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J Kumar Infraprojects Ltd

BSE Code : 532940 | NSE Symbol : JKIL | ISIN:INE576I01022| SECTOR : Infrastructure Developers & Operators |

NSE BSE
 
SMC down arrow

163.50

-2.75 (-1.65%) Volume 280564

30-Nov-2021 EOD

Prev. Close

166.25

Open Price

169.35

Bid Price (QTY)

163.50(310)

Offer Price (QTY)

0.00(0)

 

Today’s High/Low 170.25 - 162.50

52 wk High/Low 232.00 - 117.60

Key Stats

MARKET CAP (RS CR) 1237.51
P/E 8.21
BOOK VALUE (RS) 258.0915342
DIV (%) 20
MARKET LOT 1
EPS (TTM) 19.93
PRICE/BOOK 0.633689905819468
DIV YIELD.(%) 0.61
FACE VALUE (RS) 5
DELIVERABLES (%) 33.19
4

News & Announcements

26-Nov-2021

J Kumar Infraprojects Ltd - J.Kumar Infraprojects Limited - Updates

24-Nov-2021

J Kumar Infraprojects Ltd - J.Kumar Infraprojects Limited - Change in Director(s)

23-Nov-2021

J Kumar Infraprojects director resigns

11-Nov-2021

J Kumar Infraprojects secures Rs 168 cr order for Navi Mumbai Metro Rail Project

23-Nov-2021

J Kumar Infraprojects director resigns

11-Nov-2021

J Kumar Infraprojects secures Rs 168 cr order for Navi Mumbai Metro Rail Project

30-Oct-2021

J Kumar Infraprojects to conduct board meeting

22-Oct-2021

J Kumar Infra JV receives LoA from CIDCO worth Rs 205.49 cr

Corporate Actions

Bonus
Splits
Dividends
Rights
Capital Structure
Book Closure
Board Meeting
AGM
EGM
 

Financials

Income Statement

Standalone
Consolidated
 

Peers Comparsion

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Share Holding

Category No. of shares Percentage
Total Foreign 8742698 11.56
Total Institutions 7990723 10.56
Total Govt Holding 0 0.00
Total Non Promoter Corporate Holding 0 0.00
Total Promoters 35294867 46.65
Total Public & others 23637218 31.24
Total 75665506 100
  • Total Foreign
  • Total Institutions
  • Total Govt Holding
  • Total Non Promoter Corporate Holding
  • Total Promoters
  • Total Public & others

About J Kumar Infraprojects Ltd

J Kumar Infraprojects (JKIL), promoted by Jagdishkumar M Gupta and his family. Initially, Jagdishkumar M Gupta setup his proprietorship concern under the name and style of J Kumar & Co in 1980. Under his able stewardship the proprietary concern made a modest beginning by maintenance of PWD buildings and scaled up to get registered with Public Works Department, Government of Maharashtra as a Class I-A Civil Contractor. With this registration he started executing civil contracts for Government, Semi government and other various private organizations relating to infrastructure and Civil Engineering Construction contracts, comprising mainly of roads, flyovers, bridges, irrigation projects, commercial buildings, railway buildings, sports complexes and airport contracts. Mr. Jagdishkumar M Gupta has extensive experience in this field. From 1980 till 2004 he carried out the business in his proprietary concern J. Kumar & Co. With a vision to expand the business, become a professionally driven company and reap the benefits of a corporate entity, Jagdishkumar M Gupta has incorporated a Company on December 2, 1999, by the name of 'J. Kumar & Company (India) Private Limited'. The proprietary concern J. Kumar & Co. had a PWD registration of Class 1-A. With effect from November 25, 2004 the said license of J. Kumar & Co. was transferred to the Company without any consideration and a fresh Certificate of Registration was issued by the Public Works Department to the Company effective from the said date Pursuant to this transfer, 7 contracts amounting to a contract value of Rs. 3008.98 lacs awarded to J. Kumar & Co. were transferred in the name of the Company by the respective authorities and were thereinafter carried out by us. Thereafter no fresh business was undertaken in J. Kumar & Co. The company has formed a Joint Venture namely, 'Ameya Developers and J. Kumar Joint Venture', a 50:50 partnership firm which has executed the twin flyover at Konkan Bhavan Junction, CBD Belapur and the Flyover at Chheda Nagar, Ghatkopar in Mumbai. The Joint Venture firm continued to quote for many flyover projects and obtain orders from Government and Semi Government Bodies. The name of the Joint Venture is now changed to 'Ameya J. Kumar Constructions' and has obtained PWD registration in the new name. The company is registered with Vidarbha Irrigation Development Corporation as class 1 A contractor since May 03, 2007 and obtained orders for the execution of spillways, M.I. Tanks etc. The company has a branch office established in Yavatmal to handle all the irrigation contracts in Vidharbha region.

J Kumar Infraprojects Ltd Chairman Speech

I am filled with a sense of immense pride and satisfaction to share that your Company has emerged stronger than before during the challenging and volatile financial year. JKIL continued to deliver sustained performance and now have a solid foundation for future profitable growth. Amid an uncertain economic environment and challenging industry dynamics, we continued to perform with resilience. This performance has been supported by our relentless focus on building our capabilities, disciplined approach to bidding, providing best-in-class project delivery and improving profitability. Even as the market remained difficult and new opportunities were scarce, our focus was on implementing solutions to create value while enhancing growth for the business.

We, at JKIL, leverage our deep domain knowledge, responsiveness, agility, scale and brand reputation to capitalize on growing opportunities. Over the years, we have grown to establish JKIL as a renowned brand in the Urban Infrastructure sector especially in the Metros (underground and elevated), flyover, bridges etc with the capability to deliver exponential results at any given point of time. Further, our strong compliance and governance system, skilled and competitive workforce and processes have augured well for our growth.

Performance Highlights

For most of the year, JKIL exhibited growth and strength on all key performance parameters even in the face of a stressed economic environment. Your Company's strategically diversified business portfolio, robust Balance Sheet, strong Order Book position and execution strengths have stood JKIL in good stead.

Covid-19 impact: The period leading up to the lockdown and the subsequent stoppage of all economic activity from 25th March, 2020 has adversely affected your Company's operations in late FY 201920 as well as the better part of Q1 FY 2020-21. The lockdown was progressively lifted from 20th April, 2020, with the initial resumption of operations being conducted under restrictions imposed by local authorities. Currently most of these project sites are active, and execution of jobs is progressing with a reasonable level of labour workforce. Normalcy is being gradually restored and is expected to stabilise to near regular levels in the third quarter of FY 2020-21.

Right from the onset of the pandemic, JKIL adopted stringent safety measures to ensure the safety and well being of its people and stakeholders. As a good corporate citizen with a social conscience, we responded to the humanitarian crisis caused by the virus with monetary and material assistance. JKIL contributed Rs 50 Lakh for the PM CARES fund.

Amid widespread concerns about the plight of daily wage earners, we took it upon ourselves to ensure that the 9,000 contract workmen at our project sites received good care. We provided food, shelter and medical assistance while maintaining prescribed Covid 19 preventive & containment protocols.

In a year overshadowed by uncertainty, your Company turned in a creditable performance and registered growth in key performance parameters. Order Inflows which enable our business to flourish and grow, stood at Rs 4,289 crores. Revenues which demonstrate the ability of the Company to execute and deliver on customer commitments grew by 7%. Shareholder value was delivered through healthy Profit after Tax which stood at Rs 184 crores representing a growth of 4% over the previous year. The total Order Book of Rs 11,644 crores as on 31st March, 2020 grew by 12% over the previous year-end and provides multi-year revenue visibility to the Company. We continue to focus on optimising our working capital management with focused efforts on collection and timely project completion. Our net debt was Rs 179 Crores and net debt to equity ratio at 0.10 times as of 31st March 2020.

Dividend

We have a consistent track record of paying dividends. The Board of Directors of the Company at its meeting held on June 26, 2020, have recommended payment of Equity Dividend of Rs 1.25 per share (@ 25% on Equity share of Rs 5/- each), subject to shareholders' approval at the forthcoming AGM.

Optimism

The Covid-19 pandemic and its fallout makes it difficult to forecast the future with any degree of certainty. While we are hopeful that the 2nd half of FY 2020-21 will herald better economic and business activity in terms of tendering, good liquidity and revival of labour and supply chains, it would be premature to predict the Company's business outcomes for FY 2020-21. The company is putting in enormous efforts to mitigate the impact of the pandemic, and register enhanced performance in FY 2021-22.

Over the past decade, our strategy to focus on selected markets and clients with sound basis for long-term growth and profitability has paid off well and our financial and operational metrics have improved. Our focus to maintain a disciplined bidding approach for winning new business enables us to sustain long term profitable work instead of chasing revenue growth.

Infrastructure development has always been a crucial driver of economic growth. The government has continuously focused on the country's infrastructure development. The report of National Infrastructure Pipeline Task Force estimates total infrastructure investment of Rs 111 Trillion during the period 2020-25. This along with several other development plans augurs well and provides significant growth opportunities for specialised civil construction EPC companies. JKIL will continue to take measures to improve its competitiveness and strengthen its capabilities. Our strategy will focus on prudence, profitable growth and operational excellence.

We are all passing through a crisis of unprecedented magnitude, and I would like to thank Team JKIL as well as our customers, vendors and other stakeholders for the confidence and trust they have reposed in us. I also thank my fellow Board Members for their invaluable support in guiding the Company and enabling another year of growth.

Jagdishkumar M. Gupta

(Executive Chairman)

   

J Kumar Infraprojects Ltd Company History

J Kumar Infraprojects (JKIL), promoted by Jagdishkumar M Gupta and his family. Initially, Jagdishkumar M Gupta setup his proprietorship concern under the name and style of J Kumar & Co in 1980. Under his able stewardship the proprietary concern made a modest beginning by maintenance of PWD buildings and scaled up to get registered with Public Works Department, Government of Maharashtra as a Class I-A Civil Contractor. With this registration he started executing civil contracts for Government, Semi government and other various private organizations relating to infrastructure and Civil Engineering Construction contracts, comprising mainly of roads, flyovers, bridges, irrigation projects, commercial buildings, railway buildings, sports complexes and airport contracts. Mr. Jagdishkumar M Gupta has extensive experience in this field. From 1980 till 2004 he carried out the business in his proprietary concern J. Kumar & Co. With a vision to expand the business, become a professionally driven company and reap the benefits of a corporate entity, Jagdishkumar M Gupta has incorporated a Company on December 2, 1999, by the name of 'J. Kumar & Company (India) Private Limited'. The proprietary concern J. Kumar & Co. had a PWD registration of Class 1-A. With effect from November 25, 2004 the said license of J. Kumar & Co. was transferred to the Company without any consideration and a fresh Certificate of Registration was issued by the Public Works Department to the Company effective from the said date Pursuant to this transfer, 7 contracts amounting to a contract value of Rs. 3008.98 lacs awarded to J. Kumar & Co. were transferred in the name of the Company by the respective authorities and were thereinafter carried out by us. Thereafter no fresh business was undertaken in J. Kumar & Co. The company has formed a Joint Venture namely, 'Ameya Developers and J. Kumar Joint Venture', a 50:50 partnership firm which has executed the twin flyover at Konkan Bhavan Junction, CBD Belapur and the Flyover at Chheda Nagar, Ghatkopar in Mumbai. The Joint Venture firm continued to quote for many flyover projects and obtain orders from Government and Semi Government Bodies. The name of the Joint Venture is now changed to 'Ameya J. Kumar Constructions' and has obtained PWD registration in the new name. The company is registered with Vidarbha Irrigation Development Corporation as class 1 A contractor since May 03, 2007 and obtained orders for the execution of spillways, M.I. Tanks etc. The company has a branch office established in Yavatmal to handle all the irrigation contracts in Vidharbha region.

J Kumar Infraprojects Ltd Directors Reports

Dear Members,

Your Directors are pleased to present the 21st Annual Report of the Company along with the Audited Financial Statements for the Financial Year ended March 31,2020 together with the Independent Auditor's Report thereon.

1. Financial Results

(Rs in Crores)

Particulars For the financial year ended March 31, 2020 For the financial year ended March 31, 2019
Revenue from operations 2,970.54 2,787.09
Other income 28.30 28.12
Total Revenue 2,998.84 2,815.21
Profit before Interest, Depreciation, Exceptional Items and Tax 457.21 464.42
Less : Finance Cost 97.69 93.90
Profit before Depreciation, Exceptional Items and Tax 330.96 362.20
Less : Depreciation and Amortisation Expense 126.25 102.22
Profit Before Tax 233.27 268.29
Provision for Tax (Including earlier Year Taxation) 49.69 91.23
Profit After Tax 183.58 177.07
Other comprehensive income/ (loss) for the year 1.24 (0.09)
Total comprehensive income for the year 184.81 176.97
Paid up Capital 37.83 37.83

Note: Previous years figures have been regrouped/ rearranged wherever considered necessary.

2. Review of Operations of the Company

The Company is a pure play EPC company having a niche in construction of Urban Infra Projects including Metros, Flyover, bridges etc. It is renowned for undertaking design and construction projects on a turnkey basis meeting their clients' requirements. JKIL is focused on EPC projects, having strong foothold in various sectors like Urban Infrastructure, Transportation Engineering, Piling & Civil Construction etc.

Due to global pandemic Covid 19, the operations of the Company were negatively impacted during the last quarter of FY 2020. The same will also have a major bearing in the coming financial year. With an order book which provides revenue visibility of 3.5 to 4 years and a healthy pipeline, we remain confident that your Company will be able to regain the lost momentum.

There was no change in nature of the business of the Company.

Financial Performance:

Revenue from operations for the year at Rs 2,970.54 Crores as compared to Rs 2,787.09 Crores for the previous year ended March 31, 2019. Profit before Tax was Rs 233.27Crores as against Rs 268.29 Crores in the previous year ended March 31,2019. Profit after Tax was Rs 183.58 Crores as against Rs 177.07 Crores in the previous year ended March 31, 2019.

3. Transfer to Reserve

The Company has not transferred any amount to the reserves during the current financial year

4. Dividend

Your Company has a consistent track record of dividend payment. Continuing with this trend, Directors are pleased to recommend a dividend of Rs 1.25 (25%) per equity share of Rs 5/- each payable to those shareholders whose name appear in the register of Members as on the Book Closure / Record date for the financial year ended March 31,2020, subject to the approval of shareholders at the ensuing Annual General Meeting. The total dividend amount is Rs 9.46 Crores out of profits of the Company for the current year. The dividend if approved by the members at the forthcoming Annual General Meeting, will be paid in compliance with applicable provisions of the Act.

5. Transfer to Investors Education and Protection Fund

The Company sends intimations to all shareholders whose dividends are unclaimed so as to ensure that they receive their rightful dues. Efforts are also made to co-ordinate with the Registrar and Share Transfer Agents to locate the shareholders who have not claimed their dues. During the financial year 2019-20, the Company has transferred a sum of Rs 1,48,037 /- to Investor Education & Protection Fund related to 2011-12, the amount which was due and payable and remained unclaimed and unpaid for a period of seven years. Further, the 2856 number of equity shares pertaining to such unclaimed or unpaid dividend has also been transferred to the Investor Education and Protection Fund Authority in accordance with the provisions of Section 124(6) of the Companies Act, 2013 read with Regulation 6 of the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016. The Company has uploaded the details of unpaid and unclaimed amounts lying with the Company as on September 24, 2019 (date of Last Annual General Meeting) on the website of the Company (www.jkumar.com), as also on the Ministry of Corporate Affairs website.

6. Share Capital

The Paid-up Share Capital as on March 31, 2020 was Rs 37.83 Crores. During the Financial Year, the Company has neither issued any shares nor has granted stock options or sweat equity.

7. Particulars of Loans, Guarantees or Investments

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the note no. 5 & 10 to the Audited Financial Statements.

8. State of Company's Affairs Business Review

The details of the Company's affairs including its operations and projects are more specifically given in the Management Discussion and Analysis Report, which is appended to this report.

9. Corporate Social Responsibility

Corporate Social Responsibility has been an integral part of the way in which your company does business. Your Company has made conscious efforts to involve communities in its development journey and has received appreciations from the stakeholders, which gives a sense of pride and an encouragement to continue this resolve further and better. On the recommendation of the CSR Committee, the Company has spent an amount of Rs 4.75 Crores.

In accordance with the provisions of section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014, an Annual Report on the CSR activities of the Company along with the CSR initiatives undertaken during the Financial Year 2019 - 20 is appended to this Report as "Annexure-A".

As mandated under section 135 of the Companies Act, 2013, the Composition of Corporate Social Responsibility Committee is given in the Report on Corporate Governance, forming part of this Report. Corporate Social Responsibility Policy of the Company is available on the website of the Company www.jkumar.com

10. Company Response To Covid-19

Due to novel COVID-19 outbreak, Government of India announced a nationwide lockdown of 21 days with effect from March 25, 2020, which got extended from time to time to combat the spread of the COVID-19 virus. In compliance with various directives issued by the State and Central authorities, your Company suspended the operations at the project sites and shut the offices with a view to safeguard the risks to the health of the employees and workers of the Company. Critical operations such as dewatering in Metro projects, etc. continued with special permission. A Decision Response Team was formed to assess the situation and take appropriate decisions.

During the lockdown period, your Company ensured food, shelter and medical facilities for its subcontract labours residing in labour camps and timely remittance of wages to workmen and payments to subcontractors, directly to their bank accounts. As a socially responsible corporate, your Company contributed Rs 50 Lakh to the PM-CARES Fund, responding to the call given by Hon'ble Prime Minister of India.

The site operations were resumed gradually at the end of third week of April, 2020 at a number of projects upon revocation of the restrictions imposed by the State and Central Governments and by ensuring compliance with preventive measures in terms of guidelines/ instruction issued by Government of India to contain spread of COVID 19. A task force has been formed to remobilise workmen and achieve Pre-Covid level of operations.

The disruption in operations due to Covid 19 pandemic in March 2020 negatively impacted our financial performance for the fourth quarter and consequently for the full financial year 2020. With an order book which provides revenue visibility of 3.5 to 4 years and a healthy pipeline, we remain confident that your Company will be able to regain the lost momentum. Although the external environment presents a slightly worrisome picture, we are confident and prepared to handle these uncertainties.

11. Internal Control Systems and their Adequacy

The Company has an Internal Control System, including Internal Financial Controls, commensurate with the size, scale and complexity of its operations as approved by the Audit Committee and Board. The Internal Financial Controls are adequate and working effectively.

The scope of the Internal Audit as defined in the Internal Audit Charter covers the evolution of Internal Control System. To maintain its objectivity and independence, the Internal Auditor reports to the Chairman of the Audit Committee. The Internal Auditor monitors and evaluates the efficacy and adequacy of the internal control system in the Company, its compliance with operating systems, accounting procedures and policies at all locations of the Company. Based on the report of internal auditor, process owners undertake corrective actions in their respective areas and thereby strengthen the controls. Significant audit observations and corrective actions thereon are presented to the Audit Committee.

12. Vigil Mechanism / Whistle Blower Policy

As per the provisions of Section 177(9) of the Companies Act, 2013 (‘Act'), the Company is required to establish an effective Vigil Mechanism for directors and employees to report genuine concerns. to encourage and facilitate employees to report concerns about unethical behaviour, actual/ suspected frauds and violation of Company's Code of Conduct or Ethics Policy.

The Policy has been suitably modified, to meet the requirements of Vigil Mechanism under the Companies Act, 2013. The policy provides for adequate safeguards against victimisation of persons who avail the same and provides for direct access to the Chairman of the Audit Committee. The policy also, establishes adequate mechanism to enable employees report instances of leak of unpublished price sensitive information. The Audit Committee of the Company oversees the implementation of the Whistle-Blower Policy. The said policy is available on the website of the Company website www.jkumar.com.

13. Director and Key Managerial Personnel (KMPs)

Directors:

The Nomination & Remuneration Committee has been mandated to review, recommend appointment/s, terms of appointment/ reappointment of Director/s and KMPs based on the Company policies, industry requirement and business strategy.

During the year Mr. Jagdishkumar M Gupta (DIN: 01112887) was re-appointed as Executive Chairman w.e.f. May 20, 2019 and approval of shareholders was obtained in 20th Annual General Meeting held on September 24, 2019 for the period of 5 consecutive years on terms of remuneration as recommended by Nomination & Remuneration Committee.

During the year Mr. Kamal J Gupta (DIN: 00628053) was re-appointed as Managing Director w.e.f. May 20, 2019 and approval of shareholders was obtained in 20th Annual General Meeting held on September 24, 2019 for the period of 5 consecutive years on terms of remuneration as recommended by Nomination & Remuneration Committee.

During the year Mr. Nalin J Gupta (DIN: 00627832) was re-appointed as Managing Director w.e.f. May 20, 2019 and approval of shareholders was obtained in 20th Annual General Meeting held on September 24, 2019 for the period of 5 consecutive years on terms of remuneration as recommended by Nomination & Remuneration Committee.

During the year Mrs. Archana Surendra Yadav (DIN:07335198) was appointed as an Independent Director on the Board w.e.f. August 7, 2019 and approval of shareholders was obtained in 20th Annual General Meeting held on September 24, 2019 for the period of 5 consecutive years on terms of remuneration as recommended by Nomination & Remuneration Committee.

During the year Dr. R. Srinivasan (DIN: 00003968) was re-appointed as an Independent Director on the Board and approval of shareholders was obtained in 20th Annual General Meeting held on September 24, 2019 for a further period of 5 consecutive years.

During the year Mr. P. P. Vora (DIN: 00003192) was re-appointed as an Independent Director on the Board and approval of shareholders was obtained in 20th Annual General Meeting held on September 24, 2019 for a further period of 5 consecutive years

During the year Mr. Ajit Singh Chatha (DIN: 02289613) was re-appointed as an Independent Director on the Board and approval of shareholders was obtained in 20th Annual General Meeting held on September 20, 2019 for a further period of 5 consecutive years

Appointments / Re-Appointment:

Pursuant to the provisions of Section 152 of the Companies Act, 2013, Mr. Nalin J. Gupta (DIN: 00627832), Managing Director of the Company, liable to retire by rotation at the ensuing Annual General Meeting of the Company and being eligible, offer himself for reappointment. Necessary resolutions for his re-appointment are included in the Notice of AGM for seeking approval of Members. The Board of Directors recommends his re- appointment for your approval.

Resignation:

Mrs. Kusum J. Gupta, Woman Diretor resigned from the Board of the the company with effect from August 7, 2019. The Board places on record her appreciation towards valuable contribution made by her during her tenure as a Director of the Company.

Declaration by Independent Directors and Senior Management Personnel on compliance of code of conduct:

The Company has received and taken on record the declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Based on the confirmation / disclosures received from the Directors and on evaluation of the relationships disclosed, the following Non-Executive Directors are Independent.

Dr. R.Srinivasan, Mr. P P V>ra, Mr. Ajit Singh Chatha , Mr. Padam Prakash Jain and Mrs. Archana Surendra Yadav.

The Company has also received declarations regarding compliance the Code for Independent Directors prescribed in Schedule IV to the Act.

The Independent Directors of the Company have confirmed that they have registered their names with the Institute of Corporate Affairs for inclusion of their name in the data bank for a period of one year, as per the provisions of Rule 6 of The Companies (Appointment and Qualifications of Directors) Rules, 2014.

Also Senior Management Personnel including Executive Directors have submitted their disclosures under Regulation 23 (6) of the Listing Regulations confirming compliance with the Code of Conduct for Directors and Senior Management Personnel.

Familiarisation Programme:

In compliance with the requirements of the Listing Regulations, the Company undertakes a familiarisation programme for the Independent Directors to familiarise them with their roles, rights and responsibilities as Independent Directors, nature of the industry, the operations of the Company, business model, risk management etc. The details of the programme are available on the Company website at www.jkumar.com.

The Company issues a formal letter of appointment to the Independent Directors outlining their role, functions, duties and responsibilities, the format of which is available on the Company's website at www.jkumar.com.

Key Managerial Personnel:

In terms of Section 203 of the Act, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 the following are the Key Managerial Personnel of the Company:

• Mr. Jagdishkumar M. Gupta Executive Chairman,

• Mr. Kamal J. Gupta Managing Director,

• Mr. Nalin J. Gupta Managing Director,

• Mr. Arvind Gupta Chief Financial Officer and

• Mrs. Poornima Reddy Company Secretary

There has been no change in the Key Managerial Personnel during the Financial Year under review.

14. Board Evaluation

Regulation 17 of SEBI (Listing Obligations and Disclosure Requirements) regulations, 2015 read with Schedule IV and other provisions of the Companies Act, 2013, mandates a formal evaluation to be done by the Board of its own performance and that of its committees and individual directors and that the Independent Directors shall evaluate non-independent Directors and the Chairman of the Board.

The Independent Directors at their meeting held on June 24, 2020 evaluated performance of the Chairman, non-independent directors of the Company and the performance of the Board as a whole.

Pursuant to provisions of Section 178 of the Companies Act, 2013, the Nomination and Remuneration Committee has also, carried out evaluation of every Director's performance and the Board has carried out formal annual evaluation of its own performance and that of its Committees and individual Directors. Further, the evaluation of the Independent Directors was carried out by the entire Board, excluding the Director being evaluated.

The Directors were satisfied with the evaluation results, which reflect the overall engagement of the Board and its Committees and on the basis of the Report of the said evaluation, the present term of appointment of Independent Directors shall be continued with the Company.

15. Audit Committee

The details pertaining to the composition of the Audit Committee are included in the Report on Corporate Governance, which forms part of this Report.

During the year under review, there was no instance wherein the board had not accepted any recommendation of the Audit Committee.

16. Remuneration Policy

The Board has, on the recommendation of the Nomination & Remuneration Committee framed a policy for selection and appointment of Directors, Key Managerial Personnel, Senior Management and their remuneration. The Remuneration Policy along with the criteria for determining the qualification positive attributes, independence of a director is available on the website of the Company viz www.jkumar. com.

17. Meetings

During the financial year the Board met on Five occasions, the Audit Committee met on four occasions and the Nomination and Remuneration Committee met on four occasions. The gap between two consecutive Board Meetings and Audit Committee Meetings was within the limits prescribed by the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The details of the meetings are more specifically given in the Corporate Governance Report, which forms a part of this Annual Report.

18. Statement on Compliance of applicable Secretarial Standards

The Directors have devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards and that such systems are adequate and operating effectively. The Company has duly complied with Secretarial Standards issued by the Institute of Company Secretaries of India on the meeting of the Board of Directors (SS-1) and General Meetings (SS-2).

19. Directors' Responsibility Statement

To the best of their knowledge and belief, our Directors of the Company make the following statements in terms of Section 134 (5) of the Companies Act, 2013 ("the Act"):

i) in the preparation of the annual accounts, for the financial year ended March 31, 2020, the applicable accounting standards have been followed and there is no material departure from the same;

ii) they 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 as at March 31,2020 and its profit for the year ended on that date;

iii) they have 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;

iv) they have prepared the Annual Accounts for the year ended March 31, 2020 on a going concern basis;

v) they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively.

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

20. BUSINESS RESPONSIBILITY REPORTING:

Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended mandate the inclusion of the BRR as part of the Annual Report for 1000 listed entities based on market capitalization. In compliance with the Regulation 32(f) of the Listing Regulations, the Business Responsibility Report of the Company for the year ended March 31, 2020 is annexed as a separate section on Business Responsibility Reporting forms a part of this Annual Report

21. Related Party Transactions

Related Party Transactions that were entered into during the Financial Year were on an arm's length basis and in the ordinary course of business. There were no materially significant Related Party transactions entered into by the Company with Promoters, Directors or Key Managerial Personnel which may have a potential conflict with the interest of the Company at large.

Since all related party transaction entered into by the company were in the ordinary course of business and were on an arm's length basis, the requirements of furnishing the requisite details in Form AOC-2 is not applicable to the company.

The Related Party Transactions were placed before the Audit Committee and also the Board for its approval, wherever required. Prior omnibus approval of the Audit Committee was also obtained for the transactions that were of repetitive nature. The transactions entered into pursuant to the omnibus approval of the Audit Committee were placed before the Audit Committee for its review on a quarterly basis. The Company has framed a policy on Related Party Transactions for the purpose of identification and monitoring of such transactions. The details of Related Party Transactions entered into by the Company are more particularly given in the para (b) (c) (d) & (e) of note no. 33 to the Financial Statements.

In line with the requirements of the Companies Act, 2013 and Listing Regulations, your Company has formulated a policy on Related Party Transactions as approved by the Board and the same is available on the Company's website www.jkumar.com.

None of / KMPs or their relatives has any pecuniary relationships or transactions vis-a-vis the Company, other than their shareholding, if any, in the Company.

22. Deposits/Loan from Director

During the year under review, the Company has not accepted any deposits from the public within the meaning of section 73 and 74 of the act read with the Companies (Acceptance of Deposits Rules 2014). Company has not taken or accepted any loan from Director/s of the Company during the Financial Year under consideration.

23. Risk Management

The Company has a comprehensive risk management framework that seeks to minimize adverse impact on business objectives and ensure appropriate identification and treatment of risks. The company understands the risk evaluation and risk mitigation is an ongoing process within the organization and is fully committed to identify and mitigate the risk in the business. The identification of risks is done at strategic, business and operational levels.

The company has formulated and implemented a risk management policy in accordance with listing regulations, to identify and monitor business risk and assists in measures to control and mitigate such risks.

In accordance with the policy, the risk associated with the Company's business is always reviewed by the management team and placed before the Audit Committee. The Audit Committee reviews these risks on periodical basis and ensures that mitigation plans are in place. The Board is briefed about the identified risks and mitigation plans undertaken.

The Company through its risk management process aims to contain the risks within the risk appetite. There are no risks which in the opinion of the Board threaten the existence of the company. However, same of the risks which may pose challenges are set out in the management discussion and analysis which forms part of the Annual Report.

24. Auditors

a) Statutory Auditors

M/s Todi Tulsyan & Co. Chartered Accountants (Firm Registration No. 002180C) were appointed as Statutory Auditors of the Company, for a term of 4 (four) consecutive years, from the conclusion of the 18th Annual General Meeting upto the conclusion of the 22nd Annual General meeting. The requirement of ratification of appointment of Statutory Auditors at every AGM has been omitted pursuant to Companies. Amendment Act, 2017 notifed on May 07, 2018. Thus, M/s Todi Tulsyan & Co., Chartered Accountants, will continue to hold office till the conclusion of 22nd AGM.

The Auditor's Report on financial statements is a part of this Annual Report. There has been no qualification, reservation, adverse remark or disclaimer given by the Auditors in their Report.

During the year, the Statutory Auditors had not reported any matter under Section 143 (12) of the Companies Act, 2013. Therefore, no detail is required to be disclosed under Section 134(3)(ca) of the Companies Act, 2013.

b) Secretarial Auditors

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s. Virendra Bhatt & Co., Practicing Company Secretaries, to undertake the Secretarial Audit of the Company for the financial year ended March 31,2020. The report on the Secretarial Audit is annexed herewith as " Annexure B".

There were no qualifications, reservations, adverse remarks or disclaimers in the report of Secretarial Auditors of the Company.

c) Cost Auditors

The Board of Directors has appointed M/s Kirit Mehta & Co., Cost & Management Accountants on the recommendation of the Audit Committee, for auditing the cost records of the Company for the Financial Year 2020-21.

In terms of Section 148 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules 2014, appropriate resolution seeking your ratification of the remuneration of M/s Kirit Mehta & Co., as Cost Auditors, in included in the Notice convening the 21st Annual General Meeting of the Company.

The Cost Audit Report for the financial year 2019-2020 will be filed within the period stipulated under Companies Act, 2013

25. Corporate Governance

The Corporate Governance Report together with the Certificate on Corporate Governance issued by M/s. Todi Tulsyan & Co., Practicing Chartered Accountant confirming compliance with the conditions of Corporate Governance as stipulated under Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Management Discussion & Analysis Report given in this Annual Report forms an integral part of this report.

26. Extract of Annual Return

The details forming part of the extract of the Annual Return in form MGT 9 is annexed herewith as Annexure "C" to this report.

27. Particulars of Employees

The information required pursuant to Section 197 read with rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company and the ratio of the remuneration of each Director of the median employees remuneration and other details in terms of section 197 (12) of the companies Act , 2013 read with Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is given in Annexure "D" and forms part of this report.

28. Conservation of energy and technology absorption

In view of the nature of activities which are being carried on by the Company, provisions regarding conservation of energy and technology read with Section 134(3)(m) of the Companies Act, 2013 and Rule 8(3) of the Companies (Accounts) Rules, 2014 are not applicable. However, the Company is committed to energy conservation at every stage of its operations. Various steps have been taken to reduce consumption of electrical energy by monitoring the use of equipment's, machinery etc. used in the construction. The Company is in tune with the changing trends of the modern technology/ machinery to be used in its business.

29. Foreign Exchange earnings and outgo

There were Foreign Exchange revenue during the year under review. In respect of the Foreign Exchange outgo, disclosure of information as required under section 134 (3) (m) of Companies Act, 2013 read with Rule 8 (3) of the Companies (Accounts) Rules, 2014 is given in below:

Particulars Rs in Crores
Foreign Exchange Earnings 266.45
Foreign Exchange Outgo 99.24

30. Significant and Material Orders

There were no significant and material orders passed by any Regulators or Courts or Tribunals during the Financial Year ended 31st March, 2020, impacting the going concern status of the Company and Companies operation in future.

During the period under review, SEBI in its Final Order dated 07th October, 2019, observed that in view of the materials adduced by the Company, there are no adequate circumstances forming the reasonable grounds to believe that there is misrepresentation of financials and in light of evidence and the facts and circumstances, the directions including that of forensic audit issued by SEBI vide the Interim Order dated 28th September, 2018, were revoked.

31. Listing with Stock Exchanges

The shares of the Company are listed on National Stock Exchange of India Ltd. (NSE) and BSE Ltd. (BSE). The Company confirms that it has paid the Annual Listing Fees for the year 2019-20 to NSE and BSE.

32. Prevention of Insider Trading

Your Company has adopted the Code of Fair Disclosure and Code of Conduct for regulating the dissemination of Unpublished Price Sensitive Information and trading in securities by Insiders.

33. Prevention of Sexual Harassment of Women at Workplace

The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The Company has constituted Internal Complaints Committee (ICC) to redress the complaints received regarding sexual harassment. During the year under review, no complaints were received by the Committee for Redressal.

34. Credit Rating Agency:

India Rating Research (Ind-Ra) has maintained J. Kumar Infraprojects Ltd's (JKIL) Long Term and Short Term Issuer Rating of IND A+. The detail Report on rating is covered in Corporate Governance Report.

35. Change in the Nature of Business (if any)

There is no material change in the type of business the Company is carrying.

36. Material Changes and commitments occurred between the end of the Financial Year and the date of the report

There were no reportable material changes or commitment, occurred between the end of the Financial Year and the date of this report, which may have any effect on the financial position of the Company

37. Acknowledgment

Your Directors take this opportunity to thank the customers, vendors, supply chain partners, employees, Financial Institutions, Banks, Central and State Government, Regulatory authorities, Stock Exchanges and all the various stakeholders for their continued co-operation and support to the Company..

By Order of the Board
Place: Mumbai Jagdishkumar M. Gupta
Date: June 26, 2020 Executive Chairman

   

J Kumar Infraprojects Ltd Company Background

Jagdishkumar M GuptaKamal J Gupta
Incorporation Year1999
Registered Office16-A Andheri Industrial Estate,Veera Desai Rd Andheri (West)
Mumbai,Maharashtra-400053
Telephone91-22-67743555,Managing Director
Fax91-22-26730814
Company SecretaryPOORNIMA REDDY
AuditorTodi Tulsyan & Co
Face Value5
Market Lot1
ListingBSE,MSEI ,NSE,
Registrar

J Kumar Infraprojects Ltd Company Management

Director NameDirector DesignationYear
Jagdishkumar M Gupta Chairman 2021
Kamal J Gupta Managing Director 2021
Nalin J Gupta Managing Director 2021
R Srinivasan Independent Director 2021
Padmanabh P Vora Independent Director 2021
POORNIMA REDDY Company Secretary 2021
Archana Yadav Independent Director 2021

J Kumar Infraprojects Ltd Listing Information

Listing Information
BSESMALLCA
BSEALLCAP
INDUSTRIAL

J Kumar Infraprojects Ltd Finished Product

Product NameUnit Installed
Capacity
Production
Quantity
Sales
Quantity
Sales
Value
Contract RevenueNA0002704.143
Boring Chiseling&Hiring ChargeNA00041.8956
RMC SalesNA00041.0523
Profit from Joint VentureNA0000

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