Market
BSE Prices delayed by 5 minutes... << Prices as on Apr 26, 2024 >>  ABB India  6409.05 [ -0.41% ] ACC  2524.4 [ -2.14% ] Ambuja Cements  632.05 [ -0.99% ] Asian Paints Ltd.  2844.6 [ -0.59% ] Axis Bank Ltd.  1130.05 [ 0.24% ] Bajaj Auto  8965.5 [ 2.60% ] Bank of Baroda  268.15 [ -0.20% ] Bharti Airtel  1325.5 [ -0.78% ] Bharat Heavy Ele  278.8 [ 2.65% ] Bharat Petroleum  609.4 [ 0.94% ] Britannia Ind.  4797.55 [ -1.06% ] Cipla  1409.4 [ 0.28% ] Coal India  455.55 [ 0.62% ] Colgate Palm.  2855.25 [ 1.99% ] Dabur India  509 [ 0.44% ] DLF Ltd.  907.7 [ 1.47% ] Dr. Reddy's Labs  6253.25 [ 0.58% ] GAIL (India)  208.05 [ 0.00% ] Grasim Inds.  2345.4 [ -1.02% ] HCL Technologies  1472.3 [ -2.08% ] HDFC  2729.95 [ -0.62% ] HDFC Bank  1509.75 [ -0.06% ] Hero MotoCorp  4491.85 [ -0.01% ] Hindustan Unilever L  2221.5 [ -0.43% ] Hindalco Indus.  649.55 [ 0.47% ] ICICI Bank  1107.15 [ -0.53% ] IDFC L  127.25 [ 2.33% ] Indian Hotels Co  568.35 [ -1.54% ] IndusInd Bank  1445.85 [ -3.36% ] Infosys L  1430.15 [ -0.57% ] ITC Ltd.  439.95 [ 0.56% ] Jindal St & Pwr  931.95 [ -1.15% ] Kotak Mahindra Bank  1608.4 [ -2.11% ] L&T  3602.3 [ -1.32% ] Lupin Ltd.  1615.85 [ 1.31% ] Mahi. & Mahi  2044.25 [ -2.45% ] Maruti Suzuki India  12687.05 [ -1.70% ] MTNL  37.56 [ 0.29% ] Nestle India  2483.8 [ -3.08% ] NIIT Ltd.  107.9 [ 0.23% ] NMDC Ltd.  257.8 [ 2.18% ] NTPC  355.75 [ -0.71% ] ONGC  282.85 [ 0.28% ] Punj. NationlBak  136.45 [ 0.44% ] Power Grid Corpo  292.1 [ -0.34% ] Reliance Inds.  2903 [ -0.53% ] SBI  801.4 [ -1.38% ] Vedanta  396.65 [ 4.16% ] Shipping Corpn.  232.4 [ -0.15% ] Sun Pharma.  1504.25 [ -1.07% ] Tata Chemicals  1122.45 [ 0.92% ] Tata Consumer Produc  1102.9 [ -0.28% ] Tata Motors Ltd.  999.35 [ -0.14% ] Tata Steel  165.85 [ -1.04% ] Tata Power Co.  436.75 [ 1.22% ] Tata Consultancy  3812.85 [ -1.01% ] Tech Mahindra  1277.45 [ 7.34% ] UltraTech Cement  9700.2 [ 0.17% ] United Spirits  1199.7 [ 0.51% ] Wipro  464.65 [ 0.79% ] Zee Entertainment En  145.95 [ 2.24% ] 
Network People Services Technologies Ltd. Directors Report
Search Company 
You can view full text of the latest Director's Report for the company.
Market Cap. (Rs.) 2992.23 Cr. P/BV 77.13 Book Value (Rs.) 20.01
52 Week High/Low (Rs.) 1582/193 FV/ML 10/300 P/E(X) 112.00
Bookclosure 02/02/2024 EPS (Rs.) 13.78 Div Yield (%) 0.00
Year End :2023-03 

Dear Shareholders,

The Board of Directors takes immense pleasure, presenting the 10thAnnual Report on the performance
of the company together with Audited Financial Statements of Accounts and the Auditors Report of your
Company for the Financial Year ended on 31stMarch2023.

FINANCIAL HIGHLIGHTS:

The Company's financial performance for the year ended 31stMarch 2023 is summarized below:

Particulars

Standalone

Consolidated

31.03.2023

31.03.2022

j31.03.2023

31.03.2022

Sales/Income from Business operations (Gross)

4078.69

1916.18

4084.24

1923.62

Other Income

33.88

32.60

33.88

32.62

Profit/loss before Depreciation, Finance Costs,
Exceptional items and Tax Expense

1237.53

381.07

1237.98

381.91

Less: Depreciation/ Amortisation/ Impairment

362.96

178.38

362.96

178.38

Profit /loss before Finance Costs, Exceptional items
and Tax Expense

874.57

202.69

875.02

203.53

Less: Finance Costs

1.04

5.44

1.04

5.45

Profit /loss before Exceptional items and Tax Expense

873.53

197.25

873.98

198.08

Add/(less): Exceptional items

-

-

-

-

Profit /loss before Tax Expense

873.53

197.25

873.98

198.08

Less: Tax Expense (Current & Deferred)

221.44

48.25

221.55

48.48

Profit /loss for the year (1)

652.09

149.00

652.43

149.60

Total Comprehensive Income/loss (2)

-

-

-

-

Total (1 2)

652.09

149.00

652.43

149.60

Balance of profit /loss for earlier years

367.12

218.12

372.60

223.00

Less: Transfer to Debenture Redemption Reserve

-

-

-

-

Less: Transfer to Reserves

652.08

149.00

652.43

149.60

Less: Dividend paid on Equity Shares

-

-

-

-

Less: Dividend paid on Preference Shares

-

-

-

-

Less: Dividend Distribution Tax

-

-

-

-

Balance carried forward

1019.20

367.12

1025.04

372.60

Earnings per share (Basic)

10.09

2.55

10.10

2.56

Earnings per share (Diluted)

10.09

2.55

10.10

2.56


STATE OF COMPANY'S AFFAIRS
Business Operations

NPSTis a Fintech Company focusing on Digital
Payment Solutions like UPI, IMPS, Mobile Banking
& Wallets to Banks and Payment Companies. The
Company operate as "NPCI Approved Merchant
PSP" digitizing Merchant acquiring space under
the brand name of "TimePay".

Currently the company is providing its services
under two verticals i.e., Technology Service
Provider (TSP) and Third-Party Payment
Application provider (TPAP). We are also in the
business of providing smart transaction and
merchant management solution for micro, small
and medium enterprise. Our Company is certified
with ISO 9001:2015 for delivering Quality
products, ISO 27001:2013 ensuring information
security and CMMI Level 3 for software & mobile
solutions platform process improvement.

Financial Performance

Our Company has generated revenue from its
operations amounting to Rs.4078.69/- Lakhs in FY
2022-23as compared to Rs. 1916.18/- in FY 2021¬
22. The total revenue year on year percentage has
increased by 112.85%.

The net profits of the Company have also
increased to Rs. 652.09/- from Rs. 149.00/- which
has given year on year yield 337. 64%. Further the
Directors are desirous of even better
opportunities and favorable growth prospects in
coming future.

TRANSFER TO RESERVES

The Board of Directors of the company has not
transferred any amount to its General Reserve
during the Financial Year 2022-23.

DIVIDEND

No Dividend has been declared by the company
for the year ended March 31, 2023 with a
futuristic approach to retain the earnings in the
business for expansion from internal accrual for
the growth of the company and strengthen the
company's position in the market.

CHANGE IN THE NATURE OF
BUSINESS

During the year under review, there was no change
in the nature of business of the company.

COST AUDIT

The provision of section 148 of The Companies Act,
2013 read with The Companies (Cost Records and
Audit) Rules, 2014 and Rule 14 of The Companies
(Audit and Auditor) Rules, 2014 are not applicable to
the Company.

SHARE CAPITAL AND OTHER
CHANGES

During the Financial Year 2022-23, the capital
structure of the company is:

1. Authorized Share Capital

The Authorised Share Capital of the company is
Rs. 75,000,000/-(Rupees Seven Crores Fifty
Lakhs Only) divided into 7,500,000 (Seventy-Five
Lakhs) Equity Shares of Rs. 10/- each.

2. Paid-up Share Capital

The Paid-up Share Capital of the company is Rs.
64,620,000/-(Rupees Six Crores Forty-Six Lakhs
Twenty Thousand Only) divided into 6,462,000
(Sixty-Four Lakhs Sixty-Two Thousand Only)
Equity Shares of Rs. 10/- each.

3. Preferential Issue

During the year, the Company has not increased
its issued and paid-up Equity Share Capital by
making any preferential issue of shares.

4. Right Issue

During the year, the company has not increased
its issued and paid-up Equity Share Capital by
making any right issue of shares.

5. Bonus Issue

During the Financial Year no shares were issued
to existing shareholders as Bonus Shares under
any Bonus Issue.

6. Issue of Equity Shares with Differential Rights

Company does not have Equity Shares with
differential rights and have not issued any
shares with differential rights during the
financial year 2022-23.

7. Issue of Sweat Equity Shares

During the Financial Year no shares were
issued as Sweat Equity Shares under any
Scheme.

8. Issue of Employee Stock Options

During the current reporting period, the
Company introduced Khushiyowala ESOP -
"NPST ESOP 2023" scheme with an intent to
reward the Employees for association,
dedication, and contribution to the goals of the
Company. The Company progresses towards
transition from an only owner/management
group to an employee-owned management
team all together.NPST puts a foot forward
rewarding its employees via announcing NPST
ESOP 2023Scheme, which got approved at the
meeting of shareholders at the EGM held on
27thMarch 2023.

The Nomination and Remuneration Committee
of the Board of Directors (NRC) of the Company,
inter alia administers and monitors the NPST
ESOP 2023 of the Company in accordance with
applicable SEBI regulations.

The disclosure relating to the Scheme and
other relevant details are posted in investor
desk>notices & announcement section on the
Company's website or link:
https://www.npstx.com/investor-desk/notices-
announcement/
.

No stock options were granted or vested during
the year under report.The disclosure as
required under Regulation 14 read of the SEBI
(Share Based Employee Benefits and Sweat
Equity) Regulations, 2021 is annexed to this
report as
Annexure-I.

9. Provision of money by company for
purchase of its own shares by employees or
by trustees for the benefit of employees

There was no provision made of the money by
the company for purchase of its own shares by
employees or by trustees for the benefit of
employees.

10. Splitting/Sub Division of shares

No splitting/ sub division of shares was done
during the financial year 2022-23.

11. Further Issue of Shares Through Initial
Public Offer and Listing of Shares

No further issue of shares has taken place in
the current reporting period.

CHANGE IN THE NAME OF THE
COMPANY

During the financial year, there has been no
change in the name of the Company.

TRANSFER OF AMOUNTS TO
INVESTOR EDUCATION AND
PROTECTION FUND

There were no funds which were required to be
transferred to Investor Education and Protection
fund (IEPF).

DEPOSITS

Company has complied with section 73 of The
Companies Act, 2013 read with the Companies
(Acceptance of Deposits) Rules, 2014 and there is
no outstanding deposit due for re-payment.
Hence the requirement of furnishing the details of
the deposits which are not in compliance with
chapter V of the Act is not applicable.

SUBSIDIARIES, JOINT VENTURES
AND ASSOCIATES

Company does not have any Associate Company/
Joint Venture, however, has one Subsidiary
namely
"SSK Citizen Services Private Limited" in

which our company holds 99.80% as on
31/03/2023.

SSK Citizen Services Private Limited
("SSK")

? Corporate Information

SSK Citizen Services Private Limited was
incorporated as a Private Limited Company
under the provisions of The Companies Act,
2013 vide Certificate of Incorporation dated
April 20, 2015 bearing Corporate Identification
Number U72300MH2015PTC263632 issued by
Registrar of Companies, Mumbai

? Registered Office

The Registered Office is situated at Off No.
427/428/429, A - Wing, NSIL, Lodha Supremus
II,Road No. 22 Wagle I.E. Thane - 400604,
Maharashtra, India.

? Main Objects of SSK

? To Undertake and carry on, whether in India
or elsewhere, the business of, in or relating
to and to offer or render consultancy,
Software development and technology
services, Mobile service and developments,
technology based infrastructure and other
services like Business process outsourcing
across sectors and channels in or relating to
the area of eGov, Power, Education, Financial
Inclusion, Remittance, BFSI, Health,
Financial, Government, Solar, Fast Moving
Consumer goods (FMCG) Business, and
Power (energy) along with distribution,
information technology including computer
hardware, systems integration, software
and solutions, such as but without prejudice
to the generality of the foregoing, telecom,
datacom, system integration and
networking, electronic media, ERP, e
commerce, electronic communication and
trading internet, intranet, client server
technology, and web or internet related
techniques, solutions or products, and to
distribute and publish electronic
information, product and services in all their
branches and of any kind, nature and
description, and further to establish, run
and/ or manage, whether in India or abroad,
data processing, data mining, data storage,
data extraction and transcription centers.

? To provide sales, service, trading &
distribution of all services and products and
appointment of retails franchisee &
distributors for delivery of all types of
services & products.

? To carry on the business of soliciting or
procuring insurance business as a corporate
agent or Sub agent for general and life
insurance companies and to receive
commission or remuneration from the
insurance business so procured.

? To provide training, skilling, content
development & creation, program
management, knowledge solutions, survey,
study & analytics, event management,
research, recruitment and HR related
services, providing and taking personnel/
consultants/ human resources to/from
other organizations, Institution etc.

? To issue, implement, undertake, assist,
facilitate, offer, distribute or otherwise
promote, undertake any value added services
schemes and projects including but not
limited to issue a mobile or any pre - paid cash
wallet, prepaid card and or cash card to
consumers, retailer & distributors and setting
up a payment and settlement systems,
support a bank in issuing "card present", credit
and debit cards on phone, or direct debit
facility on mobile phone, to provide
informational and transactional facilities and
solutions to consumers, retailers &
distributors for making payment for all goods
and services, carry on any services and sales in
India or abroad.

? Capital Structure and Shareholding
Pattern of SSK

The authorized share capital of SSK is Rs.
500,000/-divided into 50,000 equity shares of
Rs. 10/- each. It's issued, subscribed and the
paid - up equity share capital is Rs. 1,00,000/-
divided into 10,000 equity shares of Rs. 10/-
each. The shareholding pattern of SSK as on
31/03/2023 is as mentioned below:

S.No. Name of
Shareholder

No. of Equity
Shares

%

1. Network People Services

Technologies Limited

9,980

99.80%

2. Ashish Aggarwal

10

0.10%

3. Deepak Chand Thakur

10

0.10%

Grand Total

10,000

100.00%

? Board of Directors of SSK

Boards of Directors of SSK as on 31/03/2023:

? Deepak Chand Thakur

? Ashish Aggarwal

PERFORMANCE AND FINANCIAL
POSITION OF EACH OF THE
SUBSIDIARIES, JOINT VENTURES
AND ASSOCIATE COMPANIES

The statement containing the salient features of
the financial statement of the Company's
Subsidiary namely
SSK Citizen Services Private
Limited ("SSK")
is mentioned in AOC-1 annexed
to this report as
Annexure-II.

REGISTRAR & SHARE TRANSFER AGENTS

The Company has appointed M/sLink Intime India Private Limited as its Registrar & Share Transfer Agent.

CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES

Allcontracts/arrangements/transactions that were entered into by the Company during the Financial Year
were in Ordinary Course of the Business and on Arm's Length basis. Accordingly, the disclosure of Related
Party Transactions as required under Section 134(3) (h) of The Companies Act, 2013 is disclosed in Form
AOC-2 in
Annexure-III is annexed to this report.

There have been no materially significant related party transactions between the Company and the Directors,
the management, the subsidiaries or the relatives except for those disclosed in the financial statements.
Accordingly, particulars of contracts or arrangements with related parties referred to in Section 188(1) along
with the justification for entering into such contract or arrangement is disclosed in the financials.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

Following are the changes in directors and KMP of our Company during the F.Y. 2022-23:

DIN/PAN

Name

Date of event

Nature of event

Reason

ATM PA6786C
FMRPS3181 N

Shreya Agarwal
Manali Rushang Ved

14/11/2022

14/11/2022

Resignation

Appointment

Personal reason

Appointed as CS & Compliance Officer (KMP)

Mr. Apurva Chamaria (DIN: 07408982) was appointed as Additional Director under Non-Executive category
on the board of the company w.e.f. June 2, 2023. His tenure will expire at the ensuing Annual General
Meeting. The board of directors has recommended his appointment as Director of the company to the
members in the ensuing AGM.

Further, Mrs. Renu Shyam Sunder Vashist, Non-Executive Director (DIN: 08845912) have tendered her
resignation w.e.f. 23.08.2023 & Mr. Rajiv Kuma Aggarwal, Independent Director (DIN: 01784236) have
tendered his resignation w.e.f. 24.08.2023

V Composition Of Board of Directors:

During the F.Y. 2022-23, our Company comprises of Six (6) directors on our Board including Two (2)
Executive Directors and Four (4) Non-Executive Directors out of which Two (2) are Independent
Directors. Our Board also has One (1) Women director.

The Board structure of the Company comprises of following Directors and KMP as on 31/03/2023.

DIN/PAN

Name

Designation

06713945

Deepak Chand Thakur

Chairman & Managing Director

06986812

Ashish Aggarwal

Joint Managing Director

08845912

Renu Shyam Sunder Vashist

Non-Executive Director

02695010

Gaurav Chowdhry

Nominee Director

01784236

Rajiv Kumar Aggarwal

Independent Director

00288274

Abhishek Mishra

Independent Director

ADXPN1812F

Inder Kumar Naugi

CFO (KMP)

FMRPS3181 N

Manali Rushang Ved

CS & Compliance Officer (KMP)

None of the Directors on the Board of the Company as stated above for the Financial Year ended
31stMarch, 2023 have been debarred or disqualified from being appointed or continuing as Directors of
companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs or any such
other Statutory Authority. The certificate for non-disqualification is attached as
Annexure-IV

V Directors Liable To Retire By Rotation And Be Eligible To Get Re-Appointed

Pursuant to the provisions of section 152(6) and other applicable provisions of the Companies Act, 2013,
Mr. Gaurav Chowdhry (DIN: 02695010), got appointed as Nominee Director (Non-ExecutiveCategory) on
the board w.e.f27thApril, 2021, is liable to get retire by rotation at the ensuing 10thAGM, and being eligible to
get re-appointed as Director of the company in the ensuing AGM of the company. Accordingly, requisite
resolution shall form part of the Notice convening the AGM.

V Independent Directors

Mr. Rajiv Kumar Aggarwal and Mr. Abhishek Mishra were appointed as Independent Non-executive
Directors on Board for a term of 5 (five) consecutive years, in the Extra-Ordinary General meeting held on
20/10/2020.

V Managing Director, CFO and CS

Mr. Deepak Chand Thakur was appointed as Managing Director and Mr. Ashish Aggarwal was appointed as
Joint Managing Director of the Company with effect from 20/10/2020 for a term of five years and has been
handling the management of the company utmost efficiency.

Mr. Inder Kumar Naugaiwas appointed as the Chief Financial Officer (CFO) of the company w.e.f26/08/2020
as per the provisions of The Companies Act 2013.He handles finance and accounts of the company.

Mrs. Shreya Agarwal, M.No.A59432has resigned from the post of Company Secretary cum Compliance
Officer of the company w.e.f. 14/11/2022.

Mrs. Manali Rushang Ved, M.No: A62091 has been appointed as Company Secretary cum Compliance
Officer of the company with effect from 14/11/2022.

DECLARATION BY INDEPENDENT DIRECTORS

All the Independent Directors have confirmed to the Board that they meet the criteria of independence as
specified under Section149(6) of the Act and that they qualify to be independent directors pursuant to the Rule 5
of the Companies (Appointment and Qualification of Directors) Rules, 2014.

The confirmations were placed before and noted by the Board.

MEETINGS OF THE BOARD OF DIRECTORS

The Board meets at regular intervals to discuss and take a view on the Company's policies and strategy apart
from other Board matters. The notice for the board meetings is given well in advance to all the Directors.

During the year, the Board meetings were held on the following dates as mentioned in the table:

Sr. No.

Date of Meeting

Board Strength

No. of

Directors Present

1

21/05/2022

6

5

2

30/05/2022

6

5

3

15/07/2022

6

5

4

29/08/2022

6

5

5

13/09/2022

6

5

6

07/10/2022

6

5

7

14/11/2022

6

5

8

15/11/2022

6

5

9

09/01/2023

6

5

10

06/02/2023

6

6

11

14/02/2023

6

5

12

22/02/2023

6

5

13

28/03/2023

6

5

MEETINGS OF INDEPENDENT DIRECTORS

In Compliance with the Companies Act, 2013 and Secretarial Standardsissued by Council of ICSI, the
Independent Directors of the Company are required to hold at least one meeting in a calendar year without
the attendance of Non-Independent Directors and Members of Management. Such meeting of
Independent Directors of the Company was held on 11/11/2022.

Independent Directors Meeting considered the performance of Non-Independent Directors and Board as
whole, reviewed the performance of Chairman of the Company, taking into account the views of Executive
Directors and Non-Executive Directors and assessed the quality, quantity and timeliness of flow of
information between the Company Management and the Board.

Whenever any new Independent Director is appointed, he/she is made familiar to the business and its
operations and also about his/her role and duties through presentations/programmes by Chairman,
Managing Director and Senior Management.

All Independent Directors were present at the meetings of Independent Directors held on 11/11/2022.

Name of the Member

Position

Status

Mr.Abhishek Mishra

Chairman

Non-Executive Independent Director

Mr. Rajiv Kumar Agarwal

Member

Non-Executive Independent Director

DIRECTORS APPOINTMENT, REMUNERATION AND ANNUAL EVALUATION

The Company has devised a Policy for Directors; appointment and remuneration including criteria for
determining qualifications, performance evaluation and other matters of Independent Directors, Board,
Committees and other individual Directors which include criteria for performance evaluation of both non¬
executive directors and executive directors.

The Company's Nomination & Remuneration policy which includes the Director's appointment &
remuneration and criteria for determining qualifications, positive attributes, independence of the Director
& other matters is attached as
Annexure-V to this Report and the same is also available on the website of
the Company at the link
https://www.npstx.com/investor-desk/policies/

COMMITTEES OF THE BOARD

The Board of Directors has constituted three Committees, viz.;

? Audit Committee

? Nomination and Remuneration Committee

? Stakeholders' Relationship Committee

Details of all the Committees along with their composition, terms of reference and meetings held during the
year are provided in
Annexure-VI.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 134(3)(C) of The Companies Act, 2013, with respect to Directors'
Responsibility Statement, your Directors confirm that:

a) In the preparation of the annual accounts for the year ended March 31,2023, the applicable accounting
standards had been followed along with proper explanation relating to material departures and there
are no material departures from the same;

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 as at March 31,2023 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 the 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 were adequate and operating effectively.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis on matters related to the business performance is given as a
separate section in the Board Report as
Annexure-VII.

AUDITORS OF THE COMPANY

? Statutory Auditors

M/s Keyur Shah & Co.,Chartered Accountants, Ahmedabad (Firm Registration No.:141173W),were

appointed as Statutory Auditor of the Company, in the 7th (Seventh) Annual General Meeting held on
24/12/2020 to hold office for a term of five years till the conclusion of 12th (Twelfth) Annual General
Meeting to be held in the year 2025.They have confirmed their eligibility to the effect that their re¬
appointment, if made, would be within the prescribed limits under the Act and that they are not
disqualified for re-appointment.

As required under the provisions of Section 139 of The Companies Act, 2013, the company has obtained
a written consent and certificate from the abovementioned Auditors to the effect that they confirm with
the limits specified in the said Section and they had also given their eligibility certificate stating that they
are not disqualified for appointment within the meaning of Section 141 of The Companies Act, 2013.

Therefore, being eligible, the Board of Directors has appointed M/s Keyur Shah & Co. as Statutory
Auditors.

Further, in accordance with the Companies Amendment Act, 2017, enforced on 7thMay, 2018 by
Ministry of Corporate Affairs, the appointment of Statutory Auditors is not required to be ratified at
every AGM.

? Secretarial Auditor

Pursuant to provision of Section 204 of The Companies Act, 2013 and The Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re¬
enactments) thereof, for the time being in force), the Board of Directors had appointed
Mrs. Kala
Agarwal, Company Secretary in Practice, Mumbai (Mem. No.: 5976)
as a Secretarial Auditor to
conduct Secretarial Audit for the financial year 2022-23 in the meeting of the board of directors held on
August 29, 2022.

The Secretarial Audit Report for the financial year ended March 31,2023 is annexed to this Reportas
Annexure-VIII.

? Internal Auditor

Pursuant to the provisions of Section 138 of The Companies Act, 2013 & the rules made there under
(including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the
board of directors in their meeting held on 23/04/2021 had appointed
M/s RVA & Associates LLP,
Chartered Accountant, Mumbai
(M.No.:115003W), as Internal Auditors to conduct Internal Audit for
the financial year 2021-22 and 2022-23.

CORPORATE SOCIAL RESPONSIBILITY

EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR
ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND THE
PRACTICING COMPANY SECRETARY IN THEIR REPORTS

There were no qualifications, reservations, adverse remarks or disclaimers made by Statutory Auditors of
the Company in their Audit Report.

However, the following are the explanation in response to the adverse remark made by the Practicing
Company Secretary in the Secretarial audit report:

The Board of Directors of the company confirms that the provisions of Section 135(1) of The Company Act,
2013 is not applicable to the company for the Financial Year 2022-23.

RISK MANAGEMENT POLICY

The company operates in conditions where economic; environment and social risk are inherent to its
businesses. In managing risk, it is the Company's practice to take advantage of potential opportunities while
managing potential adverse effects. As per the requirement of Section 134(3)(n) of The Companies Act, 2013
read with the rules made there under, if any, Board has framed a very comprehensive Risk Management
Policy to oversee the mitigation plan including identification of element of risk, for the risk faced by the
Company, which in the opinion of the Board may threaten the existence of the Company. The objective of
the policy is to make an effective risk management system to ensure the long-term viability of the
Company's business operations.

Further, during the current reporting period, the board does not identify any elements of risk of such
magnitude which may threaten the existence of the company.

Although the Company has adopted the policy regarding the assessment of the risk and its updates are
provided to the senior management of the Company the process for the mitigation of the risk is defined
under the risk management policy of the company which are available for the access on our website
https://www.npstx.com/investor-desk/policies/

INTERNAL FINANCIAL CONTROLS

The Company has identified and documented all key internal financial controls, which impact the financial
statements. The financial controls are tested for operating effectiveness through ongoing monitoring and
review process of the management. In our view the Internal Financial Controls, affecting the financial
statements are adequate and are operating effectively.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL
POSITION OF THE COMPANY

The Company introduced Khushiyowala ESOP - "NPST ESOP 2023" scheme as approved by the members of
the company at the extra ordinary general meeting held on March 27, 2023 with an intent to reward the
Employees for association, dedication, and contribution to the goals of the Company.

The Nomination and Remuneration Committee of the Board of Directors (NRC) of the Company, inter alia
administers and monitors the NPST ESOP 2023 of the Company in accordance with applicable SEBI
regulations.

Further the Committee has approved the grant of 55900 (Fifty Five Thousand Nine Hundred) options in the
meeting held on July 6, 2023 and 10000 (Ten Thousand) options in the meeting held on August 23, 2023 at
the exercise price of Rs. 10/- (Rupees ten only) to the eligible employees of the company

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS

During the F.Y. 2022-23, there were no significant and material orders passed by the regulators or courts or
tribunals impacting the going concern status and Company's operations in future.

CORPORATE GOVERNANCE

The Corporate Governance requirements as stipulated under the of SEBI (LODR) Regulations, 2015 is not
applicable to the company but the Company adheres to good corporate practices at all times.

ANNUAL RETURN

Pursuant to Section 134(3)(a) and Section 92(3) of The Companies (Management and Administration) Rules,
2014, the Annual Return in Form MGT-7 for the financial year ended March 31,2023, will be available on the
website of the Company at
https://www.npstx.com/investor-desk/annual-return/ it is filed with the
Registrar of Companies and thereafter the same can be viewed by the members and stakeholders.

PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN
AND SECURITIES PROVIDED

Company has not given any loan, guarantee or provided security in connection with a loan and had not
made any investment under the Section 186 of The Companies Act, 2013 during the F.Y. 2022-23.

PARTICULARS OF EMPLOYEES AND RELATED INFORMATION

Pursuant to the amendments in Section 197 (12) of The Companies Act, 2013 read with Rule 5 of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a detailed statement is
attached as
Annexure-IX.

Apart from that, there are no employees in the company whose particulars are required to be disclosed in
accordance with Rule 5(2) of The Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014 in the report.

DISCLOSURE FOR AMOUNTS RECEIVED FROM DIRECTORS AND RELATIVES
OF DIRECTORS

During the F.Y. 2022-23, the Company has not received/ borrowed any amount from its directors or their
Relatives.

HUMAN RESOURCE DEVELOPMENT

The Company recognizes that its employees are its principal assets and that its continued growth is
dependent uponthe ability to attract and retain quality people. The Company also recognizes the
importance of providing training and development opportunities to its people to enhance their skills and
experiences, which in turn enables the company to achieve its business objectives. The morale of
employees continued to remain high during the year contributing positively to the progress of the
Company. However, aspirations of employees in Company remain to be high. This is a challenge as only
growth can fulfill these aspirations and in today's market scenarios one has to perform extraordinarily to
achieve growth.

The Company has always provided a congenial atmosphere for work to all sections of the society. Your
Company is committed to respect universal human rights. To that end, the Company practices and seeks to
work with business associates who believe and promote these standards. The Company is committed to
provide equal opportunities at all levels, safe and healthy workplaces and protecting human health and
environment. The Company provides opportunities to all its employees to improve their skills and
capabilities. The Company's commitment extends to its neighboring communities to improve their
educational, cultural, economic and social well-being.

Your Company is an equal opportunity employer and does not discriminate on the grounds of race, religion,
nationality, ethnic origin, colour, gender, age, citizenship, sexual orientation, marital status or any disability
not affecting the functional requirements of the position held.

VIGIL MECHANISM & WHISTLE BLOWER

The company has established a Whistle Blower Policy which also incorporates a Vigil Mechanism in terms of
the SEBI (LODR) Regulations, 2015 for directors and employees commensurate to the size and the business
of the company to promote ethical behaviors, actual or suspected fraud or violation of our code of conduct
and ethics. Under the said mechanism, the employees are free to report violations of applicable laws and
regulations and the code of conduct. It also provides for adequate safeguards against the victimization of
persons who use such mechanism.

The Whistle Blower Policy of the Company is also available on the website of the company at the link
https://www.npstx.com/investor-desk/policies/

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN
EXCHANGE EARNINGS AND OUTGO

Pursuant to Section 134(3)(m) of The Companies Act, 2013 read with rule 8(3) of The Companies (Accounts)
Rules, 2014, relevant details of energy conservation, technology absorption and foreign exchange earnings
and outgo are attached as
Annexure-X to this Report.

PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

Our Company is an equal opportunity provider and believes in providing opportunity and key positions to
women professionals. At the same time, it has been an Endeavour of the Company to support women
professionals through a safe, healthy and conducive working environment by creating and implementing
proper policies to tackle issues relating to safe and proper working conditions for them.

The Company has zero tolerance towards sexual harassment of Women at workplace and has adopted a
policy on prevention, prohibition and redressal of sexual harassment of Women at Workplace in line with
the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013 and the rules there under. The policy is also available on the website of the company at the link
https://www.npstx.com/investor-desk/policies/

The Company has complied with the provisions relatingto the constitution of the Internal Complaints
Committee as per the Sexual Harassment of Women at Workplace(Prevention, Prohibition and Redressal)
Act, 2013.

The following is a summary of sexual harassment complaints received and disposed off during the year:

a) Number of complaints pending at the beginning of the year: NIL

b) Number of complaints received during the year: NIL

c) Number of complaints disposed off during the year: NIL

d) Number of cases pending at the end of the year: NIL

CODE OF CONDUCT FOR PROHIBITION OF INSIDER TRADING

The Board of Directors has adopted the Insider Trading Policy in accordance with the requirement of the
Securities & Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015. The Insider Trading
Policy of the Company lays down guidelines and procedures to be followed and disclosures to be made
while dealing with shares of the Company as well as consequences of violation. The Policy has been
formulated to regulate, monitor and ensure reporting of deals by employees and to maintain the highest
ethical standards of dealing in Company's shares.

The Insider Trading Policy of the Company covering the code of practices and procedures for fair
disclosures of unpublished price sensitive information and code of conduct for the prevention of Insider
Trading is available on the website
https://www.npstx.com/investor-desk/policies/

INVESTOR GRIEVANCE REDRESSAL

The Company firmly believe that maintaining transparent and effective communication with our
shareholders is crucial for fostering trust and long-term partnerships. We recognize the significance of
promptly addressing any concerns or grievances raised by our valued investors. Our dedicated Investor
Grievance Redressal Mechanism ensures that every grievance is handled with the utmost care and resolved
in a fair and transparent manner. There were zero complaints registered for the current reporting period.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Company is in compliance with the applicable Secretarial Standards issued by the Institute of Company
Secretaries of India and approved by the Central Government under Section 118(10) of the Companies Act,
2013.

GENERAL

The overview of the industry and important changes in the industry during the last year is mentioned on
page no. [16] of the annual report.

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.

All the material changes, commitments affecting the financial position of your Company between the end of
financial year (March 31, 2023) and the date of report (24.08.2023) has been mentioned in the board report.

CFO CERTIFICATION

The company has obtained Compliance Certificate from Mr. Inder Kumar Naugi, Chief Financial Officer of
the company, pursuant to Regulation 17(8) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, for the financial year 2022-23 attached as
Annexure-XI to this Report.

ACKNOWLEDGEMENT

Your directors would like to express their appreciation for assistance and co-operation received from the
Bankers, Central & State Government, Local Authorities, Clients, Vendors, Advisors, Consultants and
Associates at all levels for their continued guidance and support. Your directors also wish to place on record
their deep sense of appreciation for their commitment, dedication and hard work put in by every member
of the Company.

For and on behalf of the Board of Directors
Network People Services Technologies Limited

Sd/-

Deepak Chand Thakur

Date: 24.08.2023 Chairman and Managing Director

Place: Thane DIN: 06713945


KYC IS ONE TIME EXERCISE WHILE DEALING IN SECURITIES MARKETS - ONCE KYC IS DONE THROUGH A SEBI REGISTERED INTERMEDIARY (BROKER, DP, MUTUAL FUND ETC.), YOU NEED NOT UNDERGO THE SAME PROCESS AGAIN WHEN YOU APPROACH ANOTHER INTERMEDIARY. | PREVENT UNAUTHORISED TRANSACTIONS IN YOUR ACCOUNT --> UPDATE YOUR MOBILE NUMBERS/EMAIL IDS WITH YOUR STOCK BROKER/DEPOSITORY PARTICIPANT. RECEIVE INFORMATION/ALERT OF YOUR TRANSACTIONS DIRECTLY FROM EXCHANGE/NSDL ON YOUR MOBILE/EMAIL AT THE END OF THE DAY .......... ISSUED IN THE INTEREST OF INVESTORS
 
Disclaimer Clause | Privacy | Terms of Use | Rules and regulations | Feedback| IG Redressal Mechanism | Investor Charter | Client Bank Accounts
Right and Obligation, RDD, Guidance Note in Vernacular Language
Attention Investors : "KYC is one time exercise while dealing in securities markets - once KYC is done through a SEBI registered intermediary (broker, DP, Mutual Fund etc.), you need not undergo the same process again when you approach another intermediary."
  "No need to issue cheques by investors while subscribing to IPO. Just write the bank account number and sign in the application form to authorise your bank to make payment in case of allotment. No worries for refund as the money remains in investor's account."
  "Prevent Unauthorized Transactions in your demat account --> Update your Mobile Number with your Depository Participants. Receive alerts on your Registered Mobile for all debit and other important transactions in your demat account directly from NSDL on the same day.Issued in the interest of Investors."
Regd. Office: 76-77, Scindia House, 1st Floor, Janpath, Connaught Place, New Delhi – 110001
NSE CASH , NSE F&O,NSE CDS| BSE CASH ,BSE CDS |DP NSDL | MCX-SX SEBI NO: INZ000155732
KK Comtrade Pvt Ltd. : Member - MCXINDIA (Commodity Segment) , SEBI NO: INZ000034837
Mumbai Office: 52, Jolly Maker Chamber 2, Nariman Point, Mumbai - 400021, Tel: 022-45106700, Toll Free Number: 1800-103-6700

Compliance Officer: Mukesh Rustagi, Company Secretary, Tel: 011-46890000, Email: mukesh_rustagi80@hotmail.com
For grievances please e-mail at: kkslig@hotmail.com

Important Links : NSE | BSE | SEBI | NSDL | Speed-e | CDSL | SCORES | NSDL E-voting | CDSL E-voting
Copyrights @ 2014 © KK Securities Limited. All Right Reserved
Designed, developed and content provided by