The Directors are pleased to present the 37th AnnualReport on the business and operations of the Companyand its subsidiaries, together with the audited standaloneand consolidated Ind AS financial statements for thefinancial year ended 31st March, 2025, and the comparativefinancial statements for the financial year 2023-24.
Particulars
2024-2025 (InRs.)
2023-2024 (In Rs.)
Revenue fromOperations
1,23,82,12,587.00
904,115,295.00
Other Income
80,42,741.55
18,42,991.29
Total Revenue
1,24,62,55,328.55
90,59,58,286.29
Total Expense
1,06,89,56,252.21
80,02,03,000.26
Profit beforeInterest,Depreciationand Tax
24,35,37,127.88
14,60,93,919.60
Finance Cost
5,36,80,943.82
3,58,82,947.19
Depreciation
and
Amortization
1,25,57,107.72
44,55,686.48
Profit (Loss)before Tax
17,72,99,076.34
10,57,55,286.03
Profit (Loss)after Tax
13,15,36,906.76
7,76,70,169.71
Other
comprehensiveincome/ (loss)(net of taxexpenses)
1,57,621.63
7516.88
Total
comprehensive(loss)/incomefor the period
13,16,94,528.40
7,76,77,686.59
FINANCIAL RESULTS (Consolidated)
2024-2025
2023-2024
Revenue from
90,41,15,295.00
Operations
72,59,501.82
1,24,54,72,088.82
1,07,06,69,341.16
80,22,74,956.04
Profit before Interest,Depreciation and Tax
24,10,46,909.87
14,40,31,426.50
5,36,87,054.49
3,58,92,409.99
Depreciation andAmortization
Profit (Loss) beforeTax
17,48,02,747.66
10,36,83,330.25
Profit (Loss) afterTax
12,90,40,310.08
7,55,97,953.93
Other comprehensiveincome/ (loss) (netof tax expenses)
7,516.87
Total comprehensive(loss)/income for theperiod
13,02,31,191.48
7,64,54,684.07
During the financial year 2024-25, the total consolidatedturnover of your Company stood at ?1,24,54,72,088.82,reflecting a significant increase of 37.5% compared tothe previous financial year. Revenue from operationsfor the year ended 31st March, 2025 amounted to?1,23,82,12,587.00. This represents an increase in totalrevenue by ?33,95,13,802.53 over the previous year.
Depreciation and amortisation expenses for the yearstood at ?1,25,57,107.72. The total comprehensive incomeof the Company for the year was ?.13,02,31,191.48
The Management Discussion and Analysis sectionprovides an in-depth review of the Company's strategiesfor growth, as well as a comprehensive analysis of theperformance of its businesses and operations during thefinancial year.
There have been no material changes and commitmentsaffecting the financial position of the Company betweenthe end of the financial year on 31st March, 2025 and thedate of this Report.
The Board wishes to inform that no amount wastransferred to the reserves during the financial yearended 31st March, 2025.
The Directors do not recommend the payment of anydividend for the financial year ended 31st March, 2025.
The Company has not accepted any deposits from thepublic during the financial year under review. Accordingly,no amount in respect of principal or interest on publicdeposits was outstanding as on the date of the BalanceSheet.
The details of unsecured loan(s) from Directors of theCompany for the period under review are as follows;
Sl.No
Name
of
Director
Additions/
Reductions
1
Shaji
Baby
John
2,82,05,307.45
30,341,807.45
(21,36,500)
2
0
3
Rita
63,22,888.76
6,322,888.76
TOTAL
3,45,28,196.21
3,66,64,696.21
Except for Kings Maritech Ecopark Limited and KingsSISTA360 Private Limited, your Company does nothave any other subsidiaries, joint ventures, or associatecompanies as on the date of this Report.
Pursuant to the provisions of Section 134(3)(c) and134(5) of the Companies Act, 2013, your Directors herebyconfirm that:
(a) In the preparation of the annual accounts, the applicableaccounting standards have been followed and therehave been no material departures;
(b) The Directors have selected such accounting policiesand applied them consistently, and made judgmentsand estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs ofthe Company as at the end of the financial year andof the profit of the Company for that year;
(c) The Directors have taken proper and sufficient carefor the maintenance of adequate accounting recordsin accordance with the provisions of the CompaniesAct, 2013, for safeguarding the assets of theCompany and for preventing and detecting fraudand other irregularities;
(d) The Directors have prepared the annual accounts ona going concern basis;
(e) The Directors have laid down internal financial controlsto be followed by the Company and that suchinternal financial controls are adequate and wereoperating effectively; and
(f) The Directors have devised proper systems to ensurecompliance with the provisions of all applicable lawsand that such systems were adequate and operatingeffectively.
The following are the Whole-time Key ManagerialPersonnel (KMP) of the Company as on the date of thisReport:
• Mr. Shaji Baby John - Chairman & Managing Director
• Mr. Baby John Shaji - Joint Managing Director
• Mr. Balagopalan Veliyath - Whole-time Director
• Mr. Lalbert Aylasilisi - Chief Financial Officer
• Ms. Nanditha T - Company Secretary & ComplianceOfficer
Mr. Seni Prabhakaran and Dr. Issac P John were inductedinto the Board as Additional Directors in the capacity ofNon-Executive Independent Directors with effect from2nd September, 2024.
Further, Adv. Narayana Pillai Rajendran and Adv. RathinaAsohan, Non-Executive Independent Directors, shallretire from the office of Directorship on 25th September,2024. Mr. Seni Prabhakaran and Dr. Issac P John have beenregularized as Non-Executive Independent Directors ofthe Company, subject to the approval of shareholdersat the Annual General Meeting scheduled on 29thSeptember, 2024.
The Board has received declarations from all IndependentDirectors pursuant to Section 149(6) of the CompaniesAct, 2013, confirming that they meet the criteria ofindependence. The Company has in place a policy onDirectors' appointment and remuneration, which includescriteria for determining qualifications, positive attributes,and independence of a director.
The Board carried out a formal annual evaluation of itsown performance, as well as that of its committees andindividual directors. None of the Directors of the Companyare disqualified under Section 164 of the Companies Act,2013.
MATERIAL CHANGES AND COMMITMENTS, IF ANY,AFFECTING THE FINANCIAL POSITION OF THECOMPANY WHICH HAVE OCCURRED BETWEEN THEEND OF FINANCIAL YEAR OF THE COMPANY TOWHICH THE FINANCIAL STATEMENT RELATE AND THEDATE OF THE REPORT.
There have been no material changes and commitmentsaffecting the financial position of the Company whichhave occurred between the end of the financial year, i.e.,31st March, 2025, and the date of this Report.
During the financial year, five (5) meetings of the Board ofDirectors were held. Details of these meetings, includingdates and attendance, are provided in the CorporateGovernance Report.
M/s. Elias George and Co., Chartered Accountants (FRNo. 000801S), Kochi, were appointed as the StatutoryAuditors of the Company at the Annual General Meetingheld on 28th September, 2022, to hold office for a termof five consecutive years. The Company has obtainedthe necessary certificate from the Auditors pursuant toSection 139(1) of the Companies Act, 2013, confirmingtheir eligibility for appointment.
The Auditors' Report for the financial year ended 31stMarch, 2025, is unqualified and does not contain anyreservation or adverse remarks. Further, pursuant toSection 143(12) of the Companies Act, 2013, the StatutoryAuditors have not reported any incidents of fraud to theAudit Committee during the period under review.
The Board has appointed M/s. SEP & Associates, PracticingCompany Secretaries, as the Secretarial Auditor ofthe Company to conduct the Secretarial Audit for thefinancial year 2025-26 for a term of 5 (five) consecutiveyears, commencing from 1st April, 2025.
The Secretarial Audit Report on the compliance withapplicable Acts, Laws, Rules, Regulations, Guidelines,Listing Agreements, Standards, etc., as stipulated underSection 204 of the Companies Act, 2013, read withthe Companies (Appointment and Remuneration ofManagerial Personnel) Rules, 2014, forms part of thisReport.
The findings of the Secretarial Audit have beensatisfactory.
Approximately 31.21% of the paid-up equity share capitalof the Company is held by public shareholders.
The equity shares of the Company are listed on the BombayStock Exchange Ltd. Shareholders are encouraged toconvert their physical shareholdings into dematerializedform to avail the benefits of the demat facility providedby NSDL and CDSL at the earliest.
Please note that, as per regulatory requirements, thetransfer of shares in physical form has not been permittedsince 5th December, 2018.
The Annual return in form MGT-7 as required underSection 92 of the Act read with Companies (Management& Administration) Rules, 2014, is provided on the websiteof the Company.
Details regarding the composition, roles, and meetingsof the Audit Committee are provided in the CorporateGovernance Report.
All transactions entered into with related parties duringthe year under review were on an arm's length basis and inthe ordinary course of business. There were no materiallysignificant related party transactions that could have hada potential conflict with the interests of the Company.
The Company did not enter into any other contract,arrangement, or transaction with related parties that couldbe considered material as per the Listing Agreement withStock Exchanges during the reporting period. Apart fromthe transactions for which approvals were duly obtained,the Company did not engage in any materially significantrelated party transactions with promoters, directors, keymanagerial personnel, or other designated persons duringthe year. Accordingly, Form AOC-2 is not applicable tothe Company.
There were no transactions with any person or entitybelonging to the promoter/promoter group holding 10%or more shareholding in the Company.
The Board of Directors, on the recommendation of theAudit Committee, has adopted a policy to regulatetransactions between the Company and its relatedparties, in compliance with the applicable provisions ofthe Companies Act, 2013, the rules thereunder, and theListing Agreement. This policy has been uploaded on theCompany's website.
CONSERVATION OF ENERGY, TECHNOLOGYABSORPTION, FOREIGN EXCHANGE INFLOW &OUTFLOW
Pursuant to the provisions of Section 134(3)(m) and Rule8(3)(A) of the Companies (Accounts) Rules, 2014, thedetails relating to conservation of energy, technologyabsorption, and foreign exchange earnings and outgo areprovided below.
Your Company continues its efforts to enhanceenergy conservation and optimize energy utilizationefficiently, with a commitment to nurturing andpreserving the environment. It actively exploresand adopts the latest technologies in its operations,embracing sustainable business practices that alignwith globally accepted standards.
The Foreign Exchange earned in terms of actualinflows during the year:
The Foreign Exchange outgo during the year in termsof actual outflows: NA.
Pursuant to the Listing Agreement with Stock Exchanges,the Report on Corporate Governance, along withthe Auditor's statement on its compliance, and theManagement Discussion and Analysis have been includedas separate annexures to this Annual Report.
1. Fresh Investments in Subsidiaries
Investment of T6.22 crore in subsidiary Kings MaritechEco Park Ltd to strengthen vertical integration.
The project has secured in-principal sanction of T100crore term loan from a nationalised bank, ensuringstrong financial backing.
Focused on deploying Al-enabled indoor precisionaquaculture technology, boosting production cyclesfrom 2 to 5 per annum, enhancing output andefficiency.
2. Farm Division Expansion
Rolled out a farm leasing program under a lease-cum-revenue sharing model.
This initiative has increased shrimp farming capacityby over 50% through greater farmer participation.
Aims to drive higher productivity, lower productioncosts, improved quality consistency, and bettermargins.
3. Capacity Enhancement
Commissioned a new factory with a productioncapacity of 1,800 MT per annum in Q4 FY25.
This capacity boost is set to expand export reach andsupport cost optimization efforts. These strategicmoves are expected to drive a substantial increasein both the top line and bottom line in FY 2025-26.
None of the employees of the Company receivedremuneration exceeding the limits prescribed under Rule5(2) of the Companies (Appointment and Remunerationof Managerial Personnel) Rules, 2014.
The information required pursuant to Section 197 of theCompanies Act, 2013, read with Rule 5 of the Companies(Appointment and Remuneration of ManagerialPersonnel) Rules, 2014, in respect of employees andDirectors of the Company, is part of this Report.
In compliance with the provisions of Section 135, theRules thereunder, and Schedule VII of the Companies Act,2013, the Company has constituted a Corporate SocialResponsibility Committee on 30th August, 2023. TheCommittee comprises the following members:
• Mr. Baby John Shaji - Chairman
• Mr. Shaji Baby John - Member
• Mr. Thirunilath Vinayakumar - Member
The Company has framed a Corporate Social ResponsibilityPolicy in accordance with Section 135 and ScheduleVII of the Companies Act, 2013. The policy outlines theactivities to be undertaken by the Company as specifiedin Schedule VII and has been duly approved by the Boardof Directors.
The CSR Committee recommends the amount ofexpenditure to be incurred on CSR activities and monitorsthe implementation of the Corporate Social ResponsibilityPolicy from time to time.
As a responsible corporate citizen, Kings Infra VenturesLimited is committed to actively contributing to the socialwelfare of the community. The CSR Policy is available onthe Company's website and can be accessed at https://www.kingsinfra.com/policies/csr-policy/.
Pursuant to the provisions of Section 177(9) of theCompanies Act, 2013, the Company has establisheda Vigil Mechanism to provide a platform for Directorsand employees to report concerns relating to unethicalbehaviour, actual or suspected fraud, or violations of theCompany's Code of Conduct.
This mechanism ensures that whistleblowers can reportsuch matters confidentially and without fear of retaliation,thereby promoting transparency and accountabilitywithin the organization.
Your Company has always believed in providing a safeand harassment-free workplace for every employee.In line with the requirements of the Sexual Harassmentof Women at Workplace (Prevention, Prohibition andRedressal) Act, 2013 (“POSH Act”) and the rules madethereunder, the Company has adopted a Policy onPrevention of Sexual Harassment at Workplace. An InternalComplaints Committee (ICC) has been constituted toredress complaints received regarding sexual harassmentand is fully functional.
During the financial year [2024-25], the following detailsare disclosed pursuant to Rule 8 of the Companies(Accounts) Rules, 2014 (as amended in 2025):
Number of complaintsreceived during the year:
Number of complaintsdisposed of during the year:
Number of complaintspending for more than 90days:
Number of workshops orawareness programmescarried out:
Nil
Nature of action taken by theCompany, if any:
Not Applicable
The Company affirms that it has complied with theprovisions relating to the constitution of the ICC andhas ensured that proper mechanisms for prevention andredressal of sexual harassment are in place.
The Company affirms that it has complied with allprovisions of the Maternity Benefit Act, 1961 during theyear under review and continues to support employees byextending maternity and related benefits in accordancewith law
In accordance with the requirements of Rule 8 of theCompanies (Accounts) Rules, 2014, as amended by theCompanies (Accounts) Second Amendment Rules, 2025,the details of the number of employees of the Companyas at the end of the financial year, based on gender, areas follows:
The Company remains committed to fostering a diverseand inclusive workplace and ensures equal opportunitiesfor all employees, irrespective of gender.
Category
Number of Employees
Male
27
Female
6
Transgender
33
The Board of Directors of the Company vide resolutionsdated 14th February, 2024 approved the issue of securedredeemable non-convertible Debentures ('NCD') ofRs.1000/- each aggregating to Rs.12,50,00,000 on aprivate placement basis for meeting its ongoing fundingrequirements for expansion. The issue is secured bycreating sufficient charge on Company's in favour ofDebenture Trustee M/s. Vistra ITCL Limited.
In order to further expand its aquaculture division,the company may offer Non-Convertible Debentures(NCDs) to identified investors, subject to necessaryapprovals and consents. The Company had issued 101825debentures with a face value of Rs.1000/- aggregating toRs.10,18,25,000/- on 12th February 2025.
The Company has consistently maintained adequatesecurity coverage, has maintained regular payment ofinterest and principal, and the partial release of assetsof the Company shall not adversely affect debentureholders' interests. A credit rating of IVR BB stable hasbeen assigned to the Company by CRISIL Ratings Limited.
The Company has granted loans to subsidiary companyduring the year. The Company has not made guaranteesor investments during the year.
The details of Risk Management Policy are included in theManagement Discussion & Analysis, which form part ofthis report.
The details in respect of internal financial control and theiradequacy are included in the Management Discussion &Analysis, which form part of this report.
DISCLOSURE RELATING TO REMUNERATION OFDIRECTORS, KEY MANAGERIAL PERSONNEL ANDPARTICULARS OF EMPLOYEES
The remuneration paid to the Directors is in accordancewith the Nomination and Remuneration Policy of theCompany, formulated pursuant to Section 178 of theCompanies Act, 2013, read with Regulation 19 of theSEBI (Listing Obligations and Disclosure Requirements)Regulations, 2015 (including any statutory modificationsor re-enactments thereof for the time being in force).
The salient aspects of the Nomination and RemunerationPolicy are outlined in the Corporate Governance Report,which forms part of this Annual Report. The full policyis available on the Company's website at http://www.kingsinfra.com/policies.html.
The statement containing the details as required underSection 197(12) of the Companies Act, 2013, read withRules 5(1), 5(2), and 5(3) of the Companies (Appointmentand Remuneration of Managerial Personnel) Rules, 2014,as amended by the Companies (Appointment andRemuneration of Managerial Personnel) AmendmentRules, 2016, is annexed as 'Annexure C' and forms part ofthis Report.
The Company confirms that it has paid the annual listingfee for the year 2025-26 to BSE where the Company'sshares are listed.
The Board of Directors carried out an annual evaluationof its own performance, Board committees and individualDirectors pursuant to the provisions of the Act andthe corporate governance requirements as prescribed
by Securities and Exchange Board of India (ListingObligation & Disclosure Requirements), Regulation, 2015.The performance of the Board was evaluated by theBoard after seeking inputs from all the directors on thebasis of the criteria such as the board composition, itsstructure, its effectiveness, information and functioning.
The performance of the Committees was evaluatedby the Board after seeking inputs from the committeemembers on the basis of the criteria such as compositionof committees, effectiveness of committee meetings etc.The Board reviewed the performance of the individualDirectors on the basis of the criteria such as thecontribution of the individual director to the Board andCommittee meetings like preparedness on issues to bediscussed, meaningful and constructive contribution andinputs during meetings, etc. In addition, the Chairmanwas also evaluated on the key aspects of his role.
The performance of non-independent directors, theboard as a whole and the Chairman was evaluated by theIndependent Directors taking into account the views ofexecutive directors and non-executive directors.
Your directors state that no disclosure or reporting isrequired in respect of the following items as there were notransactions on these items during the year under review:
1. Issue of Equity Shares with differential rights as todividend, voting or otherwise
2. Issue of Shares (including sweat equity shares) toemployees of the Company under any scheme.
3. Disclosure regarding remuneration or commission tothe Managing Director or the Whole-time Directorsfrom subsidiaries is not applicable since there are nosubsidiaries.
4. There is no change in the nature of business.
5. No significant or material orders were passed by theRegulators or Courts or Tribunals which impact thegoing concern status and Company's operations infuture.
During the year under review, your Company enjoyedcordial relationships with its employees at all levels andlooks forward to their continued support and higher levelof productivity for achieving the targets set for the future.
Your Company always endeavours to keep the timeof response to Shareholders request at the minimum.Priority is accorded to address all issues raised by the
Shareholders and provide them a satisfactory reply atthe earliest possible time. The shares of the Companyare listed in Bombay Stock Exchange and continue tobe traded in electronic form and de-materializationexists with both the depositories viz., National SecuritiesDepository Limited and Central Depository Services(India) Limited.
Shaji Baby John
Chairman & Managing DirectorDIN: 01018603
Baby John Shaji
Joint Managing DirectorDIN: 03498692
Kochi
13.08.2025