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Ram Info Ltd.

You can view full text of the latest Director's Report for the company.
Market Cap. (₹) 22.86 Cr. P/BV 1.55 Book Value (₹) 21.91
52 Week High/Low (₹) 52/30 FV/ML 10/1 P/E(X) 12.90
Bookclosure 27/06/2019 EPS (₹) 2.64 Div Yield (%) 0.00
Year End :2018-03 

Dear Shareholders,

The Directors have pleasure in presenting the 24th Annual Report of Raminfo Limited (the Company) together with the Audited accounts for the Financial Year ended 31st March, 2018.

Financial Results:

The performance of your company for the year under review is summarized below:

Pursuant to the Companies (Indian Accounting Standards) Rules, 2015, your Company is required to comply with the said provisions from the Financial Year 2017-18. Ind AS has replaced the existing Indian GAAP prescribed under Section 133 of the Companies Act, 2013. Accordingly, the Standalone and Consolidated Financial Statements for the year ended 31st March, 2018 as well as 31st March, 2017, forming part of this Annual Report, have been prepared in accordance with Ind AS.

( Rs. In Lakhs)








Revenue from Operations





Other Income





Profit before tax





Tax Expense

a) Current Tax





b) Mat Credit





c) Deferred Tax





Profit after Tax





Balance Carried to Balance Sheet





Earnings per Share






During the Financial Year 2017-18, the Income from Operations (Standalone) were Rs. 2612.69 Lakhs as compared to the previous year Rs. 2036.59 Lakhs, registering increase in revenue by 30%. Consequently, the Net Profit after tax has increased from Rs. 121.99 Lakhs to Rs. 128.22 Lakhs. During the period under review, the operations of Company have witnessed an upward trend and the Board is optimistic for the future progression of the Company.

Domestic Market

Your Company provides end-to-end technology and technology related services on a broad range of Hardware and Software platforms. Your company's top priority is to capture growth opportunities by broadening its range of offerings in the realm of Information Technology.

The Company mainly engaged in development and maintenance of e-governance projects in the states of Telangana, Andhra Pradesh and Uttar Pradesh. As the Governments thrust on e-governance projects for better citizenship services and mitigate problems in the public utility/ distribution systems, the Company foresees key opportunities as it has successfully, implemented and maintained various e-governance projects over the years.

Post the announcement of demonetization of specific currency denominations by the government, digital payment platforms witnessed a sharp spike in user transactions, app downloads and merchant enquiries, indicating a greater demand towards digital payments by consumers. The Company's e-commerce platform — 'Kiyossk' integrates B2C and G2C services into one platform. It is one stop multiple Citizen Services from various Delivery Channels like Integrated Citizen Service Centres, Internet, Banks, ATMs and Kiosks for Online Payment of Utility Bills like Electricity, Municipal, Telephone and host of other Services.

On the Healthcare front, Raminfo has developed an integrated Growth Monitoring system — 'Malnutrition Analysis and Reporting System' (MARS), which identifies and assists in curbing malnutrition among children and maternal mortality especially from low income families enrolled in Anganwadi Centers. The solution does real time monitoring and reporting of nutritional status among children in Anganwadi Centers, Attendance tracking of Children, Pregnant and Lactating women who come to Anganwadi centres. The solution is highly scalable and can be integrated with other systems of the Government Departments for information exchange, collection of data and deliver services.

In summary, your company is well positioned in the markets as it serves with a broad range of service offerings to a diversified customer base.

Future outlook:

Technologies such as cloud computing, social media and data analytics are a paradigm shift in the sector and are offering new avenues of growth across verticals for IT companies. The SMAC (social, mobility, analytics, cloud) market is expected to grow to US$ 225 billion by 2020. Therefore, in order to grab upcoming opportunities and enormous scope in this field, Raminfo plans to enter this stream and is working to build capacity to take up projects.

Export Market:

The Company has been providing various consultancy services to its abroad customers and expects it would grow further in the current financial year as its customers are foraying into new markets.

One of the major area of concern is the slowdown in the global IT spending, particularly in the US - as global markets constitute bulk of revenues for Indian Companies - the US being the largest contributor, resulting in downward trend in exports of the Company, during the Financial Year 2017-18. However, the Board envisions to bag few projects in the current Financial Year.


The company has implemented suitable quality measures applicable to its business. The standards currently applied and validated are ISO CMMi 3. Regular technology training is provided to upgrade and improve the skills of employees as necessary.

CARE Ratings: The Company has been assigned with the following ratings:

Long term Bank Facilities

CARE BB — Stable

Short term Bank Facilities


Change in the Nature of Business:

During period under review, there was no change in the nature of business of the Company.


The Board of Directors do not recommend dividend for the year as at 31st March, 2018, in order to flow back the profits into business for expansion and augment the financial position of the Company.

Transfer of Unclaimed Dividend to Investor Education and Protection Fund:

The provisions of Section 125(2) of the Companies Act, 2013 do not apply as the Company has not declared and paid dividend.

Fixed Deposits:

Your Company has not accepted any fixed deposits and as such no principal or interest was outstanding as on the date of the Balance sheet.

Material Changes and Commitments:

There are no material changes and commitments affecting the financial position of the Company from the financial year ended 31st March, 2018 to the date of signing of the Director's Report.

Share Capital:

The Authorised Share Capital of the Company is Rs. 15,00,00,000/- (Rupees Fifteen Crores Only) divided into 1,50,00,000 Equity Shares of Rs. 10/- each. The Paid-up Share Capital is Rs. 6,28,06,000/- (Rupees Six Crores Twenty Eight Lakhs Six Thousand Only) divided into 62,80,600 Equity Shares of Rs. 10/- each.

During the year under review, there is no change in the Share Capital of the Company.


Your Board consist of Six Directors including Three Independent Non-Executive Directors. The declaration from all the Independent Directors are being obtained both at the time of appointment and at the First Board meeting of each Financial Year.

Mr. P.S. Raman, being a Director, is liable to retire by rotation in the ensuing Annual General Meeting and being eligible, offers himself for re-appointment. His Profile is appended to the Notice. Your Board recommends his re-appointment.

During the year under review, Mr. R. Jagadeeswara Rao and Ms. Harini Ambati resigned as Directors of the Company, w.e.f. 24th August, 2017.

The Board in its meeting held on 14th July, 2017, appointed Mr. Venkateswara Rao Poosarla as the Chief Financial Officer (CFO), in accordance with the provisions of Section 203 of the Companies Act, 2013 (hereinafter called as "The Act") and the Rules thereunder.

Further, Ms. Sunitha Bora resigned as the Company Secretary of the Company w.e.f. 18.10.2017. The Board appointed Ms. Shreya Mangal, an Associate members of the Institute of Company Secretaries of India, as Company Secretary and Compliance Officer of the Company as per Section 203 of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Rules, 2015, in its meeting held on 14th February, 2018.

The Board recommends the approval of members on the matters stated below:

The term of Mr. L. Srinath Reddy as the Managing Director of the Company is about to conclude. Considering his experience and expertise in the business of the Company, and on the recommendation of Nomination and Remuneration Committee, the Board recommends the re-appointment of Mr. L. Srinath Reddy as the Managing Director for a period of Three years with effect from 01.09.2018, in accordance with Section 196 of the Companies Act, 2013.

Furthermore, the Board appointed Mr. Venkata Anil Kumar Ambati as Whole-time Director of the Company w.e.f. 14.02.2018, considering his knowledge and experience and on the recommendation of Nomination and Remuneration Committee, subject to the confirmation of the members at the ensuing Annual General Meeting.

On the recommendation of the Nomination and Remuneration Committee, the Board, in its meeting held on 28.05.2018 has approved the appointment of Ms. Anamolu Akhila as an Independent Director of the Company for a period of Five years, effective from the ensuing Annual General Meeting, subject to the consent of the members. Ms. Anamolu Akhila, Non-Executive Director, has given a declaration to the Board that she meets the criteria of independence as provided under Section 149(6) of the Act.

Number of Board Meetings:

During the year under review, the Board of Directors met Six times and the dates of the Board Meetings are: 27.05.2017, 14.07.2017, 24.08.2017, 09.09.2017, 14.12.2017 and 14.02.2018. The details of the Meetings of Board are covered in the Corporate Governance Report.

Key Managerial Personnel:

In compliance with the requirements of Section 203 of the Companies Act, 2013, following are the Key Managerial Personnel of the Company as on 31st March, 2018:

1. Mr. L. Srinath Reddy - Managing Director

2. Mr. Venkata Anil Kumar Ambati - Whole Time Director

3. Mr. P. Venkateswara Rao - Chief Financial Officer

4. Ms. Shreya Mangal - Company Secretary and Compliance Officer.

Declaration of Independent Directors:

In accordance with sub-section (7) of Section 149 of the Companies Act, 2013, the Independent Directors on your Board have given a Declaration that they meet the criteria of Independence as provided in sub section (6) of Section 149 of the Act. There has been no change in terms and conditions of appointment of Independent Directors, the Policy relating to their appointment can be accessed through weblink as Terms Conditions for Appointment Dependent Director.pdf

Board Evaluation:

The Board of Directors has carried out an Annual Evaluation of its own performance and has devised a Policy on Evaluation of performance of Board of Directors, Committees and Individual Directors, pursuant to the provisions of the Act, the Corporate Governance requirements and as prescribed by Regulation 25 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Extract of the Policy on Evaluation of Performance of the Board, its Committees and individual Directors, is available on the website of the Company, the web link for on board evaluation.pdf

Evaluation by Independent Directors:

In a separate meeting of independent directors held on 14th February, 2018, the performance of non-independent directors, performance of the Board as a whole and performance of the Chairman was evaluated, taking into account the views of Executive directors and non-executive directors. The same was discussed in the Board meeting that followed, at which the performance of the Board, its Committees and individual directors was also discussed.

The performance of the Board as a whole was evaluated by the Independent Directors, after seeking inputs from all the directors on the basis of the criteria such as the Board's composition, structure, effectiveness of Board processes, information and functioning, etc.

The Independent Directors reviewed the performance of the individual directors on the basis of the criteria such as the contribution of the individual director to the Board like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc. In addition, the Chairman was also evaluated on the key aspects of his role.

Evaluation by Board (Other than Independent Directors):

In accordance with Regulation 17(10) of SEBI Listing Regulations, the entire Board of Directors of the Company shall evaluate the performance of Independent Directors of the Company. Performance evaluation of Independent Directors was done by the entire Board, excluding the Independent Director being evaluated.

Criteria for Performance Evaluation:

a. Ability of the candidates to devote sufficient time and attention to his professional obligations as Independent Director for informed and balanced decision making.

b. Adherence to the Code of Conduct in letter and in spirit by the Independent Directors.

c. Bringing objectivity and independence of view to the Board's discussions in relation to the Company's strategy, performance, and risk management

d. Statutory Compliance and ensuring high standards of financial probity and Corporate Governance

e. Responsibility towards requirements under the Companies Act, 2013, Responsibilities of the Board and Accountability under the Director's Responsibility Statement

Familiarization Programme for Independent Directors:

All Independent Directors inducted into the Board attended an orientation program. The Familiarization Policy of the Company is available on its website .

Remuneration Ratio of the Directors/ Key Managerial Personnel/ Employees:

Statement showing disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is enclosed herewith as Annexure-A to this Report.

Directors' Responsibility Statement:

Pursuant to the requirement under Section 134 of the Companies Act, 2013, the Directors confirm that:

a. In the preparation of 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 and loss 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 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 Directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and

f. The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

Statutory Auditors:

M/s. Eswaraiah & Co, Chartered Accountants, Hyderabad (Registration No. 006157S) were appointed as the Statutory Auditors of the Company, in the 23rd Annual General Meeting, who shall hold office till the conclusion of 28th Annual General Meeting, subject to ratification of their appointment by the members in every AGM.

Accordingly, a resolution seeking Members' approval for ratification of appointment for M/s. Eswaraiah& Co, Chartered Accountants, as the Statutory Auditors of the Company is included in the Notice convening the Annual General Meeting for approval of the shareholders. The Directors recommend the ratification of their appointment.

The Board confirms that the Audit Report does not contain any qualifications or reservations made by the Auditors and hence no explanation thereto is required by the Board.

Secretarial Audit:

M/s. P.S.Rao & Associates, Practicing Company Secretaries, were appointed to conduct the Secretarial Audit of the Company, for the Financial Year 2017-18, as required under Section 204 of the Companies Act, 2013 and Rules framed thereunder. The Secretarial Audit report for the FY 2017-18 is annexed herewith as Annexure - B to the Boards' report.

The Secretarial Audit Report does not contain any qualifications/ reservation or adverse remarks and is self-explanatory.

Internal Audit:

The Company has appointed M/s SLR & Associates, Chartered Accountants as its Internal Auditor, in accordance with Section 138 of the Companies Act, 2013 and Rule 13 of Companies (Accounts) Rules, 2014. Their scope of work includes review of process for safeguarding the assets of the Company, review of operational efficiency, effectiveness of systems and processes, and assessing the internal control strengths in all areas.

Listing Agreement:

The shares of your Company are listed at BSE Ltd. Your Company has duly complied with all the requirements of concerned Stock Exchange in accordance with applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 along with other applicable SEBI Regulations, as amended from time to time.

Corporate Governance:

Corporate governance is concerned about maximizing shareholder value legally, ethically and sustainably. The goal of corporate governance is to ensure fairness for every stakeholder. The Board of Directors of the Company opine that sound corporate governance is critical to enhance and retain investor trust.

The Company has adopted a Code of Conduct for its employees including the Managing Director and the Executive Directors. The said Code of Conduct is available on Company's Website -

A report on Corporate Governance covering amongst other details of Meetings of the Board and Committees along with a Certificate for compliance with the Corporate Governance requirements of Regulations 17 to 27 read with Schedule V and clauses (b) to (i) of Regulation 46(2) of SEBI (LODR) Regulations, 2015, as applicable, with regard to Corporate Governance, certified by Practicing Company Secretary, forms part of the Annual Report.

Management Discussion and Analysis:

As required under Regulation 34 read with Schedule V (B) of SEBI (Listing Obligation and Disclosure Requirements), Regulations, 2015, report on "Management Discussion and Analysis" is annexed as Annexure - C forms a part of this Report.

Vigil Mechanism:

In accordance with Regulation 22 of SEBI (Listing obligations and Disclosure Requirements) Regulations, 2015, the Company has formulated and established vigil mechanism for directors and employees to report concerns about unethical behavior. No person has been denied access to the Chairman of the Audit Committee. The said policy has been made available on the website of the Company at the following link i.e.

Sexual Harassment Policy:

The Company has adopted policy on Prevention of Sexual Harassment of Women at Workplace in accordance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The policy is posted on the website of the Company.

During the financial year ended 31st March, 2018, the Company has not received any Complaints pertaining to Sexual Harassment. The policy is available on the Company's website at the link i.e. Sexual Harrassment Policy.pdf

Risk Management:

The management has put in place effective and robust system for the purposes of identification and mitigation of risks involved in the business of the Company. The Committee oversees Company's process and policies for determining risk tolerance and review management's measurement and comparison of overall risk tolerance to established levels. Major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuing basis. The Audit Committee has additional oversight in the area of financial risks and controls.

For details, please refer to the Management Discussion and Analysis report which form part of the Board Report.

Adequacy of Internal Financial Controls with reference to the Financial Statements:

The details in respect of internal financial control and their adequacy are included in the Management Discussion & Analysis, which forms part of this report.

Consolidated Financial Statements:

Pursuant to Section 136 of the Companies Act, 2013, the audited financial statements of the Company, including the consolidated financial statements, is placed on the Company's website

Performance and Financial Position of the Subsidiary:

Pursuant to Rule 8 of the Companies (Accounts) Rules, 2014, report on the performance and financial position of the subsidiary included in the consolidated financial statement, in prescribed Form AOC-1 is appended as Annexure - D to this Report.

Particulars of Loans, Guarantees or Investments:

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.

Related Party Transactions:

Related party transactions entered during the financial year under review are disclosed in the Financial Statements. These transactions entered were at an arm's length basis and in the ordinary course of business. There were no materially significant related party transactions with the Company's Promoters, Directors, Management or their relatives, which could have had a potential conflict with the interests of the Company. Form AOC-2, containing the note on the aforesaid related party transactions is enclosed herewith as Annexure - E.


As on 31st March, 2018, the Company has two subsidiaries i.e. M/s. RAMDYP Solutions Private Limited and M/s Raminfo Digitech Private Limited. Pursuant to the provisions of Section 129(3) of the Companies Act, 2013 read with Rule 5 of Companies (Accounts) Rules, 2014, a separate statement containing the salient features of the financial statement of the subsidiary in Form AOC-1 is appended as Annexure - D to this Annual Report.

Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo:

The particulars as prescribed under Section 134(3)(m) of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 with respect to Conservation of Energy, Technology Absorption, and Foreign Exchange Earnings and Outgo are provided in Annexure - F to this Report.

Corporate Social Responsibility (CSR):

For the financial year 2017-18, the provisions of Section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility are not applicable to Company.

Extract of Annual Return:

In accordance with Section 134(3)(a) of the Companies Act, 2013, an extract of the annual return in the prescribed format in Form MGT-9 as per the provisions of the Companies Act, 2013 read with Rule 12 of Companies (Management and Administration) Rules, 2014, is annexed as Annexure — G.

Particulars of Employees:

For the year under review, no employee of the Company was in receipt of Rs. 8.5 Lakhs per month or Rs.102 Lakhs per annum. Therefore, details pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are not required to be furnished.


Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:

1. Issue of equity shares with differential rights as to dividend, voting or otherwise.

2. Issue of shares (including sweat equity shares) to employees of the Company under any scheme.

3. No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Company's operations in future.

4. No material changes and commitments affecting the financial position of the Company have occurred between the end of the financial year and date of report.

5. No frauds were reported by the auditors during the year under review.


Your Directors place on record their sincere thanks to bankers, business associates, consultants, and various Government Authorities for their continues support extended to your Company's activities during the year under review. Your Directors also acknowledge gratefully the Shareholders for their support and confidence reposed on the Company.

For and on behalf of the board of


(Sd/-) (Sd/-)

Date : 29.08.2018 L.Srinath Reddy V. Anil Kumar Ambati

Place : Hyderabad Managing Director Whole-time Director

DIN:03255638 DIN:06535455

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