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Latent View Analytics Ltd

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BSE Code : 543398 | NSE Symbol : LATENTVIEW | ISIN : INE0I7C01011 | Industry : IT - Software |


Directors Reports

Dear Members,

Your directors take pleasure in presenting the 18lh (Eighteenth) Board's Report covering the highlights of the business and operations of your Company, along with the audited Standalone and Consolidated Financial Statements for the year ended March 31, 2024.

1. HIGHLIGHTS OF FINANCIAL PERFORMANCE

The Standalone and Consolidated Financial Statements of your Company for the Financial Year ended March 31, 2024, have been prepared in accordance with the Indian Accounting Standards (Ind AS) as notified by the Ministry of Corporate Affairs and as amended from time to time.

(Amount in Rs million)

Description Standalone Consolidated
FY 2023-24 FY 2022-23 FY 2023-24 FY 2022-23
Revenue from Operations 2,915.15 2,639.5 6,406.83 5,38762
Other Income 692.16 572.22 73702 55766
Total Income 3,607.31 3,211.72 7,143.85 5,945.28
Employee benefits expense 1,59706 1,343.77 4,338.92 3,361.36
Finance Cost 30.38 26.14 30.47 26.39
Depreciation and Amortization 80.91 74.17 96.61 88.15
Other expenses 359.55 271.94 70760 575.74
Total expenses 2,067.90 1,716.02 5,173.60 4,051.64
Profit before Tax & Exceptional Items 1,539.41 1,495.70 1,970.25 1,893.64
Exceptional items - - - -
Profit before tax 1,539.41 1,495.70 1,970.25 1,893.64
Tax Expense 406.73 323.34 383.81 339.33
Profit after tax 1,132.68 1,172.36 1,586.44 1,554.31
Earnings Per Share (in ')
- Basic 5.52 5.82 773 771
- Diluted 5.48 5.75 768 763

Note: Previous year's figures have been regrouped/reclassified wherever necessary to correspond with the current year's classification/disclosure.

2. STATE OF COMPANY'S AFFAIRS

Your Company is a global digital analytics firm that inspires and transforms businesses to excel in the digital world by harnessing the power of data and analytics. Your Company provides a 360-degree view of the digital consumer, enabling companies to predict new revenue streams, anticipate product trends and popularity, improve customer retention rates and optimize investment decisions. Your Company and its Subsidiaries are a trusted partner to enterprises worldwide, including 30+ Fortune 500 companies in the retail, CPG, financial services, technology, media & entertainment, travel & hospitality, and industrials sectors and have 1,250+ employees in offices in Princeton, New Jersey, San Jose, California, London, Singapore, Bangalore, and Chennai.

Performance Overview:

(a) Standalone Financials

Total income witnessed a growth of 12.32%. The Profit After Tax for the year is at 31.40% of total income with Basic Earnings per share at Rs 5.52.

(b) Consolidated Financials

Total income witnessed a growth of 20.16%. The Profit After Tax for the year is at 22.21% of total income with Basic Earnings per share at Rs 7.73.

A comprehensive examination of your Company's operations, encompassing performance in markets, business outlook, as well as risks and concerns, is provided in the Management Discussion and Analysis report, a separate section of the Annual Report.

During the year under review, there were no changes in the fundamental nature of your Company's business.

3. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report pursuant to Regulation 34(2) read with Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, amended from time to time, ("Listing Regulations") constitutes a distinct section within the Annual Report. The Audit Committee of your Company has reviewed the Management Discussion and Analysis Report of the Company for the year ended March 31, 2024.

4. DIVIDEND & TRANSFER TO RESERVES

The Dividend Distribution Policy as adopted and formulated by the Board pursuant to Regulation 43A of the Listing Regulations is available on the website of your Company at https://www.latentview.com/investor-relations/ corporate-governance/.

In line with the policy and considering the requirements to fund the growth prospects of the Company both organic and inorganic, your directors have not recommended any dividend for the Financial Year 2023-24.

Your Company did not have any amounts due or outstanding as on the Balance Sheet date to be credited to the Investor Education and Protection Fund.

During the Financial Year under review, your directors did not propose to transfer any amounts to the general reserves of your Company.

5. SHARE CAPITAL & LISTING

During the year, there was no change in the Authorized Capital of your Company. The Authorised Capital as on March 31, 2024, was Rs 300 million comprising 300,000,000 Equity Shares of Rs 1/- each.

The share capital movement during the year is tabulated below:

Particulars Share Capital (Face Value of Rs 1 each)
Capital at the beginning of the year, i.e., as on April 01, 2023 204,901,506
Allotment made on November 20, 2023, pursuant to the exercise of options 1,002,445
(ESOP Scheme 2016) at an Exercise Price of Rs 40.14/-, Rs 76/-, and Rs 359/- per Option.
Capital at the end of the year, i.e., as on March 31, 2024 205,903,951

Your Company has not issued shares with differential voting rights and sweat equity shares during the year under review.

Your Company has also not bought back any of its securities.

The shares of your Company continued to be listed at the National Stock Exchange of India Limited and BSE Limited.

Your Company confirms that it has paid the Annual Listing Fees for the year 2024-25 to National Stock Exchange of India Limited and BSE Limited.

6. DIRECTORS AND KEY MANAGERIAL PERSONNEL("KMP")

As on March 31, 2024, the Board of Directors of your Company comprised of 6 Directors, viz., 2 Executive Directors and 4 Independent Directors including 1 woman Independent Director.

Appointment of Directors and Key Managerial Personnel:

There was no appointment of Directors/KMP during the year under review.

Reappointments: Nil

Director liable to retire by rotation:

As per the provisions of Section 152 of the Act, Pramadwathi Jandhyala (DIN: 00732854), Whole-Time Director, whose office is liable to retire at the ensuing 18lh Annual General Meeting (AGM), being eligible, seeks reappointment. Based on the recommendation of the Nomination and Remuneration Committee, the Board recommends her reappointment. Brief profile of Pramadwathi Jandhyala (DIN: 00732854) is provided in the notes to the Notice of the 18th AGM.

Resignation:

There was no resignation of Directors/KMP during the year under review.

None of the Directors are disqualified under Section 164(2) of the Act.

7. INDEPENDENT DIRECTORS

The Board of Directors of your Company comprises optimal number of Independent Directors. The following Non-Executive Directors are independent in terms of Regulation 16(1) (b) of the Listing Regulations and Section 149(6) of the Act:

1. Dipali Sheth (DIN: 07556685)

2. Mukesh Butani (DIN: 01452839)

3. R. Raghuttama Rao (DIN: 00146230)

4. Reed Cundiff (DIN: 09241056)

Pursuant to the provisions of Section 149 of the Act, the Independent Directors have submitted declarations that each of them meets the criteria of independence as provided in Section 149(6) of the Act along with Rules framed thereunder and Regulation 16(1)(b) of the Listing Regulations. There has been no change in the circumstances affecting their status as independent directors of the Company.

Further, the Board is of the opinion that the Independent Directors of the Company possess requisite qualifications, experience and expertise and they hold highest standards of integrity (including proficiency).

Your Company has established procedures to be followed for familiarizing the Independent Directors with their roles and responsibilities and business of the Company.

The details of the familiarization programmes imparted for Independent Directors are available on the website of the Company at https://www.latentview.com/investor-relations/corporate-governance/.

During the Financial Year 2023-24, a separate meeting of Independent Directors, without the participation of Non-Independent Directors and members of the Management was held on January 29, 2024.

8. DIRECTOR'S RESPONSIBILITY STATEMENT

The Financial Statements are prepared in accordance with Ind AS as prescribed under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Rules, 2016, as amended thereof.

Pursuant to Section 134(3)(c) read with 134(5) of the Act, the Board of Directors of your Company hereby states and confirms that:

a) in the preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures;

b) the Directors 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 and loss of the Company for that period;

c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) the Directors have prepared the annual accounts on a going concern basis;

e) the Directors, have laid down Internal financial controls to be followed by the Company and that such Internal financial controls are adequate and were operating effectively; and

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

9. BOARD MEETINGS

The Board of Directors of the Company met five times during the year under review. The details of these meetings including the composition and attendance of the Directors are provided in the Corporate Governance Report forming part of the Annual Report. The necessary quorum was present for all the meetings. The intervening gap between the meetings was within the period prescribed under the provisions of Section 173 of the Act.

10. COMMITTEES OF THE BOARD

The Board of Directors of the Company has formed the below mentioned Committees, as per the provisions of the Act and as per Listing Regulations.

The details with respect to the composition, terms of reference and number of meetings held during the year is provided in the Corporate Governance Report section forming part of the Annual Report. All the recommendations made by the committees of the Board were accepted by the Board.

11. CORPORATE GOVERNANCE

Your Company has taken adequate steps to adhere to all the stipulations laid down in Listing Regulations. A Corporate Governance Report is provided in this Annual Report.

Certificate from M/s. M. Alagar & Associates, Practicing Company Secretaries, confirming the compliance with the conditions of Corporate Governance as stipulated under the Listing Regulations is attached to Corporate Governance Report.

12. SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNAL AND DISCLOSURE UNDER RULE 8(5)(XII) OF THE COMPANIES (ACCOUNTS) RULES, 2014

During the year under review,

- no significant or material orders were issued by regulators, courts, or tribunals against your Company that would affect its going concern status or future operations.

- your Company did not initiate any applications, nor did it have any pending proceedings under the Insolvency and Bankruptcy Code, 2016.

- your Company did not require valuation for one-time settlements or while obtaining loans from banks/ financial institutions at any point during the period under review.

13. WHISTLE BLOWER POLICY - VIGIL MECHANISM

Pursuant to provisions of Section 177(9) of the Act and Regulation 22 of the Listing Regulations, your Company has adopted a Whistle Blower Policy and has established the necessary Vigil Mechanism for Directors and employees whereby direct access to the Chairperson of the Audit Committee was provided. This framework is designed to empower directors, employees, and other stakeholders to confidentially report any unethical behaviour, fraud and violations of our code of conduct, thereby safeguarding against victimization and promoting an ethical workplace.

Your Company hereby affirms that during the year under review no incident reported under vigil mechanism and no person has been denied access to the Audit Committee. Whistle Blower policy is available on the website of your Company at https://www.latentview.com/investor-relations/corporate-governance/

The Policy for determination of material subsidiaries of your Company is available on your Company's website at https://www.latentview.com/investor-relations/corporate-aovernance/. According to the said policy, LatentView Analytics Corporation, USA is the material subsidiary of your Company.

As of March 31, 2024, your Company does not have any Associate Company/Joint Venture as defined under the provisions of the Act.

Further, pursuant to the Section 129(3) of the Act, a statement containing salient features of the Financial Statements of your Company's Subsidiaries (including their performance and financial position) in Form AOC-1 is annexed to this report as "Annexure - 1". Further, contribution of subsidiary(ies) to the overall performance of your Company is outlined in Note No.29 of the Consolidated Financial Statements.

Further, pursuant to the provisions of Section 136 of the Act, the Financial Statements of your Company (Standalone & Consolidated) along with Audit report and other relevant documents and audited Financial Statements of subsidiaries, are available on the Company's website at https://www.latentview.com/investor-relations/financial- results-reports/

15. EMPLOYEE STOCK OPTION PLAN "ESOP"

Your Company has Employee Stock Option Plan 2016 as ESOP scheme in accordance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. The principal objectives of this plan are to:

• Rewarding the employees for their performance and contribution to the success and growth of LatentView.

• Providing outsized rewards for outsized performance and create long-term wealth for LatentView and employees.

• Providing an opportunity for the professional partners to become financial partners in the Equity of LatentView.

• Attracting and retaining top talent.

The details of stock options granted & exercised during the year are provided in Note No. 10.1.4 of the Standalone Financial Statements.

The Secretarial Auditor's certificate on the implementation of share-based schemes in accordance with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, will be placed at the 18lh AGM for inspection by the members.

Further, pursuant to SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, the applicable disclosure as on March 31, 2024 is uploaded on the website of your Company https://www.latentview.com/ investor-relations/financial-results-reports/

16. INTERNAL FINANCIAL CONTROLS

Internal Financial Controls are an integral part of the risk management process, addressing financial and financial reporting risks. It is commensurate with the size and nature of operations. The internal financial controls have been embedded in the business processes.

Assurance on the effectiveness of internal financial controls is done through monitoring and review process by management and internal auditors during the course of their audits. We believe that these systems provide reasonable assurance that our internal financial controls are designed effectively. The Audit Committee reviews the reports submitted by the Internal Auditors. Suggestions for improvement are considered and the corrective actions are undertaken.

17. AUDITORS AND AUDIT REPORTS

- Statutory Auditors

The Auditors' Report does not contain any qualification, reservation, or adverse remark on the Financial Statements for the Financial Year ended March 31, 2024. The Notes on Financial Statements referred to in the Auditors' Report are self-explanatory and do not call for any further comments.

The current Statutory Auditors of the Company M/s. B S R & Co. LLP, Chartered Accountants (ICAI registration number 101248W/W-100022) will hold office till the conclusion of the 18lh AGM of the Company. Based on the recommendations of the Audit Committee, the Board at its meeting held on January 29, 2024, has approved the appointment of M/s. Price Waterhouse & Co Chartered Accountants LLP, (Firm Registration No. 012754N/ N500016) as Statutory Auditors for a term of 5 years i.e., from the conclusion of the 18th AGM up to the conclusion of the 23rd AGM, subject to approval of the members.

M/s. Price Waterhouse & Co. Chartered Accountants LLP, have confirmed their eligibility and qualification as required under the Act and Listing Regulations for holding the office as Statutory Auditors of your Company.

- Secretarial Auditors

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, M/s. M. Alagar & Associates, Practicing Company Secretaries, were appointed as the Secretarial Auditors to conduct the Secretarial audit for the year under review. The Secretarial Audit report pursuant to the Act read with Rules made thereunder and Regulation 24A of the Listing Regulations for the year under review in prescribed Form MR-3 is annexed to this Report as "Annexure - 2".

- Internal Auditors

Pursuant to the provisions of Section 138 of the Act and the Companies (Accounts) Rules, 2014, M/s. BDO India LLP, Chartered Accountants, were appointed as the Internal Auditors to conduct the audit for the year under review.

The Internal Auditor of the Company reports functionally to the Audit Committee of the Company, which reviews and approves risk based annual internal audit plan. The Audit Committee periodically reviews the performance of internal audit function. The recommendations of the internal audit team on improvements required in the operating procedures and control systems are also presented to the Audit Committee, for the teams to use these tools to strengthen the operating procedures.

- Cost Auditors

The provisions of Section 148 of the Act and Companies (Cost Records and Audit) Rules, 2014 are not applicable to your Company.

During the year under review, the Statutory Auditors and Secretarial Auditors have not reported any instances of frauds committed in the Company by its officers or employees, to the Audit Committee under Section 143(12) of the Act, details of which needs to be mentioned in this Report.

18. ANNUAL RETURN

Pursuant to Section 92(3) and Section 134(3)(a) of the Act together with Rule 12 of the Companies (Management and Administration) Rules, 2014, your Company has placed a copy of the annual return as of March 31, 2024 on its website at https://www.latentview.com/investor-relations/financial-results-reports/

19. REWARDS & RECOGNITION

During the year under review, your Company was felicitated with:

- Great Place to Work Certification 2023 to 2024

- India's Best Workplaces in IT & IT-BPM - November 2023

- India's Best Workplaces for Women - September 2023

- Post-Pandemic Workplace of the Year - Bronze 2023 to 2024

- Excellence in Cultivating a Culture of Trust and High Performance - Bronze - 2023 to 2024

- NHRD Hosur - Employee Engagement Awards - Runner

- NHRD Hosur - ESG - Winner

- CSR Box Award

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

(A) Conservation of energy

Your Company has always been on the lookout for energy efficient measures of operation and values energy conservation through efficient utilization of the latest technologies. Efforts have been made to ensure optimal usage of energy, avoid wastage and conserve energy. The Company's Global Delivery Centre in Chennai is located within a LEED Platinum rated green building campus wherein the 80% of our workforce operates. As an ongoing process the Company continues to undertake energy conservation measures to minimize the usage of energy. Below are some of our conscious efforts in energy conservation:

• Continuous monitoring of floor areas after normal working hours and switching off lights.

• Periodic UPS and AC maintenance to ensure efficient working of equipment. Further, all the old AC units installed in critical equipment rooms have been replaced with new, energy-efficient models. These new units use R410 refrigerant, which is environmentally friendly.

• Migrating from in-house computing infrastructure to cloud resulting in significant energy and cost savings.

• Efforts in removing dead loads during weekends. (turn off/plug out Heating elements of vending machines, turn off lighting circuits, ensure all manual operating loads are cut off etc).

• An application is in place to monitor the Energy consumption and track it on a daily basis. 77% of our energy requirement of the Chennai campus is procured from renewable sources.

Cost of energy consumed by your Company forms an insignificant portion of the total costs and the financial impact of these measures is not material.

(B) Technology absorption

LatentView continues to focus on applying the latest algorithms and technology for various business use cases in the Digital, BFSI, Industrial, Consumer Goods, and Retail domains. LatentView's methodology combines various types of structured and unstructured data that may be available internally within the client's company firewalls or externally in the public domain to get deeper insights into the client's business.

In the past year alone, various LatentView teams have developed 10+ Gen AI domain-specific solutions for use cases in knowledge management, Marketing content evaluation, Customer support agent bots, Code generation, and Automated Insights generation. LatentView has developed these solutions in Azure (Copilot), Open AI, GCP, and Nvidia microservices platforms. LatentView believes these Gen AI solutions are poised to become mainstream in the coming year and will allow our clients to tap into unstructured data silos such as text, video, images, and voice to improve end-user satisfaction, increase employee productivity, and better business decisions.

LatentView continues to invest in partnerships with Microsoft Fabric, Databricks, Nvidia, no code low code platforms such as Power platform, and cloud providers such as Azure, GCP, and AWS. This would enable LatentView consultants to use Data Engineering, Data Science, Business analysis, and Visualization capabilities to develop insightful analytics solutions for clients.

Expenditure incurred on Research and Development during the year is Nil

(C) Foreign exchange earnings and Outgo

During the Financial Year under review, your Company had foreign exchange earnings of Rs 2,634.09 millions and Foreign Exchange Outgo of Rs 1,066.40 millions, which includes loan to wholly owned subsidiaries amounting to Rs 272.06 millions granted to LatentView Analytics Corporation and Rs 791.99 millions granted to LatentView Analytics B.V.

21. DEPOSITS

Your Company has not accepted any deposits during the year under review falling within the ambit of Section 73 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014.

22. DISCLOSURES AS REQUIRED UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

Your Company is dedicated to providing a healthy work environment to all employees, free from any form of prejudice or gender bias. In line with the Sexual Harassment of Women at Workplace (Prevention, Prohibition, and Redressal) Act, 2013, and the applicable rules Company has implemented a gender-neutral Policy for Prevention, Prohibition and Redressal of Sexual Harassment at Workplace ("POSH") and constituted an Internal Complaints Committee ("ICC").

Your Company has also established a grievance procedure for protection against victimization.

Following are some of the programs and initiatives in place to train employees and the ICC for POSH during the year:

1. All employees are required to undergo a mandatory e-learning module on "Prevention of Sexual Harassment at Workplace."

2. In person workshops are organised for ICC Members, HR personnel and for Managers and employees at a specified grade level.

3. All new joiners are trained on Prevention of Sexual Harassment during their induction program.

4. The constitution of the ICC is prominently displayed within the office premises and is regularly disseminated to employees via email.

The Policy for Prevention, Prohibition and Redressal of Sexual Harassment at Workplace is available on the Intranet and also on the website of your Company at https://www.latentview.com/investor-relations/corporate- governance/ for employees to access as and when required.

During the year under review, there were no POSH complaints filed with ICC.

23. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

Pursuant to Section 134(3)(g) of the Act, particulars of loans, guarantees and investments under Section 186 of the Act made by your Company are set out in Note No. 14 to the Standalone Financial Statements of your Company.

24. RELATED PARTY TRANSACTIONS

In line with the requirements of the Act and the Listing Regulations, your Company has formulated a Related Party Transactions (RPT) Policy which is being periodically reviewed by the Audit Committee and approved by the Board. The RPT Policy is available on your Company's website at https://www.latentview.com/investor-relations/ corporate-governance/

All transactions entered into with related parties during the year under review were in the ordinary course of business and on an arm's length basis and were approved by the Audit Committee and the Board of Directors.

During the year under review there were no material transactions entered by the Company with any of its related parties necessitating approval of the members.

Certain repetitive transactions were approved through the omnibus route and are reviewed quarterly by the Audit Committee and Board.

Particulars of the contracts, arrangements or transactions entered during Financial Year 2023-24 that fall under the scope of Section 188(1) of the Act in the prescribed Form AOC-2 is annexed to this report as "Annexure - 3".

Pursuant to Regulation 23(9) of the Listing Regulations, your Company has filed the reports on related party transactions with the Stock Exchanges.

25. RISK MANAGEMENT

Your Company's Risk Management practice ensures that the long-term vision and mission of your Company are sustained. The practice identifies, assesses, and prioritizes risks, and implements effective strategies to mitigate them. It continuously evaluates the various risks surrounding the business and seeks to review and upgrade its risk management process. To further endeavour, your Board constantly formulates strategies directed at mitigating these risks which get implemented at the executive management level and a regular update is provided to the Board.

The composition of the Risk Management Committee, terms of reference are included in the Corporate Governance Report which forms part of this Report.

The level of business and financial risk inherent in your Company's operations is commensurate with that of other firms operating in the same industry. Your Company has a robust enterprise risk management framework to identify and evaluate business risk opportunities. This framework seeks to create transparency, minimise adverse impact on the business objectives and enhance your Company's competitive advantage. Tine said Risk Management Policy is available on your Company's website at https://www.latentview.com/investor-relations/corporate-governance/

26. CORPORATE SOCIAL RESPONSIBILTY (CSR)

Your Company has a Corporate Social Responsibility Policy which is uploaded on website of the Company at https://www.latentview.com/investor-relations/corporate-governance/. Further, Annual Report on CSR including a brief outline of the CSR Policy and the activities undertaken during the year under review pursuant to Section 134 and 135 of the Act read with Rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014 and Rule 9 of the Companies (Accounts) Rules, 2014 is attached to this report as ''Annexure - 4".

27. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

Pursuant to Regulation 34(2)(f) of the Listing Regulations, your Company is providing the prescribed disclosures on ESG parameters as part of the Business Responsibility and Sustainability Report ("BRSR"), which is annexed to this report as "Annexure - 5". The BRSR includes details on performance against the nine principles of the National Guidelines on Responsible Business Conduct and a report under each principle, which is divided into essential and leadership indicators.

28. BOARD EVALUATION

Pursuant to provisions of the Act and the Listing Regulations, annual performance evaluation of the Directors including the Chairperson, Board and its Committees has been carried out. As part of the evaluation process, individual criteria for each of the exercise was formulated. Each member of the Board/Committee/Director was sent a formal questionnaire to evaluate different categories based on several parameters. According to the Act and Listing Regulations, they had to rate each parameter individually. The evaluations were presented to the Board, Nomination and Remuneration Committee, and the Independent Directors Meeting for review.

29. PARTICULARS OF REMUNERATION TO DIRECTOR AND EMPLOYEES

The remuneration paid to the directors is in accordance with the Nomination and Remuneration Policy formulated in accordance with Section 178 of the Act and Regulation 19(4) read with Part D of Schedule II of the Listing Regulations (including any statutory modification(s) or re-enactment(s) thereof for the time being in force).

Details of ratio of remuneration to each Director to the median employee's remuneration and details of remuneration paid to employees is annexed to this report as "Annexure - 6".

The statement comprising the names of top 10 employees in terms of remuneration drawn and every person employed throughout the year, who were in receipt of remuneration in terms of Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, forms an integral part of this report. However, the same is not being sent along with this Annual Report to the Members of the Company in line with the provision of Section 136 of the Act. Members who are interested in obtaining these particulars may write to investorcare@latentview.com.

30. SECRETARIAL STANDARDS

Pursuant to the provisions of Section 118(10) of the Act, Company complies with all applicable mandatory Secretarial Standards as issued by the Institute of Company Secretaries of India ("ICSI").

31. DIRECTORS & OFFICERS INSURANCE POLICY

Your Company has in place an insurance policy for its Directors & Officers with a quantum and coverage as approved by the Board. The policy complies with the requirement of Regulation 25(10) of Listing Regulations.

32. CODE FOR PREVENTION OF INSIDER TRADING

In accordance with SEBI (Prohibition of Insider Trading) Regulations, 2015, the Company has in place following policies/codes and the same are available on the website of the Company at https://www.latentview.com/ investor-relations/corporate-governance/:

- Code of practices and procedures for fair disclosure of Unpublished Price Sensitive Information;

- Policy for Procedure of Inquiry in case of Leak or suspected leak of Unpublished Price Sensitive Information.

This code lays down guidelines advising the management, Designated Persons and other connected persons, on procedures to be followed and disclosures to be made by them while dealing with the shares of the Company, and while handling any Unpublished Price Sensitive Information, cautioning them of the consequences of violations.

All compliances relating to Code of Conduct for Prevention of Insider Trading are being managed through a web- based portal installed by the Company.

In Compliance with the abovementioned Regulations, Structural Digital Database (SDD) was maintained by your Company and necessary entries were made to monitor and record the flow of sharing of Unpublished Price Sensitive Information. Adequate training was provided to all employees on the compliance procedures provided in the SEBI (Prohibition of Insider Trading) Regulations, 2015.

33. ACQUISITION

During the year under review, the Board of Directors at their meeting held on March 28, 2024 has approved acquisition of Decision Point Private Limited, a Delhi headquartered Company, leader in AI Business Transformation and Revenue Growth Management Solutions with 300+ employees worldwide. The Company brings deep experience in Demand Forecasting, Pricing Analytics, Promotion Analytics, Retail Segmentation, and Marketing mix models with a focus on CPG brands.

34. MATERIAL CHANGES AND COMMITMENTS

There are no material changes and commitments affecting the financial position of the Company that have occurred between the end of the Financial Year of the Company to which the Financial Statements relate and till the date of this Report.

35. ACKNOWLEDGEMENT

Your Directors would like to place on record their gratitude for all the guidance and co-operation received from all its clients, vendors, bankers, financial institutions, business associates, advisors, and regulatory and government authorities. Your Directors also take this opportunity to thank all its shareholders and stakeholders for their continued support and all the employees for their valuable contribution and dedicated service.

By order of the Board of Directors

FOR LATENT VIEW ANALYTICS LIMITED

A.V. VENKATRAMAN PRAMADWATHI JANDHYALA
Executive Chairperson Whole-Time Director
(DIN: 01240055) (DIN: 00732854)
Place: Chennai Date: May 07 2024

   


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Over the years the scope of the databases has enlarged to cover economy, sectors, mutual funds, commodities and news. Many innovative online and offline applications of these databases have been developed to meet various common as well as customized requirements.

While all the leading institutional investors use Capitaline databases, Capital Market magazine gives access to the databases to individual investors through Corporate Scoreboard. Besides stock market and company-related articles, the magazine’s independent and insightful coverage includes mutual funds, taxation, commodities and personal finance.

The power of the database is harnessed by our fired-up reporters to generate interesting ideas. The reader-friendly presentation of the idea, supplemented by relevant data and information, can be accessed online through Capita Telefolio and Telefolio Gold. These ideas are used by individual investors as well as institutional investors to do further research and stay ahead.

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