Alphageo (India) Director Discussions

TO

THE MEMBERS

The Board of Directors are pleased to present the 36^th Annual Report of Alphageo (India) Limited ("the Company") on business and operations along with the audited financial statements (standalone and consolidated) for the financial year ended March 31,2023.

Financial highlights

The financial performance of the company for the year ended March 31, 2023, on a standalone and consolidated basis, is summarised below:

(All amount in Indian ? lakhs, unless otherwise stated)

Particulars	Standalone		Consolidated
	2022-23	2021-22	2022-23	2021-22
Revenue from operations	6,595	15,488	6,595	15,488
Other income	2,398	510	2,410	529
Total revenue	8,993	15,998	9,005	16,017
Profit before finance costs and depreciation	3,173	3,852	3,086	3,849
Finance cost	46	107	46	107
Depreciation and amortisation expenses	1,102	1,882	1,254	1,983
Profit before tax	2,025	1,863	1,786	1,759
Tax expenses	487	535	487	540
Profit after tax	1,538	1,328	1,299	1,219
Earnings per share of C10/- each
Basic (H)	24.17	20.87	20.43	19.16
Diluted (H)	24.17	20.87	20.43	19.16

Overview of financial and business operations

a) Standalone Operations:

• On standalone basis, the revenue for FY 2023 was H6,595 lakhs. The effect of events that took place beyond the management control resulted in income from operations for financial year 2023 marginally lower than that of C15,488 lakhs for financial year 2021-22.

• Profit before tax for FY 2023 is H2,025 lakhs representing 22.52 percent of total revenue as against previous year profit before tax of H1,863 lakhs represented 11.65 percent of total revenue.

• Profit after tax for FY 2023 is H1,538 lakhs representing 17.10 percent of total revenue over profit after tax of H1,328 lakhs represented 8.30 percent of total revenue of previous FY 2022.

• The Equity of the Shareholders, on standalone basis, has enhanced to H25,339 lakhs as on March 31, 2023 from H24,299 lakhs as on March 31 2022.

• The company has been awarded orders worth of H39 crores (inclusive of taxes) during the year for providing geophysical services.

• Your directors are of opinion that, having sizeable executable orders on hand, the company will continue to achieve the operational and financial performance resulting in enhanced equity to the shareholders in the forthcoming financial years.

b) Consolidated operations:

• On Consolidated basis, the operational revenue for FY 2023 is H6,595 lakhs against H15,488 lakhs for financial year 2021-22.

• Profit before tax for FY 2023 is H1,786 lakhs representing 19.83 percent of total revenue as against previous year profit before tax of HI,759 lakhs represented 10.98 percent of total revenue.

• Profit after tax for FY 2023 is H1,299 lakhs representing 14.43 percent of total revenue over profit after tax of H1,219 lakhs represented 7.61 percent of total revenue of previous FY 2022.

• The Equity of the Shareholders, on consolidated basis, has enhanced to H28,319 lakhs as on March 31, 2023 from H27,166 lakhs as on March 31 2022.

• Irrespective of sincere efforts in obtaining viable contracts by subsidiaries, the lacklustre performance due to lack of contracts of subsidiaries resulted in lower global financial performance for the current year.

• Your directors believe that the endeavours in diversifying into geophysical services in and outside India, will result favourably in forthcoming financial years.

Share capital

The paid-up equity shares capital of the company as on March 31, 2023 is H636.48 lakhs comprising of 63,64,767 equity shares of H10 each. During the year under review, the company has not issued or allotted any shares of the company. The company does not have any outstanding warrants or any convertible instruments as on March 31,2023.

Transfer to reserves

The Board of Directors has decided to retain the entire amount of profit as retained earnings. Accordingly, the company has not transferred/ appropriated any amount to the general reserve during the year ended March 31, 2023.

Dividend

The Board considering the Companys performance and the financial position for the year under review, has recommended a final dividend of H8/- per equity share of H10/- each for the year ended March 31, 2023, subject to the approval of the members at the ensuing 36^th Annual General Meeting.

Material changes and commitment

There has been no material change and commitment, affecting the financial performance of the company from the end of the financial year to the date of this report.

Change in the nature of business

The company continues to be in the business of providing geophysical data acquisition, processing and interpretation services and there has been no change in the nature of business of the company or any of its subsidiaries during the year under review

Subsidiaries and joint venture a) Foreign subsidiaries:

The company has one 100% owned foreign subsidiary, Alphageo International Limited, incorporated in Jebel Ali free zone area in Dubai and one 100% owned first level

step down subsidiary, Alphageo DMCC incorporated under Dubai multi commodities centre (DMCC) regulations. Pursuant to regulation 16 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Alphageo International Limited, Dubai is a material subsidiary as on March 31,2023.

b) Indian subsidiary:

• Alphageo Marine Services Private Limited (AMSPL)

AMSPL was incorporated in the year 2017 for providing marine survey services and aerial geophysical services. No commercial activities have been carried on by the subsidiary company during the year 202223. The Company has applied to Registrar of Companies, Hyderabad in form STK-2, for striking off its name from register of companies pursuant to the provisions of Section 248(2) of the Companies Act, 2013, (the "Act") read with Companies (Removal of Names of Companies from the Registrar of Companies) Rules, 2016 on 21^st February,2023. The Ministry of Corporate Affairs, office of the Registrar of Companies, Telangana has issued a Public Notice in Form STK-7 Vide Notice No. ROC-Hyd/STK-7/Co.Nos.707/2023 dated 17-04-2023 pursuant to Section 248(5) of the Companies Act, 2013 and rule 9 of the Companies (Removal of Names of Companies from the Registrar of Companies) Rules, 2016 displaying on the MCA website stating strike off/removal of the name of Alphageo Marine Services Private Limited.

• Alphageo Offshore Services Private Limited (AOSPL)

AOSPL was incorporated in the year 2018 for undertaking commercial activities relating to providing geophysical services for offshore and transition zones, and general offshore related services for mining and hydrography. As of February 2021, AOSPL became a subsidiary and joint venture company to carry out activities as specified in the joint venture agreement entered by the company During the year under review, no commercial activities have been carried on by AOSPL.

Performance of subsidiaries:

Pursuant to the provisions of Section 129(3) of the Companies Act 2013 read with Companies (Accounts) Rules, 2014, a statement containing the salient features of financial statements of the subsidiary Companies are given in Form AOC-1 as Annexure-I to this report.

In compliance with section 136 of the Companies Act, 2013, the financial statements of the subsidiaries are available on the website of the Company and will be made available upon the request by any member of the Company.

The company does not have any associate companies. The company has adopted a policy for determining "Material Subsidiary" in terms of Regulation 16(c) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, which can be viewed on the Companys website at http://www.alphageoindia.com/Policies.htm.

Consolidated financial statements

The consolidated financial statements of the company and its subsidiaries for the financial year ended March 31, 2023 prepared in compliance with the Indian Accounting Standards notified under Section 133 of the Companies Act, 2013, Section 129(3) of Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, together with Auditors Report thereon form part of this Annual Report.

Public deposits

The company has not accepted any deposits covered under Chapter V of Companies Act, 2013 and any other deposit, which is not in compliance with the requirements of Chapter V of the Companies Act, 2013.

Compliance with secretarial standards

During the year under review, the company has complied with all the applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI).

Unclaimed dividend

Section 124 of the Companies Act 2013 read with Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules 2016 (the Rules) as amended thereof; mandates the companies to transfer dividend that has remained unpaid/unclaimed for a period of seven years from the unpaid dividend account to the Investor Education and Protection Fund (IEPF).

The details of the unclaimed dividend lying with the Company are available on the website of the Company at the web link: http://alphageoindia. com/Unclaimed%20Dividends.htm.

a) Transfer of unpaid and unclaimed amounts to Investor Education and Protection Fund ("IEPF")

• Transfer of unclaimed dividend to IEPF:

Pursuant to the provisions of section 124 of Companies Act, 2013 read with IEPF (Accounting, Audit, Transfer and Refund) Rules 2016, dividends which remain unpaid or unclaimed for a period of seven years from the date of its transfer to unpaid dividend account are required to be transferred by the company

to Investor Education and Protection Fund ("IEPF") established by the Central Government of India under the provisions of section 125 of the Companies Act, 2013.

Unclaimed dividend for financial year 201415 amounting to H3.01 lakhs were transferred to Investors Education & Protection Fund of the Central Government on 26^th November 2022 in compliance with the section 124 of the Companies Act, 2013.

• Transfer of Shares to IEPF:

Section 124(6) of Companies Act, 2013, read with IEPF (Accounting, Audit, Transfer and Refund) Rules, 2016, as amended thereof; mandates transfer of underlying shares in respect of which dividend has not been paid or claimed for seven consecutive years or more in the name of Investor Education and Protection Fund. As per the provisions of Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, as amended thereof; company has issued individual notice through registered post to all shareholders whose dividends were lying unclaimed for consecutive seven years and a public notice in this respect has been given in English and vernacular newspapers and details of such shareholders were uploaded on the companys website

Particulars	No of Equity Shares
Number of shares lying in the Investor Education and Protection Fund beginning of financial year	90,632
Less: Claim accepted by IEPF Authority and shares transferred	-
Number of shares lying in Investor Education and Protection Fund on date of transfer to IEPF account	90,632
Number of shares transferred to the Investor Education and Protection Fund during the financial year	2,622
Number of shares lying in the Investor Education and Protection Fund at the end of the financial year	93,254

• The details of shares transferred to IEPF during the previous years are displayed on the website of the Company. The shareholders whose shares have been transferred to the IEPF Authority can claim their shares from the Authority by following the refund procedure as detailed on the website of IEPF Authority http://iepf.gov.in/IEPF/corporates.html.

Auditors and audit reports

• Statutory audit:

In pursuance of the provisions of section 139 and other applicable provisions of Companies Act, 2013 read with Companies (Audit and Auditors) Rules, 2014 as amended thereof. M/s Majeti & Co. Chartered Accountants Hyderabad reappointed as the statutory auditors of the company for a term of 5 (five) consecutive years from the conclusion of 35^th annual general meeting till the conclusion of 40^th annual general meeting of the company. The auditors have confirmed their eligibility and qualification required under the Act for holding the office as statutory auditors of the company.

Audit report on financial statements:

The auditors report to the shareholders on the financial statement of the company for the financial year ended on March 31, 2023 does not contain any qualification, reservation, or adverse remark.

• Secretarial audit:

Pursuant to the provisions of section 204 of the Companies Act, 2013 and rules thereunder, M/s. D. Hanumanta Raju & Co., Practicing Company Secretaries, Hyderabad were appointed to conduct the secretarial audit of the company for the financial year 2022-23. The secretarial auditors have issued unmodified report for the year ended March 31, 2023. The report issued by them is appended as Annexure-II to this report.

• Cost audit and cost records:

Maintenance of cost records and requirement of cost audit as prescribed under the provisions of section 148(1) of the Companies Act, 2013 are not applicable for the business activities carried out by the Company.

Directors and Key Managerial Personnel

• Re-appointments of directors:

Mr. Raju Mandapalli, (DIN: 08014543)

independent Director of the company has been reappointed as independent director of the company pursuant to provisions of Section 149, 152 and any applicable provisions of Companies Act, 2013 read with Schedule IV of Companies (Appointment and qualification of Directors),Rules, 2014 and Regulation 17 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended thereof for a second term of five years effective from December 4, 2022 to December 3, 2027 through special resolution passed by members of the company on September 24, 2022.

• Retirement by rotation:

In terms of the provisions of Section 152 of the Companies Act 2013, Mr. Rajesh Alla (DIN: 01657395) Non-Executive Director of the Company, being eligible for retirement by rotation, shall retire at the 36^th Annual General Meeting.

• Particulars of remuneration to directors and key managerial personnel:

Particulars of remuneration to directors and key managerial personnel as required under section 197(12) of the Act read with Rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended are given in Annexure-III and forms part of this Report.

During the year under review, the non executive independent directors of the

Company had no pecuniary relationship or transactions with the Company, other than sitting fees, and reimbursement of expenses, if any

• Changes in key managerial personnel:

Pursuant to the provisions of section 203 of Companies Act, 2013 during the year under review, there are no changes occurred in positions held by Key Managerial Personnel of the Company.

• Other changes, if any, occurred after the closure of financial year:

No changes occurred after the closure of the financial Year.

Board meetings

During the financial year 2022-23, Four (4) meetings of the board were held with the presence of necessary quorum in all the meetings. The maximum gap between any two meetings was as stipulated under the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirement), Regulations 2015. The details of board meeting held and attendance of directors are provided in corporate governance report forming part of this annual report.

Committees of the board

The company has constituted/reconstituted various board level committees in accordance with the requirements of Companies Act, 2013 and SEBI (LODR) regulations, 2015. The board has following committees as under:

i. Audit committee

ii. Nomination & remuneration committee

iii. Stakeholders relationship committee

iv. Corporate social responsibility committee

v. Finance committee

The details of the composition of committees and the number of meetings held and attendance of directors at such meetings are provided in the

corporate governance report, which forms part of this annual report.

Audit committee

The audit committee of the board, currently headed by an independent director as chairperson meets at regular intervals to discharge its terms of reference effectively and efficiently. During the year under review, there were no instances where recommendations of the audit committee were not accepted by the board.

Nomination and remuneration policy

The company has framed and adopted a policy on nomination and remuneration of directors, key managerial personnel, and other employees of the company in line with the provisions of section 178 of the Companies Act, 2013 and Part D of Schedule II of SEBI (LODR) Regulations, 2015. The policy is available on the website at: http://alphageoindia. com/Policies.htm.

It is affirmed that the appointment and remuneration of directors, key managerial personnel and all other employees are in accordance with the remuneration policy of the company. The remuneration/sitting fees paid to the executive and non-executive directors of the company during the year under review have been detailed in the corporate governance report, forming part of this annual report.

Particulars of remuneration to employees

The details of remuneration to employees, as required under rule 5(2) read with rule 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended are given in Annexure-IV forming part of this report.

Whistle blower/vigil mechanism The Company has adopted a whistle blower policy to provide a formal mechanism to the directors and employees to deal with the instances of unethical behaviour, actual or suspected fraud or violation of the companys code of conduct or ethics policy.

The policy provides for adequate safeguards against victimization of employees, who avail the mechanism and provides direct access to the chairman of audit committee of the board.

The audit committee periodically reviews the whistle blower policy. It is affirmed that no personnel of the company have been denied access to the chairman of the audit committee. The whistle blower policy has been posted on the companys website at http://www.alphageoindia. com/Policies.htm

Declaration by independent directors

Pursuant to the provisions of Section 149 of the Act, the Independent Directors have submitted declarations that each of them meets the criteria of independence as provided in Section 149(6) of the Act along with Rules framed thereunder and Regulation 16(1)(b) of the SEBI Listing Regulations. There has been no change in the circumstances affecting their status as independent directors of the Company.

Meeting of independent directors

Details of separate meeting of independent directors held are provided in the report on corporate governance forming part of the annual report.

Board induction and familiarization Programme for independent directors

Prior to the appointment of an independent director, the company sends him/her a formal appointment letter which explains the role, functions and responsibilities expected from him/her as a director of the company. The details of the board familiarization Programme are explained in the corporate governance report forming part of the annual report and accessible on the website of the company at http://www.alphageoindia.com/Familiarization %20Programme.htm

Annual evaluation of board performance and performance of its committees and of directors Pursuant to the provisions of section 178 of the Companies Act, 2013 read with rules made thereunder, and regulation 17 of SEBI (LODR), 2015 the Board has carried out an annual evaluation of its own performance, performance of the directors individually and the working of its various committees as per the evaluation criteria defined by nomination and remuneration committee for performance evaluation process of the board, its committees, and directors.

The evaluation has been carried out through a structured questionnaire covering various aspects of the boards functioning such as adequacy of the composition of the board and its committees, board culture, execution and performance of specific duties, obligations, independence, governance, ethics and values, adherence to corporate governance norms, interpersonal relationships, attendance, and contribution at meetings etc. Performance evaluation of independent directors was done by the entire board, excluding the independent director being evaluated. The evaluation process has been explained in the corporate governance report, which forms part of this annual report.

In a separate meeting of Independent Directors, performance of Non-Independent directors, the Board as a whole and Chairman of the Company was evaluated, considering the views of executive directors and non-executive directors provided by them through the duly filled questionnaire submitted by each of the directors.

The Board and the Nomination and Remuneration Committee reviewed the performance of individual directors based on the duly filled structured questionnaire submitted by each of the directors.

Particulars of loans, guarantees or investments

During the year under review, the company has extended Inter corporate deposit to M/s Godi India Private Limited for H1.50 crores at the rate of interest of 14% per annum. Apart of this no loans and guarantees were provided to any other person or body corporate.

Particulars of contracts or arrangements with related parties

All contracts/ arrangements/ transactions entered by the company during the year under review with related parties were in the ordinary course of business and are on an arms length basis and are in compliance with the applicable provisions of the Act and the Listing Regulations. The particulars of such transactions with related parties have been disclosed at note no. 41 in the standalone financial statements as required under IND AS 24- related party disclosures and as specified under section 133 of the Act read with rule 7 of the Companies (Accounts) Rules, 2014, as amended.

There were no materially significant related party transactions made by the company during the year that required shareholders approval under regulation 23 of the listing regulations or which may have a potential conflict with the interests of the company during the financial year.

During the year, there were no contracts or arrangements or transactions entered with the related parties other than at arms length price. Accordingly, there were no transactions during the year ended March 31,2023 required to be reported in Form AOC-2 of the Companies (Accounts) Rules, 2014.

The Company has adopted a Policy for dealing with the transactions with related parties in line with the provisions of the Act and Listing Regulations, which is available on the companys website at http://alphageoindia.com/Policies.htm

Corporate social responsibility (CSR)

In compliance with the provisions of section 135 of the Companies Act, 2013, the board has constituted a corporate social responsibility committee which monitors and oversees various CSR initiatives and activities of the company. The composition of the corporate social responsibility committee is provided in the corporate governance report, which forms part of this annual report.

The companys CSR policy is available on the website at http://alphageoindia.com/Policies.htm.

The company is undertaking CSR initiatives in compliance with schedule VII to the Act. During the year under review, the company primarily extended its support to the projects in the areas of promoting education and promoting healthcare. The annual report on CSR activities undertaken during the financial year 2022-23, in terms of the requirements of the Companies (Corporate Social Responsibility Policy) Rules, 2014 as amended thereof; is annexed as Annexure-V to this report.

Reasons for not spending the amount earmarked for CSR activities:

During the FY 2022-23, the company ought to have spent H16.68 lakhs on CSR activities. The actual spent during the year was H3.68 lakhs. The projects, the Company had undertaken for Financial Year 2022-23 are long-term projects and require adequate time and diligence. The Company reviews the requirements of funds timely for the concerned projects and will disburse funds as per the request and requirements.

Pursuant to the provisions of section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended thereof the company has deposited the unspent amount of H13.00 lakhs pertaining to the ongoing projects related to CSR, in a separate Bank account called "Unspent CSR Account 202223". The amount transferred to the "Unspent CSR Account 2022-23" will be spent in the specified manner within the prescribed timelines.

Report on corporate governance Pursuant to regulation 34 of the SEBI (Listing Obligations and Disclosure requirements) Regulations, 2015, a report on corporate

governance for the financial year 2022-23 forms an integral part of this report. The requisite certificate from a practicing company secretary confirming compliance with the mandatory requirements relating to corporate governance as stipulated under the SEBI (Listing Obligations and Disclosure requirements) Regulations, 2015 as amended thereof is attached to the report on corporate governance forming part of this annual report.

Management discussion and analysis report

Managements discussion and analysis report for the year under review, as stipulated under regulation 34 of the SEBI (Listing Obligations and Disclosure requirements) Regulations, 2015, is presented in a separate section, forming part of this annual report.

Risk management

The company continuously identifies the risks that it faces such as strategic, financial, liquidity, regulatory, legal and other risks and assesses and evaluates the same in line with the overall business objectives, functioning and growth of the company.

The details of the risk management framework and issues related thereto have been explained in the management discussion and analysis report forming part of this annual report.

Business Responsibility and Sustainability Report

As per the criteria laid under regulation 34 of SEBI Listing regulations 2015, the Business Responsibility and Sustainability Report is applicable for top one thousand listed entities based on market capitalization. Therefore, it is not applicable on your company for the financial year ended 31^st March 2023 as company is in top two thousand listed entities based on market capitalization as on 31^st March 2023.

Internal financial controls and its adequacy

The company has in place an adequate internal financial control system with reference to financial

statements and such internal financial controls are operating effectively and no deficiencies have been observed during the year under review.

The companys internal control systems are well established and commensurate with the nature of its business and the size and complexity of its operations. The audit committee reviews the adequacy and effectiveness of the companys internal control system.

Reporting of frauds

There were no instances of frauds during the year under review, which required the statutory auditors to report to the audit committee and/or the board under section 143(12) of the Companies Act, 2013 and the rules made thereunder.

Code of conduct

A declaration regarding compliance with the code of conduct signed by the Companys Chairman and Managing Director is annexed with corporate governance report which forms part of this annual report.

Annual Return

In terms of Section 92(3) the Companies Act 2013 and Rule 12 of the Companies (Management and Administration) Rules 2014, the draft annual return of the Company for the financial year ended on 31^st March 2023 is available on the website of the Company at the link: https://www.alphageoindia. com/Annual%20Returns.htm

Policy on prevention, prohibition, and redressal of sexual harassment at workplace

The company has a policy for "Prevention and prohibition of sexual harassment of women at workplace" in line with the requirements of the sexual harassment of women at workplace (Prevention, Prohibition and Redressal) Act, 2013 which aims to provide protection to employees at workplace with the objective of providing a safe working environment. The company has constituted an internal complaints committee

to redress complaints regarding sexual harassment. During the year under review, the company has not received any complaints pertaining to sexual harassment. The policy is available on the companys website at: http://www.alphageoindia.com/Policies.htm.

Employees stock option scheme

Stock option to employees is being administered under the scheme titled "Alphageo ESOS 2008". Under this scheme, 2,35,067 stock options are available for granting to employees and there are no enforceable stock options outstanding as on March 31,2023.

Conservation of energy, technology absorption, 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(3) of the Companies (Accounts) Rules 2014 are provided below:

a. Conservation of energy:	Not applicable
b. Technology absorption:	Nil
c. Foreign exchange earnings and outgo:
	2022-23 Rs. in Lakhs	2021-22 Rs. in Lakhs
Foreign exchange earnings	0.46	Nil
Foreign exchange outgo:
CIF value of imports	1505	6
Expenditure in foreign currency	3	87

Significant and material orders passed by the courts / regulators

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

Directors responsibility statements under Section 134 of the Companies Act, 2013

Pursuant to the requirement under section 134 of the Companies Act, 2013 with respect to directors responsibility statement, the board of directors of the company hereby confirms that:

i. in the preparation of the annual accounts of the company, both standalone and consolidated, for the year ended March 31,2023, the applicable accounting standards read with requirements set out under schedule III to the Companies Act 2013, have been followed and that there are no material departures from the same;

ii. the directors have selected such accounting policies and made judgments and estimates that are reasonable and prudent to give a true and fair view of the state of affairs of the company as at March

31,2023 and of the profit/(loss) for the year ended on that date;

iii. the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

iv. the annual accounts for the year ended March 31,2023 have been prepared on a going concern basis;

v. adequate internal financial controls have been laid down and such controls are operating effectively;

vi. proper and adequate systems to ensure compliance with the provisions of all applicable laws have been devised and such systems are operating efficiently.

Details of Application made or proceeding pending under Insolvency and Bankruptcy Code 2016 during the year along with their status as at the end of the financial year.

During the year under review and at the end of financial year 31^st March 2023, there were no applications made or proceedings pending in the name of the Company under the Insolvency and Bankruptcy Code 2016.

Details of difference between amount of the valuation done at the time of one-time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof

During the year under review, there has been no one time settlement for Loans from Banks and Financial Institutions have been made.

Acknowledgements

We express our sincere appreciation and thank our valued shareholders, employees, clients, vendors, investors, bankers and other business associates for their co-operation and continued support to the company. We appreciate the sincere and dedicated services of every member of Alphageo family.

For Alphageo (India) Limited

Hyderabad Dinesh Alla

Date: 26-05-2023 Chairman and Managing Directors

Form AOC-1

(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)

Statement containing salient features of the financial statement of subsidiaries for the year ended March 31,2023

(All amount in Indian Rs. lakhs, unless otherwise stated)

S. No. Particulars	Alphageo International Limited, Dubai	Alphageo DMCC, Dubai	Alphageo Marine Services Private Ltd., India (Refer note-2)	Alphageo Offshore Services Private Ltd., India
1 The date since when subsidiary was acquired	June 10, 2010	January 30, 2011	October 25, 2017	April 26, 2018
2 Reporting currency	USD	USD	INR	INR
3 Exchange rate as on 31.03.2023	82.2169	82.2169	--	1
4 Share capital	2341.58	44.59	--	10.00
5 Reserves & surplus	(22.74)	1962.08	--	(3.27)
6 Total assets	2322.67	2019.41	--	6.91
7 Total liabilities	3.84	12.75	--	0.18
8 Investments (excluding investment in subsidiary)	NIL	NIL	--	NIL
9 Turnover	NIL	NIL	--	NIL
10 Profit/(loss) before taxation	(0.44)	(244.00)	--	(1.06)
11 Provision for taxation	NIL	NIL	--	NIL
12 Profit/(loss) after taxation	(0.44)	(244.00)	--	(1.06)
13 Proposed dividend	NIL	NIL	--	NIL
14 % of shareholding by holding company	100%	100%	--	70%

Notes:

1. Alphageo DMCC, Dubai is 100% owned Subsidiary of Alphageo International Limited and first level step down subsidiary of Alphageo (India) Limited.

2. Alphageo Marine Services Private Limited has filed application with Registrar of Companies under section 248(2) of Companies Act, 2013 to strike off the name of the Company from the Register of Companies on 21^st February 2023.

3. Alphageo Offshore Services Private Limited (AOSPL) was incorporated as a wholly owned subsidiary on April 26, 2018. AOSPL became subsidiary and joint venture company effective from February 12, 2021.

For Alphageo (India) Limited

Hyderabad Dinesh Alla

Date: 26-05-2023 Chairman and Managing Directors

SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31^st MARCH, 2023

[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No.9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To

The Members,

ALPHAGEO (INDIA) LIMITED

We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by ALPHAGEO (INDIA) LIMITED (hereinafter called the Company) holding CIN: L74210TG1987PLC007580 and having its Registered Office situated at 802, Babukhan Estate Basheerbagh, Hyderabad - 500001, Telangana. Secretarial Audit was conducted in accordance with the guidance note issued by the Institute of Company Secretaries of India and in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.

Based on our verification of the Companys books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of Secretarial Audit, we hereby report that in our opinion, the company has, during the audit period covering the financial year ended on 31^st March, 2023, complied with the statutory provisions listed hereunder and also that the Company has proper Board processes and compliance mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on 31^st March, 2023, according to the provisions of:

(i) The Companies Act, 2013 (the Act) and the Rules made thereunder;

(ii) The Securities Contracts (Regulation) Act, 1956 (SCRA) and the Rules made thereunder;

(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;

(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;

(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (SEBI Act):-

(a) Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015;

(b) Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018;

(c) Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;

(d) Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018 - (Not applicable to the Company during the period under review);

(e) Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021;

(f) Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021 - (Not applicable to the Company during the period under review); and

(g) Securities and Exchange Board of

India (Prohibition of Insider Trading) Regulations, 2015;

(h) Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client;

(i) Securities and Exchange Board of

India (Depositories and Participants)

Regulations, 2018.

(j) Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021- (Not applicable to the Company during the period of audit);

(vi) As per the representations and explanations given by the Management and Officers of the Company, there are no industry specific laws applicable to the Company as the Company falls under service sector.

We have also examined compliance with the applicable clauses of the following:

(i) Secretarial Standards issued by The Institute of Company Secretaries of India and notified under Companies Act, 2013.

(ii) The Listing Agreements entered by the Company with BSE Limited and National Stock Exchange of India Limited (NSE).

During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above.

We further report that

The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors, and requisite number of independent directors. There are no changes in the composition of the Board of Directors during the period under review.

Adequate notice is given to all the directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent in advance and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.

Majority decisions are carried through while the dissenting members views, if any, are captured and recorded as part of the minutes.

We further report that, there are adequate systems and processes in the company commensurate with the size and operations of the company to monitor and ensure compliance with applicable laws, rules, regulations, and guidelines.

We further report that, during the year under review, Directorate of Enforcement had seized fixed deposit amounting to H1601.08 lakhs alleging for the contravention under Foreign Exchange and Management Act, 1999 (FEMA 1999). The company is still awaiting notice from the adjudicating authorities to challenge the same.

We further report that, during the audit period the company has no specific events / actions having a major bearing on the companys affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards, etc. referred to above.

	For D.HANUMANTA RAJU & CO Company Secretaries
Place: Hyderabad Date: 26-05-2023	CS Datla Hanumanta Raju Partner FCS: 4044, CP No: 1709 UDIN: F004044e000392399 PR No: 699/2020

To

The Members,

ALPHAGEO (INDIA) LIMITED

Our report of even Date is to be read along with this letter.

1. Maintenance of secretarial records is the responsibility of the management of the company. Our responsibility is to express an opinion on these secretarial records based on our audit.

2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed, provide a reasonable basis for our opinion.

3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.

4. Where ever required, we have obtained the Management Representation about the compliance of laws, rules and regulations and happening of events etc.

5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. Our examination was limited to the verification of procedures on test basis.

6. The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficacy or effectiveness with which the management has conducted the affairs of the company.

For D.HANUMANTA RAJU & CO

Company Secretaries

CS Datla Hanumanta Raju

Partner

FCS: 4044, CP No: 1709 UDIN: F004044e000392399 PR No: 699/2020

Information pursuant to rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

1. Ratio of the remuneration of each director to the median remuneration of the employees of the company for the financial year 2022-23

 

Name of the Executive Director(s)	Ratio to median	% of increase in remuneration (Not annualised)
Mr. Dinesh Alla	32.17	Nil (Refer Note-1)*
Mrs. Savita Alla	13.98	Nil (Refer Note-1)*
Note-1: The remuneration for the year 2021-22 and 2022-23 are as approved by the members at 34th annual general meeting respectively and in accordance with the Companies Act, 2013.

 

2. Percentage increase in remuneration of non-executive director(s) and key managerial personnel:

 

	Ratio to median	% of increase in remuneration (Not annualised)
Non-executive directors:	Non-executive directors and independent directors were paid only sitting fees for attending meetings of the board and committees of the board. Hence, ratio to median is not applicable.	Not applicable
Mr. Rajesh Alla, Non-Executive director
Mr. Raju Mandapalli, Independent director
Mr. Mahendra Pratap, Independent director
Mr. Vinay Kumar Verma, Independent director
Key Managerial Personnel:
Mrs. Rohini Gade, Chief financial officer	-	-
Mrs. Sakshi Mathur, Company secretary	-	-

 

3. The percentage increase in median remuneration of employees in the FY 2022-23 : -

4. Number of permanent employees on the rolls of the company during the FY 2022-23 : 138 Nos.

5. Average percentile increases already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration: During the FY 2022-23, the average percentage increase/ (decrease) in salary of the companys employees, other than managerial personnel is NIL

6 Affirmation that the remuneration is as per the remuneration policy of the company: It is hereby affirmed that the remuneration to directors and key managerial personnel for the year 2022-23 were as per the terms of the appointment and remuneration policy of the company.

For Alphageo (India) Limited

Hyderabad Dinesh Alla

Date: 26-05-2023 Chairman and Managing Directors

Information pursuant to rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

s. No. Name	Age (Yr)	Qualification	Designation	Date of commencement of employment	Experience (yrs.)	Gross remuneration (Crores) FY 2022-23	Last employment
Employed throughout the year:
1. Mr. Dinesh Alla	58	M. Sc. (Hons) Mathematics, Masters in Management Studies	Chairman & Managing Director	21-08-1991	31	1.42	-
2. Mrs. Savita Alla	55	Masters in Management Studies	Joint Managing Director	26-09-2014	23	0.54	IIC Technologies Pvt Ltd
3. Mr. Thomas Ajewole Olanrewaju*	54	B. Sc. (Hon) Applied Geophysics	Chief Seismologist	08-08-2016	26	0.54	Petronas Carigali SDN. BHD.
4 Mr. Balaji Sundararajan	59	B.E. (Hons) Mechanical, M. Sc. (Hons) Mathematics	Senior Vice President- Operations	01-08-2000	34	0.51	Hindustan Dorr Oliver Ltd
5. Mr. Constantin Catalin Crainiceanu	43	Analyst Programmer	Chief Surveyor	01-04-2022	16	0.48	S.C.Prospectiuni - S.A.(Romania)
6. Mr. Sachindra Singh	52	M.Tech (Geophysics)	Chief Seismologist	01-06-1997	25	0.32	-
7 Mrs. Rohini Gade	42	B. Com, ACA	Chief Financial Officer	08-08-2020	14	0.27	Navayuga Engineering Company Ltd
8 Mr. Sashank Alla	31	B.S.(Electrical & Computer Engineering)	Executive Assistant to Managing Director	01-04-2017	9	0.25	Deloitte
9. Mr. Rahul Chawla	48	M. Tech - Applied Geophysics	Party Chief	16-07-2013	22	0.23	Asian Oilfield Services Ltd
10. Mr. Suresh Rahul Bellap	58	B.E. Mechanical	General Manager - Projects	01-04-2016	35	0.22	Mahindra & Mahindra Limited

Notes:

1. Gross remuneration includes salary, allowances, company contribution to provident fund, commission, and other benefits.

2. Mr. Dinesh Alla, Chairman and Managing Director, Mrs. Savita Alla, Joint Managing Director and Mr. Sashank Alla, EA to CMD are related to each other.

3. No other employee mentioned above is related to any director of the company.

4. *Mr. Thomas AjewoleOlanrewaju resigned from the company on 28^th January 2023.

	For Alphageo (India) Limited
Hyderabad	Dinesh Alla
Date: 26-05-2023	Chairman and Managing Director

Annual Report on Corporate Social Responsibility (CSR) Activities for the year 2022-23

(1) Brief outline on corporate social responsibility (CSR) policy of the Company:

The company has adopted its CSR Policy to ensure that the company operates its business in an economically, socially, and environmentally sustainable manner by enhancing the quality and economic well-being of the society in fulfilment of its role as a socially responsible corporate.

(2) Composition of CSR committee:

S. No. Name of Director	Designation/ Nature of Directorship	Number of meetings of CSR Committee held during the year	Number of meetings of CSR Committee attended during the year
1. Dinesh Alla - Chairman	Executive director	2	2
2. Savita Alla - Member	Executive director	2	2
3. Raju Mandapalli - Member	Independent director	2	2

(3) Provide the web-link where composition of CSR committee, CSR policy and CSR projects approved by the board are disclosed on the website of the company:

• Composition of CSR committee: http://alphageoindia.com/board of directors.htm

• CSR policy: http://alphageoindia.com/Policies.htm

• CSR projects: https://www.alphageoindia.com/Corporate%20Social%20Responsibility.htm

(4) Provide the details of impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the Companies (Corporate Social responsibility Policy) Rules, 2014, if applicable:

Not Applicable

(5) Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social responsibility Policy) Rules, 2014 and amount required for set off for the financial year, if any:

S. No. Financial Year	Amount available for set-off from preceding financial years (D in Lakhs)	Amount required to be set off for the financial year, if any (D in Lakhs)
1 2018-19	-	-
2 2019-20	-	-
3 2020-21	-	-
Total:	-	-

(6) Average net profit of the company as per section 135(5) of the Act: H834.00 Lakhs

(a) Two percent of average net profit of the company as per section 135(5) of the Act	H 16.68 Lakhs
(b) Surplus arising out of the CSR projects or Programmes or activities of the previous financial years	-
(c) Amount required to be set off for the financial year, if any	-
(d) Total CSR obligation for the financial year ended March 31,2023 (7a+7b-7c)	H 16.68 Lakhs

(8) (a) CSR amount spent or unspent for the financial year ended March 31, 2023:

Total amount spent for the financial year (D in Lakhs)	Amount unspent (D in Lakhs)
	Total amount transferred to unspent CSR account as per section 135(6)		Amount transferred to any fund specified under schedule VII as per second proviso to section 135(5)
	Amount	Date of transfer	Name of the fund	Amount	Date of transfer
3.68	13.00	17.04.2023	NA	-	NA

(b) Details of CSR amount spent against ongoing projects for the financial year: Refer Annexure V (A)

(c) Details of CSR amount spent against other than ongoing projects for the financial year: Nil

(d) Amount spent in administrative overheads : Nil

(e) Amount spent on impact assessment, if applicable : NA

(f) Total amount spent for the financial year (8b+8c+8d+8e) : H3.68 Lakhs

(g) Excess amount for set off, if any

S. No. Particulars	Amount (D in Lakhs)
(i) Two percent of average net profit of the company as per section 135(5)	16.68
(ii) Total amount spent for the financial year	3.68
(iii) Excess amount spent for the financial year [(ii)-(i)]	-
(iv) Surplus arising out of the CSR projects or Programmes or activities of the previous financial years, if any	-
(v) Amount available for set off in succeeding financial years [(iii)-(iv)]	-

(9) (a) Details of unspent CSR amount for the preceding three financial years:

S. no.	Preceding financial year	Amount transferred to unspent CSR account under section 135(6) (D in Lakhs)	Amount spent in the reporting financial year (D in Lakhs)	Amount transferred to any fund specified under schedule VII as per section 135(6), if any			Amount remaining to be spent in succeeding financial years (D in Lakhs)
				Name of the Fund	Amount (D in Lakhs)	Date of transfer
1	2021-22	25.30	15.30	-	-	-	10.00
2	2020-21	69.72	26.99	-	-	-	18.95
3	-	-	-	-	-	-	-
	Total:	95.02	42.29	-	-	-	28.95

(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s):

(1) (2)	(3)	(4)	(5)	(6)	(7)	(8)	(9)
S. No. Project ID	Name of the project	Financial year in which the project was commenced	Project duration	Total amount allocated for the project (D in Lakhs)	Amount spent on the project in the reporting financial year (Din Lakhs)	Cumulative amount spent at the end of reporting financial Year (D in Lakhs)	Status of the project -completed/ ongoing
1
2		(Refer Annexure V (B)
3
Total:

(10) In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired through CSR spent in the financial year (asset-wise details):

(a) Date of creation or acquisition of the capital asset(s)

(b) Amount of CSR spent for creation or acquisition of capital asset

(c) Details of the entity or public authority or beneficiary under whose name such capital asset is registered, their address etc.

(d) Provide details of the capital asset(s) created or acquired (including complete address and location of the capital asset)

(11) Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per section 135(5):

The projects the Company had undertaken for Financial Year 2022-23 are long-term projects and require adequate time and diligence. The Company reviews the requirements of funds timely for the concerned projects and will disburse funds as per the request and requirements. However, the company has deposited the unspent amount pertaining to the ongoing projects related to CSR, in a separate bank account.

For Alphageo (India) Limited Dinesh Alla

Hyderabad Chairman and Managing Director

Date: 26-05-2023 Chairman - CSR Committee

Details of CSR amount spent against ongoing projects for the financial year 2022-23

(1) (2)	(3)	(4)	(5)		(6)	(7)	(8)	(9)	(10)	(11)
s. no. Name of the project	Item from the list of activities in schedule VII to the Companies Act, 2013 (the Act)	Local area (Yes/ No)	Location of the project		Project duration	Amount allocated for the project (? in Lakhs)	Amount spent in the current financial year (?in Lakhs)	Amount transferred to unspent CSR account for the project as per Section 135(6) (? in Lakhs)	Mode of implemen- tation - Direct (Yes/No)	Mode of implementation - through implementing agency
			State	District						Name	CSR Registration No.
i Education	Activity covered under (ii) as per schedule VII of the Act i.e., promoting education	Yes	Telangana	Venkiryala, Bibinagar Mandal, Yadadri, Bhongir District	3 years	8.68	2.02	6.66	Yes
2 Health and Sanitation	Activity covered under (i) as per schedule VII of the Act i.e., promoting health care including Preventive Health Care and Sanitation	Yes	Telangana	Telangana	3 years	4.00	0.60	3.40	No	Advocates for Babies in Crisis Society	CSR00003517
3 Health and Sanitation	Activity covered under (i) as per schedule VII of the Act i.e., promoting health care including Preventive Health Care and Sanitation	Yes	Telangana	Ghatkesar, Medchal, Malkajgiri District	3 Years	4.00	1.06	2.94	Yes
Total:						16.68	3.68	13.00

Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s)- (2020-21)

(1) (2)	(3)	(4)	(5)	(6)	(7)	(8)	(9)
s. no. Project ID	Name of the project	Financial year in which the project was commenced	Project duration	Total amount allocated for the project (? in Lakhs)	Amount spent on the project in the reporting financial year (? in Lakhs)	Cumulative amount spent at the end of reporting financial year (? in Lakhs)	Status of the project - completed/ ongoing
i	Promoting education employment enhancing skills among differently abled people Implementing Agency-Youth 4 Jobs Foundation, Hyderabad	2020-21	3years	9.00	3.00	9.00	Completed
2	Extending medical care/ support to infants/babies in orphanages Implementing Agency - Advocates for Babies in crisis, Hyderabad	2020-21	4 Years	20.00 (Refer Note-3)	7.00 (Refer Note-1)	17.00	Ongoing
3	Supporting education of girl child - Implementing Agency - Milaan Foundation, New Delhi	2020-21	3 Years	24.00	10.00	24.00	Completed
4	Supporting girl child for education through Nanhi Kali program Implementing Agency - Nanhi Kali project- a joint programme of KC Mahindra Education Trust Mumbai and Naandhi Foundation	2020-21	4 Years	24.00	6.99	11.20	Ongoing
5	Village/Rural development and educational aid to underprivileged children	2020-21	3 Years	15.70	-	10.95	Ongoing
6	Healthcare/Preventive healthcare Implementing Agency - Save the Children (Bal Raksha Bharat), Bangalore	2020-21	2 Years	2.00 (Refer Note - 2&3)		2.00	Abandon (Refer Note-1)
	Total			94.70	26.99	75.75

Note-1 - The board of directors, at their meeting held on 27^,h May 2022 on the recommendation of the CSR Committee and by providing reasonable justification to that effect, abandoned the project Healthcare/Preventive healthcare implemented through ""Save the Children" (Bal Raksha Bharat), Bangalore and approved utilizing balance amount of T.2 Lakhs dedicated to the former project for the project Extending Medical Care/Support to Infants/ Babies in orphanage implemented through ABC Society. Therefore, balance ?2 Lakhs allocated to the project Healthcare/Preventive healthcare implemented through "Save the Children" (Bal Raksha Bharat), Bangalore added in the allocated amount to the ABC Society and spend accordingly.

Note -2 - A total of Lakhs was allocated for the project. In the financial year 2020-21, T.2 Lakhs was spent and the remaining T.2 Lakhs was allocated to the Project Extending medical care/support to infants/babies in orphanages, implemented through Advocates for Babies in Crisis, Hyderabad.

Note-3- The total amount allocated for the projects) represents the approved reallocated amount.

Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s)- (2021-22)

(1) (2)	(3)	(4)	(5)	(6)	(7)	(8)	(9)
s. no. Project ID	Name of the project	Financial year in which the project was commenced	Project duration	Total amount allocated for the project (? in Lakhs)	Amount spent on the project in the reporting financial year (? in Lakhs).	Cumulative amount spent at the end of reporting financial year (? in Lakhs)	Status of the project - completed/ ongoing
i FY31.03.2022	Rural Development Projects	2021-22	2 years	20.00	6.00	20.00	Completed
2 FY31.03.2022	Projects in Education & Health	2021-22	3 Years	20.55	9.30	10.55	Ongoing
	Total			40.55	15.30	30.55

For Alphageo (India) Limited Dinesh Alla

Hyderabad Chairman and Managing Director

Date: 26-05-2023 Chairman - CSR Committee