1. EXPERION INFOSYSTEMS PRIVATE LIMITED
Regd Off: DOOR NO 48/1744, C73, 11 TH FLOOR,
JOMER SYMPHONY, VYTILLA KERALA-682019
CIN: U72900KL2017PTC051068
Email Id: santosh@experionmea.com
DIRECTORS’ REPORT
To
The members
EXPERION INFOSYSTEMS PRIVATE LIMITED
ERNAKULAM
Your Directors have pleasure in presenting the 6th
Annual Report on the business and
operation of the company and the accounts for the financial year ended 31st March,
2023.
Financial Summary/ Performance of the Company
The financial results for the financial year ended 31st
March 2023 is summarized below:-
Brief Description of Company's working during the year &State of Company's
Affair
The Company is engaged in the business of providing all type of services relating to
information technology and information technology enabled services including, Product
Particulars
2022-23 2021-22
Revenue from operations 2,23,98,000.17 18,55,308.15
Total Revenue 2,23,98,000.17 18,89,193.03
Total Expenses 2,09,06,,408.06 34,39,178.12
Profit/ Loss before Tax 14,91,592.11 (15,49,985.09)
Profit/ Loss after Tax 47,07,214.71 (15,35,954.83)
2. development , Intellectual Property maintenance and creation, BPO , Cloud related hosting and
services, Software developments , Hardware development , Computer applications, Importing
exporting and otherwise dealing with software .
There has been no change in the business of the company during the financial year
ended March 31st
, 2023. During the year, the company’s operations were satisfactory
and we expect a better performance next year.
The Board of Directors expects that during the next year the Company will perform
better.
Reserves and Surplus
Profit has been transferred to reserves and surplus account.
Change in the nature of business
There is no Change in the nature of the business of the Company done during the year.
Details in respect of Fraud
The Auditors report doesn’t contain any remarks/information in relation to fraud.
Events Subsequent to the date of Financial Statements
No material changes and commitments affecting the financial position of the Company
occurred between the ends of the financial year to which these financial statements
relate on the date of this report.
Dividend
Since the Company does not have any profit during the financial year, directors regret
to declare any dividend.
Meetings
During the Financial Year 2022-23 the Board of Directors of the Company, met 6 times
i.e. on 25.04.2022, 15.07.2022, 05.10.2022, 09.12.2022, 31.12.2022 and 20.03.2023.
3. Directors
Mr.Santoshkumar Gopinathan, Mr.Rathish Ravindran Nair, and Mr.Tom Thomas are
continuing as the directors from the date of incorporation and as per the Articles of
association they are not required to retire at the Annual General Meeting.
Change in Directors
There is a change that Mr. Balakrishnan Arakkal Parameswaran has been resigned on
25/04/2022 from the Directorship of the company.
Compliance with Secretarial Standards
The Company has complied with the applicable Secretarial Standards (as amended
from time to time) on meetings of the Board of Directors and Shareholders issued by
The Institute of Company Secretaries of India and approved by Central Government
under Section 118(10) of the Companies Act, 2013.
Risk Management Policy
The Company has developed and implemented a risk management policy which
identifies major risks which may threaten the existence of the Company. It will be
subject to review from time to time.
Subsidiary, Joint Venture and Associate Company:
The Company has no Joint Ventures/ Subsidiary/ Associate Company. Hence Company
is exempted from making Consolidated Financial Statements of its Joint venture for the
financial year 2022-23 vide Rule 6 of the Companies (Accounts) Rules, 2014.
Material Changes and Commitments
There have been no material changes occurred between the end of the financial year to
which the financial statements relate and the date of this report that affect the financial
position of the company.
Significant & Material orders passed by the Regulators:
4. During the year no significant and material orders were passed by the regulators or
courts or tribunals impacting the going concern status and company’s operations in
future.
Changes in Share Capital
At the time of incorporation Company’s subscribed share capital was Rs.100000 out of
which 3500 shares were allotted to Mr. Bijoy Chandrabalan, 1000 shares to Mr.Ratish
Ravindran Nair, 1000 shares to Mr. Santoshkumar Gopinathan, 1000 shares to Tom Thomas
and 3500 shares to Mr.Balakrishnan Arakkal Parameswaran. During the year after
resignation of Mr.Bijoy Chandrabalan 3500 shares held by him has been divided
between 1750 /- shares to Mr.Balakrishnan Arakkal Parameswran and 1750/- share to
Mr.Ratish Ravindran Nair respectively.
During the year after resignation of Mr.Balakrishnan Arakkal Parameswaran on
25.04.2022, 5250 shares held by him has been transferred to Mr.Santoshkumar
Gopinathan. On 16.06.2022, Mr.Ratish Ravindran transferred his shares of 1750 to
Mr.Jojo Philip and also Mr.Santoshkumar Gopinathan transferred his shares of 1750 to
Mr.Jojo Philip.
During the year under review, the Company has not granted any stock options or sweat
equity.
Statutory Auditors
Auditors of the Company M/s Rathnam & Murthy Chartered Accountants, Trivandrum
(FRN: 003170S) hold office until the conclusion of the ensuing Annual General Meeting and,
being eligible, offer themselves for re-appointment until the conclusion of the 11th Annual
General Meeting of the company to be held in the year 2028.
As required under the provisions of Section 139(1) of the Companies Act, 2013, the
company has received a written consent from M/s Rathnam & Murthy Chartered
Accountants, Trivandrum (FRN: 003170S) to their re-appointment and a certificate to the
effect that their re-appointment, if made, would be in accordance with the new Act and the
Rules framed thereunder and that they satisfy the criteria provided in Section 141 of the
Companies Act, 2013.
Auditors' Report
5. The Auditors' Report does not contain any qualification / adverse remarks. Notes to
Accounts and Auditors' remarks in their report are self-explanatory and do not call for
any future comments.
Deposit:
The Company has neither accepted nor renewed any deposits during the year under
review.
Particulars of Loans, Guarantees or Investments under Section 186
Since the Company has not given any Loans, Guarantees and Investments covered
under the provisions of Section 186 of the Companies Act, 2013, this provision is not
applicable.
Particulars of Contracts or arrangements with Related Parties:
No agreement was entered with related parties by the Company during the current year
for purchase or sale of goods. All the related party transactions were entered by the
Company in ordinary course of business and were in arm's length basis. The Company
presents all related party transactions before the Board specifying the nature, value, and
terms and conditions of the transaction. Transaction with related parties is conducted in
a transparent manner with the interest of the Company and Stakeholders as utmost
priority.
All the related party transactions were entered by the Company in ordinary course of
business and were in arm's length basis. FORM AOC- 2 not is attached herewith.
Disclosure under the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013
The company has in place a policy for prevention of sexual harassment in accordance
with the requirements of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition & Redressal) Act, 2013. Internal Complaints Committee has been set up to
redress complaints received regarding sexual harassment. All employees (permanent,
contractual, temporary, trainees) are covered under this policy. The Company did not
receive any complaint during the year 2022-23.
6. Conservation of Energy, Technology Absorption and Foreign Exchange
Earning and Outgo:
The details of conservation of energy, technology absorption, foreign exchange earnings
and outgo are as follows:
(a) Conservation of energy
(I) the steps taken or impact on conservation of
energy
Company's operation
does not consume
significant amount of
energy.
(ii) the steps taken by the company for utilizing
alternate sources of energy.
Not applicable, in view
of comments in clause (i)
(iii) the capital investment on energy
conservation equipment's
Not applicable, in view
of comments in clause (i)
(b) Technology absorption
(i) the effort made towards technology
absorption
Nil
(ii) the benefits derived like product
improvement cost reduction product
development or import substitution
Nil
(iii) in case of imported technology (important
during the last three years reckoned from the
beginning of the financial year)
Nil
(a) the details of technology imported
(b) the year of import;
(c) whether the technology been fully
absorbed
(d) if not fully absorbed, areas where
absorption has not taken place, and the
reasons thereof
(iv) the expenditure incurred on Research and
Development
Nil
(c) Foreign exchange earnings and outgo
7. During the year, the total foreign exchange used was Nil and the total foreign exchange
earned was Rs.2, 23, 98,000.17.
Transfer of amounts to Investor Education and Protection Fund:
Your Company did not have any funds lying unpaid or unclaimed for a period of seven
years. Therefore there were no funds which were required to be transferred to Investor
Education and Protection Fund (IEPF).
Details of Application made or Proceeding Pending Under Insolvency and
Bankruptcy Code, 2016.
During the year under review, 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 Valuation Amount on One Time Settlement and
Valuation While Availing Loan from Banks and Financial Institutions.
During the year under review, there has been no one time settlement of loans taken
from banks and financial institutions.
Directors' Responsibility Statement
The Directors would like to inform the Members that the Audited Accounts for the
financial year ended March 31, 2023, are in full conformity with the requirements of the
Companies Act, 2013. The Financial Accounts are audited by the Rathnam & Murthy
Chartered Accountants, Trivandrum (FRN: 003170S). The Directors further confirm that:
a) in the preparation of the annual accounts, the applicable accounting
standards had been followed along with proper explanation relating to
material departures:
b) The directors had 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 of the company for
that period;
c) the directors had taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of this Act for
8. safeguarding the assets of the company and for preventing and detecting
fraud and other irregularities;
d) the directors had prepared the annual accounts on a going concern basis;
e) The Company being unlisted, sub-clause (e) of Section 134(3) of the
Companies Act, 2013, pertaining to laying down internal financial controls, is
not applicable to the Company and
f) The directors had devised proper systems to ensure compliance with the
provisions of all applicable laws and that such system were adequate and
operating effectively.
Acknowledgements
Your directors place on records their appreciation of the contributions made by
employees and consultants at all levels, who, with their competence, diligence,
solidarity, co-operation, and support, have enabled the company to achieve the desired
results.
The board of directors gratefully acknowledges the assistance and cooperation received
from the central and state government departments, shareholders, and stakeholders.
For and on behalf of the Board of Directors of
EXPERION INFOSYSTEMS PRIVATE LIMITED
SANTOSHKUMAR GOPINATHAN
Director
DIN: 07941563
Place: Trivandrum
Date: 07-09-2023
Tom Thomas