Silverline Technologies Limited Unlisted Shares

Annual Report Summary

Silverline Technologies Limited Annual Report Summary:

Submission of Revised Annual Report: Silverline Technologies Limited submitted a revised annual report for the financial year 2023-2024 to the BSE Limited due to a minor typographical error in the Corporate Information Page and Director's Report. The company already submitted the Annual Report for the Financial Year 2023-2024 and states that there is no change in the Annual Report other than Corporate Information Page and Director's Report. The revised Annual Report is available on the RTA's and Company's website: www.silverlinetechnology.com.

Corporate Information:

• Board of Directors: The board consists of Mr. Srinivasan Pattamadai (Managing Director), Late Mr. Ravi Subramanian (Executive Director until 23/04/2024), Mr. Tathagata Sarkar, Mrs. Nivedita Sen, Mr. Tahir Masalawala (up to 18/08/2024) as Non-Executive & Independent Directors. Additions to the board include Mr. Yakinkumar Bansilal Joshi, Mr. Sodha Mosim Abhubakhar (w.e.f 18/08/2024), Mr. Chinmay Pradhan (w.e.f 27/08/2024) as Additional Non-Executive & Non Independent Directors, Mr. Manoj Sambhaji Sawant (w.e.f 18/08/2024) as Additional Executive Director and Mrs. Aarti Singh (w.e.f 18/08/2024) as Additional Non-Executive & Independent Director.
• Key Managerial Personnel: Mrs. Kshipra Bansal is the Company Secretary & Compliance Officer.
• Statutory Auditors: M/s. JMT & Associates are the Chartered Accountants. M/s Mandar K Patil & Co (w .e. f 27/08/2024) are the Internal Auditors.
• Secretarial Auditors: Mr. Ritesh Sharma, Mr. Abhishek Sanjay Singh (w e f 25/05/2024 to 27/08/2024) and M/s. P.M.Vala & Associates, PCS (w.e.f 27/08/2024).
• Registered Office: The registered office is located at Unit 121, SDF IV, Seepz, Andheri (E), Mumbai, Maharashtra, 400096, with website www.silverlinetechnology.com.
• Listed on Stock Exchange: BSE Limited
• Registrar & Share Transfer Agents: LINK INTIME INDIA PRIVATE LIMITED

Notice of 32nd Annual General Meeting (AGM): The 32nd AGM of Silverline Technologies Limited will be held on Thursday, September 26, 2024, at 03:00 p.m. via Video Conferencing (VC)/ Other Audio-Visual Means (OAVM).

Ordinary Business:

• Receive, consider, and adopt the Audited Standalone Financial Statements for the year ended March 31, 2024, along with the Board of Directors' and Statutory Auditor's reports.
• Appoint a director in place of Mr. Srinivasan Pattamadai, who retires by rotation and is eligible for re-appointment.
• Appointment of Statutory Auditors: Appoint Mr Parth Shah of M/s S. Parth & Co, Chartered Accountants as the Statutory Auditors of the Company for a period of three years starting from Financial year 2024-2025 and they shall hold office from the conclusion of this 32nd Annual General Meeting till the conclusion of the 35th Annual General Meeting to be held in the year 2027.

Special Business:

• Preferential Issue: Offer, issue, and allot up to 9,80,00,000 (Nine Crore Eighty Lakhs Only) Equity Shares of face value of Rupees 10/- each, on a preferential basis (“Preferential Issue”), to the Proposed Allottees as stated herein below, at an issue price of 10/- (Rupees Ten only) per equity share (at price arrived on basis of valuation report), aggregating up to 98,00,00,000/- (Rupees Ninety Eight Crore only), and upon such terms and conditions as may be deemed appropriate by the Board in accordance with the relevant provisions of SEBI ICDR Regulations, or other applicable laws in this regard. The relevant date for determining the floor price of Equity Shares is set as Tuesday, August 27, 2024.The Equity Shares to be allotted shall be locked in for such period as specified in the provisions of Chapter V of the SEBI ICDR Regulations.

Proposed Allottees for Preferential Issue:

• Mr. Vikram Chaudhari: 1,59,90,334 Equity Shares
• Mr. Gokalbhai Chaudhari: 1,59,90,334 Equity Shares
• Mr. Nirav Dineshbhai: 1,59,90,333 Equity Shares
• Mr. Ronakkumar Chaudhari: 1,59,90,333 Equity Shares
• Mr. Jesingbhai Chaudhari: 1,59,90,333 Equity Shares
• Ms. Lilaben Desai: 1,59,90,333 Equity Shares
• Mr. Milind Patil: 10,58,000 Equity Shares
• Ms. Neeta Mehta: 10,00,000 Equity Shares
• The Equity Shares to be allotted shall be fully paid up and rank pari passu with the existing Equity Shares of the Company in all respects (including with respect to dividend and voting powers) from the date of allotment thereof.

Appointment of Directors:

• To consider an appointment of Mr. Yakinkumar Bansilal Joshi (DIN: 10745009), Mr. Sodha Mosim Abhubakhar (DIN: 10732712), Mr. Chinmay Pradhan (DIN: 10753724), Mrs. Aarti Singh (DIN: 10288981) as a Non-Executive, Non-Independent Director. And Mr. Manoj Sambhaji Sawant (DIN: 00384603) as an Executive, Non-Independent Director.

Other Resolutions:

• Approve the continuation of Mr Srinivasan Pattamadai (DIN: 06938100) as a Chairman, Managing Director of the Company.
• Approve for increase in overall borrowing limits of the company as per Section 180 (1) (c) of the companies act, 2013. The total amount so borrowed (apart from the temporary loans obtained from the Company's bankers in the ordinary course of business) shall not exceed at any point in time a sum equivalent to 500 crore/- (Rupees Five Hundred Crore Only) by way of fund based facilities and 500 Crores (Five Hundred Crores Only) by way of non-fund-based facilities over and above the aggregate, of the paid-up share capital and free reserves of the Company."
• Approval for making investment or acquisition as per Section 186 of the companies act, 2013.

Closure of Register of Members and Cut-off Date:

• The Register of Members will remain closed from Thursday, 19th September, 2024 to Thursday, 26th August, 2024 (both days inclusive). The cut-off date is Thursday, 19th August, 2024.

E-Voting and Virtual Meeting Instructions:

• The AGM will be conducted through VC/OAVM due to the COVID-19 pandemic. Remote e-voting is available to members. Facility for participation at the AGM through VC/OAVM will be made available to atleast 1000 members on first come first served basis.
• Members holding shares either in physical or dematerialized mode, as on cut-off date, i.e. September 19, 2024, may cast their votes electronically. The e-voting period commences on Monday, September 23, 2024 (9:00 a.m. IST) and ends on Wednesday, September 25, 2024 (5:00 p.m. IST).

Scrutinizer:

• M/s. P.M.Vala & Associates, Practicing Company Secretary, has been appointed as the Scrutinizer for e-voting.

Instructions for E-voting and Joining Virtual Meetings:

Explanatory Statements:

• Re-Appointment of Mr. Srinivasan Pattamadai: Details of his profile, terms of re-appointment, board meeting attendance, relationships with other directors, and shareholding in the company are provided.
• Appointment of Statutory Auditors: M/s S. Parth & Co is proposed as the new Statutory Auditors.
• Preferential Issue of Equity Shares to Non-Promoters: Rationale, number of shares, pricing, and other details related to the proposed preferential issue are provided.
• Appointment of Additional Directors: Justification for appointing Mr. Yakinkumar Bansilal Joshi, Mr. Sodha Mosim Abhubakhar, and Mr. Chinmay Pradhan as Non-Executive, Non-Independent Directors; and Mrs. Aarti Singh as a Non- Executive, Independent Director; along with their qualifications and expertise. The terms and conditions of their appointment shall be open for inspection by the Members, without any fee at the Registered Office of the Company during normal business hours on any working day up to the date of the AGM.
• Appointment of Executive Director: Details of appointment of Mr. Manoj Sambhaji Sawant as an Executive Director, for a period of 5 (five) years. Broad particulars of the terms of appointment of and remuneration payable to Mr. Manoj Sambhaji Sawant.

Directors' Report:

• Summarized Financial Results: The Companies growth considering the past few years' performance has declined. The Company is striving hard for increasing profits from year to year. The total revenue from the operations for the year ended March 31, 2024 amounted to 1.72 Crores and the profit of 1.89 lakhs for year ended March'2024.
• Trading approval was received from BSE Limited on 16th August, 2024 vide letter dated 08th August, 2024.
• The company does not have any Subsidiary as on 31st March, 2024.
• The Board of Directors has deemed it prudent not to recommend any final dividend on equity shares for the year ended 31st March, 2024.
• The Board of Directors has not recommended transfer of any amount to the General Reserve for the Financial Year ended March 31, 2024.
• The Paid up Equity Share Capital of the Company as on March 31, 2024 was 5,99,85,488 divided into 59,98,54,880 Equity shares having face value of 10 each.
• The Company constantly takes effective steps to attain energy conservation.
• The Company does not employ any foreign technology which needs absorption or adaptation.
• The Company has Zero Tolerance towards sexual harassment at the workplace and has adopted a Policy for Prevention of Sexual Harassment in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 (“POSH Act"). During the year the Company received NIL complaints.

Statutory Auditors and Auditors' Report:

• Based on the recommendation of the Audit Committee, the Board of Directors has proposed the appointment of Mr Parth Shah of M/s S. Parth & Co, as the Statutory Auditors of the Company, for the term of three years from the conclusion of this AGM till the conclusion of the Thirty Fifth AGM of the Company to be held in the year 2027.
• Auditors' Report given by M/s. JMT Associates for FY 2023-2024 is Qualified . The following are the qualifications given by the Statutory Auditor: Sufficient and appropriate audit evidences with respect to the addition of `10.05 Crores to ‘Supply Chain Services' assets under Intelligible Fixed Assets of the Company have not been made available and Confirmations of Sundry Debtors, Loans & Advances given and Sundry Creditors (including squired-up accounts during the year) have not made available to us and Cancellation of Company's registration under Goods & Service Tax Act, 2017 has not been restored back and the possible liabilities of GST on Company's turnover is not determined and is not provided in the Books of Account. The Company operates low staffs who deals with variety of tasks. Most of the accounting work is outsourced and given these limitations we were unable to provide the required information in time to the Auditors.

Key Managerial Personnel:

• Mrs Kshipra Bansal - Company Secretary

Director's Responsibility Statement:

Board Meetings:

• During the Financial Year ended 31st March 2024, five Board Meetings were held on the following dates: 28th May, 2023,14th July, 2023, 09th November, 2023, 05th February, 2024 and 25th March, 2024.

Code of Conduct: The Directors and Senior Management Personnel have affirmed compliance with the Code of Conduct applicable to them, for the financial year ended 31 March, 2024.

Particulars of Employees: Information pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, in respect of the employees of the Company are annexed to this report as 'Annexure I'.

The details of Non-compliances: We regret to inform you that there was a delay in reporting the closure of the trading window for the all the quarter ended and We wish to bring to your attention that there was a delay in submitting the Certificate required under Regulation 74(5) of the SEBI, There is no registration of Independent Director of Mr. Tahir Masalawala on the portal of MCA for Independent Directors, Company secretary in Employment and Compliance officer Mrs. Akshita Agarwal tendered resignation and We regret to inform you that the Company did not file its quarterly financial results as required under SEBI for any of the quarters during the financial year 2023-2024, and The Company did not submit the required Annual Disclosure under the SEBI, and The Company did not maintain the minute's book of board & committee meetings, and There was a delay in the filing the outcome to the Stock Exchange of the all Board Meeting held during the financial year 2023-2024 and failed to make proper and timely dissemination of important financial results to the Investors as well as Exchange and the Company has failed to appoint whole time company secretary and The Company has not appointed the Chief Financial Officer as required and The Annual Filing of the Company for previous 3 years has not been done with ROC and The Company did not filed the form INC-22A . As per Regulation 27(2)(a) of SEBI there is some discrepancy/ies in all the Corporate Governance reports filed to the Stock Exchange during the period under review and The Company is SDD Non-Compliant for all the quarter during the financial year 2023-2024 and We have not find any meeting of the Independent director held during the financial year 2023-2024 and their minutes, notices and agenda and The Company has not taken prior approval for AGM extension from the Registrar of Companies (ROC) and The Company has not made any compounding application with the ROC / RD, as required during the year ended 31.03.2024

Secretarial Audit Report: During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. except: We regret to inform you that there was a delay in reporting the closure of the trading window. The trading window closure was inadvertently not reported within the stipulated timeframe. Also there are the same above details of non-compliances mentioned.

Board's Report Annexures: A report by the management.

Management Discussion and Analysis Report:

• The global sourcing market in India continues to grow at a higher pace compared to the ITBPM industry. India's IT exports stood at US$ 199 billion in FY24.
• Direct employment in the IT services and BPO/ITES segment was estimated to reach 5.4 million in FY23 with an addition of 290,000 people.
• The Indian IT industry's revenue touched US$ 227 billion in FY22, a 15.5% YoY growth and the IT spending in India is estimated to record a double-digit growth of 11.1 % in 2024, totalling US$ 138.6 billion.
• However, the Companies growth considering the past few years' performance has declined. The Company is striving hard for increasing profits from year to year. The total revenue from the operations for the year ended March 31, 2023 amounted to 3.55 Crores as against profit of 4.21 incurred in in a previous financial year for year ended March'2022.

Silverline Technological Limited Financials (In Lakhs):

• Revenue from operations for 2023-2024 was 1,72,21,000 compared to 3,55,98,000 in 2022-2023.
• Net profit for the period in 2023-2024 was 1,14,795 compared to 31,82,880 in 2022-2023.
• Total Assets: 667,935,704 in 2023-2024 compared to 542,705,908 in 2022-2023.
• Total Liabilities: 379,662,310 in 2023-2024 compared to 273,784,310 in 2022-2023.