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Likhitha Infrastructure Ltd. Directors Report
Search Company 
You can view full text of the latest Director's Report for the company.
Market Cap. (Rs.) 727.10 Cr. P/BV 2.15 Book Value (Rs.) 85.69
52 Week High/Low (Rs.) 403/176 FV/ML 5/1 P/E(X) 10.49
Bookclosure 24/09/2024 EPS (Rs.) 17.57 Div Yield (%) 0.00
Year End :2025-03 

Your Directors are pleased to present the 26th (Twenty Sixth) Annual Report of Likhitha Infrastructure
Limited ("the Company”)
together with the Audited Financial Statements (Standalone and Consolidated) for
the financial year ended March 31, 2025.

Financial Highlights

Key highlights of the financial performance of the Company for the year ended March 31, 2025 are summarized
below:

n t.' i

Stand

alone

Conso

Lidated

Particulars

2024-25

2023-24

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

112.77

135.43

Depreciation and Amortization Expenses

593.41

767.47

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)

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)

17.58

16.74

17.57

16.58

*Paid-up share capital (face value of R5/- each)

1972.50

1972.50

1972.50

1972.50

Other Equity

35389.88

29044.13

35322.13

28980.58

Financial Performance

Standalone Turnover

During the year under review, the standalone income
of 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 to
R6,936.99 lakhs compared to R 6,603.06 lakhs in the
previous year, representing a growth of 5.06%.

The standalone Earnings per share stood at R17.58
on face value of R5/- each.

Consolidated Performance

During the year under review, the consolidated
income of the Company increased to R52,008.60
lakhs, compared to R42,168.14 lakhs in the previous
year, registering a growth of 23.34%.

The consolidated net profit after tax increased to
R6,942.85 lakhs compared to R6,522.69 lakhs in the
previous year, representing a growth of 6.44%.

The consolidated Earnings per share stood at R17.57
on face value of R5/- each.

Change in Nature of Business

During the year under review, there was no change
in the existing nature of the Company's business
operations. However, the "Main Object" clause of
the MOA was amended by inserting new sub-clauses
the shareholders of the Company, by passing a
Special Resolution through Postal Ballot on April 25,
2025, have approved the adoption of new business
activities. The Company has expanded its scope
to include renewable and non-renewable energy
sectors in addition to the existing business activities.

Subsidiaries, Associates and Joint
Ventures

As on March 31, 2025, the Company has one
Subsidiary- Likhitha Hak Arabia Contracting Company
and One Joint Venture- CPM-Likhitha Consortium.
There has been no change in the nature of the
business of the subsidiary and joint venture entities.

During the year under review, no Company has
become or ceased to be a subsidiary, joint venture or
associate of the Company.

During the period, none of the subsidiaries of the
Company qualifies as a Material Subsidiary as per
the Listing Regulations and Company's policy for
determining Material Subsidiaries. The policy is
available on the Company's website at
https://
www.likhitha.co.in/img/content/policies/Policy for
Determination of Material Subsidiaries.pdf.

In accordance with Section 129(3) of the Companies
Act, 2013, read with the Companies (Accounts) Rules,
2014, the salient features of the financial statements
of the Company's Subsidiary, Associate, and Joint
Venture are provided in
Form AOC-1, attached as
AnneHure-I to this Report.

Consolidated Financial Statements

As per SEBI (LODR) Regulations, 2015 and the
Companies Act, 2013 read with relevant accounting
standards, the Company has prepared the
Consolidated financial statements.

The audited financial statements (both Standalone
and Consolidated) together with the Auditors
Report form part of this Annual Report and separate
financial statements of the subsidiary company are
available 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 retained
earnings for FY 2024-25, after making all
appropriations and adjustments, stood at ^35,342.11
lakhs. During the year under review, no amount
has been transferred to the General Reserve of the
Company.

Dividend

The Board of Directors has not recommended any
dividend for the FY 2024-25.

In accordance with Regulation 43A of the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 (Listing Regulations), the Board of
Directors of the Company have adopted a Dividend
Distribution Policy. The policy is available on the
Company'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 Sections
124, 125 and other applicable provisions, if
any, of the Companies Act, 2013 read with the
Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016
(hereinafter referred to as "IEPF Rules") (including
any statutory modification(s) or re-enactment(s)
thereof for the time being in force), the amount of
dividend remaining unclaimed or unpaid for a period
of seven consecutive years from the date of transfer
to the Unpaid Dividend Account is required to be
transferred to the Investor Education and Protection
Fund ("IEPF") maintained by the Central Government.

Your Company does not have any unpaid / unclaimed
dividend or shares relating thereto which is required
to be transferred to the IEPF till the date of this Report.
Details of balance in Unpaid Dividend Account as on
March 31, 2025, are given below:

S.

No.

Particulars

Balance amount
as on 31.03.2025

1

Final Dividend for
FY 2023-24

0.61

2

Final Dividend for
FY 2022-23

0.44

3

Final Dividend for
FY 2021-22

0.26

4

Interim Dividend for
FY 2021-22

1.20

5

Final Dividend for
FY 2020-21

1.45

Total Outstanding Amount as
on March 31, 2025

3.96

Shareholders are informed that once an unclaimed
dividend is transferred to IEPF, no claim shall lie in
respect thereof with the Company. The details of
unclaimed dividend are available on the Company's
website at
http://www.likhitha.co.in/unclaimed
dividends.html
.

Ms. Pallavi Yerragonda, Company Secretary and
Compliance officer of the Company acts as Nodal
Officer.

Material Changes and Commitments,
affecting the financial position of the
Company

There are no material changes and commitments have
occurred subsequent to the end of the financial year
of the Company to which the financial statements
relate and till the date of the report, which will have
an impact on the financial position of the Company.

Deposits

During the year under review, the Company has not
accepted any deposits pursuant to the provisions of
Sections 73 and 76 of the Companies Act, 2013 and
rules made thereunder.

Particulars of Loans, Guarantees and
Investments

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 of
the Company.

Contracts and Arrangements with Related
Parties

During the Year under review, all contracts /
arrangements / transactions entered by the Company
with related parties were in the ordinary course of
business and on an arm's length basis which were
approved by the audit Committee and the Board
from time to time. The particulars of such contracts
or arrangements with related parties are enclosed in
Form
AOC-2 as "Annexure-II" to this report. Further
details of related party transactions are provided in
Notes to Financial Statements (both Standalone and
Consolidated).

The policy on dealing with RPT as approved by the
Board is uploaded on the Company's website at
https://www.likhitha.co.in/img/content/policies/
New Related Party Transaction Policy.pdf.

Outlook and Future Plans

"Management Discussion and Analysis" contains
a separate section on the Company's outlook and
future plans and members may please refer to the
same on this.

Share Capital

During the year under review, there was no change
in the authorized and paid-up share capital of
the Company. The authorized share capital of the
Company is ^21,60,00,000/- (Rupees Twenty-One
Crores 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 share
capital of the Company is ^19,72,50,000/- (Rupees
Nineteen Crores Seventy-Two Lakhs Fifty Thousand
only) 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 has
neither issued any shares with differential voting
rights nor granted any stock options or sweat equity
shares.

Employees' Stock Option Scheme

There is no employees' stock option scheme being
implemented by the Company.

Board of Directors and Key Managerial
Personnel

As on March 31, 2025, the Board comprises of Seven
(07) Directors viz., Four (04) Independent Directors
including One Woman Independent Director, One
(01) Non-Executive Non-Independent Director and
Two (02) Executive Directors.

Retirement by rotation and subsequent re¬
appointment

In accordance with the provisions of Section 152 and
other applicable provisions, if any, of the Act and
the Articles of Association of the Company, Mrs. Sri
Lakshmi Gaddipati (DIN: 02250598), Non-Executive
Director of the Company, is liable to retire by rotation
at the ensuing Annual General Meeting and being
eligible has offered herself for re-appointment.

The resolution for the re-appointment of Mrs. Sri
Lakshmi Gaddipati is being placed for the approval
of the shareholders of the Company at the ensuing
AGM.

Appointment / Re-appointment

Based on the recommendation of the Nomination
and Remuneration Committee and the Board of
Directors, the members of the Company at 25th
Annual General Ameeting held on September 24,
2024 have re-appointed Mrs. Likhitha Gaddipati
(DIN: 07194259) as Whole Time Director of the
Company for a further term of 3 years commencing
from August 11, 2024 to August 10, 2027.

Independent Directors

The Company has received declarations from all the
Independent Directors as required under section
149(6) of the Companies Act, 2013 along with Rules
framed thereunder and Regulation 16(1)(b) of the
Listing Regulations stating that they meet the criteria
of independence. There has been no change in the
circumstances affecting their status as independent
directors of the Company.

The Board has reviewed the integrity, expertise,
experience, and the requisite proficiency of the
independent directors and confirmed that the
Independent Directors fulfill the conditions specified
in the SEBI Listing Regulations and are independent
of the management and the same is given in the
Corporate Governance Report.

As prescribed under Listing Regulations and pursuant
to Section 149(6) of the Companies Act, 2013 the
particulars 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) of
the SEBI Listing Regulations, the Company has taken
D&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 the
Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 the following are
the Key Managerial Personnel of the Company as on
March 31, 2025:

S.

No.

Name of the
KMP

Designation

1

Mr. Srinivasa Rao
Gaddipati

Managing Director

2

Mrs. Likhitha
Gaddipati

Whole Time Director and
Chief Financial Officer

3

Mr. Sudhanshu
Shekhar

Chief Executive Officer

4

Ms. Pallavi
Yerragonda

Company Secretary and
Compliance Officer

During the year under review, there are no changes
in the Key Managerial Personnel of the Company.

Meetings of the Board

During the year under review, 5 (Five) Meetings of
the Board were held as per the Standards as set
forth in the
Secretarial Standard - I. The maximum
gap between two consecutive board meetings was
within the period as prescribed under the provisions
of the Companies Act, 2013.

Details of the meetings of the Board along with
the attendance of the Directors therein have been
disclosed as part of the Corporate Governance
Report forming part of this Annual Report.

Committees of the Board

As on March 31, 2025, the Board has five (5)
committees and has constituted the following
committees

• Audit Committee

• Nomination and Remuneration Committee

• Stakeholders Relationship Committee

• Corporate Social Responsibility Committee

• Risk Management Committee

During the year, all recommendations of the
Committees were accepted by the Board.

A detailed note on composition, attendance, powers,
roles, terms of reference of the Committees are
included in the Corporate Governance Report which
forms part of this Annual Report.

Policy on Directors' Appointment and
Remuneration and other Details

The Nomination and Remuneration Committee
has adopted a policy as per Section 178(3) of
the Companies Act, 2013 for determination of
remuneration and the manner of selection of the
Board of Directors, Senior Management and Key
Managerial personnel of the Company. ThePolicy is
available 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 high
integrity with relevant expertise and experience
in the fields of Service Industry, Manufacturing,
Marketing, Finance and Taxation, Law, Governance
and General Management.

• In case of appointment of independent directors,
the committee shall satisfy itself with regard to
the criteria of independence of the directors vis¬
a-vis the company so as to enable the board to
discharge its function and duties effectively.

• The committee shall ensure that the candidate
identified for appointment as a director is not
dis
qualified for appointment under Section 164 of the
Companies Act, 2013.

• The committee shall consider the following
attributes, whilst recommending to the board the
candidature for appointment as director:

- Qualification, expertise and experience of the
directors in their respective fields;

- Personal, professional or business standing;

- Diversity of the Board;

- In case of re-appointment of Non-Executive
Directors, the Board shall take into
consideration the performance evaluation of
the Directors and their engagement level;

Remuneration

The Non-Executive Directors shall not be entitled
to receive remuneration except by way of sitting
fees, reimbursement of expenses for participation
in the board/committee meetings and commission,
if any, as approved by the Board of Directors. The
independent directors of the company shall not be
entitled to participate in the Stock Option Scheme of
the company. The aggregate commission payable if
any to the Non-Executive Directors will be within the
statutory limits.

Criteria for selection / appointment of Executive
Directors, CS, CEO and CFO

For the purpose of selection of the Executive
Directors, CEO, CFO and CS the Committee shall
identify persons of integrity who possess relevant
expertise, experience and leadership qualities
required for the position.

The Committee will also ensure that the incumbent
fulfills such other criteria with regard to age and
other qualifications as laid down under Companies
Act, 2013, or other applicable laws.

Remuneration to Managing Director and Executive
Directors

• At the time of appointment or re-appointment,
the Executive Director and Managing Director
shall be paid such remuneration as may be
mutually agreed between the Company (which
includes the Committee and the Board of
Directors) and the remuneration of Executive
Director / Managing Director, within the overall
limits prescribed under the Companies Act, 2013.

• The remuneration shall be subject to the approval
of the members of the Company in the General
Meeting in compliance with the provisions of the
Companies Act, 2013.

Remuneration Policy for the Senior Management
Employees including CEO, CFO & CS

In determining the remuneration of Senior
Management Employees, the committee shall
ensure/consider the following:

• The relationship between remuneration and
performance benchmark.

• The balance between fixed and variable pay
reflects short and long-term performance
appropriate to the working of the company and
its goals, as mutually agreed.

Familiarisation Program for Independent
Directors

All Independent Directors are familiarised with the
operations and functioning of the Company at the
time of their appointment and on an ongoing basis.
They are given full access to interact with Senior
Management personnel and Heads of Departments.

During FY 2024-25, the Company conducted a
Familiarisation Program for Independent Directors
covering an overview of the Company's business,
its key policies, and the roles and responsibilities
of Independent Directors. Senior personnel made
presentations on the nature of the Industry, business
model, market dynamics, industry scenario, risk
management, and regulatory aspects affecting
business activities.

Independent Directors are also provided with
relevant documents, reports, and internal policies
as required or requested, to help them develop a
thorough understanding of the Company's affairs
and contribute effectively to the Board deliberations.

The details of such Familiarisation Program and
other disclosures, as specified under the Listing
regulations, are available on the Company's website
at
https://www.likhitha.co.in/code of conduct.html

Performance Evaluation

The Board of Directors has carried out an annual
performance evaluation of Individual Directors
including chairman of the Company, Board as a
whole and its committees thereof, pursuant to
the provisions of Companies Act, 2013 and SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015.

• Performance evaluation criteria is determined by
the Nomination and Remuneration Committee.

• A structured questionnaire was prepared to
evaluate the performance after seeking inputs
from the Directors, covering various aspects of
the Board's functioning such as adequacy of the
composition of the Board and its Committees,
Board culture, execution and performance of
specific duties, obligations, and governance.

• A separate exercise was carried out to evaluate
the performance of individual Directors including
the Chairman of the Board, who were evaluated
on parameters such as level of engagement
and contribution at meetings, independence,
safeguarding the interest of the Company and its
minority shareholders etc.

• The performance evaluation of the Independent
Directors was carried out by the entire Board
(excluding the Director being evaluated), after
seeking inputs from all the directors on the
effectiveness and contribution of the I ndependent
Directors. The Process and criteria evaluation
of Performance of Independent Directors is
explained in Corporate Governance report which
forms part of the Annual Report.

• The performance of the Committees was
evaluated by the Board after seeking inputs from
the Committee members based on criteria such
as the composition of Committees, effectiveness
of Committee meetings, etc.

• The Board reviewed the performance of individual
Directors based on the contributions made during
the Board and Committee meetings.

• In a separate meeting of Independent Directors,
performance of Non-Independent Directors, and
the performance of the Chairman was evaluated,
taking into account the views of executive
directors and non-executive directors. The
Independent Directors also assessed the quality,
frequency, and timeliness of flow of information
between the Board and the management that is
necessary for effective performance.

The Board of Directors has expressed their
satisfaction with the evaluation process.

Particulars of Employees and Related
Disclosures

The information required under Section 197(12)
of the Companies Act, 2013 read with Rule 5 of
the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 (including

amendments thereto), is enclosed as "AnneKure-III"
to this Report.

Directors' Responsibility Statement

Pursuant to Section 134(5) of the Companies Act,
2013, the Board of Directors, to the best of their
knowledge and ability, confirm that:

i) in the preparation of the annual accounts for
the financial year ended March 31, 2025, the
applicable accounting standards have been
followed along with proper explanation relating
to material departures.

ii) The directors have 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;

iii) The directors have 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;

iv) The directors have prepared the annual accounts
on a going concern basis;

v) The directors have laid down internal financial
controls to be followed by the company and that
such internal financial controls are adequate and
are operating effectively;

vi) The directors have devised proper systems
to ensure compliance with the provisions of
all applicable laws and that such systems are
adequate and operating effectively.

Adequacy of Internal Financial Controls
with Reference to the Financial Statements

The Company has established a framework of
internal financial controls at the entity level, aimed
at ensuring the orderly and efficient conduct of its
business operations. These controls are designed
to ensure adherence to the Company's policies
and procedures, safeguard its assets, prevent and
detect frauds and errors, ensure the accuracy and
completeness of accounting records, and enable the
timely preparation and reporting of reliable financial
information.

The Company actively monitors changes to
Accounting Standards, the Act, and other applicable
regulations, making necessary adjustments to
underlying systems, processes, and financial controls

to ensure compliance. The Audit Committee also
regularly assesses the adequacy and effectiveness of
the internal control systems and provides guidance
for further enhancements.

As part of the control environment, the Company has
implemented a detailed Risk Assessment and Control
Matrix (RACM) covering all key processes related to
financial reporting, and the effectiveness of these
controls is periodically tested for both design and
operational efficiency.

Based on the reports and assurances received from
internal and external auditors, as well as management
evaluations, the Board of Directors confirms that the
internal financial controls in place were found to
be adequate and operating effectively throughout
the year ended March 31, 2025. Furthermore,
the financial statements have been prepared in
compliance with the applicable Indian Accounting
Standards (Ind AS), and no material weaknesses or
significant deficiencies in the design or operation of
internal financial controls were observed during the
year under review.

Corporate Social Responsibility (CSR)

The Board of Directors has constituted the Corporate
Social Responsibility (CSR) Committee in accordance
with the provisions of section 135 of the Companies
Act, 2013. The CSR Committee confirms that the
implementation and monitoring of the CSR Policy
was done in compliance with the CSR objectives and
policy of the Company.

During the financial year 2024-25, the Company has
spent R 153.00 Lakhs towards CSR expenditure. The
Company has contributed CSR funds were aligned
with Schedule VII of the Companies Act, 2013.

The Policy on Corporate Social Responsibility is
available on the Company's website at
https://
www.likhitha.co.in/img/content/CSR/CSR Policy.
pdf.
The Annual Report on CSR activities undertaken
during the year as required under the Companies
(Corporate Social Responsibility Policy) Rules, 2014
are enclosed as
Annexure-IV' to this report. For
other details regarding the CSR Committee, please
refer to the Corporate Governance Report, which is a
part of this report.

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

The information on conservation of energy,
technology absorption and foreign exchange

earnings and outgo stipulated under Section 134(3)
(m) of the Companies Act, 2013 read with Rule 8 of
the Companies (Accounts)Rules, 2014, is enclosed as
"Annexure-V" to this report.

Risk Management

The Company has formulated a Risk Assessment and
Management Policy and has in place a mechanism
to identify various elements of risks, which, in the
opinion of the Board, may threaten the existence of
the Company and contains measures to mitigate the
same.

The Board of Directors has been constituted
Risk Management Committee in compliance
with provisions of Regulation 21 of SEBI (LODR)
Regulations, 2015 to monitor and review the risk
management plan, process and mitigation of internal
and external risks. The Company periodically reviews
Risk Management Policy and improves adequacy and
effectiveness of its risk management systems.

The Risk Assessment and Management Policy of the
Company is available on the Company's website at
https://www.likhitha.co.in/img/content/policies/
Risk Assessment and Management Policy.pdf

Vigil Mechanism

In pursuance to the Provisions of the Section 177(9)
& (10) of the Companies Act, 2013, and Regulation 22
of SEBI (LODR) Regulations, 2015, the Company has
established a Vigil mechanism by framing a policy
named as
"Likhitha Whistle Blower Policy" for
Directors and employees to report genuine concerns
or grievances. The policy on vigil mechanism is
available on the Company's website at
https://
likhitha.co.in/img/content/policies/Whistle Blower
Policy.pdf.

The policy lays down a framework and process,
which provides a platform to disclose information,
confidentially and without fear of reprisal or
victimization, where there is reason to believe
that there has been serious malpractice, fraud,
impropriety, abuse or wrongdoing, grievances about
leakage of unpublished price sensitive information
(UPSI), illegal and unethical behavior within the
Company to the Chairman of the Audit Committee.

Auditors and Auditors' Report

Statutory Auditors

Based on the recommendation of the Audit
Committee and Board of Directors, the members of
the Company at the 25th AGM held on September

24, 2024 have appointed M/s. NSVR & Associates
LLP as the Statutory Auditors of the Company for a
second term of 5 (five) years commencing from the
conclusion of the 25th Annual General Meeting until
the conclusion of the 30th Annual General Meeting to
be held in the year 2029.

M/s. NSVR & Associates LLP have confirmed that they
hold a valid certificate issued by the Peer Review
Board of the Institute of Chartered Accountants of
India (ICAI) and are eligible to continue to hold office
in accordance with the applicable provisions of the
Companies Act, 2013 and rules made thereunder.

The Statutory Auditors have issued an unmodified
opinion on the financial statements for the financial
year 2024-25 and the Statutory Auditor's Report
forming part of this Annual Report.

Secretarial Auditors

Pursuant to the provisions of regulation 24A
of the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 and Section 204 of the Act, read
with the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, and based
on the recommendations of the Audit Committee,
the Board of Directors at their meeting held on May
20, 2025, have appointed M/s. VCAN & Associates
(Peer Review Certificate No.6565/2025), Practicing
Company Secretaries, Hyderabad as the Secretarial
Auditors of the Company for a term of five (5)
consecutive years commencing from FY 2025-26 till
FY 2029-30, subject to approval of the Members at
the ensuing Annual General Meeting (AGM).

M/s. VCAN & Associates have consented to act as the
Secretarial Auditor of the Company and confirmed
that they were not disqualified to be appointed as the
Secretarial Auditor under the applicable provisions
of the Act, rules made thereunder, and SEBI Listing
Regulations.

The Secretarial Audit Report for the Financial Year
ended March 31, 2025, issued by M/s. VCAN &
Associates in Form MR-3, forms part of this Report
as
AnneKure-VI. There were no qualifications,
reservation, or adverse remark or disclaimer made
by Secretarial Auditor in their report.

Internal Auditors

Based on the recommendations of the Audit
Committee, the Board of Directors at their meeting
held on May 20, 2025, have re-appointed M/s. Mukul

Tyagi & Associates, Chartered Accountants as Internal
Auditors of the Company for the financial year 2025¬
26. There were no adverse observations or remarks
or disclaimer made by the Internal Auditors in their
report for the financial year ended March 31, 2025.

Reporting of Frauds

During the year under review, there was no instance
of fraud, misappropriation which required the
Auditors to report to the Audit Committee and/or
Board under Section 143(12) of the Companies Act,
2013 and the rules made thereunder.

Secretarial Standards

Your Company has appropriate systems to ensure
compliance with provisions of all applicable
Secretarial Standards issued by the Institute of
Company Secretaries of India and that such systems
are adequate and operating effectively.

Material Orders Passed by the Regulators

There are no significant and material orders passed
by the Regulators or Courts or Tribunals impacting
the going concern status of the Company and its
operations in the future.

Annual Return

In accordance with the provisions of Section 92
and Section 134 of the Companies Act, 2013 read
with Rule 12(1) of the Companies (Management
and Administration) Rules, 2014, (as amended), the
Annual Return for the financial year ended March 31,
2025 is available on the website of the Company at
http://www.likhitha.co.in/annual returns.html

Management and Discussion Analysis

Pursuant to the provisions of Regulation 34(2) of SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 a report on Management
Discussion & Analysis is presented in a separate
section forming part of this annual report.

Corporate Governance

Your company practices best corporate governance
procedures to uphold the true spirit of law, integrity,
and transparency by adhering to our core values with
an objective to maximize stakeholders value. The
Report on Corporate Governance, pursuant to the
provisions of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 is enclosed as
Annexure-VII and a certificate obtained from the

Secretarial Auditors confirming compliance with
Corporate Governance requirements as provided in
the aforesaid Regulations is annexed to this report.

Business Responsibility and Sustainability
Report

The Business Responsibility and Sustainability
Report ("BRSR") of your Company for the year ended
March 31, 2025 forms part of this Annual Report
as required under Regulation 34(2)(f) of the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 as
Annexure - VIII.

Listing of Equity Shares

The Company's equity shares are listed on the
following Stock Exchanges:

(i) BSE Limited, Phiroze JeeJeebhoy Towers, Dalal
Street, 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 the
said Stock Exchanges for the Financial Year 2025-26.

Prevention of Sexual Harassment of
Women at Workplace Policy

The Company has zero tolerance for sexual
harassment at workplace and has adopted a policy
on prevention, prohibition, and Redressal of sexual
harassment at workplace in line with the provisions
of Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013,
and the rules framed thereunder.

The Company has duly constituted an Internal
Complaints Committee (ICC) as required under Sexual
Harassment 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 harassment
complaints received and disposed off during the
year:

S.

No.

Particulars

Status of the No. of
complaints received
and disposed off

1

Number of complaints
on Sexual harassment
received in the year

Nil

2

Number of
Complaints disposed
off during the year

Nil

3

Number of cases
pending for more
than ninety days

Not Applicable

4

Number of workshops
or awareness
programmes against
sexual harassment
carried out

The Company
regularly conducts
necessary awareness
programs for its
employees.

5

Nature of action taken
by the employer or
district officer

Not Applicable

The Company's Policy for prevention of sexual
harassment is available on the Company's website
at
https://www.likhitha.co.in/img/content/policies/
Policy on prevention of Sexual Harassment.pdf

Compliance with the provisions relating
to the Maternity Benefits Act, 1961

Your Company complies with the provisions of the
Maternity Benefit Act, 1961, extending all statutory
benefits to eligible women employees, including
paid maternity leave, continuity of salary and service
during the leave period, and post-maternity support
such as nursing breaks and flexible return-to-work
options, as applicable. Your company remains
committed to fostering an inclusive and supportive
work environment that upholds the rights and
welfare of its women employees in accordance with
applicable laws.

Insurance

All the properties of the Company, including
buildings, plants and machinery and stocks have
been adequately insured.

Industrial Safety and Environment

The utmost importance continues to be given to the
safety of personnel and equipment in all the plants
of the Company. The Company reviews thoroughly
the various safety measures adopted and takes
effective steps to avoid accidents. Safety drills

are also conducted at regular intervals to train the
employees for taking timely and appropriate action
in case of accidents.

Green Initiative

The Ministry of Corporate Affairs (MCA) has taken
a green initiative in Corporate Governance by
allowing paperless compliance by the Companies
and permitted the service of Annual Reports and
other documents to the shareholders through
electronic mode subject to certain conditions and
the Company continues to send Annual Reports and
other communications in electronic mode to those
members who have registered their email IDs with
their respective depositories. Members may note
that Annual Reports and other communications
are also made available on the Company's website
https://www.likhitha.co.in and websites of the Stock
Exchanges i.e., BSE Limited, and National Stock
Exchange of India Limited.

Industrial Relations

Industrial relations have been cordial during the
year under review and your directors appreciate
the sincere and efficient services rendered by the
employees of the Company at all levels towards the
successful working of the Company.

Human Resources

The Company considers its Human Resource as the
key to achieve its objectives. Our HR and Operations
Department works closely with Senior Management
to devise strategies that attract talent and enhance
capabilities. The employees are sufficiently
empowered and enabled to work in an environment
that inspires them to achieve higher levels of
performance. It is the unwavering commitment of
our employees that propels us forward and enables
us to fulfil the Company's vision. Your Company
appreciates the contribution of its dedicated
employees.

We believe that our employees are our most valuable
asset. Your Company is also focused on the overall

well-being of its employees. We are committed to
creating a positive work environment that prioritizes
the health, safety, career growth and development of
our employees. The Company took various initiatives
to keep the employees productive and engaged with
various employee training and awareness programs.
we strengthen our collective capabilities and pave
the way for continued success.

General

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

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

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

• Maintenance of Cost Records as specified by the
Central Government under Section 148(1) of
the Companies Act, 2013, is not required by the
Company.

• Neither the Managing Director nor the Whole¬
time Directors of the Company receive any
remuneration or commission from any of its
subsidiaries.

• There is no proceeding pending under the
Insolvency and Bankruptcy Code, 2016.

• There was no instance of onetime settlement
with any Bank or Financial Institution.

Acknowledgements

Your directors take this opportunity to thank our
customers, vendors, investors, bankers, Government
of India, State Governments of India, Regulatory and
statutory authorities, shareholders, and the society
at large for their valuable support and cooperation.

Your Directors wish to place on record their sincere
appreciation for the contribution made by our
employees at all levels. Our consistent growth
was made possible by their hard work, solidarity,
cooperation, and support.

On behalf of the Board of Directors
For
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


 
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