Tea Time Unlisted Shares

Annual Report Summary

OK. Here is a comprehensive summary of the Desi Tea Time Limited Annual Report for FY 2023-24, based on the provided PDF.

Registered Details & Key Personnel:

• Registered Office: D.No.8-2-317/D/G/1, Amrutha Enclave, A-Block, Road No.14, Banjara Hills, Hyderabad, Telangana, India, 500034.
• Board of Directors: Bakul Tangella, Suresh Tangella, Bhanojee Rao Pagidoju, Ramesh Kumar Goel, Rukmini Himabindu Bhyrisetti, and Rajasekhar Pemmanaboina.
• Statutory Auditors: Tharangini & Associates, Chartered Accountants (Firm Reg.No: 0151135 - Hyderabad).
• Chief Financial Officer: Srinivasa Rao Gangisetti.
• Company Secretary: Pendyala Laxman.
• Bankers: HDFC Bank (Himayat Nagar Branch) and Axis Bank (Banjara Hills Branch).

Notice of Annual General Meeting (AGM):

• The 7th AGM was held on Tuesday, December 31, 2024, at 9:00 AM at the registered office.
• Ordinary Business: The agenda included receiving and adopting the audited balance sheet as of March 31, 2024, the profit and loss account for the year, and the reports of auditors and directors. It also involved appointing a Wholetime Director in place of Bhanojee Rao Pagidoju and a Director in place of Ms. Ramesh Kumar Goel, both retiring by rotation and offering themselves for reappointment.
• Special Business: The primary special business was the appointment of Mrs. Bakul Tangella (DIN: 07839873) as Managing Director of the Company for a term of 3 years with a remuneration mutually decided by the board, subject to member approval. This resolution was classified as a Special Resolution.

Notes on AGM Attendance and Voting:

• A member entitled to attend and vote can appoint a proxy, who need not be a member. The proxy instrument must be deposited at the registered office at least 48 hours before the meeting.
• Proxies on behalf of Limited Companies, Societies, etc., must be supported by appropriate resolutions/authority.
• Members holding more than 10% of the total share capital and intending to appoint a proxy carrying voting rights cannot have that proxy act for any other person or shareholder.
• Corporate members intending to send authorized representatives must provide a certified copy of the Board Resolution authorizing the representatives.
• Members registered for electronic communication received the AGM notice by email; others received it by post.
• The cut-off date for determining members eligible to attend, receive notice, and vote was December 6th, 2024. Voting rights are proportional to the paid-up equity share capital as of the cut-off date.

Explanatory Statement (Section 102 of the Companies Act, 2013):

• Mrs. Bakul Tangella, a Promoter Director since incorporation (November 6, 2017), was appointed Managing Director by the Board on June 20, 2024, subject to member approval.
• Directors recommend her appointment for 3 years, as per the Companies Act, 2013.
• Apart from the Managing Director, no other person has an interest in the transaction beyond their shareholdings.
• General Information: The company is involved in the franchising and trading business, aiming to establish a chain of Tea Shops, Coffee Shops, and restaurants. Commercial production started in 2017. There were no export performances, foreign exchange collaborations, or foreign investments.
• Information about the Appointee: Mrs. Bakul Tangella, 38 years old and a Doctor, has over 5 years of experience in franchising and trading. She has contributed to the company's growth as a director and promoter since incorporation. The board believes her appointment as Managing Director will benefit the company. Her job profile involves general conduct and management of the company's affairs, subject to the Board's oversight. The board will decide the remuneration package, which is commensurate with managerial positions in other companies and the responsibilities handled. Mrs. Bakul Tangella is an existing Executive Director, a shareholder, and related to directors Mr. Uday Srinivas Tangella and Mr. Ramesh Kumar Goel.
• The Board considers Mrs. Tangella's presence as Managing Director desirable and beneficial.

Directors' Report & Financial Performance:

• The Directors present their 7th Annual Report for the financial year ended March 31st, 2024.
• The company's financials showed a significant increase in total income/turnover from Rs 3,07,106.14 to Rs 459479.45.
• Total expenditure also increased from Rs 2,88,584.09 to Rs 431706.25.
• Profit before taxation increased from Rs 18,522.05 to Rs 27,773.20.
• Profit after tax significantly increased from Rs 10,461.07 to Rs 21,404.63.
• Earnings per share increased from 0.11 to 0.22.
• The Company earned a revenue of Rs. 459479.45 and earned a profit of 21,404.63 as against the previous year revenue and profit of 3,07,106.14 and earned a profit of 10,461.07 The Directors are taking all necessary steps to increase the revenue and profits in the ensuing years.
• No dividend was recommended or declared. Net profits for the year were transferred to the company's reserves.

Other Key Information:

• Change in Business Nature: No change in the company's business nature during the year.
• Shifting of Registered Office: The registered office was shifted from Andhra Pradesh to Telangana effective February 20, 2024, following an order from the Regional Director.
• Board Meetings: Eight board meetings were conducted during the year on specific dates listed.
• Directors and Key Managerial Personnel: Mr. Uday Tangella resigned as Managing Director and Director, and Mrs. Bakul Tangella was appointed as Managing Director, both effective June 20, 2024.
• Audit Committee: The Audit Committee was formed and met on September 5, 2023.
• Nomination & Remuneration Committee: The Nomination & Remuneration Committee was formed and met on September 5, 2023.
• Directors' Responsibility Statement: The directors confirmed that applicable accounting standards were followed, prudent accounting policies were applied, adequate accounting records were maintained, annual accounts were prepared on a going concern basis, and systems were in place for compliance with applicable laws.
• Statutory Auditors: M/s Tharangini & Associates, Chartered Accountants, were appointed as Statutory Auditors for FY 2023-24.
• Auditors' Report: The company received the Auditors' report, and observations were suitably explained.
• Energy Conservation: The company is making efforts to reduce energy consumption and promote energy conservation awareness.
• Technology Absorption: No new technology was utilized, and no technology was imported.
• Foreign Exchange: There were no earnings or spending in foreign exchange.
• Deposits: The company did not accept deposits from the public.
• Orders by Regulators: No significant orders were received from regulators or courts.
• Loans, Guarantees, or Investments: The company has non-current investments in Teatime Entertainment Private Limited, holding 40% of the shares.
• Risk Management: The company is adopting a business risk evaluation and management policy.
• Corporate Social Responsibility: CSR provisions do not apply to the company.
• Related Party Transactions: Related party transactions were conducted on an arm's length basis and are disclosed in the notes to accounts and Form AOC-2.
• Associate/Joint Venture: The company holds 40% of Teatime Entertainment Private Limited.
• Share Capital: No equity shares with differential rights, sweat equity shares, or employee stock options were issued.
• Internal Complaints Committee: The Company has a policy on the prevention and redressal of sexual harassment.
• Secretarial Standards: The company is implementing the secretarial standards mandated by ICSI.
• Remuneration: Directors’ remuneration and details of contracts/arrangements with related parties are disclosed in Annexure-2.
• Details regarding shareholders (including promoters and public), holding patterns, top 10 shareholders, and shareholding changes are provided in Annexure-1.
• Remuneration details of directors and key managerial personnel are included. Uday Srinivas Tangella and Bakul Tangella received 24,00,000 each, Suresh Tangella received 24,00,000 and Bhanojee Rao Pagidoju received 12,00,000.

Auditor's Report Summary:

• Tharangini & Associates, Chartered Accountants, provided an independent auditor's report with an unqualified opinion stating that the financial statements present a true and fair view in accordance with accounting standards and the Companies Act, 2013.
• The report confirms compliance with accounting standards, proper maintenance of books, and no disqualification of directors.
• Annexure A provides details on compliance with the Companies (Auditor's Report) Order, 2020, including aspects related to property, plant, and equipment, inventory, loans, deposits, and statutory dues.
• The report also includes a separate report on internal financial controls, stating that the company has an adequate internal financial control system in place and it is operating effectively.
• Details on pending litigations, long-term contracts, and other matters are also disclosed.

Financial Statements Summary (Balance Sheet, Profit and Loss, Cash Flow):

• The balance sheet, statement of profit and loss, and cash flow statement are provided, detailing assets, liabilities, equity, revenue, expenses, and cash flows for the years ended March 31, 2024, and March 31, 2023. The format is in accordance with Schedule III of the Companies Act. The report contains details on share capital, reserves and surplus, borrowings, trade payables, provisions, various assets, revenue from operations, various expenses, taxation and EPS.
• Notes to accounts provide further detail on accounting policies and individual line items in the financial statements.

This summary encapsulates all the critical elements within the provided document, reflecting its structure and the relative significance of the information presented.