All E Technologies Ltd Directors Report

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Jul 23, 2024|03:32:49 PM

All E Technologies Ltd Share Price directors Report

The Members

All E Technologies Limited

The Board of Directors is pleased to present the Annual Report along with the Audited Financial Statements (Consolidated and Standalone) of the company for the year ended March 31, 2023 (FY23).

1. FINANCIAL RESULTS

(H in Lacs)

Consolidated Standalone
Particulars 2023 2022 2023 2022
Total Revenue 9,149.55 7,234.15 7,329.55 5,999.19
Total Expenses 7622.83 5,989.20 6,039.01 4,740.98
EBITDA 1595.88 1309.48 1359.66 1322.66
Profit/(Loss) before Exceptional and Extraordinary items and tax 1,526.72 1,244.95 1,290.54 1,258.21
Exceptional and Extraordinary items - (99.99) - (257.09)
Profit before tax 1,526.72 1,144.96 1,290.54 1,001.12
Add/(Less): Provision for Tax (375.78) (318.32) (322.56) (287.72)
Add/(Less): Deferred Tax 7.27 (4.51) 6.26 (3.01)
Profit/(Loss) after Tax 1,158.21 822.13 974.24 710.38
Add/(Less): Minority Share Adjustment 0.96 36.73 - -
Profit/(Loss) for the period from Continuing Operation 1,159.17 858.86 974.24 710.38
Profit Attributable to Equity Shareholders After Tax before Extraordinary Items 1,208.14 1,027.25 1023.21 878.77

2. COMPANY PERFORMANCE & HIGHLIGHTS

Consolidated Performance

A. Total Revenue (including other income) for the FY23 stood at of H9,149.55 Lacs, compared to H7,234.15 Lacs in FY22, a YoY growth of 26.48%.

B. EBITDA stood at H1595.88 Lacs, compared to H1309.48 Lacs in FY22, a YoY growth of 21.93%.

C. Profit After Tax for the FY23 stood at H1,159.17 Lacs, compared to H858.86 Lacs in FY22, a YoY growth of 34.97%.

D. Profit after tax before Extraordinary items for the FY23 stood at H1,208.14 Lacs, compared to H1,027.25 Lacs in FY22, a YoY growth of 17.6%.

Standalone Performance

A. Total Revenue (including other income) for the FY23 stood at of H7,329.55 Lacs, compared to H5,999.19 Lacs in FY22, a YoY growth of 22.18%.

B. Profit After Tax for the FY23 stood at H974.24 Lacs, compared to H710.38 Lacs in FY22, a YoY growth of 37.14%.

C. Profit after tax before Extraordinary items the FY23 stood at H1023.21 Lacs, compared to H878.77 Lacs in FY22, a YoY growth of 16.44%.

3. ANNUAL RETURN AS PROVIDED UNDER SECTION 92

Pursuant to Section 92 and Section 134(3)(a) of the Companies Act, 2013, read with Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return for the Financial Year 2021-2022 is available on the website of the Company at the web link https://www. alletec.com/investors-alletec.

4. DIVIDEND

Based on the companys performance, the Board of Directors has proposed and recommended final dividend of Rs. 1/- per Equity Share of face value of Rs. 10/- each (i.e. 10% on the face value of Equity Share) for the financial year 2022-23. The company has a Dividend Distribution Policy and adheres to its guidelines.

5. CHANGE IN THE NATURE OF BUSINESS, IF ANY

There have been no material changes in the nature of business of the company during the financial year.

6. BUSINESS TRANSFER

There is no transfer of business during the period under review.

7. SUBSIDIARIES

The Company has following subsidiary companies - All E Consulting Private Limited, Alletec Retail Solutions Private Limited, All e Technologies (Switzerland) GmbH, Alletec Pty. Ltd. and Alletec USA INC.

The Board of Directors (the Board) reviewed the affairs of the subsidiaries. In accordance with Section 129(3) of the Companies Act, 2013, the Company has prepared consolidated financial statements of the Company and all its subsidiaries, which form part of the Annual Report. Further, a statement containing the salient features of the financial statements of our subsidiaries in the prescribed format AOC-1 is appended as Annexure-A to the Boards report.

8. RESERVES

During the period under review the company did not transfer any amounts to reserves.

9. SHARE CAPITAL

There is a change in the Issued Capital and paid-up Capital due to the issuance of 48,64,000 Equity Share under IPO process during the year. The Paid-up capital as on March 31, 2023 stood at. H20,19,41,760 divided into 2,01.94,176 Equity Shares of INR 10/- each.

There was no change in the Authorized Share Capital of the Company as on March 31, 2023. It stood at H21,00,00,000/- divided into 2,10,00,000 Equity Shares of INR 10/- each.

None of these happened during the period under review - Issue of equity shares with differential rights, Buy Back of Securities, Issue of Sweat equity shares and Issue of Bonus Shares.

The Company ESOP Trust granted 1,14,000 stock options to eligible employees on September 15, 2022. All of these shares are existing equity shares currently under the ownership of the ESOP Trust.

10. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There are no material changes and commitments affecting the financial position of your Company which has occurred between the end of the financial year of the Company i.e., March 31, 2023 and the date of Directors Report.

11. LISTING AT THE NSE EMERGE PLATFORM

With effect from December 21, 2022 Equity Shares of your Company successfully got listed on Emerge platform of the National Stock Exchange of India Limited (NSE). This process was undertaken in accordance with the Listing norms.

Annual listing fees for the year 2022-23 and 2023-24 have been paid by the Company to NSE Limited where the shares of the Company are listed.

12. MANAGEMENTS DISCUSSION AND ANALYSIS REPORT

IntermsoftheprovisionsofRegulation34oftheSEBI(Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the Managements Discussion and Analysis Report is presented in a separate section of Annual Report.

13. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, the board of directors, to the best of their knowledge and belief confirm that:

a. In the preparation of the annual financial statements for the year ended March 31, 2023, the applicable accounting standards read with requirements set out under Schedule III to the Act, have been followed and there are no material departures from the same.

b. Such accounting policies as mentioned in the Financial Statements as ‘Significant Accounting Policies have been selected and applied consistently and judgements and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as at March 31, 2023 and of the profit of the Company for the year ended on that date.Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

c. Annual Financial Statements have been prepared on a ‘going concern basis.

d. Proper systems were in place to ensure compliance with the provisions of all applicable laws. Such systems were adequate and operating effectively.

14. INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, work performed by the internal, statutory and secretarial auditors and external consultants, and the reviews performed by management and the relevant board committees including the audit committee, the board is of the opinion that the Companys internal financial controls were adequate and effective during the financial year 2022-2023.

15. HUMAN RESOURCES

Your Company is committed towards creation of opportunities for its employees that help attract, retain and develop a diverse workforce. Your Company lays due importance to the need of ensuring conducive work culture for its employees. To reinforce core values and beliefs of the Company, various policies/ practices for employees empowerment have been framed to enrich their professional, personal and social life. In addition to above, Company has also laid down Code of Conduct for Directors and Senior Management Personnel and Whistle Blower Policy.

16. DIRECTORS AND KEY MANAGERIAL PERSONNEL

The following Directors, Independent & Non-Independent, serve on the Board of the company. In compliance with the provisions of Sections 149, 152 read with Schedule IV and all other applicable provisions of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force) and SEBI (LODR) Regulation 2015, the composition of Board of Directors and Key Managerial Personnel are as follows: -

S. No. Board of Directors DIN Designation Date of Appointment/Re-appointment
1. Ajay Mian 00170270 Managing Director June 17, 2000 (Original Appointment)
May 16, 2022 (Appointed as Managing Director for a period of 5 Years)
2. Rajiv Tyagi 00803755 Executive Director October 04, 2006
3. Ritu Sood 07411926 Executive Director May 16, 2022
4. Vinod Sood 00017525 Independent Director May 16, 2022
5. Sunil Goyal 00110114 Independent Director May 16, 2022
6. Suman Mian 00170357 Non-Executive Director June 17, 2000 (Original Appointment)
July 14, 2022 (Re-appointment)

The Company has the following Key Managerial Personnel

S. No. Name of KMP PAN Designation Date of Appointment
1. Sandeep Jain AAGPJ4256M Chief Financial Officer (CFO) May 16, 2022
2. Akash Chaudhry BWGPC5075C Company Secretary (CS) May 09, 2022

None of the Directors of the Company, except the following, are related inter-se, in terms of Section 2(77) of the Act including rules made thereunder: -

S. No. Name of Director Relationship with other Director
1. Ajay Mian Spouse of Suman Mian
2. Suman Mian Spouse of Ajay Mian

17. AUDIT COMMITTEE

The Company has constituted an Audit Committee of the Board pursuant to resolution of the Board of Directors dated May 16, 2022 in compliance with Section 177 of the Companies Act, 2013. The Audit Committee consists of the following directors:

S. No. Name of Director Designation Executive /Non-Executive Independent / Non-Independent
1. Sunil Goyal Chairman Non- Executive Independent
2. Vinod Sood Member Non- Executive Independent
3. Ajay Mian Member Executive Non- Independent

During the year under review, all the recommendations made by the Committee have been accepted by the Company.

18. NOMINATION AND REMUNERATION COMMITTEE

The Company has constituted a Nomination and Remuneration Committee of the Board pursuant to resolution of the Board dated May 16, 2022.The Nomination and Remuneration Committee consists of the following directors:

S. No. Name of Director Designation Executive /Non-Executive Independent / Non-Independent
1. Vinod Sood Chairman Non- Executive Independent
2. Sunil Goyal Member Non- Executive Independent
3. Suman Mian Member Non- Executive Non- Independent

19. STAKEHOLDERS RELATIONSHIP COMMITTEE

The Company has constituted the Stakeholders Relationship Committee of the Board (the "Stakeholders Relationship Committee") pursuant to resolution of the Board dated May 16, 2022 The Stakeholders Relationship Committee consists of the following directors:

S. No. Name of Director Designation Executive /Non-Executive Independent / Non-Independent
1. Vinod Sood Chairman Non- Executive Independent
2. Rajiv Tyagi Member Executive Non- Independent
3. Ritu Sood Member Executive Non- Independent

20. FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

In Compliance of SEBI (LODR) Regulation 2015, Company has conducted a familiarization program for Independent Directors of the Company for familiarizing with their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company, etc. The details of such familiarization programme for Independent Directors are posted on the website of the Company and can be accessed at https:// www.alletec.com/investors-alletec.

21. DISQUALIFICATION OF DIRECTORS

Pursuant to Section 164 of the Companies Act, 2013, none of the Directors incurred any disqualification on account of non-compliance with any of the provisions of the Act.

22. MEETING OF THE BOARD OF DIRECTORS

The Board of Directors of the Company met Fifteen (15) times during the year. The intervening gap between the meetings was within the period prescribed under the Companies Act, 2013. The Company has complied with the provisions of Secretarial Standard 1 (relating to meetings of the Board of Directors).

23. DECLARATION BY INDEPENDENT DIRECTORS

The company has received the necessary declaration from both independent directors under section 149(7) of the Companies Act, 2013 that he/she meets the criteria of independence laid down in Section 149(6) of the Companies Act, 2013.

24.BOARD EVALUATION

The Board of Directors has carried out an annual evaluation of its own performance, board committees, and individual directors pursuant to the provisions of the Act and SEBI Listing Regulations. The performance of the board was evaluated by the board after seeking inputs from all the Directors and on the basis of criteria such as the board composition and structure, effectiveness of board processes, information and functioning.

25. NOMINATION AND REMUNERATION POLICY

The Companys policy on directors appointment and remuneration and other matters provided in Section 178(3) of the Act is available on https://www.alletec.com/ investors-alletec/.

26. AUDITOR AND AUDITORS REPORT

Statutory Auditors

The Auditors M/s Nath Ahuja & Co. Chartered Accountants (Firm Registration No. 001083N) will hold office until the conclusion of the Annual General Meeting of F.Y. 2023-24.

The Auditors report is enclosed with financial statements in this Annual Report for your kind perusal and information. No fraud has been reported by the Auditors during the fiscal year 2022-2023.

Internal Auditors

The Board of Directors on the recommendations of the Audit Committee has appointed M/s. Ajay Rattan & Co Chartered Accountants as the Internal Auditors of the Company for the Financial Year 2023-24.

27. BOARDS COMMENTS ON THE AUDITORS REPORT

The observations of the Statutory Auditors, when read together with the relevant notes to the accounts and accounting policies, are self-explanatory and do not call for any further comments.

28. SECRETARIAL AUDITORS REPORT

The Board has appointed M/s. J. Nain & Associates, Practicing Company Secretary, to conduct Secretarial Audit for the financial year 2022-23. The Secretarial Audit Report for the financial year ended March 31, 2023 is annexed herewith marked as Annexure - B to this

Report. The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.

COMPLIANCE WITH SECRETARIAL STANDARDS – The Company complies with all applicable secretarial standards issued by the Institute of Company Secretaries of India.

29. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Particulars of loans given, investments made, guarantees given and securities provided along with the purpose for which the loan or guarantee or security is proposed to be utilized by the recipient are provided in the Financial Statements.

30. RELATED PARTY TRANSACTIONS

All the transactions, contracts or arrangements made with related parties (as defined under Section 188 of the Companies Act, 2013) are separately mentioned in the financials of the Company.

Prior omnibus approvals are granted by the Audit Committee for related party transactions which are of repetitive nature, entered in the ordinary course of business and on arms length basis in accordance with the provisions of Companies Act, 2013 read with the Rules issued thereunder and the Listing Regulations.

The Form AOC - 2 pursuant to Section 134 (3) (h) of the Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules, 2014 is set out in Annexure C to this report.

31. PUBLIC DEPOSITS

The Company has neither accepted nor invited any deposits from the public during the year. There are no outstanding deposits of earlier years within the meaning of Section 73 of the Companies Act, 2013.

Further, your company has filed form DPT-3 for the Annual compliance as at March 31, 2023 for the amount received by the company which is not considered as deposit under the purview of section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposit) rules, 2014 as amended from time to time.

32. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION

Particulars required to be furnished pursuant to Rule 8(3) of the Companies (Accounts) Rules, 2014, read with Section 134 of the Companies Act, 2013:

a. Conservation of Energy

The company is making all possible efforts for conservation of energy. The Company strived to achieve maximum benefit with energy resources available with the Company. Resorting to WFH/ Hybrid model has significantly reduced energy consumption at office.

b. Technology Absorption

The technical personnel are being imparted training by the experts/consultants in various disciplines for improving the overall efficiency. Majority of the internal systems have been shifted to cloud.

c. Foreign exchange earnings and Outgo

The Foreign Exchange earned in terms of actual inflows during the year and the Foreign Exchange outgo during the year in terms of actual outflows is as under:

( H in Lacs)

Particulars 2022-23 (INR) 2021-22 (INR)
Foreign Exchange Earnings 3,007.00 2,767.35
Foreign Exchange outgo 543.87 756.50

33. CORPORATE SOCIAL RESPONSIBILITY

The Companys CSR Policy and CSR activities undertaken during the financial year ended March 31, 2023 are available on the website of the Company at https://www.alletec. com/investors-alletec. These are in accordance with Section 135 of the Companies Act, 2013 and Companies (Corporate Social Responsibility Policy) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) is set out in the Annexure - D to this report.

34. PERFORMANCE OF SUBSIDIARIES, ASSOCIATE COMPANIES AND JOINT VENTURES

Pursuant to Section 129(3) of the Companies Act, 2013 a statement containing salient features of the financial statements of the Companys subsidiaries in Form AOC-1 is annexed herewith as Annexure – A.

35. PARTICULAR OF EMPLOYEES

The information required under section 197(12) of the Companies Act, 2013 read with Rule 5(1) and 5(2) of the Companies (Appointment & remuneration of Management Personnel) Rules, 2014, as amended, is mentioned in the Annexure – E.

36. VIGIL MECHANISM/WHISTLE BLOWER POLICY

The Company has formulated and published a Whistle Blower Policy to provide Vigil Mechanism for employees including Directors of the Company to report genuine concerns.

The provisions of this policy are in line with the provisions of the Section 177(9) of the Act; the whistle blowing Policy is available on the companys website at https://www.alletec. com/investors-alletec.

37. SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company has zero tolerance for sexual harassment at workplace. Company has adopted a policy on Prevention, Prohibition and Redressal of Sexual Harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules there under. The policy aims to provide protection to employees at the workplace and prevent and redress complaints of sexual harassment and for matters connected or incidental thereto, with the objective of providing a safe working environment, where employees feel secure. The Company has also constituted an Internal Complaints Committee, known as the Prevention of Sexual Harassment (POSH) Committee, to inquire into complaints of sexual harassment and recommend appropriate action.

The following is a summary of sexual harassment complaints received and disposed off during the year 2021-22:

S. No. No. of Complaints Received No. of Complaints Disposed Off
1. Nil N. A.

38. INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

There is no amount which is required to be transferred to the Investor Education and Protection Fund as per the provisions of Section 125(2) of the Act.

39. SIGNIFICANT & MATERIAL ORDERS

There are no significant and material orders passed by the regulators or courts or tribunals during the year impacting the going concern status and Companys operations in future.

40. SAFETY, HEALTH AND ENVIRONMENTAL PERFORMANCE

Your Companys commitment towards safety, health and environment is being continuously enhanced and persons working at all locations, if any, are given adequate training on safety and health. The requirements relating to various environmental legislations and environment protection have been duly complied with by your Company.

41. SUSTAINABILITY

Your Company continues with its journey on sustainable development with conscious efforts to minimize the environmental impact caused by its operations. Besides making every effort to eliminate the wastage of electricity and water at the office, maintenance of a green patch along with plantation of trees around office are some of our current efforts. These efforts will intensify in the coming times, while still keeping focus on the financial performance of the company.

42.ACKNOWLEDGEMENTS

The Board wishes to express sincere appreciation and gratitude to Alletecians - who are the real embodiment of Companys mission, vision and Core values – for all the efforts and contributions made for the growth of our organization. The Board also wishes to express gratitude to all our customers who reposed trust in us and strengthen the foundation for our growth. Microsoft and numerous people playing diverse roles in the operations of Microsoft across geographies in India and internationally are our constant partners in this journey. Our sincere thanks for all your support and partnership. Our investors are now a vital partner to our journey of growth. Our sincere thanks for the confidence you have expressed in the company and its management. We are grateful for all the cooperation and support received from various Departments of Central and State governments, Tax Authorities, Banks, Ministry of Corporate Affairs, Securities and Exchange Board of India (SEBI), The National Stock Exchange of India Ltd. (NSE), and our vendors. You helped make our journey simple. We look forward to your continued support in the years to come.

Ajay Mian For All e Technologies Limited
(Managing Director) Suman Mian
DIN No. 00170270 (Director)
Date: 31.08.2023 DIN No. 00170357
Place: Noida

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