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E2E Networks Ltd

BSE Code : 535080 | NSE Symbol : E2E | ISIN:INE255Z01019| SECTOR: - |

NSE BSE
 
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19.00

0.00 0.00 Volume 280564

09-Dec-2019 EOD

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Bid Price (QTY)

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Today’s High/Low 19.00 - 19.00

52 wk High/Low 57.00 - 19.00

Key Stats

MARKET CAP (RS CR) 27.15
P/E 15.7
BOOK VALUE (RS) 23.4636469
DIV (%) 0
MARKET LOT 2000
EPS (TTM) 1.21
PRICE/BOOK 0.809763293872275
DIV YIELD.(%) 0
FACE VALUE (RS) 10
DELIVERABLES (%) 100
4

News & Announcements

07-Nov-2019

E2E Networks Ltd - E2E Networks Limited - Outcome of Board Meeting

06-Nov-2019

E2E Networks Ltd - Other Announcements

27-Sep-2019

E2E Networks Ltd - E2E Networks Limited - Allotment of Securities

11-Sep-2019

E2E Networks Ltd - E2E Networks Limited - Preferential issue

27-Jul-2019

E2E Networks to hold AGM

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 388000 2.72
Total Institutions 1720412 12.04
Total Govt Holding 0 0.00
Total Non Promoter Corporate Holding 236000 1.65
Total Promoters 8342531 58.38
Total Public & others 3604171 25.22
Total 14291114 100
  • Total Foreign
  • Total Institutions
  • Total Govt Holding
  • Total Non Promoter Corporate Holding
  • Total Promoters
  • Total Public & others

About E2E Networks Ltd

E2E Networks Limited was originally incorporated and registered as Private Limited Company on 20th August, 2009. Subsequently, the company was converted into Public Company and name of company was changed to 'E2E Networks Limited' on March 14, 2018. Tarun Dua & Srishti Baweja are promoters of the Company. Tarun Dua & Ashish Shukla were the initial subscribers to the Memorandum of Association of the Company subscribing 9000 & 1000 Equity shares respectively. The Company is in the business of providing Cloud Infrastructure in India. Since its inception in 2009, E2E has strived to attain technical innovation in the Cloud migration and Deployment for their clients. The company was one the first companies to launch contract-less computing in India, way back in 2009. It followed this up by launching its hourly billed pure SSD (Solid-State-Drive) public cloud and private cloud. Its Cloud Infrastructure has been used by many well-known companies across industries like E-Commerce, Digital Classified, BFSI and whole host of new-age digital businesses. Using its vast experience in implementing and managing infrastructure the company has built its fully cloud agnostic Cloud Operation Management (CloudOps) platform, which can directly use the hypervisor host machines on more than 2,000 public clouds across the world. Many of India's best-known digital businesses have been using its CloudOps platform to boost measurable performance, while at the same time reducing their cloud spend.

E2E Networks Ltd Chairman Speech

Dear Shareholders

It has been an exciting year for your company. 15th May, 2018, became a red letter day in the history of M/s E2E Networks Limited, the Company got listed on National Stock Exchange Emerge, SM E platform.

The IPO of ' 21.99 Crores received an overwhelming response.

It is a pleasure and privilege to share with you the highlights of the year's performance and outlook for the next year.

• Our Total revenue for the year is ' 3629.67 lacs as compared to ' 2952.89 lacs in the previous year.

• Our Profit before tax was ' 807.23 lacs as compared to ' 643.31 lacs in the previous year.

• Our Profit after tax was ' 575.95 lacs as compared to ' 446.98 lacs in the previous year.

Your company has built its own Cloud Computing Infrastructure from the scratch using Open Source Software and custom designed physical servers to optimize cost, performance and speed of delivery targeting the Indian Cloud Computing market.

Recently we have seen a broad trend towards data localization in the emerging economies like India. This trend is due to demand for better performance of compute infrastructure at a lower latency and better compliance with emerging regulatory environment. This opens up new opportunities in the Cloud Computing Space for players with physical infrastructure in India.

There has been massively increased availability of broadband Internet infrastructure especially for the SME segment which has resulted in increased adoption of Cloud Computing for deployment of hitherto on premise Information Technology applications. The fear of being disconnected from critical applications if they are deployment on the Cloud as compared to on-premise has rapidly decreased.

Digital Transformation initiatives in the various industry segments is also leading to increased adoption of Public Cloud Computing as the preferred Compute infrastructure platform as opposed to on-premise setups.

While we began in 2009 as a contractless computing player targeting the value segment, we have been gradually building up our self-service public cloud platform that can enable rapid deployment for businesses looking to roll out their online server side web or mobile applications. We provide building blocks that can be used to rapidly architect computing infrastructure with pre-configured open source based micro-services such as webservers/loadbalancers/firewalls/ databases etc on our Public Cloud Platform for our customers. This results in lower project delivery costs by cuffing down the delivery timelines. We see a huge opportunity in the self-service cloud computing market in India by investing in improvements and feature additions to our Public Cloud Platform. We are also working on delivering GPU based compute infrastructure used by the Open Source Deep Learning/Machine Learning Artificial Intelligence platforms via our Public Cloud Platform.

Our Multi-Cloud CloudOps platform can be used to provide devops and managed services on any of the 2000 plus public clouds across the world. Our CloudOps platform uses a blend of automation delivered via technology combined with human intelligence to reduce the workload of the in-house DevOps team. We intend to capitalize on the devops services opportunity for both E2E's own public cloud as well as any other Public Cloud preferred by our Multi-Cloud CloudOps platform's customers.

I, on behalf of our team assure you of our singular commitment to the growth of Company with ethics and integrity. I would express my gratitude to our diverse stakeholders, our customers, vendors, bankers, all the team members and the board of Directors for their continued support in the growth journey of E2E.

Warm Regards
Sd/-
Tarun Dua
Managing Director

   

E2E Networks Ltd Company History

E2E Networks Limited was originally incorporated and registered as Private Limited Company on 20th August, 2009. Subsequently, the company was converted into Public Company and name of company was changed to 'E2E Networks Limited' on March 14, 2018. Tarun Dua & Srishti Baweja are promoters of the Company. Tarun Dua & Ashish Shukla were the initial subscribers to the Memorandum of Association of the Company subscribing 9000 & 1000 Equity shares respectively. The Company is in the business of providing Cloud Infrastructure in India. Since its inception in 2009, E2E has strived to attain technical innovation in the Cloud migration and Deployment for their clients. The company was one the first companies to launch contract-less computing in India, way back in 2009. It followed this up by launching its hourly billed pure SSD (Solid-State-Drive) public cloud and private cloud. Its Cloud Infrastructure has been used by many well-known companies across industries like E-Commerce, Digital Classified, BFSI and whole host of new-age digital businesses. Using its vast experience in implementing and managing infrastructure the company has built its fully cloud agnostic Cloud Operation Management (CloudOps) platform, which can directly use the hypervisor host machines on more than 2,000 public clouds across the world. Many of India's best-known digital businesses have been using its CloudOps platform to boost measurable performance, while at the same time reducing their cloud spend.

E2E Networks Ltd Directors Reports

Dear Members,

Your Directors have pleasure in presenting the 09th Annual Report of the business and operations of your Company, along with the Audited Financial Statements, for the Financial year ended on March 31, 2018.

FINANCIAL SUMMARY OF OPERATIONS

The financial performance during the Financial Year 2017-18 is summarized below:

(Amount in ' lacs)

Particulars

Standalone

FY18 FY17
Total Income 3629.67 2952.89
Total Expenditure 2822.44 2309.58
Profit before depreciation, finance Costs & tax 1810.08 1696.20
Depreciation 974.16 986.89
Finance Costs 28.69 66.00
Profit/(Loss) before tax 807.23 643.31
Provision for Tax: Current 341.09 219.70
Earlier Year Tax - 0.91
Deferred Tax (109.81) (24.28)
Net Profit for the Year 575.95 446.98

The Total Revenue on Standalone basis for the year ended, 31st March, 2018 was ' 3,629.67 lacs as compared to ' 2,952.89 lacs during the previous year ended 31st March, 2017. The Profit after tax for the year ended 31 March, 2018 was ' 575.95 lacs as compared to ' 446.98 lacs.

Basic earnings per share (post bonus issue) was ' 5.05/- for the year 2017-18 as compared to ' 3.92/- for the previous year 2016-17.

BRIEF DESCRIPTION OF THE STATE OF THE COMPANY'S AFFAIRS

E2E Networks Limited is one of the leading Cloud Computing infrastructure providers in India. Using the vast experience in implementing and managing infrastructure for the web, mobile or enterprise-centric workloads, the company has built its Multi-Cloud CloudOps platform, which support any public cloud across the world.

SHARE CAPITAL

During the year under review, following changes took place in the capital structure of the Company.

The Authorised Share capital of the company was increased from ' 50,00,000 divided into 3,50,000 equity shares and 1,50,000 preference shares of ' 10/- each to ' 16,50,00,000 divided into 1,63,50,000 equity shares and 1,50,000 Preference shares of ' 10/- each. 1,00,515 Preference shares divided into 33,334 Series A 1% Cumulative Convertible Preference Shares of ' 10/- each and 67,181 Series A1 Cumulative Compulsory Convertible Preference shares with a cumulative 1% coupon rate and/or preferential dividend of ' 10/- each were converted into 1,00,515 equity shares. Consequent to said conversion, the issued and paid up share capital of the company was enhanced to ' 37,08,100 divided into 3,70,810 equity shares of face value of ' 10/- each. During the year under review, the company issued 1,11,24,300 bonus shares to the existing shareholders of the company in the ratio of 30:1. Consequent to the said allotment the issued and paid up share capital of the company was enhanced to ' 11,49,51,100 divided into 1,14,95,110 equity shares of face value of ' 10/- each.

The Company came up with IPO on May 03, 2018 of 38,58,000 equity shares of face value of ? 10/- each for cash at a price of ' 57/- per equity shares (including a share premium of ' 47/- per equity shares) aggregating ' 2,199.06 lacs comprising of fresh issue of 27,50,000 equity shares aggregating up to ' 1,567.50 lacs and an offer for sale of 11,08,000 equity shares aggregating to ' 631.56 lacs. Consequent to IPO, the issued and paid up capital of the Company was enhanced to ' 14,24,51,100 divided into 1,42,45,110 equity shares of face value of ' 10/- each.

EMPLOYEE STOCK OPTION PLANS/SCHEMES

Compensation Committee of the Board of Directors of the Company, inter alia administers and monitors the Employee stock Option Schemes of the Company in accordance with the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 {erstwhile Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 ('the SEBI Guidelines')}. Details as required under the SEBI Guidelines for Employees Stock Option Scheme 2018 have been uploaded on the website of the Company and can be accessed through the link https://www.e2enetworks.com/wp-content/uploads/2018/08/E2E_Employee_Stock_option_ scheme_Details_2017-18.pdf

Certificate from Auditors confirm that scheme have been implemented in accordance with the SEBI Regulations will be placed at the forthcoming Annual General Meeting of the Company for inspection by the members.

DIVIDEND

Due to future laid down plans, profits have been deployed back to the Reserve & Surplus, and the Directors have not recommended any dividend for the period ended March 31, 2018.

RESERVES

During the year under review, the board has decided to transfer the profit of ' 575.95/- lacs to the general reserve of the Company.

PUBLIC DEPOSITS

During the year under review, your Company has neither invited nor accepted any fixed deposits from the public within the meaning of Section 73 of the Companies Act, 2013, read with the Companies (Acceptance of Deposits) Rules, 2014.

STATUTORY AUDITORS

Your Company's Auditor's M/s SHA & Associates, Chartered Accountants (Firm Registration No. 017649C) were appointed at the 7th AGM to hold the office until the conclusion of 12th AGM. However, vide their letter dated August 14, 2018 they have expressed their inability to continue as Statutory Auditors of your company up to the conclusion of the forthcoming AGM. The Board thus appointed M/s B.B Associates, Chartered Accountants (Firm Registration No.023670N) as Statutory Auditors of your company due to the casual vacancy caused by the said resignation effective August 14, 2018 till the conclusion of the forthcoming AGM.

As per the provisions of Section 139(8)(i) of the Companies Act, 2013, any casual vacancy in the office of an auditor shall be filled by the Board of Directors within thirty days from the date of resignation of auditor. The Board on August 21, 2018 has recommended appointment of M/s B.B & Associates, Chartered Accountants as Statutory Auditors of the Company and to hold office for a period of up to five consecutive years from the conclusion of the 9th AGM till the conclusion of the 14th AGM.

Your company has obtained consent of M/s B.B. & Associates and a certificate in accordance with Section 139, 141 and other applicable provisions of the Act to the effect that their appointment if made, will be in accordance with the conditions prescribed and that they are eligible to hold office as Statutory Auditors of the Company.

AUDITORS' REPORT

The observations of the Statutory Auditors in the Auditors' Report together with the relevant notes to Accounts in Schedules are self - explanatory and therefore do not call for any further explanation.

SECRETARIAL AUDIT

As the National Stock Exchange of India Limited (NSE) has granted listing approval on its SME platform effective May 15, 2018, so the company is not required to undergo the secretarial Audit for the financial year 2017-18. Also, the status of the company has changed from Private Limited to Limited on March 14, 2018, thus section 204 of Companies Act, 2013 is not applicable for company. After attaining the status of Limited company, the criteria of paid up capital and turnover as per section 204 of Companies Act, 2013 is not applicable to the Company.

As the Company has attained status of SME listed company on NSE Emerge in the current year, so in order to comply with the provisions of Section 204 of Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors had appointed M/s MAKS & Co. Company secretaries, for conducting Secretarial Audit of the Company for the Financial Year 2018-19.

BOARD MEETINGS

During the financial year, 27 (Twenty-Seven) Board Meetings were held and the gap between two meetings did not exceed one hundred and twenty days.

COMMITTEES OF THE BOARD

The following are the committees constituted by the Board:

(i) Audit Committee;

(ii) Nomination and Remuneration Committee

(iii) Stakeholder Relationship Committee

(iv) Corporate Social Responsibility Committee

(v) Compensation Committee

The Composition of the committees as on March 31, 2018 is as follows:

(i) Audit Committee

S.No. Name of Director Designation
1. Mr. Varun Pratap Rajda Non-Executive and Independent Director
2. Mr. Gaurav Munjal Non-Executive and Independent Director
3. Mr. Manjit Rai Dua Non-Executive Director

(ii) Nomination and Remuneration Committee

S.No. Name of Director Designation
1. Mr. Varun Pratap Rajda Non-Executive and Independent Director
2. Mr. Gaurav Munjal Non-Executive and Independent Director
3. Mr. Manjit Rai Dua Non-Executive Director

(iii) Stakeholder Relationship Committee

S.No. Name of Director Designation
1. Mr. Varun Pratap Rajda Non-Executive and Independent Director
2. Mr. Gaurav Munjal Non-Executive and Independent Director
3. Mr. Manjit Rai Dua Non-Executive Director

(iv) Corporate Social Responsibility Committee

S.No. Name of Director Designation
1. Ms. Srishti' Baweja Wholeti'me Director
2. Mr. Gaurav Munjal Non-Executive and Independent Director
3. Mr. Varun Pratap Rajda Non-Executive and Independent Director

(v) Compensation Committee

S.No. Name of Director Designation
1. Mr. Manjit Rai Dua Non-Executive Director
2. Mr. Gaurav Munjal Non-Executive and Independent Director
3. Mr. Varun Pratap Rajda Non-Executive and Independent Director

BOARD/COMMITTEE MEETINGS

Table containing details of meetings of various Board/Committees along with dates are as below:

S.No. Board/Committee No. of Meetings Date of Meetings
1. Board 27 (i) 03.04.2017
(ii) 28.04.2017
(iii) 08.06.2017
(iv) 13.06.2017
(v) 15.06.2017
(vi) 24.06.2017
(vii) 30.06.2017
(viii)11.08.2017
(ix) 04.09.2017
(x) 01.12.2017
(xi) 02.12.2017
(xii) 12.12.2017
(xiii) 03.01.2018
(xiv) 18.01.2018
(xv) 19.01.2018
(xvi) 25.01.2018
(xvii) 31.01.2018
(xviii) 02.02.2018
(xix) 03.02.2018
(xx) 03.02.2018
(xxi) 05.02.2018
(xxii) 09.02.2018
(xxiii) 16.02.2018
(xxiv) 21.02.2018
(xxv) 01.03.2018
(xxvi) 08.03.2018
(xxvii) 16.03.2018
2. Audit Committee (ACM) Nil -
3. Nomination and Remuneration Committee (NRC) Nil -
4. Stakeholder Relationship committee (SRC) Nil -
5. Corporate Social Responsibility Scheme (CSR) Nil -
6. Compensation Committee (CC) 1 (i) 02.03.2018

ATTENDANCE OF DIRECTORS/MEMBERS AT THE BOARD AND COMMITTEE MEETINGS

As per standard 9 of the Secretarial Standard on Meetings of the Board of Directors ('SS-1') issued by the Institute of Company Secretaries of India ('ICSI'), the attendance of Directors at Board and Committee meetings held during the financial year 2017-18 are as under:

S.No. Name of Director BM ACM NRC SRC CSR CC
1 Mr. Karthik Reddy Bezawada#1 2 N.A. N.A. N.A. N.A. N.A.
2. Manjit Rai Dua#2 27 - - - - 1
3. Tarun Dua#3 27 N.A N.A. N.A. N.A. N.A.
4. Srishti Baweja#4 10 N.A. N.A. N.A. - -
5. Gaurav Munjal#5 1 - - - - 1
6. Varun Pratap Rajda#6 1 - - - - 1

#1. Mr. Karthik Reddy Bezawada has resigned from the post of Nominee Director w.e.f. 31.01.2018.

#2. Designation of Mr. Manjit Dua has been changed from Executive Director to Non-Executive Director w.e.f. 31.01.2018. #3. Mr. Tarun Dua has been appointed as Managing Director w.e.f. 31.01.2018.

#4. Ms. Srishti Baweja has been appointed as a Wholetime Director w.e.f. 31.01.2018.

#5. Mr. Gaurav Munjal has been appointed as additional Independent Director w.e.f. 09.02.2018.

#6. Mr. Varun Pratap Rajda has been appointed as additional Independent Director w.e.f. 09.02.2018.

DECLARATIONS GIVEN BY INDEPENDENT DIRECTORS

The Independent Directors have given declarations that they meet the Criteria of independence as laid down under section 149(6) of the Companies Act, 2013 and Regulation 16(1) (b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

SUBSIDIARY COMPANIES

The Company does not have any subsidiary company.

LISTING

The equity shares of your company have been listed on SME platform of National Stock Exchange of India Ltd (NSE) Emerge w.e.f. May 15, 2018. The Annual listing fees have been paid to NSE.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

During the financial year ended 31st March, 2018, no loan, guarantee and investment was made by the Company in terms of Section 186 of the Companies Act, 2013 and rules made thereunder.

REPORT ON FRAUDS U/S 143 (12) OF THE COMPANIES ACT, 2013

The Auditors during the performance of their duties have not identified any offence of fraud committed by the company or its officers or employees. Therefore, no frauds have been reported to the Central Government under Section 143 (12) of the Companies Act, 2013.

MATERIAL CHANGES AND COMMITMENTS AFTER THE END OF FINANCIAL YEAR

After obtaining the status of Limited Company, the Company came with IPO on May 03, 2018 of 38,58,000 equity shares of face value of ' 10/- each for cash at a price of ' 57/- per equity shares (including a share premium of ' 47/- per equity shares) aggregating ' 2,199.06 lacs comprising of fresh issue of 27,50,000 equity shares aggregating up to ' 1,567.50 lacs and an offer for sale of 11,08,000 equity shares aggregating to ' 631.56 lacs.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE

Even though operations of the Company are not energy intensive, the management has been highly conscious of the importance of conservation of energy and technology absorption at all operational levels and efforts are made in this

direction on a continuous basis. In view of the nature of activities which are being carried on by the Company, the particulars as prescribed under Section 134(3)(m) of the Act, read with rule 8 of the Companies (Accounts) Rules, 2014 regarding Conservation of Energy and Technology Absorption are not applicable to the Company and hence have not been provided.

The Company has continued to maintain focus and avail of export opportunities based on economic considerations. The Company has incurred expenditure of ' 19.44 lacs (previous year: ' 49.03 lacs) in foreign exchange and earned ' 150.45 lacs (previous year ' 103.46 lacs) in foreign exchange during the year under review.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS OR COURTS

To the best of management knowledge, no significant and material orders were passed by regulators or courts or tribunals which could impact the going concern status and company's operation in future.

EXTRACT OF ANNUAL RETURN

The Annual Return in Form MGT-9 as required to be prepared in terms of Section 92(3) of the Act is being uploaded on the website of the Company and can be accessed through the link https://www.e2enetworks.com/wp- content/uploads/2018/08/ExtractofAnnualReturn_2017-18.pdf

RISK MANAGEMENT

The Company is not required to form a Risk Management Committee. However, the Company has developed and implemented a risk management policy for identifying the risk associated with business of the Company and measures to be taken by including identification of elements of risk and measures to control them.

INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY

The Company has an adequate Internal Control System, commensurate with size, scale and complexity of its operations. They have been designed to provide reasonable assurance with regard to recording and providing reliable financial and operational information, complying with applicable statutes, safeguarding assets from unauthorized use, executing transactions with proper authorization and ensure compliance of corporate policies. It has continued its efforts to align all its processes and controls with global best practices.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

Though during the year under review, the provisions of Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014, are not applicable on the Company. The Company has voluntary constituted a Corporate Social Responsibility Committee ('CSR Committee') and framed a Corporate Social Responsibility Policy (CSR Policy). The CSR Policy is available on the website of the Company: https://www.e2enetworks.com/wp- content/uploads/2018/03/CSR-Policies.pdf.

During the year under review, there was no change in the composition of CSR Committee.

In pursuit of the responsibilities entrusted to CSR Committee, a policy on Corporate Social Responsibility has been prepared and adopted by the Board which is available at the Website of the Company.

Corporate Social Responsibility (CSR) at E2E Networks Limited is inspired by a vision of National transformation with strong commitment to sustainable growth. The Company has created business models to connect communities with technologies, alongside delivering long term shareholder value. The Company shall design and implement CSR programs that positively impact communities. The Company believes that creating shared value with stakeholder and communities shall enable drivers of growth.

E2E Networks Limited shall use following channels to drive its CSR Initiatives:

• Education and Skill Development: To promote education and enhance vocational skills especially among children, women and differently abled persons.

• Health Care: To promote health care including rehabilitation facilities.

• Poverty and Malnutrition: To fight against hunger, poverty and malnutrition.

• Rural Development: To facilitate rural development and slum area development.

The Company donated ' 13 lacs to D-Cacus-Education Centre (DCEC) for the welfare of the weaker sections and below poverty line groups of the nation.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report for the year under review as stipulated under Regulation 34 of SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 is presented in a separate section forming part of the Annual Report.

ANNUAL EVALUATION OF BOARD PERFORMANCE AND PERFORMANCE OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS

The Board of Directors has laid down the manner in which formal annual evaluation of the performance of the board, Committees and individual directors has to be made. The Company has in place a comprehensive and structured questionnaire for evaluation of the Board and its Committees, Board composition and its structure, effectiveness, functioning and information availability. This questionnaire also covers specific criteria and the grounds on which all directors in their individual capacity will be evaluated. The performance evaluation of the Independent Directors was done by the entire Board excluding the director being evaluated.

PARTICULARS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

DIRECTORS

The Board at its meeting held on January 31, 2018 has appointed Ms. Srishti' Baweja (DIN: 08057000) as a Whole time Director for a period of five years with effect from January 31, 2018 and changed the designation of Mr. Tarun Dua (DIN: 02696789) and appointed him as a Managing Director for a period of five years with effect from January 31, 2018 and subsequently their appointments were ratified by the members in the Extra-ordinary General Meeting held on January 31, 2018. The Board at its meeting held on January 31, 2018 changed the designation of Mr. Manjit Rai Dua (DIN: 03247358) from the post of Executive Director to Non-Executive Director with effect from January 31, 2018 and the same was approved by the members in the Extra-ordinary General Meeting held on January 31, 2018.

In addition to this, the board at its meeting held on February 09, 2018 has appointed Mr. Gaurav Munjal (DIN: 02363421) and Mr. Varun Pratap Rajda (DIN: 07468016) as a additional independent directors for a period of five years with effect from February 09, 2018 subject to the approval of shareholders at the ensuing annual general meeting of the company.

During the period under review, Mr. Karthik Reddy Bezawada (the Nominee Director) has resigned from the directorship of the Company w.e.f. January 31, 2018. The Board places on record its appreciation for the contributions made by him during his tenure as a Nominee Director with the company.

In accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company, Mr. Manjit Rai Dua (DIN:03247358), will be retiring by rotation at the ensuing Annual General Meeting and being eligible has offered himself for re-appointment. A brief resume, details of expertise and other directorships/committee memberships held by Mr. Manjit Rai Dua forms part of Notice convening the Ninth Annual General Meeting. The Board recommends his re-appointment to the members of the Company at the ensuing Annual General Meeting.

The Company has received declarations from all the Independent Directors confirming that they meet the criteria of Independence as prescribed under Section 149(6) of the Companies Act, 2013.

KEY MANAGERIAL PERSONNEL

During the year the Board of Directors appointed Mr. Gaurav Aggarwal as a Chief Financial Officer w.e.f January 31, 2018. The Board of Directors at its meeting held on January 31, 2018 also appointed Ms. Bharti' Sharma as a Company Secretary & Compliance Officer w.e.f. January 31, 2018 who resigned on July 09, 2018. The Board of Directors at its meeting held on August 04, 2018 appointed Mr. Sumit Bansal as a Company Secretary and Compliance Officer w.e.f. August 04, 2018.

VIGIL MECHANISM/WHISTLE BLOWER POLICY

Pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013 and Regulation 22 of the SEBI (Listing Obligations and Disclosure Requirements), Regulation, 2015 the Company has adopted a Vigil Mechanism/Whistle Blower Policy for Directors and employee to report concerns about unethical behaviour, actual or suspected fraud or violation of the Company's code of conduct or ethics policy. This policy is made available on the Company's website www.e2enetworks.com. During the year, no complaint pertaining to the company was received under the Whistle Blower mechanism.

PARTICULARS OF EMPLOYEES

The information required under Section 197 (12) of the Companies Act, 2013 read with Rule 5(1) of Companies

(Appointment and Remuneration of Managerial Personnel) Rules, 2014 are annexed as Annexure A and forms part of this Report.

In accordance with the provisions of Section 197 (12) of the Companies Act, 2013, read with Rules 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, no employee was in receipt of remuneration in excess of One Crore and two lakh Rupees per year during the year under review. Further as required under the provisions of Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the name and other particulars of employees are set out in Annexure-B and forms part of this report.

POLICY ON NOMINATION, REMUNERATION AND BOARD DIVERSITY

The Board of Directors has framed a policy which lays down a framework in relation to remuneration of Directors, Key Managerial Personnel and Senior Management of the Company. This policy also lays down criteria for selection and appointment of Board Members as well as diversity of the Board. The Company recognizes the benefits and importance of having a diverse Board of Directors in terms of skill set and experience. The Company has an optimum mix of executive and non-executive, independent directors and woman director. The relevant Policy(ies) have been uploaded on the website of the Company and can be accessed through the link https://www.e2enetworks.com/wp- content/uploads/2018/03/Policy_Nomination-Remuneration-of-directors.pdf

RELATED PARTY TRANSACTIONS

All Related Party transactions that were entered into during the financial year 2017-2018 were on arm's length basis and in the ordinary course of business. There are no materially significant related party transactions made by the Company with related parties which may have a potential conflict of interest with the company.

All Related party transactions are placed before the Audit Committee for approval as per the Related Party Transactions Policy of the Company as approved by the Board. The policy is also uploaded on the website of the Company & can be accessed through the link https://www.e2enetworks.com/wp-content/uploads/2018/03/Policy-on-RPT.pdf

Since, all the 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 and there was no material related party transaction entered by the Company during the year as per Related Party Transactions Policy, no details are required to be provided in the Form AOC-2 prescribed under clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014.

The details of the transaction with related parties are provided in the notes to accompanying financial statements. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Act, the Directors state that:

a) In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

b) Appropriate accounting policies have been selected and applied consistently and have made judgements 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, 2018 and of the profit of the Company for the year ended March 31, 2018;

c) Proper and sufficient care has been taken for the 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;

d) The annual accounts have been prepared on a going concern basis;

e) Proper internal financial controls were followed by the Company and such internal financial controls are adequate and were operating effectively;

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

POLICY AGAISNT SEXUAL HARASSMENT

The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Women at the Work Place (Prevention, Prohibition and Redressal) Act, 2013 and rules made thereunder. An Internal

Compliant Committee (ICC) is in place as per the requirements of the said Act to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy. No case has been reported during the year under review.

MAINTENANCE OF COST RECORDS

The maintenance of Cost Records as specified by the Central Government under Section 148(1) of the Companies Act, 2013 is not applicable to the Company as the company does not fall under any of the category prescribed under Section 148(1) of Companies Act, 2013.

CORPORATE GOVERNANCE

The requirement of compliance with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 with respect to Corporate Governance was not applicable to the Company as the Company has been listed on the NSE Emerge with effect from May 15, 2018.

CAUTIONARY NOTE

Certain Statements in the Management Discussion and Analysis section may be forward looking and are stated as required by applicable laws and regulations. Many factors may affect the actual results, which would be different from what the Directors envisage in terms of the future performance and outlook.

APPRECIATIONS AND ACKNOWLEDGEMENT

The Board places on record its appreciation for the continued co-operation and support extended to the Company by its customers which enables the Company to make every effort in understanding their unique needs and deliver maximum customer Satisfaction.

We place on record our appreciation of the contribution made by the employees at all levels, whose hard work, cooperation and support helped us face all challenges and deliver results. We acknowledge the support of our vendors, the regulators, the esteemed league of bankers, financial institutions, rating agencies, government agencies, stock exchanges and depositories, auditors, legal advisors, consultants, business associates and other stakeholders.

On behalf of the Board of Directors

Sd/- Sd/-
Place: New Delhi Tarun Dua Srishti Baweja
Date: August 21, 2018 Managing Director Whole Time Director
DIN:02696789 DIN:08057000

   

E2E Networks Ltd Company Background

Tarun DuaTarun Dua
Incorporation Year2009
Registered OfficeAwfis 1-Flr A-24/9 Mathura Rd,Mohan Coop Indl Est Saidabad
New Delhi,New Delhi-110044
Telephone91-11-3001 8095,Managing Director
Fax
Company SecretaryBharti Sharma
AuditorB B & Associates
Face Value10
Market Lot2000
ListingNSE - SME,
RegistrarLink Intime India Pvt Ltd
C-101 247 Park ,L B S Marg ,Vikhroli West ,Mumbai-400083

E2E Networks Ltd Company Management

Director NameDirector DesignationYear
Tarun DuaChairman & Managing Director2017
Srishti BawejaWhole-time Director2017
Manjit DuaDirector2017
Gaurav MunjalAddtnl Independent Director2017
Varun Pratap RajdaAddtnl Independent Director2017
Bharti SharmaCompany Secretary2017

E2E Networks Ltd Listing Information

E2E Networks Ltd Finished Product

Product NameUnit Installed
Capacity
Production
Quantity
Sales
Quantity
Sales
Value
Sale of Products NA 00033.75397
Sale of Services NA 0000

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