To
The members of Savera Industries Ltd,
The Directors have pleasure in presenting the 55th Annual Report of
M/s. Savera Industries Ltd (the company), along with the audited financial statements
under Ind AS for the financial year ended 31st March, 2024.
1. FINANCIAL RESULTS
The Financial Results of the Company for the year under review is
summarized below for your perusal and consideration. (Rs. in lakhs)
PARTICULARS |
CURRENT FINANCIAL YEAR 2023-24 |
PREVIOUS FINANCIAL YEAR 2022-23 |
Revenue From Operations |
7215.36 |
6146.18 |
Other income |
305.40 |
141.83 |
Profit/loss before Depreciation, Finance Costs, Exceptional
Items and Tax Expenses |
1623.17 |
1552.77 |
Less : Depreciation / Amortisation / Impairment |
254.03 |
256.79 |
Profit / loss before Finance Costs, Exceptional items and Tax
Expenses |
1369.14 |
1295.98 |
Less : Finance Costs |
32.84 |
23.05 |
Profit / loss before Exceptional items and Tax Expenses |
1336.30 |
1272.93 |
Add : (less) Exceptional Items |
0 |
268.04 |
Profit / loss before Tax Expenses |
1336.30 |
1540.97 |
Less : Tax Expenses (Current, Deferred & Earlier Tax) |
305.81 |
293.82 |
Profit / loss for the year (1) |
1030.49 |
1247.15 |
Other Comprehensive Income / loss (2) |
97.62 |
46.81 |
Total (1 + 2 ) |
1128.11 |
1293.96 |
Balance of profit / loss for earlier years |
4836.96 |
3589.80 |
Add: Current year profit /loss |
1030.49 |
1247.15 |
Less :Transfer to Reserve |
- |
- |
Less : Dividend paid on Equity Shares |
(357.84) |
- |
Less : Dividend Distribution Tax |
- |
- |
Balance Carried Forward |
5509.60 |
4836.96 |
1.1 STATE OF COMPANY'S AFFAIRS
During the year under review the company achieved a turnover of Rs. 7,520.76
against the corresponding previous year turnover of Rs.6,288.01. Total
expenditure for the period ended as at 31stMarch, 2024 amounted to Rs. 6,184.46 increased
by Rs.1,169.38 as compared to the
previous year. The Profit (EBITDA) before depreciation, finance cost
and tax for the year ended 31st March,2024 amounted to Rs.1,623.17 as against the
profit of Rs. 1,522.77 over the corresponding period last year. Deferred tax for
the year ended 31st March, 2024 amounted to NIL. After accounting for taxes the Company
reported a Profit after Tax for FY 2023-24 of Rs. 1,030.49 in comparison with a
profit of Rs. 1,247.15 for FY 2022-23. No amount was transferred to General
Reserve during the year under review. The company has adopted Ind-AS from the financial
year 2017-18.
2. DIVIDEND
The Board of Directors of the Company has recommended a dividend of
Rs.3.00 per equity share for the financial year ended 31.03.2024 out of the profits of
current financial year. The total outflow towards dividend will be Rs.3,57,84,000.
3. HOSPITALITY INDUSTRY IN INDIA - GROWTH, TRENDS AND FORECASTS
(2024-29)
The Hospitality Market in India is Experiencing Growth Due To the
Country's Rich Culture and Diversity, Attracting Global Guests. The Service Sector, Known
for Spiritual Tourism, Has Seen A Rise in Domestic Travel, Driven by A Growing Middle
Class and Increased Disposable Income. The Hotel Industry is Expanding With New Projects
From International Chains, Driven by Increased Travel and Government Efforts To Boost
Tourism.
India Hospitality Market Analysis
The Hospitality Industry In India Market size is estimated at USD
247.31 billion in 2024, and is expected to reach uSd 475.37 billion by 2029, growing at a
CAGR of 13.96% during the forecast period (2024-2029).
India has been successful as a leading global destination for leisure
and business travelers, which has undoubtedly positively impacted the country's
hospitality sector.
India's attractiveness as a global travel destination has been further
enhanced by its geopolitical stability, world-class infrastructure, and commitment to
hosting international events. Therefore, these factors contribute to the growth of the
tourism industry and, as a result, keep the hospitality industry firm.
India's domestic tourism has shown remarkable resilience and strength,
and an increasing preference for staycations among Indian residents has been noticed. This
preference for staycation is driven by several factors, including convenience, safety, and
the opportunity to discover hidden gems within India.
The growth rate of the hospitality and tourism sector has seen a
notable increase. India is included in the list of the top 100 countries with favorable
conditions for conducting business (EoDB) and holds the first globally regarding
greenfield FDI ranking. To enhance the cruise tourism industry, the Government of India
(GoI) has chosen to develop the Chennai, Goa,
Kochi, Mangalore, and Mumbai ports as cruise tourism hubs. These ports
will have various amenities such as hospitality services, retail outlets, shopping
centers, and restaurants.
India Hospitality Market Trends
Increase in the Number of Hotel Projects is Driving the Market
India's hospitality sector has experienced a notable boost due to the
surge in hotel projects. The industry saw an increase in occupancy rates ranging from
60-67% compared to the previous year. Despite this, average rates (ARR) have fully
recovered, showing a significant rise of 37-39 % from the prior year. Consequently,
Revenue per Available Room (RevPAR) has seen a remarkable growth of 89-91% in the current
year compared to the previous year. Driven by a robust rebound in demand, hotel companies
have expedited their expansion strategies this year, leading to a more than 35% increase
in brand signings by keys compared to the previous year. According to the Top Hotel
Projects construction database, India is set to welcome 48l projects with 57,879 rooms.
Hoteliers have been expanding their presence in leisure destinations and Tier-3 and -4
cities, acknowledging the vast untapped potential in these regions.
Moreover, during India's G20 presidency until November 2023, over 200
G20 meetings were held in 55 different locations nationwide. This significantly benefited
the Indian hotel sector, as there was a notable increase in demand for hotels in the
cities hosting these meetings.
4. MANAGEMENT DISCUSSION AND ANALYSIS
a) INDUSTRY STRUCTURE AND DEVELOPMENTS
The Indian hospitality industry is primarily fueled by strong domestic
demand and the Indian government's renewed focus on expanding the tourism sector.
Recognizing the sector's potential as a major employment generator, the government
actively promotes it through public-private partnerships and a mission-oriented approach
involving all stakeholders. The government plans to revive 50 additional airports,
heliports, and water aerodromes to enhance regional air connectivity. It also aims to
develop fifty tourism destinations as comprehensive packages for domestic and
international tourists. The government's continued emphasis on infrastructure development,
including significant railways and last- mile connectivity investments, is expected to
benefit the sector.
Marketing strategies:
We all talk about the elusive guest experience but few understand that
the guest experience starts long before check-in. Hotel guests may even start their
journey on a channel you can't control. Perhaps they saw your property on an influencer's
Instagram then searched Google and landed on an OTA. Love em or hate em,
third-party channels are an essential part of the hotel marketing landscape. While some
hoteliers begrudge third-party channels
for charging commissions and eating away at potential direct bookings,
there's no denying that these channels bring massive marketing power and a global user
base. It would be nearly impossible for an individual hotel to get the same reach alone,
so mastering marketing on third-party channels, like the OTAs, metasearch, and the GDS, is
a necessity.
No matter where your reservations come from, guests need to trust that
your hotel will deliver a good value and experience. Reputation management is the practice
of actively building up that trust - whether by displaying your hotel star ratings or by
responding to guest reviews on sites like Tripadvisor and Google.
Though third-party channels play an important role in the hotel
marketing space, let's not forget about your own direct channels. Your hotel's website and
email communication are both excellent ways to spread brand awareness, gain loyalty, and
potentially even raise your RevPAR by increasing direct bookings. What do you need to know
to boost your hotel's owned channels.
Driving your hotel website's performance is possible when you
focus on four key categories:
- Website design
- Conversion optimization
- SEO (Search Engine Optimization)
- Content marketing
b) OPPORTUNITIES AND THREATS
(i) Opportunities
Dec 21 Pandemic blues over, domestic travel unleashed and with global
events like India's G20 Presidency and men's cricket World Cup turning up the volume in
2023, the hospitality sector will check into 2024 with optimism that it will be an
unending party to tap the huge opportunity in an underserved market. As the hospitality
industry uncorks the champagne for the new year after having witnessed new highs in
occupancy and room tariffs not just in metros but also in smaller cities and towns, it,
however, is wary that issues such as long term funding accessibility, high GST rates,
talent acquisition and complex business processes could spoil the party.
"In 2023, listed hotel companies reported a double-digit revenue
growth enabled by domestic demand, recovery in foreign tourist arrivals, large global
events, including India's presidency of G20 and the sporting events like the cricket World
Cup, among others.
A remarkable resurgence in tourism, fuelled by domestic travel and the
gradual return of international visitors. The industry's evolution post-pandemic has set
the tone for any eventualities that the future may bring. This positive momentum propels
us forward, painting a future brimming with opportunities."
The commencement of 2023 brought a positive shift for the tourism and
hospitality sector, marking a welcome change from the challenges of the past two years,
and added that air traffic crossed new milestones in daily numbers, domestic reached 4.63
lakhs and international crossed 1 lakh passengers.
(ii) Threats
The exponential rise in prices challenges the hospitality industry
two-fold. First, from a consumer perspective, where the public has less money to spend
eating or drinking out, then also for their businesses' own rising costs, which we will
explore further in the following section.
After two years of pandemic-impacted trade, recent trends indicate that
consumers are returning to hospitality in promising numbers. However, the recent findings
show that consumer confidence remains relatively low throughout 2023, with customers
seeing decreased discretionary spending and re-evaluating eating out, so the road to
recovery for the hospitality industry still poses potential challenges into 2024.
The climate-crisis is at the forefront of the public's mind and
conversation.
In 2023, hospitality and travel businesses must not just be conscious
of their environmental impact due to the financial implications of rising energy costs,
but also of consumer expectations and behaviour too.
In Booking.com's Sustainability Report, it was found that 83% of global
travellers value sustainability as something vital. This is a growing trend in the
industry and a challenge that hospitality and travel businesses will continue to face for
the foreseeable future.
c) SEGMENT WISE PERFORMANCE
The Company has only one segment viz hoteliering. Accordingly the
performance is furnished hereunder.
Total turnover for the year ended 31st March,2024 amounted to Rs. 7,520.76
increased by Rs. 1,232.75 as compared to the previous year turnover of Rs. 6,288.01.
Total expenditure for the year ended 31st March 2024 amounted to Rs. 6,184.46 increased
by Rs. 1,169.38 as compared to the previous year. The profit (EBITDA) before
depreciation, finance cost and tax for the year ended 31st March,2024,amounted to Rs. 1,623.17
as against the profit of Rs.1,522.77 over the corresponding period last year.
The deferred tax for the year ended 31st March,2024 amounted to NIL. After accounting for
taxes the Company reported a Profit after Tax for FY 2023-24 of Rs. 1,030.49 in
comparison with a profit of Rs. 1,247.15 for FY 2022-23.
d) OUTLOOK
The year 2024 presents an exciting landscape for the hospitality
industry where technology, sustainability, adaptability, experience, and well-being
converge to redefine guest
expectations.The hospitality industry has always been at the forefront
of adapting to evolving trends and catering to customer preferences. From advanced
reservation systems to personalised guest experiences, technological advancements have
played a crucial role in shaping the way hotels, resorts, and other hospitality businesses
provide their services. In this dynamic sector, staying ahead means understanding the
trends that are defining its trajectory.
The hospitality sector in India faced several challenges due to the
COVID-19 pandemic, impacting travel, accommodation, and other related services. By the
latter half of 2021, the sector had witnessed signs of recovery with increased domestic
travel demand.
In conclusion, the hospitality industry's outlook for FY 2024 promises
a tapestry of innovation, sustainability, culinary delights, flexible travel trends,
wellneess prioritisation, personalised services through data-driven insights, AI and
robotics integration, social media as an engagement catalyst, and the groundbreaking
frontier of neurohospitality.
Embarking on the voyage into FY 2024, the hospitality sector stands at
the precipice of innovation and transformation. The upcoming fiscal year promises a
symphony of trends that will shape the very essence of guest encounters From the seamless
integration of technology to a heightened commitment to sustainability and the gastronomic
evolution to the changing landscape of travel preferences, these trends paint a vibrant
picture of what lies ahead. Amidst these waves of change the exploration of neuro
hospitality emerges as the frontier, seeking to understand and respond to guests'
emotional landscapes. As we embark on this journey into the future of hospitality, these
trends weave together to create a narrative where tradition and technology harmonise to
craft unparalleled guest experiences. Join us as we unravel the dynamic trends that will
redefine and elevate the hospitality experience in the unfolding chapters of FY 2024.
e) RISK AND CONCERNS
The hospitality industry is a vast sector with many different
categories that include recreation, lodging, entertainment, food and beverage which are
constantly evolving. Due to the overwhelming amount of data available today, it has become
increasingly challenging for industry players to gather all the necessary hospitality
statistics to keep up with the latest trends. As a result, staying informed and up-to-date
has become an impossible task.
Despite being an exhilarating career path with many avenues which
demand a diverse skill- set, the hospitality industry is currently struggling to fill open
positions. This is partly due to the changing nature of jobs and employee expectations.
Customer needs and expectations have also evolved in recent times, largely off the back of
the global pandemic of 2020 and 2021 which spurred a seismic shift in industry trends.
If 2022 was the year travel returned following the pandemic, 2023 was
all about making up for lost time and ticking off bucket list items. In short, there's a
healthy outlook to the travel and tourism sector in 2024 and beyond.
f) INTERNAL CONTROL SYSTEMS AND ADEQUACY.
Your Company has in a place an adequate internal control system. The
internal controls are designed to provide reasonable assurance regarding the effectiveness
and the efficiency of operations, the adequacy of safeguards for assets, the reliability
of financial controls, and compliance with applicable Laws and Regulations, protecting the
assets from unauthorized use of losses. The internal controls are supplemented by the
programme of internal audit.
g) DISCUSSION ON FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL
PERFORMANCE /BUSINESS PERFORMANCE.
Particulars |
31.03.2024 |
31.03.2023 |
% of change |
Food and Beverages |
3352.00 |
2917.01 |
16.32% |
Rooms |
3107.27 |
2684.28 |
15.76% |
Banquet Halls |
132.49 |
35.94 |
268.64% |
Spa Collections |
152.94 |
150.09 |
1.90% |
Gym Collections |
334.59 |
265.96 |
25.80% |
Franchise |
24.44 |
13.67 |
78.79% |
Other Services |
111.63 |
79.23 |
40.89% |
Other Income |
305.40 |
141.83 |
115.33% |
Overall Income |
7520.76 |
6288.01 |
19.6% |
Occupancy(%) |
76.8 |
74.1 |
2.7% |
Overall Income increased by Rs. 1,232.75 from Rs. 6288.01 to Rs
7520.76.
Occupancy increased by 2.7% from 74.1% to 76.8 %.
h) MATERIAL DEVELOPMENT IN HUMAN RESOURCES/INDUSTRIAL RELATIONS FRONT.
Your company sincerely believes that its employees are its vital assets
and hence in order to keep its employees motivated and changed, your company provides them
good environment, so that they are able to leverage their full potential. The HR
department updates its HR polices, SOP practice and processes so as to enable and empower
its employees.
Your company provides the following welfare and HR activities to the
company's employees.
Food wastage awareness
first aid class
Best Attendance award
Iftar celebration
Tamil new year celebration
Ganesh Chaturthi celebrations
Onam festival
Yoga class for staff
Excellence leadership training
communication class for supervisory level
Medical camp for staff
Diwali, Ayudha Pooja, Christmas, Navrathri, Ramar pooja Ayodhi,
Pongal, are celebrated with staff
Common Staff Birthday celebration every month
First Aid Class through Geri Care
Effective leadership and communication skills, Emotional
intelligence, Customer care by Mariya Kouser
International Chef day
Medical camp - Eye check up, Diabtes, BP, ECG
Cooking Competition
Christmas Carol Singing - Kids Carnival
Leadership training - Management development training MDP
Staff children summer camp
Pongal Traditional Games (Paarampariya Vilayattukal)
Safety and Fire Fighting awareness programmes for staff.
Woman's day celebration
By giving these schemes and training programmes, the employees become
loyal to the company and thereby the employee attrition rate is minimized. The overall
attrition rate is 5%. Promotions and recognition awarding policies, training and
development, skill program are used as effective tools by HR for improving employee
productivity.
(I) KEY FINANCIAL RATIOS
Key Financial Ratios |
31.03.2024 |
31.03.2023 |
Difference |
Debtors Turnover |
7.08 |
5.58 |
26.97% |
Inventory Turnover |
47.95 |
39.54 |
21.26% |
Interest Coverage Ratio |
41.69 |
67.86 |
(38.57%) |
Current Ratio |
2.56 |
2.48 |
3.31% |
Debt Equity Ratio |
0.03 |
0.03 |
NIL |
Operating profit Margin (%) |
31.29% |
36.13 |
(13.40%) |
Net Profit Margin (%) |
14.28% |
20.29% |
(29.62%) |
Return on Networth |
13.83% |
19.43% |
(28.82%) |
The variances in ratios on account of recovery of business during the
current year when compared to previous year in which business was severely impacted by
Covid 19 pandemic.
Cautionary Statement
The information contained in the Management Discussion and Analysis
regarding Company's estimates, expectations, projections, guidance are based on
assumptions and expectations of future events. The Company takes no responsibility on such
statements since the Company exercises no control over the events that takes place in
future. The actual results may differ from those expressed or implied. The Changes in the
domestic and global economic conditions and government regulations, tax laws and other
statutes may affect the hospitality industry.
5. FINANCIAL INFORMATION AND DETAILS OF ASSOCIATE COMPANY
The Financial Statement of the company is prepared in accordance with
the Ind AS under the provisions of the Companies Act, 2013 and forms part of the Annual
Report. The company's financials disclose the assets, liabilities, income, expenses and
other details.
The Company does not have any subsidiary, Joint Venture and associate
Company.
During the year under review no Company has become ceased to be the
Company's subsidiary, Joint Venture and associate Company.
6. Pursuant to first proviso to sub-section (3) of section 129 read
with rule 5 of Companies (Accounts) Rules, 2014 containing salient features of the
financial statement of subsidiaries/associate companies/joint ventures-NOT APPLICABLE
7. FINANCIAL HIGHLIGHTS OF THE COMPANY
The financial highlights of the company for last 10 years are furnished
in the Annual Report in the first page.
8. HUMAN RESOURCES
The Management envisions trained and motivated employees as the
backbone of the Company. Special attention is given to recruit trained and experienced
personnel in all departments. The Management strives to retain and improve employee
morale. The Company has total staff strength of about 428 employees.
The Company has streamlined its manpower strength at the Hotel. As a
result of manpower rationalization exercise, the monthly payroll has been optimized. The
decision for rationalization of labour has enabled the company to curtail fixed manpower
costs. However, the core technical expert team is retained to guide the Company to achieve
higher and efficient level of performance.
9. DEPOSITORY SYSTEM / E-VOTING MECHANISM:
The Company has entered into a Tripartite Agreement with both the
Depositories viz.
National Securities Depository Limited (NSDL) and Central Depository
Services (I) Ltd (CSDL) along with Registrars M/s Cameo Corporate Services Ltd, for
providing electronic connectivity for dematerialization on the Company's shares
facilitating the investors to hold the shares in electronic form and trade in those
shares. The shares of your Company are being traded now on the BSE under compulsory demat
form. Further, in accordance with provisions stipulated under Companies Act, 2013, the
facility of e-voting is also made available to all shareholders of the Company. The
instructions regarding e-voting is enclosed along with this report. All shareholders are
also requested to update their email ids with the Company or our RTA M/s. Cameo Corporate
Services Ltd. The Company has paid the Annual Depository fees for the FY 2023-24.
10. INVESTOR EDUCATION & PROTECTION FUND
During the year under review unclaimed dividend of (Interim &
Final) Rs. 4,67,822 and 19918 number of shares were transferred to the Investor Education
and Protection Fund (IEPF).
Mr.R.Siddharth, Company Secretary of the company is appointed as Nodal
Officer, as per the provisions of Companies Act, 2013 relating to IEPf and the above
details are available in the official website of the company i.e. www.saverahotel.com.
11. DEPOSIT FROM PUBLIC
The Company has not accepted any fixed deposits under the provisions of
the Companies Act, 2013.
12. A disclosure, as to whether maintenance of cost records as
specified by the Central Government under sub-section (1) of section 148 of the Companies
Act, 2013, is required by the Company and accordingly such accounts and records are made
and maintained - NOT APPLICABLE.
13. DIRECTORS AND KEY MANAGERIAL PERSONNEL
The Board of Directors met Six (6) times during the year under review
and the meeting dates are on 27.05.2023, 04.08.2023, 06.11.2023, 16.01.2024, 07.02.2024
and 01.03.2024 during the financial year 2023-24.
CHANGES IN KMP'S DURING THE FINANCIAL YEAR
During the Financial Year 2023-24 the following appointment and
cessation of Key Managerial Personnel has taken place
S.No. Name of the Directors |
Designation |
DIN |
Date of Appointment |
Date of Cessation |
1 Mr.A. Ravikumar Reddy |
Managing Director |
00145372 |
01/09/1994 |
25.11.2023 (Due to Death) |
1 Mrs.A.Nina Reddy |
Managing Director |
00144797 |
16/01/2024 |
NA |
There were no resignation of Key Managerial Personnel during the period
under review except of the unfortunate demise of Managing Director Mr.A.Ravikumar Reddy on
November 25, 2023.
The Key Managerial Personnel of the company presently are Mrs. A. Nina
Reddy, Managing Director, Mr. R.Siddharth, Company Secretary and Mr. CH Mahesh Kumar,
Chief Financial Officer.
CHANGES IN BOARD OF DIRECTORS
During the Financial Year 2023-24, the following appointments and
Cessation of the Board has taken place:
S.No. Name of the Directors |
Designation |
DIN |
Date of Appointment |
Date of Cessation |
1 *Mr.A. Ravikumar Reddy |
Managing Director |
00145372 |
01/09/1994 |
25.11.2023 (Due to Death) |
2 **Mrs.A.Nina Reddy |
Managing Director |
00144797 |
16/01/2024 |
NA |
2. Mrs.Priyamvada Allareddy |
Whole Time Director |
02412022 |
16/01/2024 |
NA |
*Mr.A.RavikumarReddy (Managing Director) demised on 25.11.2023.
**Mrs.A.Nina Reddy designation was changed from Whole Time
Director to Managing Director(KMP) w.e.f 16/01/2024.
Pursuant to the section 152 of the Companies Act, 2013, Mr.A.Chaitanya
Kumar (DIN:09683865) Non Executive Director, retires by rotation and is eligible for
reappointment. The Board has recommended his appointment and accordingly resolution
seeking approval of the members for his re-appointment has been included in the notice of
the 55th Annual General Meeting of the company along with his brief profile.
14. DIRECTORS' RESPONSIBILITY STATEMENT
On the basis of internal financial controls and systems relating to
compliance maintained by the company, work done by the internal, statutory and secretarial
auditors, the reviews performed by the management and the relevant Board Committees,
including the Audit Committee, the Board is of the opinion that the company's internal
financial controls were adequate and effective during the financial year 2023-24.
Pursuant to Section 134 (3) (c) and 134 (5) of the Companies Act, 2013,
and based on the representations received from the management, the directors hereby
confirm that:
i. In the preparation of the Annual Accounts for the year 2023-24, the
applicable accounting standards have been followed and there are no 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 31st March,2024 and of the profit of the company for that period;
iii. They have taken proper and sufficient care to the best of their
knowledge and ability for the maintenance of adequate accounting records in accordance
with the provisions of the Act. They confirm that there are adequate systems and controls
for safeguarding the assets of the company and for preventing and detecting fraud and
other irregularities.
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 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.
15. INTERNAL FINANCIAL CONTROLS
The Company has internal financial controls commensurate with the size
of the complexity of the business operations and it has well defined internal audit
functions. For the purpose of independence, the internal audit dept. reports to Chairman
of the Audit Committee and the Board of Directors.
16. SECRETARIAL STANDARDS
The company has complied with the Secretarial Standards issued by
Institute of Company Secretaries India.
16.1. SECRETARIAL AUDITOR
M/s. M. Francis & Associates, Practising Company Secretaries have
been appointed as the Secretarial Auditor to carry out the Secretarial Audit for the year
2023-24. The Secretarial Audit Report given by them shall form part of this report as Annexure
I.
There are no qualifications, reservations or adverse remarks or
disclaimers made by the Statutory Auditors in their Secretarial Audit report for the
Financial Year 2023-24.
17. STATUTORY AUDITORS
In accordance with the provisions of Section 139 and 142 of the
Companies Act, 2013, and the rules framed there under, M/s. S.Venkatram& Co., LLP,
Chartered Accountants, TTK Road, Chennai 600 018 were re-appointed as statutory auditors
of the company for second term of 5 years to hold the office from the conclusion of the
53rdAnnual General Meeting of the company held on 12.09.2022 till the conclusion of the
58th Annual General Meeting(AGM) of the Company.
There are no qualifications, reservations or adverse remarks or
disclaimers made by the Statutory Auditors on the standalone financial statements in their
report for the year 2023-24.
18. SIGNIFICANT AND MATERIAL ORDERS
There were no significant and material orders passed by the regulators
or courts or tribunals affecting the going concern status and future operations of the
company during the year under review.
19. INDEPENDENT DIRECTORS DECLARATION
Mr. A. Sudhakar Reddy, Mr. S. Sundarraman and Dr.C. Palanivelu, who are
independent directors, have submitted a declaration that each of them meets the criteria
of independence as provided in sub-section (6) of section 149 of the Companies Act 2013,
and are in compliance with Regulation 16 and 23 of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015. Further, there is no change in their status as
independent director during the year.
20. TRANSACTIONS WITH THE RELATED PARTIES
All related party transactions that were entered into during the
financial year were in compliance with the applicable provisions of the Companies Act,
2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Further, all contracts or arrangements with related parties entered
into during the financial year ended 31-3-2024 were on arm's length basis and in the
ordinary course of business. Therefore the particulars of contracts or arrangements with
related parties as referred to in sub-section (1) of section 188 of the Companies Act,
2013 are, is not applicable.
21. CORPORATE SOCIAL RESPONSIBILITY.
The CSR Policy of the company and the details about the initiatives
taken by the company on CSR during the year as per the Companies (Corporate Social
Responsibility Policy) Rules, 2014 have been disclosed in Annexure II to this
Report. Further details of composition of the Corporate Social Responsibility Committee
and other details are provided in Corporate Governance report. During the year under
review, the CSR Committee meetings were held on 27.05.2023, 04.08.2023, 06.11.2023 &
07.02.2024. The said CSR Policy is available in the Company's website.
22. NOMINATION AND REMUNERATION POLICY
The company's policy on directors appointment and remuneration and
other matters provided in section 178(3) of the Companies Act, 2013 has been disclosed in
the corporate governance report, which forms part of the directors' report.
23. COMMITTEES
Currently, the Board of Directors of the Company pursuant to the
mandatory provisions of Companies Act, 2013 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 has the following committees were included namely:
a) Audit Committee
b) Nomination & Remuneration Committee
c) Stakeholders Relationship Committee
d) Corporate Social Responsibility Committee
e) Share Transfer Committee
f) Internal Complaints Committee
g) Investment Committee.
A detailed note on the Board and its committees along with the
composition of the committees and compliances is provided under the Corporate Governance
Report section in this Annual Report.
24. BOARD EVALUATION
The performance evaluation of the Board as a whole, performance of non
independent directors, the performance of the Board Chairman and the performance of
committees were conducted and the same based on the questionnaire and feed back from all
directors on the Board.
While undertaking the Board evaluation, the company also followed the
required principles covered under the Guidance note issued by SEBI.
Important key criteria for performance evaluation are as follows.
Directors performance evaluation
a) Attendance at Board or Committee Meetings
b) Contribution at Board or Committee Meetings
c) Guidance/support to management outside Board/Committee meetings.
d) Performance evaluation of Board and Committees
e) Structure of the Board and Board composition
f) Establishment and delineation of responsibilities to Committees.
g) Effectiveness of Board processes, information and functioning.
h) Board culture and dynamics
i) Quality of relationship between Board and management.
j) Efficacy of communication with external stakeholders.
25. LISTING
The equity shares of the Company are listed on BSE Ltd and the listing
fees are regularly paid by the company.
26. CORPORATE GOVERNANCE
In terms of Regulation 34 (2) & (3) of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, a report on Corporate Governance, the
Practicing Company Secretary certificate on the compliance of conditions of Corporate
Governance and the report on Management Discussion and Analysis form part of the Annual
Report.
27. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO.
The information required under Section 134 (3) (m) of the Act, read
with the companies (Accounts) Rules 2014 is furnished hereunder.
(A) CONSERVATION OF ENERGY
For the eco practices, the company has changed almost 99% of its
lighting with LED lights reducing power consumption by 85% and the heat emission energy
becomes very low, thereby through the STP,the sewerage and sewage water is treated and the
treated water is recirculated for flushing system ,cooling towers and gardens.
The company also installed rain water harvesting system for collecting
the rain water.
The company also installed organic waste convertor machine in which the
organic wastes are converted into composite manure.
The company has fixed aerator in taps to save water the automatic tap
in the guest toilet to save water and also for good hygiene practices.
The Company always purchases equipments or machinery which consumes
less power.
B) TECHNOLOGY ABSORPTION
Hotel being a service industry, technology absorption, transfer etc.,
are not applicable. The Resilience of the company's Backbone Systems consists of Servers,
VPN and Many Tools
in company's disposal made possible to successfully do the Day to Day
Operations sailed smoothly despite severe restrictions placed on movement of Staff during
Lockdown period.
The company solemns pledged to exceed the expectations in every front
serving the company's Valuable Clients Experience the Premium Ness as always.
(c) FOREIGN EXCHANGE EARNINGS AND OUTGO
The Foreign Exchange earned in terms of actual inflows during the year
- Rs.8,19,000 The Foreign Exchange outgo during the year in terms of actual outflows -
Rs.2,26,800
28. The Change in the nature of business, if any :
There is no change in nature of business.
29. Statement regarding opinion of the Board with regard to integrity,
expertise and experience (including the proficiency) of the independent directors
appointed during the year.
The Non-executive Directors provide a strong independent element to the
Board and a solid foundation for good corporate governance, fulfilling the vital role of
corporate accountability. The board formally reviews the independence of each of our
Non-executive Directors at least annually. The board is of the opinion that each of the
current Non-executive independent Directors continues to be independent in character and
judgement in line with the definition set out in the Code. In assessing each Director's
independence, the Committee concluded that each provides objective challenge, strategic
guidance, hold management to account and is willing to stand up and defend their own
beliefs.
There were no appointment of Independent Director during the financial
year 2023-24.
30. DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013.
The Company has in place an Anti-Sexual harassment Policy in line with
the requirement of The Sexual Harassment of Women at the Workplace (Prevention,
Prohibition & Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set
up to redress complaints received regarding sexual harassment. All employees (permanent,
contractual and trainees ) are covered under this policy. The following is a summary of
sexual harassment complaints received and disposed off during the year 2023-24.
Number of complaint received during the year - NIL
Number of Complaint disposed of during the year - NIL
31. The details of application made or any proceeding pending under the
Insolvency and Bankruptcy Code, 2016.
No application under IBC was initiated by the Company as on March
31,2024. There was no instance of one time settlement with any Bank or financial
institutions.
32. ANNUAL RETURN
A copy of the Annual Return 2023-24 is placed on the website of the
company and can be accessed via weblink https://www.saverahotel.com.
33. PARTICULARS OF EMPLOYEES
The information required under section 197(12) of the Act, read with
rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
is furnished in the Annexure III to this report.
Your directors wish to place on record their appreciation for the good
services rendered by the employees at all levels of the company.
34. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS UNDER SECTION 186
OF THE COMPANIES ACT, 2013.
The details of loans, guarantees and investments under section 186 of
The Companies Act, 2013 has been furnished in Annexure IV to this report.
35. TRANSFER TO RESERVES
The Company has not transferred any amount to the reserves for the year
ended March 31, 2024.
36. DETAILS OF MATERIAL CHANGES FROM THE END OF FINANCIAL YEAR:
There have been no material changes and commitments affecting the
financial position of the Company between the end of the financial year and date of this
report.
37. DETAILS IN RESPECT OF FRAUDS.
There are no frauds as reported by the Statutory Auditors in Sl. No 11
of Annexure A' to the Independent Auditors Report.
GENERAL :
Your Directors state that no disclosure or reporting is required in
respect of the following items as there were no transactions on these items during the
year under review.
(i) Issue of equity shares with differential rights as to dividend,
voting or otherwise
(ii) Issue of shares (including sweat equity shares) to employees of
the company under any scheme.
ACKNOWLEDGEMENTS
The directors would like to thank the Bankers of the Company, and other
financial institutions for extending their financial support. They further express their
thanks to the Central Government, State Government and other stakeholders for their
patronage, support and guidance.