Your Directors are pleased to present the 26th (Twenty Sixth) Annual Report of Likhitha InfrastructureLimited ("the Company”) together with the Audited Financial Statements (Standalone and Consolidated) forthe financial year ended March 31, 2025.
Key highlights of the financial performance of the Company for the year ended March 31, 2025 are summarizedbelow:
n t.' i
Stand
alone
Conso
Lidated
Particulars
2024-25
2023-24
Revenue from Operations
51221.54
42209.31
52008.60
42168.14
Other Income
569.54
608.92
517.73
517.69
Total Revenue
51791.08
42818.23
52526.33
42685.83
EBITDA
10034.84
9884.00
10070.55
9870.43
Finance costs
112.77
135.43
Depreciation and Amortization Expenses
593.41
767.47
Profit before tax
9328.66
8981.10
9364.37
8967.53
Current Tax
2380.67
2424.77
2410.51
2491.57
Deferred Tax Asset
11.00
(46.73)
Profit after Tax
6936.99
6603.06
6942.85
6522.69
Basic Earnings per Share (R)
17.58
16.74
17.57
16.58
Diluted Earnings per Share (R)
*Paid-up share capital (face value of R5/- each)
1972.50
Other Equity
35389.88
29044.13
35322.13
28980.58
Standalone Turnover
During the year under review, the standalone incomeof the Company increased to R 51,221.54 lakhs,compared to R 42,209.31 lakhs in the previous year,registering a growth of 21.35%.
The standalone net profit after tax increased toR6,936.99 lakhs compared to R 6,603.06 lakhs in theprevious year, representing a growth of 5.06%.
The standalone Earnings per share stood at R17.58on face value of R5/- each.
Consolidated Performance
During the year under review, the consolidatedincome of the Company increased to R52,008.60lakhs, compared to R42,168.14 lakhs in the previousyear, registering a growth of 23.34%.
The consolidated net profit after tax increased toR6,942.85 lakhs compared to R6,522.69 lakhs in theprevious year, representing a growth of 6.44%.
The consolidated Earnings per share stood at R17.57on face value of R5/- each.
During the year under review, there was no changein the existing nature of the Company's businessoperations. However, the "Main Object" clause ofthe MOA was amended by inserting new sub-clausesthe shareholders of the Company, by passing aSpecial Resolution through Postal Ballot on April 25,2025, have approved the adoption of new businessactivities. The Company has expanded its scopeto include renewable and non-renewable energysectors in addition to the existing business activities.
Subsidiaries, Associates and JointVentures
As on March 31, 2025, the Company has oneSubsidiary- Likhitha Hak Arabia Contracting Companyand One Joint Venture- CPM-Likhitha Consortium.There has been no change in the nature of thebusiness of the subsidiary and joint venture entities.
During the year under review, no Company hasbecome or ceased to be a subsidiary, joint venture orassociate of the Company.
During the period, none of the subsidiaries of theCompany qualifies as a Material Subsidiary as perthe Listing Regulations and Company's policy fordetermining Material Subsidiaries. The policy isavailable on the Company's website at https://www.likhitha.co.in/img/content/policies/Policy forDetermination of Material Subsidiaries.pdf.
In accordance with Section 129(3) of the CompaniesAct, 2013, read with the Companies (Accounts) Rules,2014, the salient features of the financial statementsof the Company's Subsidiary, Associate, and JointVenture are provided in Form AOC-1, attached asAnneHure-I to this Report.
Consolidated Financial Statements
As per SEBI (LODR) Regulations, 2015 and theCompanies Act, 2013 read with relevant accountingstandards, the Company has prepared theConsolidated financial statements.
The audited financial statements (both Standaloneand Consolidated) together with the AuditorsReport form part of this Annual Report and separatefinancial statements of the subsidiary company areavailable on the website of the Company at https://www.likhitha.co.in/annual report.html
Transfer to Reserves
The closing balance of the Company's retainedearnings for FY 2024-25, after making allappropriations and adjustments, stood at ^35,342.11lakhs. During the year under review, no amounthas been transferred to the General Reserve of theCompany.
Dividend
The Board of Directors has not recommended anydividend for the FY 2024-25.
In accordance with Regulation 43A of the SEBI(Listing Obligations and Disclosure Requirements)Regulations, 2015 (Listing Regulations), the Board ofDirectors of the Company have adopted a DividendDistribution Policy. The policy is available on theCompany's website at https://www.likhitha.co.in/img/content/policies/Dividend Distribution Policy.pdf.
Investor Education & Protection Fund(IEPF)
In accordance with the provisions of Sections124, 125 and other applicable provisions, ifany, of the Companies Act, 2013 read with theInvestor Education and Protection Fund Authority(Accounting, Audit, Transfer and Refund) Rules, 2016(hereinafter referred to as "IEPF Rules") (includingany statutory modification(s) or re-enactment(s)thereof for the time being in force), the amount ofdividend remaining unclaimed or unpaid for a periodof seven consecutive years from the date of transferto the Unpaid Dividend Account is required to betransferred to the Investor Education and ProtectionFund ("IEPF") maintained by the Central Government.
Your Company does not have any unpaid / unclaimeddividend or shares relating thereto which is requiredto be transferred to the IEPF till the date of this Report.Details of balance in Unpaid Dividend Account as onMarch 31, 2025, are given below:
S.
No.
Balance amountas on 31.03.2025
1
Final Dividend forFY 2023-24
0.61
2
Final Dividend forFY 2022-23
0.44
3
Final Dividend forFY 2021-22
0.26
4
Interim Dividend forFY 2021-22
1.20
5
Final Dividend forFY 2020-21
1.45
Total Outstanding Amount ason March 31, 2025
3.96
Shareholders are informed that once an unclaimeddividend is transferred to IEPF, no claim shall lie inrespect thereof with the Company. The details ofunclaimed dividend are available on the Company'swebsite at http://www.likhitha.co.in/unclaimeddividends.html.
Ms. Pallavi Yerragonda, Company Secretary andCompliance officer of the Company acts as NodalOfficer.
Material Changes and Commitments,affecting the financial position of theCompany
There are no material changes and commitments haveoccurred subsequent to the end of the financial yearof the Company to which the financial statementsrelate and till the date of the report, which will havean impact on the financial position of the Company.
Deposits
During the year under review, the Company has notaccepted any deposits pursuant to the provisions ofSections 73 and 76 of the Companies Act, 2013 andrules made thereunder.
Particulars of Loans, Guarantees andInvestments
Pursuant to Section 186 of the Companies Act,2013 and Schedule V of the Listing Regulations,disclosure on particulars relating to Loans, Advances,Guarantees, and Investments as on March 31, 2025,are provided in Notes to the financial statements ofthe Company.
Contracts and Arrangements with RelatedParties
During the Year under review, all contracts /arrangements / transactions entered by the Companywith related parties were in the ordinary course ofbusiness and on an arm's length basis which wereapproved by the audit Committee and the Boardfrom time to time. The particulars of such contractsor arrangements with related parties are enclosed inForm AOC-2 as "Annexure-II" to this report. Furtherdetails of related party transactions are provided inNotes to Financial Statements (both Standalone andConsolidated).
The policy on dealing with RPT as approved by theBoard is uploaded on the Company's website athttps://www.likhitha.co.in/img/content/policies/New Related Party Transaction Policy.pdf.
Outlook and Future Plans
"Management Discussion and Analysis" containsa separate section on the Company's outlook andfuture plans and members may please refer to thesame on this.
Share Capital
During the year under review, there was no changein the authorized and paid-up share capital ofthe Company. The authorized share capital of theCompany is ^21,60,00,000/- (Rupees Twenty-OneCrores Sixty Lakhs only) divided into 4,32,00,000(Four Crores Thirty-Two Lakhs) equity shares of^5/- (Rupees Five only) each and the paid-up sharecapital of the Company is ^19,72,50,000/- (RupeesNineteen Crores Seventy-Two Lakhs Fifty Thousandonly) comprising 3,94,50,000 (Three Crore Ninety-Four Lakhs Fifty Thousand) equity shares of ^5/-(Rupees Five only) each.
During the year under review, the Company hasneither issued any shares with differential votingrights nor granted any stock options or sweat equityshares.
Employees' Stock Option Scheme
There is no employees' stock option scheme beingimplemented by the Company.
Board of Directors and Key ManagerialPersonnel
As on March 31, 2025, the Board comprises of Seven(07) Directors viz., Four (04) Independent Directorsincluding One Woman Independent Director, One(01) Non-Executive Non-Independent Director andTwo (02) Executive Directors.
Retirement by rotation and subsequent re¬appointment
In accordance with the provisions of Section 152 andother applicable provisions, if any, of the Act andthe Articles of Association of the Company, Mrs. SriLakshmi Gaddipati (DIN: 02250598), Non-ExecutiveDirector of the Company, is liable to retire by rotationat the ensuing Annual General Meeting and beingeligible has offered herself for re-appointment.
The resolution for the re-appointment of Mrs. SriLakshmi Gaddipati is being placed for the approvalof the shareholders of the Company at the ensuingAGM.
Appointment / Re-appointment
Based on the recommendation of the Nominationand Remuneration Committee and the Board ofDirectors, the members of the Company at 25thAnnual General Ameeting held on September 24,2024 have re-appointed Mrs. Likhitha Gaddipati(DIN: 07194259) as Whole Time Director of theCompany for a further term of 3 years commencingfrom August 11, 2024 to August 10, 2027.
Independent Directors
The Company has received declarations from all theIndependent Directors as required under section149(6) of the Companies Act, 2013 along with Rulesframed thereunder and Regulation 16(1)(b) of theListing Regulations stating that they meet the criteriaof independence. There has been no change in thecircumstances affecting their status as independentdirectors of the Company.
The Board has reviewed the integrity, expertise,experience, and the requisite proficiency of theindependent directors and confirmed that theIndependent Directors fulfill the conditions specifiedin the SEBI Listing Regulations and are independentof the management and the same is given in theCorporate Governance Report.
As prescribed under Listing Regulations and pursuantto Section 149(6) of the Companies Act, 2013 theparticulars of Non-Executive Independent Directors(as on the date of signing this report) are as under:
1. Mr. Venkata Sehsha Talpa Sai Munupalle
2. Mr. Sivasankara Parameswara Kurup Pillai
3. Mr. Venkatram Arigapudi
4. Ms. Jayashree Voruganty
Directors and Officers Insurance ('D&O')
As per the requirements of Regulation 25 (10) ofthe SEBI Listing Regulations, the Company has takenD&O Insurance for all its Directors of the Company.
Key Managerial Personnel
In accordance with the provisions of Section(s) 2(51)and 203 of the Companies Act, 2013 read with theCompanies (Appointment and Remuneration ofManagerial Personnel) Rules, 2014 the following arethe Key Managerial Personnel of the Company as onMarch 31, 2025:
Name of theKMP
Designation
Mr. Srinivasa RaoGaddipati
Managing Director
Mrs. LikhithaGaddipati
Whole Time Director andChief Financial Officer
Mr. SudhanshuShekhar
Chief Executive Officer
Ms. PallaviYerragonda
Company Secretary andCompliance Officer
During the year under review, there are no changesin the Key Managerial Personnel of the Company.
During the year under review, 5 (Five) Meetings ofthe Board were held as per the Standards as setforth in the Secretarial Standard - I. The maximumgap between two consecutive board meetings waswithin the period as prescribed under the provisionsof the Companies Act, 2013.
Details of the meetings of the Board along withthe attendance of the Directors therein have beendisclosed as part of the Corporate GovernanceReport forming part of this Annual Report.
As on March 31, 2025, the Board has five (5)committees and has constituted the followingcommittees
• Audit Committee
• Nomination and Remuneration Committee
• Stakeholders Relationship Committee
• Corporate Social Responsibility Committee
• Risk Management Committee
During the year, all recommendations of theCommittees were accepted by the Board.
A detailed note on composition, attendance, powers,roles, terms of reference of the Committees areincluded in the Corporate Governance Report whichforms part of this Annual Report.
The Nomination and Remuneration Committeehas adopted a policy as per Section 178(3) ofthe Companies Act, 2013 for determination ofremuneration and the manner of selection of theBoard of Directors, Senior Management and KeyManagerial personnel of the Company. ThePolicy isavailable on the Company's website at http://www.likhitha.co.in/investors.html.
Criteria for selection of Non-Executive Director
• The Non-Executive Directors shall be of highintegrity with relevant expertise and experiencein the fields of Service Industry, Manufacturing,Marketing, Finance and Taxation, Law, Governanceand General Management.
• In case of appointment of independent directors,the committee shall satisfy itself with regard tothe criteria of independence of the directors vis¬a-vis the company so as to enable the board todischarge its function and duties effectively.
• The committee shall ensure that the candidateidentified for appointment as a director is notdisqualified for appointment under Section 164 of theCompanies Act, 2013.
• The committee shall consider the followingattributes, whilst recommending to the board thecandidature for appointment as director:
- Qualification, expertise and experience of thedirectors in their respective fields;
- Personal, professional or business standing;
- Diversity of the Board;
- In case of re-appointment of Non-ExecutiveDirectors, the Board shall take intoconsideration the performance evaluation ofthe Directors and their engagement level;
Remuneration
The Non-Executive Directors shall not be entitledto receive remuneration except by way of sittingfees, reimbursement of expenses for participationin the board/committee meetings and commission,if any, as approved by the Board of Directors. Theindependent directors of the company shall not beentitled to participate in the Stock Option Scheme ofthe company. The aggregate commission payable ifany to the Non-Executive Directors will be within thestatutory limits.
Criteria for selection / appointment of ExecutiveDirectors, CS, CEO and CFO
For the purpose of selection of the ExecutiveDirectors, CEO, CFO and CS the Committee shallidentify persons of integrity who possess relevantexpertise, experience and leadership qualitiesrequired for the position.
The Committee will also ensure that the incumbentfulfills such other criteria with regard to age andother qualifications as laid down under CompaniesAct, 2013, or other applicable laws.
Remuneration to Managing Director and ExecutiveDirectors
• At the time of appointment or re-appointment,the Executive Director and Managing Directorshall be paid such remuneration as may bemutually agreed between the Company (whichincludes the Committee and the Board ofDirectors) and the remuneration of ExecutiveDirector / Managing Director, within the overalllimits prescribed under the Companies Act, 2013.
• The remuneration shall be subject to the approvalof the members of the Company in the GeneralMeeting in compliance with the provisions of theCompanies Act, 2013.
Remuneration Policy for the Senior ManagementEmployees including CEO, CFO & CS
In determining the remuneration of SeniorManagement Employees, the committee shallensure/consider the following:
• The relationship between remuneration andperformance benchmark.
• The balance between fixed and variable payreflects short and long-term performanceappropriate to the working of the company andits goals, as mutually agreed.
All Independent Directors are familiarised with theoperations and functioning of the Company at thetime of their appointment and on an ongoing basis.They are given full access to interact with SeniorManagement personnel and Heads of Departments.
During FY 2024-25, the Company conducted aFamiliarisation Program for Independent Directorscovering an overview of the Company's business,its key policies, and the roles and responsibilitiesof Independent Directors. Senior personnel madepresentations on the nature of the Industry, businessmodel, market dynamics, industry scenario, riskmanagement, and regulatory aspects affectingbusiness activities.
Independent Directors are also provided withrelevant documents, reports, and internal policiesas required or requested, to help them develop athorough understanding of the Company's affairsand contribute effectively to the Board deliberations.
The details of such Familiarisation Program andother disclosures, as specified under the Listingregulations, are available on the Company's websiteat https://www.likhitha.co.in/code of conduct.html
The Board of Directors has carried out an annualperformance evaluation of Individual Directorsincluding chairman of the Company, Board as awhole and its committees thereof, pursuant tothe provisions of Companies Act, 2013 and SEBI(Listing Obligations and Disclosure Requirements)Regulations, 2015.
• Performance evaluation criteria is determined bythe Nomination and Remuneration Committee.
• A structured questionnaire was prepared toevaluate the performance after seeking inputsfrom the Directors, covering various aspects ofthe Board's functioning such as adequacy of thecomposition of the Board and its Committees,Board culture, execution and performance ofspecific duties, obligations, and governance.
• A separate exercise was carried out to evaluatethe performance of individual Directors includingthe Chairman of the Board, who were evaluatedon parameters such as level of engagementand contribution at meetings, independence,safeguarding the interest of the Company and itsminority shareholders etc.
• The performance evaluation of the IndependentDirectors was carried out by the entire Board(excluding the Director being evaluated), afterseeking inputs from all the directors on theeffectiveness and contribution of the I ndependentDirectors. The Process and criteria evaluationof Performance of Independent Directors isexplained in Corporate Governance report whichforms part of the Annual Report.
• The performance of the Committees wasevaluated by the Board after seeking inputs fromthe Committee members based on criteria suchas the composition of Committees, effectivenessof Committee meetings, etc.
• The Board reviewed the performance of individualDirectors based on the contributions made duringthe Board and Committee meetings.
• In a separate meeting of Independent Directors,performance of Non-Independent Directors, andthe performance of the Chairman was evaluated,taking into account the views of executivedirectors and non-executive directors. TheIndependent Directors also assessed the quality,frequency, and timeliness of flow of informationbetween the Board and the management that isnecessary for effective performance.
The Board of Directors has expressed theirsatisfaction with the evaluation process.
The information required under Section 197(12)of the Companies Act, 2013 read with Rule 5 ofthe Companies (Appointment and Remunerationof Managerial Personnel) Rules, 2014 (including
amendments thereto), is enclosed as "AnneKure-III"to this Report.
Pursuant to Section 134(5) of the Companies Act,2013, the Board of Directors, to the best of theirknowledge and ability, confirm that:
i) in the preparation of the annual accounts forthe financial year ended March 31, 2025, theapplicable accounting standards have beenfollowed along with proper explanation relatingto material departures.
ii) The directors have selected such accountingpolicies and applied them consistently and madejudgments and estimates that are reasonable andprudent so as to give a true and fair view of thestate of affairs of the company at the end of thefinancial year and of the profit and loss of thecompany for that period;
iii) The directors have taken proper and sufficientcare for the maintenance of adequate accountingrecords in accordance with the provisions of thisAct for safeguarding the assets of the companyand for preventing and detecting fraud and otherirregularities;
iv) The directors have prepared the annual accountson a going concern basis;
v) The directors have laid down internal financialcontrols to be followed by the company and thatsuch internal financial controls are adequate andare operating effectively;
vi) The directors have devised proper systemsto ensure compliance with the provisions ofall applicable laws and that such systems areadequate and operating effectively.
The Company has established a framework ofinternal financial controls at the entity level, aimedat ensuring the orderly and efficient conduct of itsbusiness operations. These controls are designedto ensure adherence to the Company's policiesand procedures, safeguard its assets, prevent anddetect frauds and errors, ensure the accuracy andcompleteness of accounting records, and enable thetimely preparation and reporting of reliable financialinformation.
The Company actively monitors changes toAccounting Standards, the Act, and other applicableregulations, making necessary adjustments tounderlying systems, processes, and financial controls
to ensure compliance. The Audit Committee alsoregularly assesses the adequacy and effectiveness ofthe internal control systems and provides guidancefor further enhancements.
As part of the control environment, the Company hasimplemented a detailed Risk Assessment and ControlMatrix (RACM) covering all key processes related tofinancial reporting, and the effectiveness of thesecontrols is periodically tested for both design andoperational efficiency.
Based on the reports and assurances received frominternal and external auditors, as well as managementevaluations, the Board of Directors confirms that theinternal financial controls in place were found tobe adequate and operating effectively throughoutthe year ended March 31, 2025. Furthermore,the financial statements have been prepared incompliance with the applicable Indian AccountingStandards (Ind AS), and no material weaknesses orsignificant deficiencies in the design or operation ofinternal financial controls were observed during theyear under review.
The Board of Directors has constituted the CorporateSocial Responsibility (CSR) Committee in accordancewith the provisions of section 135 of the CompaniesAct, 2013. The CSR Committee confirms that theimplementation and monitoring of the CSR Policywas done in compliance with the CSR objectives andpolicy of the Company.
During the financial year 2024-25, the Company hasspent R 153.00 Lakhs towards CSR expenditure. TheCompany has contributed CSR funds were alignedwith Schedule VII of the Companies Act, 2013.
The Policy on Corporate Social Responsibility isavailable on the Company's website at https://www.likhitha.co.in/img/content/CSR/CSR Policy.pdf. The Annual Report on CSR activities undertakenduring the year as required under the Companies(Corporate Social Responsibility Policy) Rules, 2014are enclosed as Annexure-IV' to this report. Forother details regarding the CSR Committee, pleaserefer to the Corporate Governance Report, which is apart of this report.
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 ofthe Companies (Accounts)Rules, 2014, is enclosed as"Annexure-V" to this report.
The Company has formulated a Risk Assessment andManagement Policy and has in place a mechanismto identify various elements of risks, which, in theopinion of the Board, may threaten the existence ofthe Company and contains measures to mitigate thesame.
The Board of Directors has been constitutedRisk Management Committee in compliancewith provisions of Regulation 21 of SEBI (LODR)Regulations, 2015 to monitor and review the riskmanagement plan, process and mitigation of internaland external risks. The Company periodically reviewsRisk Management Policy and improves adequacy andeffectiveness of its risk management systems.
The Risk Assessment and Management Policy of theCompany is available on the Company's website athttps://www.likhitha.co.in/img/content/policies/Risk Assessment and Management Policy.pdf
In pursuance to the Provisions of the Section 177(9)& (10) of the Companies Act, 2013, and Regulation 22of SEBI (LODR) Regulations, 2015, the Company hasestablished a Vigil mechanism by framing a policynamed as "Likhitha Whistle Blower Policy" forDirectors and employees to report genuine concernsor grievances. The policy on vigil mechanism isavailable on the Company's website at https://likhitha.co.in/img/content/policies/Whistle BlowerPolicy.pdf.
The policy lays down a framework and process,which provides a platform to disclose information,confidentially and without fear of reprisal orvictimization, where there is reason to believethat there has been serious malpractice, fraud,impropriety, abuse or wrongdoing, grievances aboutleakage of unpublished price sensitive information(UPSI), illegal and unethical behavior within theCompany to the Chairman of the Audit Committee.
Statutory Auditors
Based on the recommendation of the AuditCommittee and Board of Directors, the members ofthe Company at the 25th AGM held on September
24, 2024 have appointed M/s. NSVR & AssociatesLLP as the Statutory Auditors of the Company for asecond term of 5 (five) years commencing from theconclusion of the 25th Annual General Meeting untilthe conclusion of the 30th Annual General Meeting tobe held in the year 2029.
M/s. NSVR & Associates LLP have confirmed that theyhold a valid certificate issued by the Peer ReviewBoard of the Institute of Chartered Accountants ofIndia (ICAI) and are eligible to continue to hold officein accordance with the applicable provisions of theCompanies Act, 2013 and rules made thereunder.
The Statutory Auditors have issued an unmodifiedopinion on the financial statements for the financialyear 2024-25 and the Statutory Auditor's Reportforming part of this Annual Report.
Secretarial Auditors
Pursuant to the provisions of regulation 24Aof the Securities and Exchange Board of India(Listing Obligations and Disclosure Requirements)Regulations, 2015 and Section 204 of the Act, readwith the Companies (Appointment and Remunerationof Managerial Personnel) Rules, 2014, and basedon the recommendations of the Audit Committee,the Board of Directors at their meeting held on May20, 2025, have appointed M/s. VCAN & Associates(Peer Review Certificate No.6565/2025), PracticingCompany Secretaries, Hyderabad as the SecretarialAuditors of the Company for a term of five (5)consecutive years commencing from FY 2025-26 tillFY 2029-30, subject to approval of the Members atthe ensuing Annual General Meeting (AGM).
M/s. VCAN & Associates have consented to act as theSecretarial Auditor of the Company and confirmedthat they were not disqualified to be appointed as theSecretarial Auditor under the applicable provisionsof the Act, rules made thereunder, and SEBI ListingRegulations.
The Secretarial Audit Report for the Financial Yearended March 31, 2025, issued by M/s. VCAN &Associates in Form MR-3, forms part of this Reportas AnneKure-VI. There were no qualifications,reservation, or adverse remark or disclaimer madeby Secretarial Auditor in their report.
Internal Auditors
Based on the recommendations of the AuditCommittee, the Board of Directors at their meetingheld on May 20, 2025, have re-appointed M/s. Mukul
Tyagi & Associates, Chartered Accountants as InternalAuditors of the Company for the financial year 2025¬26. There were no adverse observations or remarksor disclaimer made by the Internal Auditors in theirreport for the financial year ended March 31, 2025.
Reporting of Frauds
During the year under review, there was no instanceof fraud, misappropriation which required theAuditors to report to the Audit Committee and/orBoard under Section 143(12) of the Companies Act,2013 and the rules made thereunder.
Your Company has appropriate systems to ensurecompliance with provisions of all applicableSecretarial Standards issued by the Institute ofCompany Secretaries of India and that such systemsare adequate and operating effectively.
There are no significant and material orders passedby the Regulators or Courts or Tribunals impactingthe going concern status of the Company and itsoperations in the future.
In accordance with the provisions of Section 92and Section 134 of the Companies Act, 2013 readwith Rule 12(1) of the Companies (Managementand Administration) Rules, 2014, (as amended), theAnnual Return for the financial year ended March 31,2025 is available on the website of the Company athttp://www.likhitha.co.in/annual returns.html
Pursuant to the provisions of Regulation 34(2) of SEBI(Listing Obligations and Disclosure Requirements)Regulations, 2015 a report on ManagementDiscussion & Analysis is presented in a separatesection forming part of this annual report.
Your company practices best corporate governanceprocedures to uphold the true spirit of law, integrity,and transparency by adhering to our core values withan objective to maximize stakeholders value. TheReport on Corporate Governance, pursuant to theprovisions of SEBI (Listing Obligations and DisclosureRequirements) Regulations, 2015 is enclosed asAnnexure-VII and a certificate obtained from the
Secretarial Auditors confirming compliance withCorporate Governance requirements as provided inthe aforesaid Regulations is annexed to this report.
The Business Responsibility and SustainabilityReport ("BRSR") of your Company for the year endedMarch 31, 2025 forms part of this Annual Reportas required under Regulation 34(2)(f) of the SEBI(Listing Obligations and Disclosure Requirements)Regulations, 2015 as Annexure - VIII.
The Company's equity shares are listed on thefollowing Stock Exchanges:
(i) BSE Limited, Phiroze JeeJeebhoy Towers, DalalStreet, Mumbai - 400 001, Maharashtra, India; and
(ii) National Stock Exchange of India Limited,Exchange Plaza, Floor 5, Plot No. C/1, G Block,Bandra-Kurla Complex, Bandra (East), Mumbai -400051, Maharashtra, India.
The Company has paid the Annual Listing Fees to thesaid Stock Exchanges for the Financial Year 2025-26.
The Company has zero tolerance for sexualharassment at workplace and has adopted a policyon prevention, prohibition, and Redressal of sexualharassment at workplace in line with the provisionsof Sexual Harassment of Women at Workplace(Prevention, Prohibition and Redressal) Act, 2013,and the rules framed thereunder.
The Company has duly constituted an InternalComplaints Committee (ICC) as required under SexualHarassment of Women at Workplace (Prevention,Prohibition and Redressal) Act, 2013.
The present composition of ICC is as under:
• Mrs. Sri Lakshmi Gaddipati - Presiding Officer
• Mrs. Likhitha Gaddipati - Member
• Ms. Pallavi Yerragonda - Member
• Mr. Venkata Prabhakar Rao Talluri - Member
The following is a summary of sexual harassmentcomplaints received and disposed off during theyear:
Status of the No. ofcomplaints receivedand disposed off
Number of complaintson Sexual harassmentreceived in the year
Nil
Number ofComplaints disposedoff during the year
Number of casespending for morethan ninety days
Not Applicable
Number of workshopsor awarenessprogrammes againstsexual harassmentcarried out
The Companyregularly conductsnecessary awarenessprograms for itsemployees.
Nature of action takenby the employer ordistrict officer
The Company's Policy for prevention of sexualharassment is available on the Company's websiteat https://www.likhitha.co.in/img/content/policies/Policy on prevention of Sexual Harassment.pdf
Your Company complies with the provisions of theMaternity Benefit Act, 1961, extending all statutorybenefits to eligible women employees, includingpaid maternity leave, continuity of salary and serviceduring the leave period, and post-maternity supportsuch as nursing breaks and flexible return-to-workoptions, as applicable. Your company remainscommitted to fostering an inclusive and supportivework environment that upholds the rights andwelfare of its women employees in accordance withapplicable laws.
All the properties of the Company, includingbuildings, plants and machinery and stocks havebeen adequately insured.
The utmost importance continues to be given to thesafety of personnel and equipment in all the plantsof the Company. The Company reviews thoroughlythe various safety measures adopted and takeseffective steps to avoid accidents. Safety drills
are also conducted at regular intervals to train theemployees for taking timely and appropriate actionin case of accidents.
The Ministry of Corporate Affairs (MCA) has takena green initiative in Corporate Governance byallowing paperless compliance by the Companiesand permitted the service of Annual Reports andother documents to the shareholders throughelectronic mode subject to certain conditions andthe Company continues to send Annual Reports andother communications in electronic mode to thosemembers who have registered their email IDs withtheir respective depositories. Members may notethat Annual Reports and other communicationsare also made available on the Company's websitehttps://www.likhitha.co.in and websites of the StockExchanges i.e., BSE Limited, and National StockExchange of India Limited.
Industrial relations have been cordial during theyear under review and your directors appreciatethe sincere and efficient services rendered by theemployees of the Company at all levels towards thesuccessful working of the Company.
The Company considers its Human Resource as thekey to achieve its objectives. Our HR and OperationsDepartment works closely with Senior Managementto devise strategies that attract talent and enhancecapabilities. The employees are sufficientlyempowered and enabled to work in an environmentthat inspires them to achieve higher levels ofperformance. It is the unwavering commitment ofour employees that propels us forward and enablesus to fulfil the Company's vision. Your Companyappreciates the contribution of its dedicatedemployees.
We believe that our employees are our most valuableasset. Your Company is also focused on the overall
well-being of its employees. We are committed tocreating a positive work environment that prioritizesthe health, safety, career growth and development ofour employees. The Company took various initiativesto keep the employees productive and engaged withvarious employee training and awareness programs.we strengthen our collective capabilities and pavethe way for continued success.
Your directors state that no disclosure or reporting isrequired in respect of following items as there wereno transactions on these items during the year underreview:
• Issue of equity shares with differential votingrights as to dividend, voting or otherwise.
• Issue of shares (including sweat equity shares) toemployees of the Company under any scheme.
• Maintenance of Cost Records as specified by theCentral Government under Section 148(1) ofthe Companies Act, 2013, is not required by theCompany.
• Neither the Managing Director nor the Whole¬time Directors of the Company receive anyremuneration or commission from any of itssubsidiaries.
• There is no proceeding pending under theInsolvency and Bankruptcy Code, 2016.
• There was no instance of onetime settlementwith any Bank or Financial Institution.
Acknowledgements
Your directors take this opportunity to thank ourcustomers, vendors, investors, bankers, Governmentof India, State Governments of India, Regulatory andstatutory authorities, shareholders, and the societyat large for their valuable support and cooperation.
Your Directors wish to place on record their sincereappreciation for the contribution made by ouremployees at all levels. Our consistent growthwas made possible by their hard work, solidarity,cooperation, and support.
On behalf of the Board of DirectorsFor Likhitha Infrastructure Limited
sd/- sd/-
Likhitha Gaddipati Srinivasa Rao Gaddipati
Date : August 09, 2025 Whole Time Director Managing Director
Place : Hyderabad DIN: 07341087 DIN: 01710775