. of Complaints received during the year NIL No. of Complaints disposed-off during the year NIL No. of Complaints pending as on end of financial year NIL

Human resources

The Company considers its Human Resource as the key to achieve its objectives. Our HR and Operations Department works closely with Senior Management to devise strategies that attract talent and enhance capabilities. The employees are sufficiently empowered and enabled to work in an environment that inspires them to achieve higher levels of performance. It is the unwavering commitment of our employees that propels us forward and enables us to fulfil the Company''s vision. Your Company appreciates the contribution of its dedicated employees.

We believe that our employees are our most valuable asset. Your Company is also focused on the overall well-being of its employees. We are committed to creating a positive work environment that prioritizes the health, safety, career growth and development of our employees. The Company took various initiatives to keep the employees productive and engaged with various employee training and awareness programs. we strengthen our collective capabilities and pave the way for continued success.

General

Your directors state that no disclosure or reporting is required in respect of following items as there were no transactions on these items during the year under review:

a) Issue of equity shares with differential voting rights as to dividend, voting or otherwise.

b) Issue of shares (including sweat equity shares) to employees of the Company under any scheme.

c) No significant or material orders passed by the Regulators or Courts or Tribunals which impact the going concern status and Company''s operations in future.

d) No frauds were reported by the Auditors during the year under review.

e) Maintenance of Cost Records as specified by the Central Government under Section 148(1) of the Companies Act, 2013, is not required by the Company.

f) It was observed that BSE Limited issued a notice alleging that there was a delay in the submission of the Annual Report for the year 2021-22 by 1 (one) day and levied a penalty of ?2,000/-. Upon submission of clarification, the said penalty was withdrawn.

ACKNOWLEDGEMENTS

Your directors take this opportunity to thank our customers, vendors, investors, bankers, Government of India, State Governments in India, Regulatory and statutory authorities, shareholders, and the society at large for their valuable support and cooperation. We place on record our appreciation for the contribution made by our employees at all levels. Our consistent growth was made possible by their hard work, solidarity, cooperation, and support.