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BSE Code : | NSE Symbol : | ISIN:| SECTOR : |

NSE BSE
 

Volume 280564

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Key Stats

MARKET CAP (RS CR) 108.4
P/E 16.57
BOOK VALUE (RS) 54.2738141
DIV (%) 0
MARKET LOT 1600
EPS (TTM) 3.62
PRICE/BOOK 1.10550550011926
DIV YIELD.(%) 0
FACE VALUE (RS) 10
DELIVERABLES (%)
4

News & Announcements

19-Feb-2021

K P I Global Infrastructure commissions new capacity of 6.20 MW of solar power at Bharuch

19-Feb-2021

K P I Global Infrastructure signs PPA for sale of 3 MW solar power

04-Feb-2021

K P I Global Infrastructure receives credit ratings from ICRA

18-Jan-2021

K P I Global Infrastructure receives ratings for credit facilities availed

19-Feb-2021

K P I Global Infrastructure signs PPA for sale of 3 MW solar power

18-Jan-2021

K P I Global Infrastructure receives ratings for credit facilities availed

11-Dec-2020

K P I Global Infrastructure receives ratings for proposed NCD issue of Rs 25 cr

04-Dec-2020

K P I Global Infrastructure signs PPA for sale of 1.30 MW solar power

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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Adani Green Energy Ltd 541450 ADANIGREEN
Adani Power Ltd 533096 ADANIPOWER
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BF Utilities Ltd 532430 BFUTILITIE
CESC Ltd 500084 CESC
CPEC Ltd 505678
Energy Development Company Ltd 532219 ENERGYDEV
Entegra Ltd 532287 ENTEGRA
Gita Renewable Energy Ltd 539013
Greenview Power Projects Ltd 532061
Gujarat Industries Power Co Ltd 517300 GIPCL
IND Renewable Energy Ltd 536709
India Grid Trust 540565 INDIGRID
India Power Corporation Ltd 532130 DPSCLTD
Indowind Energy Ltd 532894 INDOWIND
Jaiprakash Power Ventures Ltd 532627 JPPOWER
JSW Energy Ltd 533148 JSWENERGY
K.P. Energy Ltd 539686
Karma Energy Ltd 533451 KARMAENG
Kintech Renewables Ltd 512329
KKV Agro Powers Ltd 538368 KKVAPOW
KSK Energy Ventures Ltd 532997 KSK
Lanco Infratech Ltd 532778 LITL
National Wind Power Corporation Ltd 531077 NEPCPAPER
NHPC Ltd 533098 NHPC
NLC India Ltd 513683 NLCINDIA
NTPC Ltd 532555 NTPC
Orient Green Power Company Ltd 533263 GREENPOWER
Potis Power Projects Ltd 530143
Power Grid Corporation of India Ltd 532898 POWERGRID
RattanIndia Infrastructure Ltd 534597 RTNINFRA
Rattanindia Power Ltd 533122 RTNPOWER
Reliance Energy Ventures Ltd(merged) 532704 RENVL
Reliance Power Ltd 532939 RPOWER
Renewable Energy Systems Ltd 40173
Sangam Renewables Ltd 534618
Shivamshree Businesses Ltd 538520
SJVN Ltd 533206 SJVN
Solex Energy Ltd 532566 SOLEX
Southern Power Distribution Company of AP Ltd 511519
SRM Energy Ltd 523222
Sun Source (India) Ltd 517403
Sunedison Infrastructure Ltd 531260
Surya Chakra Power Corporation Ltd 532874
T C P Ltd 530282 TCPLTD
Tata Hydro-Electric Power Supply Co. Ltd (Merged) 500409 TATAHYDRO
Tata Power Company Ltd 500400 TATAPOWER
Torrent Power AEC Ltd(merged) 500004 TORRENTAEC
Torrent Power Ltd 532779 TORNTPOWER
Torrent Power SEC Ltd(merged) 501736 TORRENTSEC
Waa Solar Ltd 541445

Share Holding

Category No. of shares Percentage
Total Foreign 1968444 10.90
Total Institutions 0 0.00
Total Govt Holding 0 0.00
Total Non Promoter Corporate Holding 827200 4.58
Total Promoters 9426884 52.18
Total Public & others 5844472 32.35
Total 18067000 100
  • Total Foreign
  • Total Institutions
  • Total Govt Holding
  • Total Non Promoter Corporate Holding
  • Total Promoters
  • Total Public & others

About K P I Global Infrastructure Ltd

K.P.I. Global Infrastructure Limited was incorporated on February 01, 2008 in Mumbai. The Company obtained Certificate of Commencement of Business on August 22, 2008. The Company is a solar power generating Company focused on providing solar power, both as an Independent Power Producer ('IPP') under the brand name of Solarism' and as service provider to Captive Power Producer ('CPP') customers. The Company build, own, operate and maintain grid connected solar power projects as IPP and generate revenue by entering into Power Purchase Agreements ('PPA') with third parties for selling power units generated through their solar projects. The Company also develop, transfer, operate and maintain grid connected solar power projects for CPP customers and generate revenue by selling these projects to CPP customers for their captive use requirements. Both these businesses, IPP and CPP, are currently carried out at plant located at Sudi & Tanchha village, Amod, Bharuch, Gujarat (Solarism Plant). The Company has also established a ~13.25 km long 66 KV transmission line from their Solarism Plant to the Gujarat Energy Transmission Corporation Limited ('GETCO') substation located at Amod, Bharuch, Gujarat (Amod Substation), for evacuation of the solar power generated at their Solarism Plant. In the initial years, The Company was engaged in the sale of land parcels to third parties, which were leased back for foraying into solar power generation. In 2013, the company received a feasibility study from GETCO for evacuation of the solar power, proposed to be generated at their Solarism Plant, to Amod Substation. In 2014, the company initiated construction of a ~13.25 km long 66 KV transmission line for power evacuation from their Solarism Plant to Amod Substation. In 2016, the company commissioned its first solar power plant for 5 MW on the leased land at Solarism Plant and in 2017, the company installed another solar power plant for 10 MW on their owned land at Solarism Plant. Till September 30, 2018, the company completed CPP sales of 1.90 MW of solar power plant for their CPP clients. The Company is going to increase its solar power generation capacity by setting up another solar power project for 25 MW at Sudi, Samiyala & Tanchha village, Amod, Bharuch, Gujarat. The estimated cost of this project would be Rs. 13,203.76 Lakh and the proposed date of commercial commencement is July 2019. The Company has entered into either PPAs with customers for the proposed sale of power of 25 MW. Post the commercial commencement, the total solar power generation capacity would increase to 40 MW. The Company has entered into bilateral PPA's for a period of 3 years with reputed industrial consumers such as Mafatlal Industries Limited (for their two units located at Navsari and one unit located at Nadiad), Best Paper Mills Private Limited (for their two units located at Vapi) and Meghmani Organics Limited (for their three units located at Dahej, Ankleshwar and Panoli) for direct sale of the solar power generated at their Solarism Plant. The rate of its PPAs are currently at around ~Rs. 6.58 per unit, which have been priced to arrive at an average of around 7% discount to the prevailing per unit price of the power rates of the DISCOMs, less other adjustments. The Company is promoted by Mr. Faruk G. Patel, having more than 18 years of experience in diversified sectors including solar and wind energy space. The COO, Mr. Shaheedul Hasan, has a bachelor's degree in Engineering in Electronics from Aligarh Muslim University and has more than 28 years of experience, across the lifecycle of a telecom network and solar power plant. Both of them have completed a solar workshop organized by GERMI. The Company has received 'Excellence In Solar Park Award - 2016' from Mission Energy Foundation, Mumbai. The Promoter, has received 'Legends of Surat - 2018' award from Gujarat Mitra, a leading newspaper in Gujarat.

K P I Global Infrastructure Ltd Chairman Speech

Dear Shareholders,

It gives me immense pleasure to present the 11th Annual Report of your Company, KPI Global Infrastructure Limited to you. This year is indeed a milestone year for your Company as it got listed on SME platform of BSE Limited on January 22, 2019.

We are a very creative organization and always try to create examples and set trends for others to follow. Our business model is very unique, attractive and quite rewarding. Although, your Company faced major challenges from the date of incorporation, we converted those challenges to opportunities and kept on moving forward. The biggest milestone in this year has been the successful listing of your Company at SME platform of BSE Limited.

It's a matter of great pride to inform that your Company is India's first company and so far the only company which has the distinction of being financed by Power Finance Corporation (PFC) Limited, New Delhi, (A Government of India Undertaking), the largest power financing institution in India, for a solar plant under third party private PPA. PFC has sanctioned financial assistance of Rs. 86 Crores for setting up a 25MW solar photovoltaic (PV) power plant at village Sudi in Bharuch district, Gujarat (Solarism project).

We are excited to present the performance of the Company for the financial year 2018-19 and perspectives on the way forward. During the year, total revenue has increased by 9.55% to Rs. 34.62 Cr compared to Rs. 31.60 Cr in the previous year. The profit after tax (PAT) increased to Rs. 8.90 Cr against Rs. 7.39 Cr in the previous year, an increase of 20.43%.

Your Company has commissioned I5MW of capacity under Independent Power Purchase (IPP) category which was funded by State Bank India and also 2.43MW capacity under Captive Power Producer (CPP) category during the financial year 2018-19.

The Company has signed new PPA for supplying solar power of 25.25MW which shall be funded by PFC under IPP catego ry and also rece ived LOI's of 4.70MW solar gower project under CPP category duri ng the financia I year 2(01 8-19. This Con'icano hos already started thy execution of additional capac ity to fulfil the above PPA and CPP orders.

The solar market remains upbeat with support from national policy makers who have taken a target of 1.75.000 MW of total renewable power by 2022 out of which solar contribution is the highest and it is 1,00,000 MW. Our Country has completed about 30.000 MW of solar and therefore about 70,000 MW capacity still remains to be completed. Various incentives and policy supports still continue at Central and State level ensuring that the solar business remains attractive and profitable.

We would like to take this opportunity to express our gratitude to the dedicated team members of the Company and their families, government of Gujarat, the Bankers, Lenders / Financial Institutions, shareholders, customers and suppliers and all those who are directly or indirectly associated with the company for offering their unwavering support and cooperation in our growth. We are also extremely thankful for your overwhelming response to our initial public offer which was much beyond our expectations.

The next year is full of actions wherein your Company shall have to considerably enhance the plant capacity in a short span of time to fulfil the commitments at hand and aspire to cross 100 MW milestone. We are confident that together we shall move forward with renewed confidence to chart a new roadmap with even greater achievements. We look forward to more people joining hands with us making the renewable energy sector even stronger and living our dreams with a larger aim to contribute to the growth of our great Nation.

Faithfully yours,

Faruk G. Patel

   

   

K P I Global Infrastructure Ltd Company History

K.P.I. Global Infrastructure Limited was incorporated on February 01, 2008 in Mumbai. The Company obtained Certificate of Commencement of Business on August 22, 2008. The Company is a solar power generating Company focused on providing solar power, both as an Independent Power Producer ('IPP') under the brand name of Solarism' and as service provider to Captive Power Producer ('CPP') customers. The Company build, own, operate and maintain grid connected solar power projects as IPP and generate revenue by entering into Power Purchase Agreements ('PPA') with third parties for selling power units generated through their solar projects. The Company also develop, transfer, operate and maintain grid connected solar power projects for CPP customers and generate revenue by selling these projects to CPP customers for their captive use requirements. Both these businesses, IPP and CPP, are currently carried out at plant located at Sudi & Tanchha village, Amod, Bharuch, Gujarat (Solarism Plant). The Company has also established a ~13.25 km long 66 KV transmission line from their Solarism Plant to the Gujarat Energy Transmission Corporation Limited ('GETCO') substation located at Amod, Bharuch, Gujarat (Amod Substation), for evacuation of the solar power generated at their Solarism Plant. In the initial years, The Company was engaged in the sale of land parcels to third parties, which were leased back for foraying into solar power generation. In 2013, the company received a feasibility study from GETCO for evacuation of the solar power, proposed to be generated at their Solarism Plant, to Amod Substation. In 2014, the company initiated construction of a ~13.25 km long 66 KV transmission line for power evacuation from their Solarism Plant to Amod Substation. In 2016, the company commissioned its first solar power plant for 5 MW on the leased land at Solarism Plant and in 2017, the company installed another solar power plant for 10 MW on their owned land at Solarism Plant. Till September 30, 2018, the company completed CPP sales of 1.90 MW of solar power plant for their CPP clients. The Company is going to increase its solar power generation capacity by setting up another solar power project for 25 MW at Sudi, Samiyala & Tanchha village, Amod, Bharuch, Gujarat. The estimated cost of this project would be Rs. 13,203.76 Lakh and the proposed date of commercial commencement is July 2019. The Company has entered into either PPAs with customers for the proposed sale of power of 25 MW. Post the commercial commencement, the total solar power generation capacity would increase to 40 MW. The Company has entered into bilateral PPA's for a period of 3 years with reputed industrial consumers such as Mafatlal Industries Limited (for their two units located at Navsari and one unit located at Nadiad), Best Paper Mills Private Limited (for their two units located at Vapi) and Meghmani Organics Limited (for their three units located at Dahej, Ankleshwar and Panoli) for direct sale of the solar power generated at their Solarism Plant. The rate of its PPAs are currently at around ~Rs. 6.58 per unit, which have been priced to arrive at an average of around 7% discount to the prevailing per unit price of the power rates of the DISCOMs, less other adjustments. The Company is promoted by Mr. Faruk G. Patel, having more than 18 years of experience in diversified sectors including solar and wind energy space. The COO, Mr. Shaheedul Hasan, has a bachelor's degree in Engineering in Electronics from Aligarh Muslim University and has more than 28 years of experience, across the lifecycle of a telecom network and solar power plant. Both of them have completed a solar workshop organized by GERMI. The Company has received 'Excellence In Solar Park Award - 2016' from Mission Energy Foundation, Mumbai. The Promoter, has received 'Legends of Surat - 2018' award from Gujarat Mitra, a leading newspaper in Gujarat.

K P I Global Infrastructure Ltd Directors Reports

To,

The Members,

K.PI. Global Infrastructure Limited

The Directors are pleased to present to you the 11th Annual Report on the business and operation of K.FTI. Global Infrastructure Limited along with audited financial statement of the account for the year ended March 31,2019.

1. FINANCIAL RESULTS:

The Key highlights of financial performance of the company for the financial year 2018-19 and previous year is given hereunder:

(Rs. in Lacs)
Particulars 2018-19 2017-18
Revenue from operations 3450.61 3155.54
Other Income 10.99 4.35
Total Income 3461.60 3159.89
Expenditure 1919.10 1295.26
Profit Earnings before interest, tax, depreciation and amortization (EBITDA) 1542.50
Finance Cost 387.43 297.51
Depreciation 447.08 807.97
Extraordinary items/Prior Period Items (574.76) 4.79
Profit Before Taxation 1282.75 754.36
Tax expenses 392.46 14.92
Profit for the period 890.29 739.44

(Previous period/year figures have been re-grouped/re-classified wherever required)

2. FINANCIAL PERFORMANCE:

The company has incurred revenue of Rs. 3450.6llacs in the financial year 2018-19 compared to Rs. 3155.54 lacs in the previous year, an increase by 9.35% over the previous year. The Company has earned net profit of Rs. 890.29 in the financial year 2018-19 compared to Rs. 739.44 lacs in the previous year, an increase by 20.40% over the previous year.

3. DIVIDEND AND RESERVES:

For the year ended March 31,2019, the Board of Directors has not declared/recommended any dividend for the current financial year due to conservation of profits and continued investment in the business. Accordingly, the company has transferred the whole amount of Profit to Reserve and surplus account as per attached audited Balance sheet for the year ended March 31,2019.

4. SHARE CAPITAL:

• AUTHORISED SHARE CAPITAL:

The Authorised Share Capital of the company as on March 31,2019 is Rs. 20,00,00,000/- (Rupees Twenty Crores only) divided into 2,00,00,000 (Two Crores) Equity Shares of Rs. 10/- (Rupees ten only) each. During the year under review, the company has not increased Authorised share capital of the Company. Therefore, there was no change in the Company's Authorised share capital.

• PAIDUP SHARE CAPITAL:

During the financial year 2018-19, the company has allotted 1,30,556 fully paid equity shares on a preferential basis at Rs. 70/- per equity share, having a Face value of Rs. 10/- each and at a premium of Rs. 60/- per equity share on September 25, 2018, which was approved by the members in Extra Ordinary General Meeting held on August 8, 2018.

The Company has also brought Initial Public Offer of 49,92,000 at Rs. 80/- per equity share, having face value of Rs. 10/- each and at a premium of Rs. 70/- per equity share on January 18, 2019, which was approved by the members in 10th Annual General Meeting of the Company held on September 22, 2018. Accordingly, the equity shares of the Company got listed on BSE SME Platform of BSE limited on January 22, 2019.

Therefore, the issued, subscribed and paid-up equity share capital on March 31, 2019 was Rs. 1 8,06,70,000/- (Rupees Eighteen Crores Six Lacs Seventy Thousand only) divided into 1,80,67,000 (One Crore Eighty lacs Sixty Seven Thousand) Equity Shares of Rs. 10/- (Rupees ten only) each. During the year except mentioned above, there was no change in the Company's issued, subscribed and paid-up equity share capital and the company has not issued any Bonus Shares, any equity shares with differential rights as to dividend, voting or otherwise, shares (including sweat equity shares) to employees of the Company under any scheme.

5. PLEDGING OF SHARES:

During the financial year 2018-19, the 22,49,402 equity shares of Mr. Faruk G. Patel, Chairman and Managing Director of the Company was pledged in favour of State Bank of India by way of security for the facilities sanctioned by the State Bank of India to the Company. There has been a requirement to temporarily release the pledge on these Equity Shares for limited purpose of placing them under lock-in as per the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018. The pledge created on said Equity Shares has been released for limited purpose of placing them under lock-in as per the SEBI (ICDR) Regulations, 2018 and same has also been again re-pledged in favour of the SBI in compliance with Regulation 242 of the SEBI ICDR Regulations 2018.

The rupee term loan aggregating Rs. 86 crores has been sanctioned by Power Finance Corporation Limited (PFC) to the Company for financing the setting-up and implementing a 25 MW DC solar photovoltaic (PV) power project at village Sudi, Bharuch District, Gujarat. Accordingly, the Company has also entered in to the Facility Agreement with PFC dated November 14, 2018. As per the terms and condition of sanction letter issued by the PFC and also as per the Share Pledge Agreement with PFC, there is a requirement to pledge 42,24,054 equity shares of Mr. Faruk Gulam Patel, Chairman & Managing Director and Promoter of the company in favour of PFC in two trenches which are under lock in period of three years in favour of PFC. which are under lock in period of One year as well as of three years as per the respective agreement signed with PFC.

6. AMOUNT OF UNPAID/UNCLAIMED DIVIDEND TRANSFER TO UNPAID DIVIDEND ACCOUNT OF THE COMPANY:

During the financial year 2018-19 and in the earlier years, the Company has not paid any dividend to their members; hence the company has not transferred any amount to unpaid/unclaimed dividend to a special account opened by the company called the Unpaid/Unclaim Dividend Account.

7. DEPOSITS:

During the financial year 2018-19, the Company has neither accepted/invited any deposits nor the company has any outstanding deposit of earlier years and there has not been any amount of principal or interest on deposits from public was outstanding as on March 31,2019, pursuant to section 73 of the Companies Act, 2013 and/or pursuant to section 58A of the Companies Act, 1 956.

8. CREDIT RATING:

During the financial year 2018-19, the CRISIL (Credit Rating Information Services of India Limited) has undertaken credit analysis of the bank facilities of the company dated July 13, 2018 and the CRISIL has assigned long term rating "BB + " (Stable Outlook) for Term Loan facilities of Rs. 41.10 Crores and assigned short term rating ‘A4 + " for Bank Guarantee of Rs. 0.5 Crores and Letter of Credit of Rs. 2 Crores. Subsequently, the rating assigned by CRISIL has been withdrawn on March 19, 2019 and the same shall be undertaken by the CARE Rating Agency (Credit Analysis and Research) from next the Financial Year 2019-20.

9. EMPLOYEE STOCK OPTION PLAN:

During the financial year 2018-19, your Company has not granted any Stock Options under Employee Stock Option Scheme/Employee Stock Purchase Scheme and there were no Stock Options outstanding as on March 31,2019. Hence there are no disclosures provided, as required under Rule 12(9) of The Companies (Share Capital and Debentures) Rules, 2014.

10. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

There have been no material changes and commitments which affects the financial position of the Company which have occurred between the end of the financial year to which the Financial Statements relate and the date ofthis Report.

11. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

• BOARD OF DIRECTORS:

As on March 31, 2019, the Company has Six (6) Directors consisting of three (3) Independent Directors, two (2) NonExecutive Directors and one (1) Chairman and Managing Director. In accordance with the provisions of Section 152 and other applicable provisions of the Companies Act, 2013, Mr. Rajnikant Harilal Shah (DIN: 00113675) Director is liable to retire by rotation and offer himself for re-appointment as Director of the company. After considering recommendations of Board, the Members of the Company at the ensuing Annual General Meeting may re-appoint Mr. Rajnikant Harilal Shah as Director of the company. Brief profile of Mr. Rajnikant Harilal Shah has been given in the Notice convening the 1 1th Annual General Meeting.

The Board has appointed Mr. Salim Suleman Yahoo as Chief Financial Officer with effect from September 25, 2018 and Mr. Afzal Aiyub Patel has resigned from the post of Chief Financial Officer of the Company with effect of September 25, 2018. During the year, the casual vacancy has been occurred in the post of Whole Time Director, due to sudden and untimely sad demise of Mr. Santoshkumar Singh, Whole Time Director of the Company on March 28, 2019. There was no other change in the Directors/Key Managerial Personnel during the year 2018-19.

• KEY MANAGERIAL PERSONNEL:

The following are the Key Managerial Personnel of the Company pursuant to Section 2(51) and 203 of the Companies Act, 2013 as on March 31,2019:

1. Mr. Farukbhai Gulambhai Patel, Chairman & Managing Director

2. Ms. Rajvi Upadhyay, Company Secretary & Compliance Officer

3. Mr. Salim Suleman Yahoo, Chief Financial Officer

12. DECLARATION BY AN INDEPENDENT DIRECTOR(S):

Pursuant to Section 149 and other applicable provisions of the Companies Act, 2013, Mr. Vendhan Ganesan Mudaliar, Mr. Raghvendra Rao Bondada and Mr. Mohamed Hanif Mohamed Habib Dalchawal are the Independent Directors of the Company. The Company has received declarations from the Independent Directors of the Company confirming that they continue to meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and Regulation 1 6(l)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Independent Directors have also confirmed that they have complied with the Company's code of conduct.

13. BOARD EVALUATION:

The Board carried out an annual evaluation of its own performance and that of its committees and individual directors as per the formal mechanism for such evaluation adopted by the Board. The performance evaluation of all the Directors was carried out by the Nomination and Remuneration Committee. The performance evaluation of the Chairman, the Non-Independent Directors and the Board as a whole was carried out by the Independent Directors. The exercise of performance evaluation was carried out through a structured evaluation process covering various aspects of the Board functioning such as composition of the Board & committees, experience & competencies, performance of specific duties & obligations, contribution at the meetings and otherwise, independent judgment, governance issues etc.

14. MEETINGS OF BOARD:

The Board of Directors met 1 8 (eighteen) times during the year 2018-19 and details of the same are mentioned below:

Sr. No. Date of Meeting Sr. No. Date of Meeting
1 May 10, 2018 10 November 19, 2018
2 June 5, 2018 1 1 December 6, 2018
3 July 11,2018 12 December 10, 2018
4 July 23, 2018 13 December 21,2018
5 August 7, 2018 14 December 26, 2018
6 August 10, 2018 15 January 3, 2019
7 September 25, 2018 16 January 18, 2019
8 September 26, 2018 17 March 6, 2019
9 September 28, 2018 18 March 26, 2019

The maximum time gap between any two consecutive meetings did not exceed one hundred and twenty days. The details of Board meetings and the attendance of the Directors are provided in the Corporate Governance Report which forms part of this Annual Report

COMMITTEES OF THE BOARD:

The Company has constituted various Committees pursuant to the requirements of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 20I5 and Companies Act, 20I3. Presently, the Company has following Committees of the Board of Directors:

• Audit Committee

• Nomination and Remuneration Committee

• Stakeholders' Relationship Committee

• Corporate Social Responsibility Committee

Details of committees mentioned above which is constituted by the Board of Directors, as per the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Companies Act, 2013, are given in the Corporate Governance Report and forms part of this Annual report.

15. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES:

During the year under review, No Company has become or ceased to be a subsidiary of the Company. The Company does not have any Associate and/or Joint Venture Companies. Hence, the Form No AOC-1 i.e. Statement containing salient features of the financial statement of Subsidiaries/associate companies/joint ventures (Pursuant to first proviso to sub-section (3) of section 1 29 read with rule 5 of Companies (Accounts) Rules, 2014) is NOT APPLICABLE to the company.

16. AUDITORS AND AUDITOR'S REPORT:

• STATUTORY AUDITORS:

Pursuant to the provisions of Section 1 39 and any other applicable provisions and the Rules framed thereunder, if any, of the Companies Act, 2013 (including any statutory modification(s) or re-enactment thereof for the time being in force) read with Companies (Audit and Auditors) Rules, 2014, as amended from time to time, the members has approved the appointment of M/s. K A SANGHAVI & CO LLP, Chartered Accountants, bearing Firm Registration No. 0I20846W/WI00289, as the Statutory Auditors for period of 5 years commencing from the conclusion of the 8th AGM until the conclusion of the I 3th AGM to be held in the year 202Ion such remuneration as may be determined by the Board of Directors of the Company. Pursuant to Sections I 39 and I4I of the Act read with the Companies (Audit and Auditors) Rules 20I4, the auditors have furnished a certificate of their eligibility and consent as the Auditors of the Company. The Audit Report of Statutory Auditor on the Financial Statements of the Company for FY 20I8-I9 is a part of the Annual Report.

• STATUTORY AUDITORS' OBSERVATIONS IN AUDIT REPORT:

The Audit Report submitted by statutory auditors for the financial year ended March 3I, 20I9 does not contain any qualifications, reservations, adverse remarks or disclaimers.

• SECRETARIAL AUDITOR:

Pursuant to provision of Section 204 of the Companies Act 20I3 rule 9 of the Companies (Appointment and Remuneration personnel) Rules 20I4 and any other applicable provisions and the Rules framed thereunder, if any, of the Companies Act, 20I3 (including any statutory modiication(s) or re-enactment thereof for the time being in force), on the recommendations of the Audit Committee, the Board of Directors of the Company has appointed M/s SJV &Associates, Practicing Company Secretary, as a Secretarial Auditor of the Company to conduct a Secretarial Audit for the Financial Year 20I8-I9 in Meeting of Board of Directors held on March 26, 20I9. The Secretarial Audit Report confirms that the Company has complied with the provisions of the Act, Rules, Regulations and Guidelines and that there were no deviations or non-compliances.

A Secretarial Audit Report in "Form MR-3" issued by M/s SJV & Associates, Practicing Company Secretary has been provided in an 'Annexure-2' which forms part of the this Report.

• SECRETARIAL AUDITORS' OBSERVATIONS IN SECRETARIAL AUDIT REPORT:

The Secretarial Audit Report issued by the secretarial auditors does not contain any qualifications, reservations or adverse remarks or disclaimers.

• INTERNAL AUDITOR:

Pursuant to Section I 38 of the Companies Act, 20I3 and rule I 3 of the Companies (Accounts) Rules, 20I4 and any other applicable provisions and the Rules framed thereunder, if any, of the Companies Act, 20I3 (including any statutory modiication(s) or re-enactment thereof for the time being in force), on the recommendations of the Audit Committee, the Board of Directors of Company has appointed Mr. Harsh Shaileshkumar Shah, Chartered Accountant (Membership no. 1 65448) as an Internal Auditor of the Company to conduct the internal Audit for the Financial Year 2018-19 in Meeting of Board of Directors held on March 26, 2019.

• COSTAUDITOR:

Pursuant to Section 148 of the Companies Act, 2013, read with the Companies (Audit and Auditors) Rules 2014 and subject to the approval of Central Government, the appointment of Cost Auditors to conduct the Cost Audit of the Company is NOT APPLICABLE to the Company for the year 2018-19.

• REPORTING OF FRAUDS BY AUDITORS:

During the year under review, the Statutory Auditors, Internal Auditor and Secretarial Auditor 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. Hence, It is NOT APPLICABLE to the Company.

17. CORPORATE SOCIAL RESPONSIBILITY (CSR):

Corporate Social Responsibility (CSR) is a very important part of the business journey of the Company. The Company has constituted the CSR Committee in accordance with Section 1 35(1) of the Companies Act, 2013; Employees are one of the key stakeholders and support the CSR activities of the Company by giving active participation through volunteering. The Company has undertaken activities in the area of Education, Public Infrastructure Development /Rural Development and other activities as per the Schedule VII of the Companies Act, 2013 and as per the Company's CSR policy. The CSR policy of the Company is also available on the Company's website www.kpiglobal.kpgroup.co. The Report on CSR activities as required is annexed as 'Annexure 3' to this report.

18. MANAGEMENT DISCUSSION AND ANALYSIS:

The Management Discussion and Analysis Report on the operations of the Company as required under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is provided in a separate section which forms part of this Annual Report.

19. CORPORATE GOVERNANCE:

The Company has complied with the requirements of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 regarding Corporate Governance. A report on the Corporate Governance practices, a Certificate from practicing Company Secretary regarding compliance of mandatory requirements thereof are annexed separately to this report.

20. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Directors are responsible for laying down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively as per the Section 1 34(5)(e) of the Companies Act, 2013. The Company has put in place strong internal control systems and best in class processes commensurate with its size and scale of operations which ensures that all the assets are safeguarded and protected and that the transactions are authorized recorded and reported correctly. The internal audit covers a wide variety of operational matters and ensures compliance with specific standard with regards to availability and suitability of policies and procedures. During the year no reportable material weakness in the design or operation were observed.

21. VIGIL MECHANISM/WHISTLE BLOWER POLICY:

The Company believes in the conduct of the affairs of its constituents by adopting the highest standards of professionalism, honesty, integrity and ethical behaviour, in line with the Code of Conduct of Board of Directors including independent Directors. Further, the Policy provides for adequate safeguards against victimisation of employees who avail of the mechanism and also provides for direct access to the Chairperson of the Audit Committee. The Vigil Mechanism Policy has also been uploaded on the website of the Company www.kpiglobal.kpigroup.co

22. ANNUAL RETURN:

Pursuant to Sections 92 & 1 34(3) of the Act and Rule 1 2 of the Companies (Management and Administration) Rules, 2014, the extract of Annual Return in Form MGT-9 is attached as 'Annexure-1'. The extracts of the Annual Return of the Company can also be accessed on the Company's website at https://kpiglobal.kpgroup.co/pages/financials/

23. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS:

During the year, Lanco Solar Energy Private Limited and Lanco Solar Private Limited, respectively had filed two separate Insolvency Applications against the Company before the National Company Law Tribunal, Ahmedabad Bench on account of non-payment of the outstanding amounts, aggregating to Rs. 65,81,432/- and Rs. 1,05,18,331/- under the respective purchase orders, towards supply of certain goods. While Lanco Solar Energy Private Limited and Lanco Solar Private Limited, respectively, have filed a pursis for withdrawal of the Insolvency Applications on December 21,2018 inter alia stating that a settlement has been arrived at between the parties by way of Settlement Agreements dated December 18, 2018 pursuant to which the Company has agreed to pay the settled amount of Rs. 36,50,000/- and Rs. 63,43,675/-, respectively by way of post-dated cheques dated January 20, 2019, and accordingly, Lanco Solar Energy Private Limited and Lanco Solar Private Limited, respectively have sought to withdraw the Insolvency Application and have requested the NCLT to dispose the application by passing necessary orders. The withdrawal orders have been passed by the NCLT pursuant to the pursis for withdrawal filed on January 9, 2019. Except this, there were no significant and material orders passed by the Regulators/Courts that would impact the going concern status of the Company and its future operations.

24. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

During the financial year 2018-19, company has accepted the unsecured loan of Rs. 2,56,60,000 from Mr. Farukbhai Gulambhai Patel, Chairman & Managing Director of the company as per the conditions mentioned in sanction letter financial assistance for setting up 25 MW DC solar photovoltaic (PV) power project at village Sudi, Bharuch district, Gujarat, under section 1 85 of the Companies Act, 2013 read with The Companies (Acceptance of Deposits) Rules, 2014 and a declaration confirming that unsecured loan (without any interest) has been given out of his own fund and is not being given out of funds acquired by him by borrowing or accepting loans or deposits from others has been received from the director at the time of giving the unsecured loans to the company.

There were no loans, guarantees or investments made by the Company under Section 1 86 of the Companies Act, 2013 during the year under review and hence the said provision is not applicable.

25. RELATED PARTY TRANSACTIONS:

All Related Party Transactions that were entered into during the financial year were on an arm's length basis, in the ordinary course of business and were in compliance with the applicable provisions of the Act and the Listing Regulations.

All Related Party Transactions are placed before the Audit Committee for approval and prior omnibus approval of the same has been obtained for the transactions which are planned/repetitive in nature and omnibus approvals are taken as per the policy laid down for unforseen transactions. Related Party Transactions entered into pursuant to omnibus approval so granted are placed before the Audit Committee for its review on a quarterly basis, specifying the nature, value and terms and conditions of the transactions.

The particulars of contracts / arrangements with related parties referred to in Section 1 88(1) entered into during the financial year under review as required to be given in Form AOC-2, have been provided in an 'Annexure-4' which forms part of this Report.

26. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

There was no technology absorption and no foreign exchange earnings or outgo, during the financial year 2018-19. Hence, the information as required under Section 1 34(3)(m) of the Companies Act, 2013, read with the Companies (Accounts) Rules, 2014, is to be regarded as Not Applicable. The Company has not entered into any technology transfer agreement.

27. PARTICULARS OF EMPLOYEES AND REMUNERATION:

The provisions of Rule 5(2) & (3) of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 are not applicable to the Company as none of the employees has received remuneration above the limits specified in the rule 5(2) & (3) of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 during the financial year 2018-19. Further, the disclosures pertaining to remuneration and other details as required under section 1 97(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed in 'Annexure-5'.

• REMUNERATION POLICY:

The Company has adopted a Remuneration Policy for the Directors, Key Managerial Personnel and other employees pursuant to the provisions of the Act and the Listing Regulations. The Remuneration Policy is attached as 'Annexure-5', which forms part of this Report.

28. DIRECTORS' RESPONSIBILITY STATEMENT:

Accordingly, pursuant to Section 1 34(3)(c) and 1 34(5) of the Act, the Board of Directors, to the best of their knowledge and ability, confirm that:

I. In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

II. they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit of the company for that period;

III. they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act, for safeguarding the assets of the company and for preventing and detecting fraud and other i rregularities;

IV they have prepared the annual accounts on a going concern basis;

V they have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively;

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

29. AWARDS AND RECOGNITIONS:

The Company is a solar power generating company and one of the most admired & recognized company in the renewable energy sector (solar) in Gujarat. Mr. Farukbhai Gulambhai Patel, Chairman & Managing Director of the Company has been awarded as 'Legends of Surat 2018' by Gujaratmitra.

30. INITIAL PUBLIC OFFERING (IPO):

During the year under review the company entered into the capital markets with a maiden public issue of 49,92,000 equity shares having a face value of Rs. 10/- each at a premium of Rs. 70/- per share aggregating to Rs. 39,93,60,000. The issue has received tremendous response and the same was oversubscribed by — 11 times. The equity shares have been listed and traded on the SME Platform of BSE Ltd on January 22, 2019. After the IPO, the issued, subscribed and paid up capital of the company stands at Rs. 1 8,06,70,000 divided into 1,80,67,000 equity shares of Rs. 10/- each. The Company has fully utilized the issue proceeds till the March 31,2019 of the funds raised under the IPO as per the object of the issue mentioned in the prospectus dated December 26, 2018 and has made the disclosure in compliance with the SEBI Regulation 32 of the SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015 and statement of deviation or variation has been uploaded on the BSE on June 14, 2019 after being approved from the Audit Committee.

31. LISTING WITH STOCK EXCHANGE:

The equity shares of the company got listed on SME Platform of the BSE Limited on January 22, 2019. The annual listing fee for the year 2019-20 has been paid to the Exchange.

32. HEALTH, SAFETY & ENVIRONMENT POLICY:

The Company has recognized, health management, occupational safety and environment protection (HSE) as one of the most important elements in the organization's sustainable growth and has closely linked it to its cultural values. Company continually strives to create a safe working environment by being responsive, caring and committed to the various needs governing the security and wellbeing of employees. The HSE policy has been reviewed by the company and is also available on the Company's website www.kpiglobal.kpgroup.co

33.OBLIGATION OF COMPANY UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention, Prohibition, and Redressal of Sexual Harassment at workplace ('the policy') and the policy is in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. With the objective of providing a safe working environment, all employees (permanent, contractual, temporary, trainees) are covered under the Policy. The policy is also available on the website of the Company at www.kpiglobal.kpgroup.co

34. SECRETARIAL STANDARDS OF ICSI:

The Directors have devised proper systems and processes for complying with the requirements of applicable Secretarial Standards issued by the Institute of Company Secretaries of India and that such systems were adequate and operating effectively.

35. OTHER DISCLOSURES:

• As per SEBI Listing Regulations, the Corporate Governance Report with the Auditors' Certificate thereon, and the Management Discussion and Analysis are attached, which forms part of this report.

• None of the Directors of the Company has been debarred or disqualified from being appointed or continuing as a Director by SEBI / Ministry of Corporate Affairs / Statutory Authorities.

• Neither the Managing Director nor the Whole-time Directors of the Company receive any remuneration or commission from any of its subsidiaries.

36. ACKNOWLEDGEMENT:

The Board of Directors of the company acknowledge the dedicated service of the employees of the Company during the year. They would also like to place on record their appreciation for the continued co-operation and support received by the Company during the year from bankers, financial institutions, Government authorities, customers and suppliers, business partners and other stakeholders

36. ACKNOWLEDGMENT:

The Board of Directors of the company acknowledge the dedicated service of the employees of the Company during the year. They would also like to place on record their appreciation for the continued co-operation and support received by the Company during the year from bankers, financial institutions, Government authorities, customers and suppliers, business partners and other stakeholders and all persons who are directly or indirectly associated with the company

For and on behalf of
Place: Surat M/s K.PI. Global Infrastructure Limited
Date: August 31,2019 Sd/-
Farukbhai Gulambhai Patel
Chairman & Managing Director
DIN:00414045

   

K P I Global Infrastructure Ltd Company Background

Farukbhai PatelFarukbhai Patel
Incorporation Year2008
Registered OfficeShop No A-1/2 Fidros Tower,Near Fazal Tower Adajan Patia
Surat,Gujarat-395009
Telephone91-261-2764757,Managing Director
Fax91-261-2764757
Company SecretaryRajvi Upadhyay
AuditorK A Sanghavi & Co LLP
Face Value10
Market Lot1600
ListingBSE - SME,
RegistrarBigshare Services Pvt Ltd
1st Flr Bharat Tin W,Makwana Road Marol ,Andheri (East) ,Mumbai - 400059

K P I Global Infrastructure Ltd Company Management

Director NameDirector DesignationYear
Farukbhai PatelChairman & Managing Director2019
Bhadrabala JoshiDirector2019
Rajnikant H ShahDirector2019
Mohamed Hanif M Habib DalchawalIndependent Director2019
Vendhan G MudaliarIndependent Director2019
Rajvi UpadhyayCompany Secretary2019
Lakshmana Rao VaddiAddtnl Independent Director2019

K P I Global Infrastructure Ltd Listing Information

K P I Global Infrastructure Ltd Finished Product

Product NameUnit Installed
Capacity
Production
Quantity
Sales
Quantity
Sales
Value
Sale of Solar Power NA 00027.8814
Sale of Solar Power Plant NA 00025.9524
Solar Plot Sale NA 0005.4467
Sale of Power Plant under CPP NA 0000
Sale of Power under IPP NA 0000
Sale Rec GST NA 0000

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