Aurum Proptech Ltd
Chairman Speech
Dear Shareholders,
It gives me immense pleasure to write to you at such an important
juncture in our journey and evolution as an organization.
The year gone by was almost the first full year after Aurum took over
the operations of the erstwhile Majesco Limited in May 2021. I am glad to state that we
have had a very eventful year and this journey is serving its purpose making us one of the
first companies to bring about much-needed transformation in the Real Estate industry.
Macroeconomic Scenario
The geopolitical crisis throughout the year has aggravated global
supply chain troubles and even led to heightened volatility in the form of rising crude
and commodity prices. As a result, the rising inflationary pressures have certainly
transpired into a long-lasting impact on the global order. Our country has navigated the
global crisis and emerged higher on this global order. Building our business in India in
these times fuels our optimism.
The Great Indian Economic Juggernaut
India has demonstrated immense resilience and agility to adapt to the
crisis, through massive inoculation drives, and a prudent balance of fiscal and monetary
tools, amongst others. The same has further led to India emerging as the fastest growing
major economy in the world, offering a growing and thriving environment for starting new
businesses, ventures, and investments. Strong corporate recovery, increasing household
expenses, revival in core sectors, and healthy government balance sheets with
infrastructure upgradation being the key focus area have underpinned this growth
environment in the last year. This has provided a base for an exciting future for the
country's goal of becoming a USD 10 trillion economy by 2030.
Real Estate Growth Potential
The growing environment has been complemented by a relatively stable
real estate sector, which has witnessed a rise in demand for commercial as well as
residential spaces. Retail and hospitality are also growing significantly, providing the
much-needed infrastructure for India's growing needs. The real estate sector is pegged to
reach USD 1 trillion in market size by 2030, up from USD 200 billion in 2021. It is
expected to contribute about 10% to the country's GDP in 2030. Our belief in the growth of
the real estate sector to reach USD 1 trillion by 2030 has been reiterated this year.
Given the rapid economic expansion, favorable demographics, increased urbanization, rising
per capita income, and rising living standards are all likely to propel the growth of this
sector.
Digital Transformation and PropTech Adoption
Digitization has witnessed robust growth in India, with the internet
now reaching the country's hinterlands with a penetration estimate of 47%. Our country has
been witnessing an unprecedented rise in digital transactions.
The rising tide of the millennial generation and Gen-Z are influencing
consumption patterns and pressing further need for acceleration in technological adoption
across sectors. Real estate is the largest asset class not just in India but across the
world and the need for digital transformation is more evident now than ever in past.
The real estate value chain has various stages, including investing and
developing on the customer reach aspect; researching and purchasing on the move in the
consumption aspect; and using, renting out, or reselling on the utility front with
fragmented groups of stakeholders. There is, therefore, an increasing requirement for
collating these fragmented elements of the value chain, while bringing in efficiency for
the creators and a better experience for real estate consumers. And therefore, an
integrated PropTech system is the true answer.
Revolutionizing PropTech
This year was another remarkable year for India's PropTech Industry.
The sector got its first unicorn. We continue to believe that this sector will nurture
multiple home-grown unicorns in the next few years. We believe that Aurum will continue to
play an active role in this sectoral journey from seeding companies to scaling them.
Aurum believes that it is best positioned to bring digital
transformation to the real estate sector. The Group's immense experience in all value
chains of real estate and its expertise, built over the years, helps the ecosystem of
Aurum PropTech to understand and solve the complex problems that the real estate sector
faces. All our companies and all our products have their focus on revenue and
profitability.
In line with this philosophy, at Aurum PropTech, we have been
revolutionizing the real estate market by accelerating the utilization of technology, and
efficiently developing, creating, monetizing, managing, and investing covering all parts
of the value chain.
Our revenue segments have been Software as a Service (SaaS) and Real
Estate as a Service (RaaS). Our products are distributed into four clusters namely Invest
& Finance, Enterprise Efficiency, Customer Experience, and Connected Living. All the
products are automated through APIs and served through our integrated contact center
capabilities. Each segment has products and services under it that help address specific
problem statements in the value chain.
Our Growth Strategies
Combining the benefits of a robust ecosystem, domain expertise, capital
allocation, and enterprise experience, we have broadly embarked upon three growth
strategies.
> Firstly, our inorganic growth strategy entails acquiring matured
businesses, robust products, expert teams, and revenues in a short span of time. The
acquisitions have triggered our quest to build the integrated PropTech Ecosystem, and
along with the technology, products have helped us with good tech and operations teams
across the spectrum.
> Secondly, our organic growth strategy is focused on developing
in-house products, and teams and taking them to market, integrating all the different
pieces of the value chain together.
> Thirdly, our data strategy consolidates consumer behavior and
supply-demand patterns to increase efficiency and enhance the experience. Data will also
play a major role for various stakeholders of real estate in deciding on capital
allocation.
We have acquired multiple companies in the previous year alone. All
these acquisitions were thoughtfully done after scrutinizing how well they fit within our
ecosystem. We started our acquisition spree with the acquisition of K2V2 Technologies,
which enabled us to propel our buy- sell journey. The CRM product i.e., Sell.Do under K2V2
enabled us to offer SaaS products to developers. This was followed by the launch of
BeyondWalls, which is the broker aggregation discovery and transaction platform
which, when run in tandem with the CRM, helps buyers take informed real
estate purchase decisions, while at the same time augmenting the sales for the sellers by
providing them monetization opportunities for their inventory. With this acquisition, we
are breaking a trend where others may be trying to do away with brokers, but we are
partnering with them to increase their efficiency while also developing velocity for the
project developers.
Upon closing in on the buy-sell part of the journey, we acquired the
rental management Company TheHouseMonk, which offers an end-to-end technology suite. What
makes this an even more attractive acquisition is its ability to service clients, not only
in India but also overseas.
Through acquisitions of RaaS businesses HelloWorld, which is amongst
the largest co-living companies in India we can further cater to the beginning of a
consumer's lifetime in his/her real estate consumption journey.
Subsequently, through the planned acquisition of CareerSocially, a data
analytics Company, providing value-added services to the leading real estate developers
while also connecting them with the channel partner community puts us in a great position
to analyze pan-India trends in our sector.
Investments in Integrow Asset Management AMC have further boosted our
aspirations of scaling up digital lending and creating an integrated PropTech Ecosystem
using technology.
Raising Capital Despite a Tough Environment
Another marquee event for the year has been raising capital through
Rights issue. Our Company successfully raised ' 343.55 Crore despite headwinds in
the capital markets coinciding with the timing of the issue.
It also demonstrated Aurum's commitment as a shareholder as Aurum
committed to subscribe to any unsubscribed portion. The shareholding of the promoters went
up from 35% to 50% post the Rights issue. This highlights immense conviction and
confidence
I take immense pride in what we have achieved as a team and am equally
excited about what the future holds for us. During the past few months, within such a
short span of time, we have successfully ramped up our presence to 15 cities, 500+ people
team led by experienced leaders from the industry. in capabilities in this space and
upholds the promise to further the Company's strategic plan of bringing transparency,
trust, and digital transformation to the Real Estate Sector. With the completion of the
Rights Issue, and potential monetization of the existing real estate assets, our Company
has a war-chest of approximately ' 500 Crore in cash and cash equivalents that can
be deployed towards the streamlining of operations, providing financial flexibility, and
seeking other growth opportunities in line with our strategic plans.
Our Governance, Risk and Compliance
Good governance is the foundation on which great businesses are built.
It is the sustainable backbone of all companies. Our Governance, Risk and Compliance (GRC)
framework, a young initiative considers the best practices across five broad sections. i.
Intellectual Capital, ii. Human Capital, iii. Social and Brand Capital, iv. Ecosystem
Capital v. Financial Capital. We believe that we will sharply focus on each one of these
initiatives in detail in the coming years and ensure Aurum's core values of Transparency,
Empowerment, Speed, Focus, Hard work, Passion, and Caring for each other are brought out
more efficiently.
Aurum
At Aurum PropTech, we believe that society is our key stakeholder, and
it is our privilege to give back in whatever humble way that we possibly can. Our
initiatives, delivered through our Foundation - Aurum Neev - focus on community
development through hunger eradication, planting trees, medical assistance, safe man
hours, green buildings, and education for girls. We take pride in having served 1,00,000+
nutritious meals through Roti Bank and serving the needs of two communities under
‘Mata Bala Arogya Ahaar Prakalp'. Through our tree plantation drive, more than 11,000
trees have been planted. We ensured that our buildings had 33,97,988 Safe man hours this
year. We also provided medical assistance to 1,300+ people. To push our green initiatives
forward, our leed platinum campus has 100% water recycling, rainwater harvesting, water
conservation, and LED lighting.
Closing Thoughts
On a concluding note, I would like to extend my gratitude to all the
shareholders for their faith in our abilities, and I seek all your support to lead our
Company to bring innovation and digital transformation to the Real Estate sector.
Regards,
Ashish Deora,
Founder & Group CEO, Aurum
  Â
Aurum Proptech Ltd
Directors Reports
To the Members,
The Board of Directors hereby submits the report of the business and
operations of your Company along with the audited financial statements, for the financial
year ended March 31, 2023. The consolidated performance of the Company and its
subsidiaries has been referred to wherever required.
1. FINANCIAL SUMMARY
Particulars |
Consolidated |
|
Standalone |
|
|
Year ended March 31, 2023 |
Year ended March 31, 2022 |
Year ended March 31, 2023 |
Year ended March 31, 2022 |
Revenue from operations |
|
|
|
|
| Information Technology Services |
7,057 |
1,554 |
132 |
140 |
| Rent Income |
5,553 |
25 |
715 |
25 |
Reimbursement of expenses from
customers |
77 |
- |
77 |
- |
Total Operating Revenue |
12,687 |
1,579 |
923 |
165 |
| Other Income |
1,218 |
522 |
663 |
490 |
Total Income |
13,904 |
2,101 |
1586 |
655 |
Employee Benefits and other
expenses |
14,194 |
3,409 |
2225 |
1,534 |
Depreciation and amortization
expenses |
3,849 |
278 |
665 |
189 |
| Finance costs |
852 |
25 |
96 |
12 |
Total Expenses |
18,895 |
3,712 |
2,985 |
1,735 |
| Share of loss of associates |
(117) |
(68) |
- |
- |
Loss before Tax |
(5,107) |
(1,679) |
(1,399) |
(1,080) |
| Tax expense |
(1,077) |
(352) |
(275) |
(228) |
Loss for the Year |
(4,030) |
(1,327) |
(1,124) |
(852) |
Other Comprehensive Income /
(Loss) |
21 |
(9) |
2 |
(2) |
Total Comprehensive Income
/ (Loss) |
(4,009) |
(1,336) |
(1,122) |
(854) |
Earnings per share of face
value of ` 5/- each |
|
|
|
|
| Basic (` ) |
(7.51) |
(3.90) |
(2.93) |
(2.98) |
| Diluted (` ) |
(7.51) |
(3.90) |
(2.93) |
(2.98) |
Financial Statements for the year ended March 31, 2023, have been
prepared in accordance with Indian Accounting
Standards (Ind-AS) as prescribed under Section 133 of the Companies
Act, 2013 (hereinafter referred to as "the Act") read with Rule 3 of the
Companies (Indian Accounting Standards) Rules, 2015, as amended and the Companies (Indian
Accounting Standards) Amendment Rules, 2016.
2. RESULTS OF OPERATIONS a) Consolidated operations
Your Company reported a total income of `
13,905 Lakhs for the year ended March 31, 2023, as compared to ` 2,101
Lakhs for the year ended
March 31, 2022. Your Company made a net loss of ` 4,030 Lakhs for the
year ended March 31, 2023 as compared to a net loss of ` 1,327 Lakhs for the year ended
March 31, 2022. b) Standalone Operations
Your Company reported a total income of `
1,586 Lakhs for the year ended March 31, 2023 as compared to ` 655
Lakhs for the year ended March 31, 2022. Your Company made a net loss of ` 1,124 Lakhs for
the year ended March 31, 2023 as compared to a net loss of ` 852 Lakhs for the year ended
March 31, 2022.
3. TRANSFER TO RESERVES
No amount is proposed to be transferred to reserves for the year ended
March 31, 2023.
4. DIVIDEND
The Board of Directors has not recommended dividends for the Financial
Year 2022-23.
5. CHANGE IN SHARE CAPITAL
During the year under review, the Company has issued 4,29,44,533 Equity
Shares on Rights issue basis at a price of ` 80/- per fully paid Equity Shares including
premium of ` 75/- per Equity Shares) and accordingly Shareholders have been allotted
4,29,44,533 Partly paid-up Equity Shares at a price of ` 20/- and the
paid-up share capital increased from ` 1,431 Lakhs to ` 1968 Lakhs.
6. EMPLOYEE STOCK OPTIONS
During the financial year the Company has granted 23,01,292 stock
options to Directors and employees of Company and its subsidiaries under the "Aurum
PropTech Employee Stock Option Plan 2021".
7. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL
POSITION OF THE COMPANY OCCURRED BETWEEN MARCH 31, 2023 AND THE DATE OF THIS REPORT AND
CHANGE IN NATURE OF BUSINESS
I. The Board of Directors of the Company in its meeting held on April
27, 2023, considered the acquisition of assets and technology platform of Myre Tech LLP
and launched Aurum WiseX, a digital distribution vertical for Real Estate
Investments. The acquisition got completed on April 29, 2023.
II. The Board of Directors of the Company in its meeting held on April
27, 2023, considered the acquisition of Nestway Technologies Private
Limited (NestAway') and delegated the power to the Executive
Investment committee to invest the funds of the Company amounting upto ` 9,000 Lakhs. The
Executive Investment
Committee of the Company in its meeting held on June 01, 2023, approved
the acquisition of upto 100% equity share capital of NestAway for a cash consideration of
upto ` 9,000 Lakhs. The Share Purchase Agreement has been executed on June 28, 2023. The
Company is in process of acquiring the equity shares and compulsory convertible preference
shares of NestAway.
8. CREDIT RATING
During the year under review, the Company has not obtained any credit
ratings.
9. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES
The Company has the following subsidiaries and associates:
Name of the Company |
Nature |
|
|
1. Aurum RealTech Services
Private Limited |
Wholly owned Subsidiary |
2. Aurum Softwares and
Solutions Private Limited |
Wholly owned Subsidiary |
| 3. Helloworld Technologies |
Wholly owned |
| India Private Limited |
Subsidiary |
| 4. Aurum Analytica Private |
Wholly owned |
Limited (formerly known as
Blink Advisory Services Private Limited) |
Subsidiary |
5. K2V2 Technologies Private
Limited |
Subsidiary |
| 6. Monk Tech Labs Pte. Limited |
Subsidiary |
7. Integrow Asset Management
Private Limited |
Subsidiary |
Integrow Asset Management Private Limited became subsidiary w.e.f.
September 01, 2022.
The Company has acquired 100% stake in Aurum Analytica Private Limited
formerly known as Blink Advisory Services Private Limited) by executing Share Purchase
Agreement on August 05, 2022.
The Company has acquired 100% stake in Vartaman Consultants Private
Limited by executing Share Purchase Agreement on April 29, 2023.
The Company has incorporated Monk Tech Venture Private Limited as
subsidiary on April 10, 2023.
The Company has incorporated Cuneate Services Private Limited as wholly
owned subsidiary on April 17, 2023.
The Company is in process of acquiring 100% stake of NestAway
Technologies Private Limited.
Pursuant to Section 129(3) of the Companies Act, 2013 read with Rule 5
of the Companies (Accounts) Rules, 2014, a statement containing salient features of the
financial position of each of the subsidiaries including capital, reserves, total assets,
total liabilities, details of investment, turnover, etc. in the prescribed Form
AOC-1(Annexure IV) forms a part of the Annual Report.
In accordance with Section 136 of the Act, the audited financial
statements, including the consolidated financial statement and related information of the
Company and the financial statements of each of the subsidiary Companies are available on
our website https://www.aurumproptech.in/ .
Any shareholder desirous of making inspection or obtaining copies of
the said financial statements may write to the Company Secretary & Compliance officer
at investors@aurumproptech.in .
These documents will also be available for inspection during business
hours at the registered office of the Company.
For 2022-23, K2V2 Technologies Private Limited and Helloworld
Technologies India Private Limited are material subsidiaries of the Company as per the
thresholds laid down under the Listing Regulations.
There has been no material change in the nature of the business of the
subsidiary. The policy for determining material subsidiaries as approved by the Board can
be accessed on the website of the
Company at link https://aurumproptech.in/investor/ policies/.
10. MANAGEMENT DISCUSSION AND ANALYSIS
In accordance with Regulation 34 of SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015 ("SEBI Listing Regulations"), Management
Discussion and Analysis Report is presented in a separate section, forms part of this
Annual Report.
11. BUSINESSRESPONSIBILITYANDSUSTANIBILITY
REPORT
In accordance with Regulation 34 of SEBI Listing Regulations, as
amended, Business Responsibility and Sustainability Report is not applicable to the
Company.
12. DIRECTORS' RESPONSIBILITY STATEMENT
Tothebestoftheirknowledgeandbeliefandaccording to the information and
explanations obtained by them, your Directors make the following statement in terms of
sub-section (3) (c) and (5) of Section 134 of the Act: a) In preparation of the Financial
Statements for the financial year ended March 31, 2023, the applicable accounting
standards had been followed along with proper explanation relating to material departures,
if any; b) We have selected such accounting policies and applied them consistently and
made judgments and estimates that are reasonable and prudent, to give a true and fair view
of the state of affairs of the Company as of March 31, 2023 and of the profit and loss of
the Company for the year ended on that date; ations of Directors) c) We 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 frauds and other irregularities; d) Financial Statements of the Company had
been prepared on a going concern basis; e) We have laid down Internal Financial Controls
to be followed by the Company which are adequate and operating effectively; and f) We have
devised proper systems to ensure compliance with the provisions of all applicable laws and
such systems are adequate and operating effectively.
13. DIRECTORS AND KEY MANAGERIAL PERSONNEL
As of the date of this report, the Company has six Directors, out of
which three are Independent Directors including one Woman Independent Director.
Name of the Director & DIN |
Designation |
Original Date of Appointment |
Mr. Vasant Gujarathi (DIN:
06863505) |
Non-Executive Independent
Director |
March 03, 2020 |
Mr. Ajit Ravindra Joshi (DIN:
08108620) |
Non-Executive Independent
Director |
July 23, 2021 |
Mrs. Padma Samir Deosthali
(DIN: 09250994) |
Non-Executive Independent
Director |
July 23, 2021 |
Mr. Ramashrya Ramjag Yadav
(DIN: 00145051) |
Non-Executive Director |
July 23, 2021 |
Mr. Srirang Yashwant Athalye
(DIN: 02546964) |
Non-Executive Director |
May 04, 2021 |
Mr. Onkar Sunil Shetye (DIN:
06372831) |
Executive Director |
May 04, 2021 |
Independent Directors
All the Independent Directors have furnished a declaration of
Independence stating that they meet the criteria of independence as provided under
Section 149(6) of the Act and Regulation 16(1) and 25(8) of the SEBI
Listing Regulations and there has been no change in the circumstances which may affect
their status as Independent Directors during the year.
Further, they also declared that they have complied with Rule 6 (1) of
the Companies (Appointment and
the inclusion of names in the data bank created by the Indian Institute
of Corporate Affairs.
None of the Directors of the Company are disqualified for being
appointed as Directors as specified in Section 164(2) of the Act and Rule 14(1) of the
Companies (Appointment and Qualification of Directors) Rules, 2014.
Key Managerial Personnel
Key Managerial Personnel for the 2022-23
Mr. Onkar Shetye (DIN: 06372831) Executive
Director
Mr. Kunal Karan Chief Financial Officer
Ms. Sonia Jain Company Secretary & Compliance Officer^ ^ Ms.
Khushbu Rakhecha, ceased to be Compliance Officer w.e.f. February 17, 2023 and Ms. Sonia
Jain,
Company Secretary was appointed as Compliance officer w.e.f. February
17, 2023.
Number of Board Meetings
Four Meetings of the Board of Directors were held during the year. The
details of the Board meetings and the attendance of the Directors are given in the
Corporate Governance Report which forms part of this report. The
necessary quorum was present for all the meetings. The maximum interval between any two
meetings did not exceed 120 days.
14. COMMITTEES OF THE BOARD
Your Company has duly constituted the Committees required under the Act
read with applicable Rules made there under and the SEBI Listing Regulations.
The Company has an Audit Committee with the constitution, powers, and
role as prescribed under Section 177 of the Act and Regulation 18 of the SEBI Listing
Regulations.
The other statutory committees of the Board are given below: i)
Investors' Grievances and Stakeholders'
Relationship Committee ii) Nomination and Remuneration Committee iii)
Corporate Social Responsibility Committee iv) Executive Investment Committee
Details about composition, powers, role, meetings held and attendance
of members at meetings of the relevant Committee are provided in the Report on Corporate
Governance which forms part of this Annual Report.
15. PERFORMANCE EVALUATION
The Company has a policy for performance evaluation of the Board,
Committees and other individual Directors (including independent directors) which includes
criteria for performance evaluation of Executive and Non-Executive
Directors. In compliance with the requirement of the provisions of
Section 178 of the Act read with Rules framed thereunder and Schedule IV to the Act as
well as Regulation 17(10) of the SEBI Listing Regulations, the performance evaluation of
individual directors,
Board committees and Board as a whole were carried out during the year
under review. For the Financial Year 2022-23, the Company adopted the Internal methodology
for carrying out the Board Evaluation exercise.
The performance evaluation process of the Independent Director was
based on the declarations received from the Independent Director that they fulfilled the
criteria of independence as required under the Act and SEBI Listing Regulations.
16. NOMINATION AND REMUNERATION POLICY
The Company has a policy on remuneration of
Directors and Key Managerial Personnel. The policy is approved by the
Nomination and Remuneration Committee and the Board of Directors of the
Company.
This policy isavailableonthewebsiteofthe Company and the link for the
same is provided below: https:// aurumproptech.in/investor/policies/.
17. PEOPLE PRACTICES
As of March 31, 2023, Aurum PropTech Limited had a total headcount of
80. The Directors wish to place on record their appreciation for the contributions made by
team members of the Company during the year under review.
18. INTERNAL CONTROL SYSTEM
A strong internal control system is pervasive in the
Company. The Company has documented a robust and comprehensive internal
control system for all the major processes to ensure the reliability of financial
reporting.
19. INTERNAL CONTROL OVER FINANCIAL REPORTING
The Company has in place adequate internal financial controls
commensurate with the size, scale, and complexity of its operations.
The Company has policies and procedures in place for ensuring proper
and efficient conduct of its business, the safeguarding of its assets, the prevention and
detection of frauds and errors, the accuracy and completeness of the accounting records,
and the timely preparation of reliable financial information.
The Company has a robust financial closure, certification mechanism for
certifying adherence to various accounting policies, accounting hygiene, and accuracy of
provisions and other estimates.
20. STATUTORY AUDITORS AND THEIR REPORT
Pursuant to Section 139(1) and other applicable provisions of the
Companies Act, 2013 M/s. M S K A & Associates, Chartered Accountants (ICAI Firm
Registration no.: 105047W) were appointed as the Statutory Auditors of the Company at the
6th AGM held on August 06, 2019, to hold office for a period of 5 consecutive years from
the conclusion of the 6th AGM till the conclusion of the 11th AGM of the Company. The
Statutory Auditors have confirmed that they are not disqualified from continuing as
Auditors of the Company.
Further, the report of the Statutory Auditors is provided in the
financial section of the Annual Report. The observations made in the Auditors'
Report are self-explanatory and do not contain any qualifications,
reservations, or adverse remarks. Therefore, it does not call for any further comments.
21. SECRETARIAL AUDITOR
The Secretarial Audit for the year 2022-23 was undertaken by M/s Ainesh
Jethwa & Associates. Practicing Company Secretary, the Secretarial Auditor of the
Company.
The Secretarial Audit Report for the financial year ended March 31,
2023 under the Act, read with Rules made thereunder and Regulation 24A of the Listing
Regulations of the Company and its Material
Subsidiary are annexed herewith as "Annexure-III and Annexure-III
A" respectively.
The report is self-explanatory and with regards to observation in the
Secretarial Audit Report, the Board will ensure that they will be more vigilant. The Board
of Directors, on the recommendation of the Audit Committee, has appointed M/s Ainesh
Jethwa & Associates, Practicing Company Secretary, Mumbai to conduct the secretarial
audit of the Company for 2023-24. They have confirmed their eligibility for the
appointment.
During the year under review, the Statutory Auditors and Secretarial
Auditors have not reported any instances of frauds committed in the Company by its
officers or employees, to the Audit Committee under Section 143(12) of the Companies Act,
2013, details of which needs to be mentioned in this Report.
22. INTERNAL AUDITOR
As required under Section 138 of the Act and Rule 13 of the Companies
(Accounts) Rules, 2014, the Internal Audit function is performed by M/s. Protune KS Aiyar
Consultants Private Limited the Internal Auditor of the Company. The scope, functioning,
periodicity, and methodology for conducting the internal audit have been formulated in
consultation with the Audit Committee.
The Board of Directors, on the recommendation of the Audit Committee,
has appointed M/s. Protune KS Aiyar Consultants Private Limited to conduct the internal
audit of the Company for 2023-24. They have confirmed their eligibility for the
appointment
23. REPORTING OF FRAUDS BY AUDITORS
During the year under review, neither Statutory
Auditors nor Secretarial Auditor has reported to the Audit Committee
any instances of fraud committed against the Company by its officers or employees, in
terms of Section 143(12) of the Act.
24. COST AUDIT
The provisions of Companies (Cost Records and
Audit) Rules, 2014 are not applicable to your Company.
25. RISK MANAGEMENT
The organization's Governance Risk Compliance framework plays a
vital role in mitigating enterprise risks, including technology, strategic, macroeconomic,
key managerial personnel, competitive edge risks, clients and accounts risks,
cybersecurity, data protection, and privacy risks, as well as contractual, execution, and
delivery risks. By leveraging this comprehensive framework, the
Company effectively manages and addresses these risks, ensuring a
secure and stable operational environment while successfully fulfilling its commitments.
26. PARTICULARS OF LOANS GIVEN, GUARANTEES GIVEN AND INVESTMENTS MADE
UNDER SECTION 186 OF THE COMPANIES ACT, 2013
Details of loans, guarantees, and investments covered under provisions
of Section 186 of the Companies Act, 2013 are provided in the notes to the Financial
Statements.
27. RELATED PARTY TRANSACTIONS
All Related Party Transactions during the financial year under review
were in the ordinary course of business and at arm's length basis and complies with
the applicable provisions of the Act and
SEBI Listing Regulations. There were no material significant related
party transactions entered into by the Company with Promoters, Directors or Key Managerial
Personnel, etc. which may have potential conflict with the interest of the Company at
large. All the Related Party Transactions are presented to the Audit Committee and Board
for their approval.
Omnibus approval is given by Audit Committee for the transactions which
are foreseen and repetitive. A statement of all Related Party Transactions is presented
before the Audit Committee and Board every quarter, specifying the nature, value, and
terms and conditions of the transactions. The said transactions are approved by the Audit
Committee as well as by the Board.
The Company in terms of Regulation 23 of the
SEBI Listing Regulations submits on the date of publication of its
standalone and consolidated financial results for the half year, disclosures of related
party transactions on a consolidated basis, in the format specified in the relevant
accounting standards to the stock exchanges. The said disclosures can be accessed on the
website of the
Company at https://aurumproptech.in. The Related Party Transactions
Policy as approved by the Board is available on the Company's website and can be
accessed at https://aurumproptech.in/ investor/policies/.
Details of the transaction(s) of your Company with the entity(ies)
belonging to the promoter/promoter group which hold(s) more than 10% shareholding in the
Company as required under para A of Schedule
V of the Listing Regulations are provided as part of the financial
statements. The details of the related party transactions as per Indian Accounting
Standards (IND AS) 24 are set out in Notes of Financial Statements of
the Company. There are no such related party transactions required to be reported in Form
AOC-2, enclosed as Annexure – II to this report.
28. ANNUAL RETURN
Pursuant to Section 92(3) of the Act, the annual return of the Company
as on March 31, 2023 is available on the Company's website and can be accessed at
https://aurumproptech.in/investor/ financial-information/annual-reports/.
29. WHISTLE BLOWER POLICY/ VIGIL MECHANISM
In compliance with the requirement of the Act and the SEBI Listing
Regulations, the Company has established a Whistle Blower Policy/ Vigil mechanism, and the
same is placed on the
Company's website and can be accessed at https://
aurumproptech.in/investor/policies/.
The employees of the Company are made aware of the said policy at the
time of joining the Company.
30. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
In accordance with the requirements of the Sexual
Harassment of Women at Workplace (Prevention, Prohibition &
Redressal) Act, 2013 ("POSH Act") along with the Rules made thereunder, the
Company has in place a policy which mandates no tolerance against any
conduct amounting to sexual harassment of women at workplace.
All employees (permanent, contractual, temporary and trainees) are
covered under the said policy. During the financial year under review, the
Company has not received any complaint of Sexual
Harassment of Women at Workplace. The Company has constituted Internal
Committee(s) ("ICs") to redress and resolve any complaints arising under the
POSH Act.
31. CORPORATE SOCIAL RESPONSIBILITY (CSR)
In compliance with Section 135 of the Act, the Board of Directors of
the Company has formed a CSR
Committee. The composition of the CSR Committee and a brief outline of
the CSR policy of the Company with the amount spent by the Company on CSR activities
during the year are set out in Annexure-I of this report in the format prescribed in the
Companies
(Corporate Social Responsibility Policy) Rules, 2014. The CSR Policy is
available on the website of the Company at https://aurumproptech.in/investor/ policies/.
32. PARTICULARS OF EMPLOYEES AND REMUNERATION
The remuneration paid to the Directors, Key Managerial Personnel is in
accordance with the Nomination and Remuneration Policy formulated in accordance with
Section 178 of the Act and Regulation 19 read with Schedule II of the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015. Further details on the same are given in the
Corporate Governance Report which forms part of this Annual Report.
The information required in terms of Section 197(12) of the Act read
with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rule,
2014 is given below: I. Information as per Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 a) Ratio of the remuneration of each
director to the median remuneration of the employees ("MRE") of the Company for
the financial year 2022-23.
Name of the Director |
Ratio to MRE |
Executive Directors |
|
| Mr. Onkar Shetye |
11.23X |
Non-Executive Directors |
| Mr. Srirang Athalye |
Not Applicable |
| Mr. Ramashrya Yadav |
Not Applicable |
| Mr. Vasant Gujarathi |
Not Applicable |
| Mr. Ajit Joshi |
Not Applicable |
| Ms. Padma Deosthali |
Not Applicable |
b) Percentage increase in remuneration of each Director/ KMP in the
2022-23:
|
% increase in |
Name of the Director/ |
|
|
remuneration* |
Key Managerial |
|
|
in the financial |
Personnel |
|
|
year 2022-23 |
| Mr. Onkar Shetye |
46% |
| Mr. Srirang Athalye |
N.A |
| Mr. Ramashrya Yadav |
N.A |
| Mr. Vasant Gujarathi |
N.A |
| Mr. Ajit Joshi |
N.A |
| Mr. Kunal Karan, Chief |
|
|
10% |
| Financial Officer |
|
| Ms. Sonia Jain, Company |
|
| Secretary & Compliance |
29% |
| Officer* |
|
| Ms. Khushbu Rakhecha, |
|
|
60% |
| Compliance Officer* |
|
*Ms. Khushbu Rakhecha, ceased to be Compliance Officer w.e.f. February
17, 2023 and Ms. Sonia Jain
Company Secretary was appointed as Compliance officer w.e.f. February
17, 2023. Ms. Sonia Jain acted as secretary to all the committees constituted by the
Board.
c) Percentage increase in the MRE during the financial year 2022-23:
-13.97%. d) Number of permanent employees on the rolls of the Company as on March 31,
2023: 80 e) Average percentage increase made in salaries of employees other than
Managerial Personnel in the financial year was 9% vis-a-vis an increase
of 36% in the salaries of Managerial Personnel. f) Affirmation that the remuneration is as
per the remuneration policy of the Company:
We affirm that the remuneration is as per the remuneration policy of
the Company.
II. Information as per Rule 5(2) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014
The statement containing particulars of employees in terms of
remuneration drawn is provided in a separate annexure forming part of this report.
However, having regard year to Section 136 of the Act, the Annual Report excluding the
aforesaid annexure, is being sent to all the members of the Company and others entitled
thereto. The said annexure is open for inspection and any member who wishes to inspect
shall send a request for the same on the e-mail id of the Company i.e. investors@
aurumproptech.in
33. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS
During the year under review, no significant and material orders were
passed by the regulators or courts, or tribunals impacting the going concern status and
operations of the Company.
34. PUBLIC DEPOSITS
During the year the Company has not accepted deposits from the public
falling within the ambit of Section 73 of the Companies Act, 2013 and the Companies
(Acceptance of Deposits) Rules, 2014.
35. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS, AND OUTGO
(a) Conservation of energy: considering the nature of the business of
the Company, energy costs constitute a small portion of the total cost and there is not
much scope for energy
| conservation. |
|
(i) the steps are taken or
impact on the conservation of energy. |
|
(ii) the steps taken by the
Company for utilizing alternate sources of energy |
Not Applicable |
(iii) the capital investment
in energy conservation equipment's |
|
(b) Technology absorption: |
| (i) the efforts made towards technology
absorption the benefits derived like product improvement, cost reduction, product
development, or import substitution |
| in case of imported technology (imported
during the last three years reckoned Not from the beginning of the Applicable financial
year)- |
| (a) thedetailsoftechnology imported |
| (b) the year of import |
| (c) whether the technology has been fully
absorbed |
| (d) if not fully absorbed, areas where
absorption has not taken place, and the reasons thereof |
| (iv) the expenditure incurred on |
| Nil |
| Research and Development |
(c) Foreign exchange earnings and Outgo
Total foreign exchange used and earned by
Aurum PropTech Limited
|
Year ended March 31, |
Year ended March 31, |
|
2023 |
2022 |
Exchange used |
19.28 |
11.00 |
Exchange earned |
Nil |
Nil |
36. STATEMENT OF MANAGEMENT RESPONSIBILITY FOR CONSOLIDATED FINANCIAL
STATEMENTS
The Holding Company's Board of Directors are responsible for the
preparation and presentation of these Consolidated Financial Statements in terms of the
requirements of the Act that give a true and fair view of the consolidated financial
position, consolidated financial performance including other comprehensive income,
consolidated cash flows and consolidated statement of changes in equity of the Group in
accordance with the accounting principles generally accepted in India, including the
Indian Accounting Standards (Ind
AS) specified under Section 133 of the Act read with the Companies
(Indian Accounting Standards)
Rules, 2015, as amended. The respective Board of Directors of the
companies included in the Group are responsible for maintenance of adequate accounting
records in accordance with the provisions of the Act for safeguarding of the assets of the
Group and for preventing and detecting frauds and other irregularities; selection and
application of appropriate accounting policies; making judgment's and estimates that
are reasonable and prudent; and the design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and presentation of
the Consolidated Financial Statements that give a true and fair view and are free from
material misstatement, whether due to fraud or error, which have been used for the purpose
of preparation of the Consolidated Financial Statements by the
Directors of the Holding Company, as aforesaid. In preparing the
Consolidated Financial Statements, the respective Board of Directors of the companies
included in the Group are responsible for assessing the ability of the Group to continue
as a going concern, disclosing, as applicable, matters related to going concern and using
the going concern basis of accounting unless management either intends to liquidate the
Group or to cease operations, or has no realistic alternative but to do so.
Those respective Boards of Directors of the companies included in the
Group are also responsible for overseeing the financial reporting process of the Group.
37. PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016
No application has been made under the Insolvency and Bankruptcy Code;
hence the requirement to disclose the details of application made or any proceeding
pending under the Insolvency and
Bankruptcy Code, 2016 (31 of 2016) during the year along with their
status as at the end of the financial year is not applicable.
38. DISCLOSURE UNDER RULE 8(5)(XII) OF THE COMPANIES (ACCOUNTS)
RULES,2014
During the year, there were no instances where your Company required
the valuation for one time settlement or while taking the loan from the Banks or Financial
institutions.
39. CORPORATE GOVERNANCE
The Company has complied with corporate governance requirements as
prescribed under the
Act and the SEBI Listing Regulations. A separate section on corporate
governance practices followed by the Company together with the certificate from M/s.
Ainesh Jethwa & Associates., Company
Secretary in Practice forms an integral part of this report.
40. COMPLIANCE WITH SECRETARIAL STANDARDS
The Company has complied with all applicable mandatory Secretarial
Standards issued by the
Institute of Company Secretaries of India.
41. ACKNOWLEDGMENT
Your directors place on record their appreciation for employees at all
levels, whose hard work and solidarity have contributed to the growth and performance of
your Company. Your directors also thank the customers, vendors, bankers and shareholders
of the Company for their continued support.
Your directors also thank the Central and State
Governments and other statutory authorities for their continued
support.
|
For and on behalf of the Board |
|
Aurum PropTech Limited |
Onkar Shetye |
Srirang Athalye |
| Executive Director |
Non-Executive Director |
| DIN: 06372831 |
DIN:02546964 |
| Date: July 18, 2023 |
|
| Place: Navi Mumbai |
|
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