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Cadsys (India) Ltd

BSE Code : 535011 | NSE Symbol : CADSYS | ISIN:INE090Y01013| SECTOR: - |

NSE BSE
 
SMC up arrow

36.10

0.00 0.00 Volume 280564

29-Nov-2019 EOD

Prev. Close

36.10

Open Price

36.10

Bid Price (QTY)

0.00(0)

Offer Price (QTY)

0.00(0)

 

Today’s High/Low 36.10 - 36.10

52 wk High/Low 63.45 - 36.10

Key Stats

MARKET CAP (RS CR) 27.08
P/E 9.76
BOOK VALUE (RS) 52.8633274
DIV (%) 12.5
MARKET LOT 2000
EPS (TTM) 3.7
PRICE/BOOK 0.682893071161465
DIV YIELD.(%) 3.46
FACE VALUE (RS) 10
DELIVERABLES (%) 100
4

News & Announcements

09-Dec-2019

Cadsys (India) Ltd - Cadsys (India) Limited - Outcome of Board Meeting

22-Nov-2019

Cadsys (India) Ltd - Other Announcements

22-Nov-2019

Cadsys (India) Ltd - Cadsys (India) Limited - Reply to Clarification- Financial results

20-Nov-2019

Cadsys (India) Ltd - Other Announcements

14-Nov-2019

Cadsys (India) to convene board meeting

09-Sep-2019

Cadsys (India) to hold AGM

27-Aug-2019

Cadsys (India) schedules board meeting

30-May-2019

Board of Cadsys (India) recommends final dividend

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 84000 1.12
Total Institutions 0 0.00
Total Govt Holding 0 0.00
Total Non Promoter Corporate Holding 158000 2.11
Total Promoters 3577100 47.68
Total Public & others 3683400 49.10
Total 7502500 100
  • Total Foreign
  • Total Institutions
  • Total Govt Holding
  • Total Non Promoter Corporate Holding
  • Total Promoters
  • Total Public & others

About Cadsys (India) Ltd

Cadsys (India) Limited was incorporated as a private limited company with the name 'Cadsys (India) Private Limited' on July 23, 1992. The Company was then converted into a public limited company and the name of the Company was changed to 'Cadsys (India) Limited' on June 8, 1995. Incorporated in the year 1992, Cadsys is a domain-focused GIS and engineering business technology service provider headquartered in Hyderabad, Telangana, India, with presence in the United States. The Company is primarily engaged in providing IT enabled services for geospatial, field engineering survey, software development and engineering design services in the domains like, telecom, CATV, oil & gas, electricity and other utilities. The Company leverages a differentiated business model through investments in pre-fabricated software components and frameworks to build enduring value for its customers. The Company has expanded its service portfolio with strategic acquisitions to emerge as a well-balanced player in the IT services segment. Cadsys set up a software engineering facility in Hyderabad in the year 1996. The Company has also been certified by ISO 9001:2015 for design, development, Production, Support of Geographical Information System and Engineering Services and ISMS Certificate - ISO/IEC 27001:2013 for Geographical Information System and Engineering Services business including all support functions of the organisation. The Company's clients include government departments and companies in telecom, power and other utility sectors.

Cadsys (India) Ltd Chairman Speech

Dear Shareholders.

It gives me immense pleasure for having this opportunity to address all the esteemed shareholders of the Company and present the 26th Annual Report of Cadsys (India) Limited. Firstly, I on behalf of the Company, would like to thank you all for being here and bestowing your trust in the Company. Since, the inception of the Company in 1992, we started our journey in the IT and ITeS industry with a vision to create a strong value chain and gain trust of our customers by achieving targets before time and simultaneously maintain highest quality standards. It is this vision and belief that brought the management and employees of the Company together and embark on the mission of success. Like said before, at core, iour Company thrr.es on 3 core principles:

• Continuous pursuit of Emellence

• Dedication to highest principles of Ethics

• Unflinching faith in culture of Intrapreneurship

Clasping to our core principles, Cadsys in October, 2017 opted to have its equity shares listed on the NSE EMERGE platform. The listing of equity shares on the Stock Exchange has laid down a path for strong Company and shareholder relationship and we perceive as a huge motivation factor to strive further to secure the interest of the stakeholders of the Company. To highlight some of 2017-18 performances in terms of revenue and business growth, we are pleased to inform that, in the FY 2017-18 as per the Standalone financials your Company has achieved a total revenue of C 3,280 Lakhs as compared to C 2,833 Lakhs in the previous Financial Year 2016-17. Similarly, as per the consolidated financials, your Company had earned a total revenue of C 4,554 Lakhs in FY 2017-18 as compared to C 4,363 Lakhs in FY 2016-17.

The current year Standalone Profit After Tax (PAT) is C 353 Lakhs as compared to C 268 Lakhs in the year 2016-17. However, we have observed faint slump in the Consolidated Profit After Tax (PAT) i.e., C 739 Lakhs in the current year as compared to C 1,094 Lakhs of PAT in the previous financial year. This down side in PAT is regarded due to two unforeseen factors, fluctuations in the foreign exchange currency and pending renewal of a contract by a customer. In an effort to overcome the foregoing, your Company is working hard to build strong customer base and further expand its market in the USA.

During the year, some of the highlights on the business front are as follows:

• In the current year of operation your company has started undertaking field Service Inventory, audit for Telecom and Utility infrastructure.

• Developed a new product for project management software for managing field oriented projects

• Developed softwares for capturing field based data.

In this regard, our forecast in terms of business growth and outlook for the forthcoming Financial year 2018-19 is expected to be as follows:

The Future Mode of Operations will implement new "Best Practice" work flows, processes, and software platforms that will improve operational efficiency, quality and profitability as well as utilize centralized design concepts that will lower overall design costs. To facilitate the FMO for Cadsys it will be necessary to implement standard software platforms for project management, financial management, and sales management. An FMO Process Improvement Plan has been created to transit the present mode of operations (PMO) to the FMO model.

The Goals of the Cadsys' Process Improvement Plan are as follows:

• Improve Efficiency and Quality

• Increase workload capacity

• Ensure schedule adherence

• Automate tasks and reduce work content

• Create training and Development for new engineers

• Improve ability to ramp up trained engineers

• Increase Revenue

• Improve Profitability

The management is confident that with these structural changes in the operations, your company will witness an accelerated, stable and robust growth in the coming years.

Finally, I would like to conclude my speech thanking our Shareholders, Merchant Bankers, respected officials of National Stock Exchange EMERGE platform, Share Transfer Agents, Senior Management, customers, vendors, auditors, company secretaries, and all the employees of the Company for extending their continuous support and encouragement towards your Company. We aim and hope to continue to invest more efforts and hard work in building a strong family and generate more employment to the youth of this Nation.

Thank you once again.

With warm regards,

sd/-

Nallini Chakravarthi Rangacharya

Founder and Managing Director

   

Cadsys (India) Ltd Company History

Cadsys (India) Limited was incorporated as a private limited company with the name 'Cadsys (India) Private Limited' on July 23, 1992. The Company was then converted into a public limited company and the name of the Company was changed to 'Cadsys (India) Limited' on June 8, 1995. Incorporated in the year 1992, Cadsys is a domain-focused GIS and engineering business technology service provider headquartered in Hyderabad, Telangana, India, with presence in the United States. The Company is primarily engaged in providing IT enabled services for geospatial, field engineering survey, software development and engineering design services in the domains like, telecom, CATV, oil & gas, electricity and other utilities. The Company leverages a differentiated business model through investments in pre-fabricated software components and frameworks to build enduring value for its customers. The Company has expanded its service portfolio with strategic acquisitions to emerge as a well-balanced player in the IT services segment. Cadsys set up a software engineering facility in Hyderabad in the year 1996. The Company has also been certified by ISO 9001:2015 for design, development, Production, Support of Geographical Information System and Engineering Services and ISMS Certificate - ISO/IEC 27001:2013 for Geographical Information System and Engineering Services business including all support functions of the organisation. The Company's clients include government departments and companies in telecom, power and other utility sectors.

Cadsys (India) Ltd Directors Reports

To,

The Members,

Cadsys (India) Limited

Dear Members,

Your Directors are pleased to present the 26th Annual Report of your Company on the business and operations of the company together with the Audited financial Statements for the financial year ended on March 31, 2018, and the Auditors' Report thereon. The Company's financial performance for the year under review are given hereunder:

DISCLOSURES AS PER RULE 8(5) OF COMPANIES (ACCOUNTS) RULES, 2014:

FINANCIAL HIGHLIGHTS

(Amount in Lakhs)

Particulars

Standalone

Consolidated

For the financial year ended 2017-18 For the financial year ended 2016-17 For the financial year ended 2017-18 For the financial year ended 2016-17
Total Revenue 3,280 2,833 4,554 4,363
Total Expenses 2,805 2,439 3,667 3,146
Finance Cost 161 128 193 157
Depreciation 115 247 377 317
Profit before Tax 475 394 887 1,216
Current Tax 151 181 168 (181)
Deferred Tax (29) (54) (16) 61
Profit after Tax 353 268 739 1,094
Earnings per share (Basic & Diluted) 5.47 4.96 11.46 20.26

FINANCIAL PERFORMANCE

During the year under review, your Company has performed well and made a total standalone revenue from operations of Rs. 3,280 lakhs as against Rs. 2,833 lakhs in previous year. Profit after tax (PAT) has gone up by Rs. 353 lakhs as against Rs. 268 lakhs in previous year. Your Directors are continuously making effort for the future growth and expansion of the Company by exploring possible avenues in the market. Further, during the year under review, there were no changes in the Nature of Business of the Company.

EXPORTS

The exports of the Company continue to be a major chunk of

revenue accounting for a volume of Rs. 2,133 lakhs representing 65.03% of the total revenue of Rs. 3,280 lakhs during the year under review.

TRANSFER TO RESERVES IN TERMS OF SECTION 134(3)(J) OF THE COMPANIES ACT, 2013

For the financial year ended on March 31, 2018, the Company has not transferred any amount to Reserves.

DIVIDEND

Your Board of Directors has recommended a Final Dividend for the Financial Year ended on March 31, 2018, at the rate of 10% (Ten per cent) i.e. C1.00 (Rupee One Only) per Equity Share having Face Value of C10/- (Rupees Ten Only) each, subject to approval of the Members at the ensuing 26th (Twenty Sixth) Annual General Meeting (AGM) of the Company.

The Dividend will be paid to the Shareholders whose names appear in the Register of Members of the Company as on the Record Date.

TRANSFER OF UNPAID & UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

Pursuant to the provisions of the Companies Act, 2013, read with IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, as amended, declared dividends along with underlying equity shares which remained unpaid or unclaimed for a period of seven years are supposed to be transferred to IEPF. Presently, there being no amount which are required to be transferred to IEPF by the Company, as there is no unpaid/unclaimed dividend pending.

LISTING OF EQUITY SHARES ON THE SME PLATFORM OF NATIONAL STOCK EXCHANGE - NSE EMERGE:

During the year under review, your Company has listed its Equity shares on the SME platform of National Stock Exchange - NSE EMERGE and the listing approval from the NSE was received on October 03, 2017. The Scrip symbol of the Company is "CADSYS". The Equity shares of the Company were made available for trading w.e.f October 04, 2017. Your Company sincerely believes in consistent growth year by year and listing of equity shares is one such big accomplishment.

The Issue comprises of 21,00,000 Equity Shares of face value of Rs. 10/- (Rupees Ten only) each including share premium of Rs. 60/- (Rupees Sixty Only) per equity share, for cash at a price of Rs. 70/- (Rupees Seventy Only) per equity share ("Issue Price"), aggregating up to Rs. 1,470 Lakhs.

The Company intended to utilize the net proceeds of the Issue towards the following purposes:

• Repayment of Loan

• General Corporate Purposes

PRE AND POST ISSUE EQUITY SHARE SHARE CAPITAL

During the year under review, authorized share capital of the Company was increased from C365 lakhs to Rs. 850 lakhs. Further, your Company has raised money(ies) from public through initial public offer (IPO) by listing its Equity shares on the SME platform of National Stock Exchange - NSE EMERGE. The Issue comprises of 21,00,000 Equity Shares of face value of Rs. 10/- (Rupees Ten only) each including share premium of Rs. 60/- (Rupees Sixty Only) per equity share, for cash at a price of Rs. 70/- (Rupees Seventy Only) per equity share ("Issue Price"), aggregating up to Rs. 1,470 Lakhs.

Accordingly, the paid-up Equity share capital of your Company as on March 31, 2018 was Rs. 750.25 lakhs. Further, during the year under review, the Company has not issued any shares with differential voting rights nor granted stock options or sweat equity shares.

EXTRACT OF ANNUAL RETURN

The Extract of Annual Return in Form No. MGT-9, pursuant to provisions of Sections 92 (3) and 134(3)(a) of the Companies Act, 2013 read with Rule 12 of the Companies (Management & Administration) Rules, 2014 forms part of this report as "Annexure -I".

DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)

The Board represents an optimum mix of professionalism, knowledge and experience. The Company's policy is to maintain optimum combination of Executive, Non-Executive Directors and Independent Directors.

Sr. No. Particulars Details of Equity shares
1. No. of Equity Shares before Issue 54,02,500
2. No of Equity Shares after Issue 75,02,500

Following were the Directors and Key Managerial Personnel of the Company as on March 31, 2018.

Sr. No Name of the Directors Designation DIN/PAN
1. Nallani Chakravarthi Padmaja Whole-Time Director and Chief Finance Officer 01173673
2. Nallani Chakravarthi Venkata Rangacharya Managing Director 01231778
3. Nallani Chakravarthi Madhavi Non-Executive Director 01199595
4. Sri Padarajan Nagarajan Non-Executive Director 05262644
5. Nandachary Mudumbi Independent & Non -Executive Director 02714333
6. Sai Sridhar Sangineni Independent & Non-Executive Director 03274134
7. Babladi Shailaja Company Secretary and Compliance Officer ARXPB4192L

Changes during the Financial Year ended March 31, 2018:

I) Appointment of Director/KMP

During the year under review, your Company has appointed Mr. Nandachary Mudumbi & Mr. Sai Sridhar Sangineni as Independent Directors on the Board of the Company w.e.f April 01, 2017 pursuant to provisions of Section 149 (6) read with Schedule IV of the Companies Act, 2013 and rules made thereunder. The Company has also received declarations from the Independent Directors confirming that they meet the criteria of independence as laid down under Section 149 (6) of the Companies Act 2013 and SEBI (LODR) Regulations, 2015.

Your Company has appointed Mrs. Nallani Chakravarthi Padmaja as Chief Financial Officer (CFO) and Mrs. Babladi Shailaja as Company Secretary & Compliance Officer of the Company w.e.f July 03, 2017, pursuant to the provisions of Section 203 of Companies Act, 2013 and rules made thereunder.

II) Resignation

During the year under review, Mr. Chandra Sekhar, ceased to be a Director from the Board of Directors of the Company w.e.f April 01, 2017. Board place on record the valuable services rendered by Mr. Chandra Sekhar during his tenure as a Director of the Company and express its deep sense of appreciation and gratitude for the same.

III) Retire by Rotation

In accordance with the provisions of the Companies Act, 2013, Mr. Sripadarajan Nagarajan, Director of the company retires by rotation at the ensuing AGM of the Company and being eligible, offers himself for re-appointment. The brief profile of the Director is presented in this Annual Report.

COMPOSITION OF VARIOUS COMMITTEES OF BOARD OF DIRECTORS OF THE COMPANY & ITS MEETINGS:

During the year under review, the Board has constituted various committees as required under the provisions of Companies Act, 2013 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The provisions of Companies Act, 2013 read with Secretarial Standard - 1 issued by the Institute of Company Secretaries of India (ICSI) and SEBI (LODR) Regulations, 2015 were adhered while conducting Committee Meetings. The details of various committees constituted by the Board are covered hereunder:

I) AUDIT COMMITTEE:

Audit Committee was constituted to monitor, oversee and provide effective supervision of the management's financial reporting process with a view to ensuring accurate, timely and

Composition of Audit Committee:

proper disclosure and transparency, integrity and quality of financial reporting. The Committee adheres to the compliance with the applicable provisions under the Companies Act, 2013 and rules made thereunder. The committee policy is available on the website, at http://www.cadsystech.com/investor/ .

Sr. No. Name of the Directors Designation in the Committee
1. Nandachary Mudumbi Chairman
2. Nallani Chakravarthi Venkata Rangacharya Member
3. Sai Sridhar Sangineni Member

Details of Audit Committee Meetings:

The Audit Committee met 05 times during the year under review on May 15, 2017, July 03, 2017, July 28, 2017, August 17, 2017 and January 22, 2018. The necessary quorum was present for all the meetings held during such year. The details of attendance of each Member at the Audit Committee meetings held during the year are as under:

Sr. Name of the Directors

Number wise meetings attendance

No. of Meetings Attended
No 1 2 3 4 5
1. Nallani Chakravarthi Venkata Rangacharya a x a a x 3
2. Nandachary Mudumbi a a a a a 5
3. Sai Sridhar Sangineni a a a a a 5

II) NOMINATION AND REMUNERATION COMMITTEE:

The Committee was constituted to screen and review individuals qualified to serve as executive directors, non-executive directors and independent directors, consistent with criteria approved by the Board, and to recommend, for approval by the Board, nominees for election at the General Meeting. The Committee also designs, benchmarks and continuously reviews the compensation program for the Board and senior management against the achievement of measurable performance goals. The Committee adheres to the compliance with the provisions of Section 178 of the Companies Act, 2013 and rules made thereunder. The committee also regularly review from time to time the policy for selection and appointment of Directors, Key Managerial Personnel and senior management employees and their remuneration. The committee policy is available on our website, at http://www.cadsystech.com/investor/ .

Composition of Nomination and Remuneration Committee:

Sr. No. Name of the Directors Designation in the Committee
1. Sai Sridhar Sangineni Chairman
2. Nandachary Mudumbi Member
3. Sripadarajan Nagarajan Member

Details of Nomination & Remuneration Committee Meetings:

The Nomination & Remuneration Committee met 02 times during the year under review on May 15, 2017 and July 03, 2017. The necessary quorum was present for both the meetings. The details of attendance of each Member at the Nomination & Remuneration Committee meetings held during the year are as under:

Sr. No. Name of the Directors Number wise meetings attendance No. of Meetings Attended
1 2
1. Sai Sridhar Sangineni a a 2
2. Nandachary Mudumbi a a 2
3. Sripadarajan Nagarajan a a 2

III) STAKEHOLDERS' RELATIONSHIP COMMITTEE:

The Stakeholder Relationship Committee was constituted to review matters related to grievances of Shareholders and Investors. The committee primarily focuses on review of investor complaints, its redressal and queries received from investors i.e. transfer of shares, issue of duplicate share certificates, non-receipt of annual reports, Dematerialization/ Re-materialization etc. and also reviews the reports presented by the Share Transfer Agents of the Company. The Committee adheres to the compliance with the applicable provisions of Companies Act, 2013 and rules made thereunder.

Composition of the Committee:

Sr. No. Name of the Directors Designation in the Committee
1. Nallani Chakravarthi Madhavi Chairperson
2. Nallani Chakravarthi Padmaja Member
3. Nallani Chakravarthi Venkata Rangacharya Member

Details of Stakeholders' Relationship Committee Meetings:

Stakeholders' Relationship Committee met 1 time during the year under review i.e., on January 22, 2018. The details of attendance of each member at the Stakeholders' Relationship Committee meeting held during the year are as under:

Sr. No Name of the Directors Number wise meetings attendance No. of Meetings Attended
1. Nallani Chakravarthi Madhavi a 1
2. Nallani Chakravarthi Padmaja a 1
3. Nallani Chakravarthi Venkata Rangacharya x 0

IV) CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

Composition: The Corporate Social Responsibility Committee (CSR) of the Board of Directors meets the criteria laid down under Section 135 of the Companies Act, 2013 and Rules made therein. It consists of the following members:

Sr. No. Name of the Directors Designation in the Committee
1. Nallani Chakravarthi Venkata Rangacharya Chairman
2. Nallani Chakravarthi Padmaja Member
3. Sai Sridhar Sangineni Member

Details of CSR Meetings:

CSR Committee met 02 times during the year under review on May 15, 2017 and January 22, 2018. The details of attendance of each Member at the CSR meetings held during the year are as under:

Sr. Name of the Directors Number wise meetings attendance No. of Meetings Attended
No. 1 2
1. Nallani Chakravarthi Venkata Rangacharya a x 1
2. Nallani Chakravarthi Padmaja a a 2
3. Sai Sridhar Sangineni a a 2

BOARD MEETINGS:

The provisions of Companies Act, 2013 read with Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI) and SEBI (LODR) Regulations, 2015 were adhered while conducting Board Meetings. The details of the Board Meetings are covered hereunder:

Board Meetings attendance of Directors during the Financial year 2017-18.

During the FY 2017-18, the Board of Directors met 10 times on April 01, 2017, April 30, 2017, May 15, 2017, July 03, 2017, July 24, 2017, July 29, 2017, August 17, 2017, September 12, 2017 September 29, 2017 and January 22, 2018.

Sr. Name of the Directors

Number wise meetings attendance

No. of Board Meetings Attended
No. 1 2 3 4 5 6 7 8 9 10
1. Nallani Chakravarthi Venkata Rangacharya x a a x a a a a a a 08
2. Nallani Chakravarthi Padmaja a a a a a a a a x a 09
3. Nallani Chakravarthi Madhavi a a a a a a a a a a 10
4. Sripadarajan Nagarajan a a a a a a a a a a 10
5. Nandachary Mudumbi x a a a a a a a a a 09
6. Sai Sridhar Sangineni x a a a a a a a a a 09

POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION:

The Board of Directors of the Company has framed a policy on the appointment and remuneration to Directors and senior management personnel. The objective of the policy is to formulate the criteria for determining qualifications, competencies, positive attributes and recommend to the Board policies relating to the remuneration of Directors, Key Managerial Personnel and Senior Management personnel. The details of remuneration paid during the Financial Year ended March 31, 2018 are mentioned under the Form No. MGT - 9 which is forming part of this Board's Report.

PERFORMANCE EVALUATION OF THE BOARD:

The Board of Directors has carried out an annual evaluation of its own performance, board committees and individual Directors pursuant to the provisions of the Companies Act, 2013 and rules made thereunder.

The performance of the Board and the committees was evaluated by the Board, after seeking inputs from all the Directors and the members of the committees, on the basis of the criteria such as the composition and structure, effectiveness of board and committee processes, information and functioning, etc. The Board and the Nomination and Remuneration Committee reviewed the performance of the individual Directors on the basis of the criteria such as the contribution of the individual Director to the Board and Committee Meetings.

Separate meeting of Independent Directors was held to evaluate the performance of non-independent Directors, performance of the board as a whole taking into account the views of Executive Directors and Non-Executive Directors.

DIRECTORS' RESPONSIBILITY STATEMENT

Your Directors state that:

i) For the preparation of the annual financial statements for the year ended March 31, 2018, the applicable accounting standards have been adopted and followed;

ii) the applicable accounting policies are applied consistently to make judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs and profit of the company as at the end of the financial year under review;

maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

iv) The Directors have prepared the annual accounts on a "going concern basis";

v) Proper internal financial controls were in place and followed by the Company and that such internal financial controls are adequate for effective operations; and

vi) Proper systems are devised by the Company to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

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

A. Conservation of energy:

(i) the steps taken or impact on conservation of energy Efforts are made towards minimizing wastage in all areas of operations of the Company.
(ii) the steps taken by the company for utilizing alternate sources of energy
(iii) the capital investment on energy conservation equipment's No additional investment was made for reduction in consumption of energy.

B. Technology absorption:

During the year under review there has been no transaction of technology absorption.

C. Foreign Exchange earnings and outgo:

Particulars Financial Year Financial Year
2017-18 2016-17
Foreign Exchange Earnings (C In Lakhs) C 2,133 C 2,414
Foreign Exchange Outgo (C In Lakhs) C 10 C 19

iii) Proper and sufficient care has been taken for the

CONSOLIDATED FINANCIAL STATEMENTS OF SUBSIDIARIES

As on March 31, 2018 your Company has following subsidiaries.

Sr. No. Name of the Company Percentage of Holding
1. Apex Engineers (India) Private Limited 80%
2. Apex Advanced Technology LLC, USA 100%
3. Cadsys Technologies LLC, USA 97.56%

Pursuant to the provisions of Section 129(3) of the Companies Act, 2013, a statement containing salient features of financial statements of subsidiary companies in Form No. AOC-1 forms part of Board's Report as "Annexure - II".

COMPANIES WHICH HAVE BECOME OR CEASED TO BE SUBSIDIARIES/JOINT VENTURES AND ASSOCIATE COMPANIES

There are no other companies which have become or ceased to be its subsidiaries/joint venture/associate companies during the year.

RELATED PARTY TRANSACTIONS

All related party transactions that were entered into during the financial year were on an arm's length basis and were in the ordinary course of business. The Particulars of contracts or arrangements with related parties referred to in sub-section (1) of section 188 in the prescribed Form AOC-2 pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014, forms part of this report as "Annexure III"

All related party transactions are placed before the Audit Committee before the Board for approval. The Board of Directors of the company has, on the recommendation of the Audit Committee, adopted a policy to regulate transactions between the company and its related parties, in compliance with the applicable provisions of the Companies Act, 2013, the Rules framed thereunder. Policy for related party transactions has been uploaded on the website of the company. http://www . cadsystech.com/investor/.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

The Company has invested a sum of Rs. 2,022 lakhs in following companies as at 31 March, 2018 for its business purpose. Apart from the investment, the Company did not give any Loans, or

provided Guarantees or any security during the year under the provisions of Section 186 of the Companies Act, 2013.

DEPOSITS

The Company has not accepted any public deposits and as such no amount on account of principal or interest on public deposits was outstanding as on March 31, 2018.

PARTICULARS OF EMPLOYEES AND REMUNERATION

The information required under section 197 (12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms part of this report as "Annexure IV". Further, the Company has no employee drawing remuneration exceeding the limits prescribed under Section 197 (12) of Companies Act, 2013 read with SubRule 2 of Rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

RISK MANAGEMENT

Risk management is the process of identification, assessment, and prioritization, of risk followed by coordinated efforts to minimize, monitor and mitigate/control the probability and/ or impact of unfortunate events or to maximize the realization of opportunities. The Company has laid a comprehensive risk assessments and minimization procedure which is reviewed by the audit committee and approved by Board.

VIGIL MECHANISM

In accordance with the provisions of Section 177 of the Companies Act, 2013 and the SEBI (LODR) Regulations, 2015, the Company has formulated a vigil mechanism to address the instances of fraud and mismanagement, if any. The policy

can also be accessed on the Company's website. - http://www . cadsystech.com/investor/.

MANAGEMENT DISCUSSION AND ANALYSIS

Management's Discussion and Analysis Report for the year under review as stipulated under Regulation 34(2)(e) of the SEBI (LODR) Regulations, 2015 is presented in a separate section forming part of this Annual Report.

CORPORATE GOVERNANCE:

The Company is listed on SME Platform of National Stock Exchange of India Limited- NSE EMERGE under Chapter XB of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009. Further, as per Regulation 15 (2) (b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the compliances with respect to corporate governance disclosures are not applicable. However, your Company strives to incorporate the appropriate standards for corporate governance in the interest of the stakeholders of the Company.

MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There are no material changes and commitments affecting the financial position of the Company which has occurred between the end of the financial year and the date of the Directors' report.

COMPLIANCE WITH PROVISIONS OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company is committed to uphold and maintain the dignity of woman employees and Company has in place a policy as required under Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Your company has constituted Internal Complaints Committee as required under the said Act to oversee the complaints, if any. Your Directors further state that during the year under review, there were no cases filed pursuant to said Act. A copy of the policy can also be accessed on the Company's website http://www . cadsystech.com/investor/.

CORPORATE SOCIAL RESPONSIBILITY

The Company has constituted Corporate Social Responsibility Committee in compliance with the provisions of Section 135 of the Act read with the Companies (Corporate Social Responsibility Policy) Rules 2014. The Corporate Social Responsibility Committee has formulated a Corporate Social Responsibility

Policy (CSR policy) indicating the activities to be undertaken by the Company. The CSR policy may be accessed on the Company's website http://www.cadsystech.com/investor/ . The Annual Report on Corporate Social Responsibility (CSR) activities of the Company forms part of this Report as "Annexure - V".

ORDERS, IF ANY, PASSED BY REGULATORS OR COURTS OR TRIBUNALS

During the year under review, there are no significant material orders passed by the regulators or Courts or Tribunals which can adversely impact the going concern status of the Company and its operations in future.

INTERNAL FINANCIAL CONTROLS SYSTEMS AND THEIR ADEQUACY

Your Company is committed to constantly improve the effectiveness of internal financial controls and processes for efficient conduct of its business operations and ensuring security to its assets and timely preparation of reliable financial information. In the opinion of the Board, the internal financial control system of the Company commensurate with the size, scale and complexity of business operations of the Company. Further, the internal financial controls with reference to the Financial Statements are adequate in the opinion of the Board of Directors and were operating effectively.

The Company has a proper system of internal controls to ensure that all assets are safeguarded and protected against loss from unauthorized use or disposition and that transactions are authorized, recorded and reported correctly.

The internal control is supplemented by an extensive programme of internal, external audits and periodic review by the Management. This system is designed to adequately ensure that financial and other records are reliable for preparing financial information and other data and for maintaining accountability of assets.

AUDITORS

Statutory Auditors:

Pursuant to the provisions of section 139 of the Companies Act, 2013 and the Rules framed thereunder, the Company in its 23rd Annual General Meeting (AGM) has appointed Narven & Associates, Peer reviewed Chartered Accountants (Firm registration No. 005905S), as statutory auditors of the Company, from the conclusion of the 23rd Annual General Meeting till the conclusion of the 28th Annual general Meeting to be held in

the year 2020 subject to ratification by members at every AGM held during such period. Accordingly, the Board of Directors of the Company recommends the ratification of appointment of M/s Narven & Associates, Chartered Accountants as Statutory Auditors of the Company. The Members are requested to approve the resolution No. 4 seeking ratification of appointment of auditors.

Internal Auditors:

M/s. A.V. Ratnam & Co. (M. No. 003028S), Chartered Accountants, were appointed during the year under review to perform the duties of internal auditors of the company and their reports are reviewed by the audit committee from time to time.

Secretarial Auditors:

ACKNOWLEDGEMENTS

Your Directors wish to place on record their gratitude to Shareholders for the confidence reposed by them and thank all the shareholders, customers, bankers, dealers, suppliers and other business associates for their contribution to your Company's growth. Your directors also wish to place on record their appreciation for the contribution made by the employees at all levels without whom the growth of the company is unattainable. Your Directors also thank the Central/State Government, for their support. Your directors seek and look forward for the same support in future.

For and on behalf of Board of Directors CADSYS (INDIA) LIMITED

sd/-

N.C.V. Rangacharya Managing Director DIN:01231778

   

Cadsys (India) Ltd Company Background

Nallani Chakravarthi Venkata Rangacharya.
Incorporation Year1992
Registered Office3-5-900/1 IVth Floor,Aparajitha Arcade Himayathnaga
Hyderabad,Telangana-500029
Telephone91-40-23224110,Managing Director
Fax91-40-23223984
Company SecretaryBadladi Shailaja
AuditorNarven Associates
Face Value10
Market Lot2000
ListingNSE - SME,
RegistrarBigshare Services Pvt Ltd
1st Flr Bharat Tin W,Makwana Road Marol ,Andheri (East) ,Mumbai - 400059

Cadsys (India) Ltd Company Management

Director NameDirector DesignationYear
Nallani Chakravarthi Venkata RangacharyaManaging Director2017
Nallani Chakravarthi PadmajaWhole Time Director & CFO2017
Nallani Chakravathi MadhaviDirector2017
Sripadarajan NagarajanDirector2017
Sai Sridhar SangineniDirector2017
Badladi ShailajaCompany Secretary2017

Cadsys (India) Ltd Listing Information

Cadsys (India) Ltd Finished Product

Product NameUnit Installed
Capacity
Production
Quantity
Sales
Quantity
Sales
Value
Sale of Service NA 00020.6226
Unbilled Revenue NA 0000
Professional Charges NA 0000
Export Income NA 0000

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