DIRECTORS' REPORT
To the Members,
We are pleased to present the Twenty Fifth Annual Report on our business and operations
for the year ended 31st March 2018, of Polaris Consulting & Services Limited
("Company").
1. Results of Operations
(Rs. in Lacs, except EPS data)
Description |
Standalone |
Consolidated |
|
March 31, 2018 |
March 31, 2017 |
March 31, 2018 |
March 31, 2017 |
Income (Including Other Income) |
184,568.18 |
153,071.12 |
264,300.43 |
211,585.27 |
Expenses(Including exceptional items) |
154,553.99 |
135,006.52 |
228,026.19 |
185,513.12 |
Profit before Interest, Depreciation & Tax (PBIDTA) |
30,014.19 |
18,064.60 |
36,274.24 |
26,072.15 |
Finance Charges |
- |
- |
- |
- |
Depreciation & amortization |
2,372.33 |
2,227.63 |
2,516.78 |
2,383.67 |
Net Profit Before Tax |
27,641.86 |
15,836.97 |
33,757.46 |
23,688.48 |
Provision for tax including Deferred Tax |
9,559.78 |
5,903.21 |
11,046.67 |
7,381.23 |
Net Profit after tax |
18,082.08 |
9,933.76 |
22,710.79 |
16,307.25 |
Add / (Less): Share of Profit / (Loss) on Joint venture |
- |
- |
75.74 |
62.60 |
Add / (Less): Minority Interest - Share of Loss / (Profit) |
- |
- |
- |
- |
Net Profit |
18,082.08 |
9,933.76 |
22,635.05 |
16,244.65 |
EPS |
|
|
|
|
Basic Rs. |
17.67 |
9.78 |
22.11 |
15.99 |
Diluted Rs. |
17.60 |
9.71 |
22.03 |
15.89 |
2. Voluntary Delisting Equity shares of the Company under SEBI (Delisting of Equity
Shares) Regulations, 2009
The Company had received the letter from the Promoter shareholder on 26th October 2017
conveying its intention to voluntarily delist the equity shares of the Company in
accordance with SEBI (Delisting of Equity Shares) Regulations, 2009.
Subsequently, the Company had received final delisting approval from National Stock
Exchange of India Limited ("NSE") and BSE Limited ("BSE") on July 11,
2018. The trading of the Company's shares were discontinued with effect from July 25, 2018
from NSE, BSE and Metropolitan Stock Exchange of India Limited. The delisting was
effective from August 1, 2018.
3. Business Performances
The consolidated revenue of the Company from Software Development Services for the year
ended March 31, 2018 stood at Rs.262,787.17 lakhs as against the previous year's revenue
of Rs.209,498.66 lakhs. The consolidated Net Profit for the fiscal year ended March 31,
2018 stood at Rs.22,635.05 lakhs as against the previous year's Net Profit of Rs.16,244.65
lakhs.
The stand alone revenue of the Company for the year ended March 31, 2018 stood at Rs.
181,730.87 lakhs as against the previous year's revenue of Rs.151,097.91 lakhs. The Stand
alone Net Profit for the fiscal year ended March 31, 2018 stood at Rs.18,082.08 lakhs as
against the previous year's Net Profit of Rs.9,933.76 lakhs.
The reserves and surplus as of 31st March 2018 stood at Rs.87,906.05 lakhs as against
Rs.70,882.88 lakhs of the period as of March 31, 2017.
4. Subsidiaries
Details of Subsidiary Companies, Joint Ventures and and their financial position.
Your Company has 15 subsidiary company(ies) for the financial year ended on March 31,
2018 and a Joint Venture company.
The information as required under the first proviso to sub-section (3) of Section 129
is given in Form AOC-1 in Annexure [1]. Further, pursuant to the provisions of Section 136
of the Companies Act, 2013, ("Act") financial statements of the Company,
Consolidated Financial Statements along with the relevant documents and separate
audited accounts in respect of the subsidiaries of the Company are available in the
website of the Company and the weblink is provided below: www.polarisft.com/investor/ investor.asp.
5. Cash & Cash Equivalents
Your Company's liquidity remains healthy with a cash reserve of Rs.721.53 crores. The
DSO is at an impressive 75 days.
6. Share Capital
During the year, under ASOP 2003 Scheme the company has allotted 119,300 equity shares
of Rs.5/- each to 36 Associates and under ASOP 2011 Scheme company has allotted 629,425
equity shares of Rs.5/- each to 141 Associates/Directors pursuant to exercise of options
granted and under ASOP 2015 Scheme company has allotted 71,650 equity shares of Rs.5/-
each to 29 Associates pursuant to exercise of options granted.
As result of the above allotments the paid-up equity share capital of the company was
increased from Rs.510,603,770/- comprising of 102,120,754 number of equity shares of
Rs.5/- each as on March 31, 2017 to Rs.514,705,645/- comprising of 102,941,129 number of
equity shares of Rs.5/- each as on March 31, 2018. The allotted equity shares were listed
and traded in the Stock Exchanges.
The information as required under the provisions of Securities and Exchange Board of
India (Share Based Employee Benefits) Regulations, 2014 read with Rule 12(9) of the
Companies (Share Capital and Debentures) Rules, 2014, and also the information as required
under the Guidance note of ICAI, in relation to ESOPs are set out in the Annexure 2 to the
Directors' Report.
During the year under review, the Company has not issued shares with differential
voting rights and sweat equity shares.
7. Research and Development Expenses
The details of Research and Development Expenses are as under :
|
|
Rs. in Lacs |
Expenditure on R&D |
Standalone |
Consolidated |
|
FY 2018 |
FY 2017 |
FY 2018 |
FY 2017 |
Capital |
375.15 |
277.41 |
375.15 |
277.41 |
Recurring |
- |
- |
5,094.03 |
5,961.94 |
Total |
375.15 |
277.41 |
5,469.18 |
6,239.35 |
8. Dividend
Pursuant to regulation 43A of SEBI (Listing Obligations and Disclosure Requirements)
Regulations 2015, the Board approved a dividend distribution policy at its meeting held on
8th February 2017. The Policy details various consideration based on which the Board may
recommend or declare dividend, utilization of retained earnings etc., The policy is
available on the company's website at www.polarisft.com/investor/policies
and is provided under Annexure 9.
The Company has not declared any dividend during the financial year 2017-18.
As required under the provisions of Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer & Refund) Rules, 2016 and Section 124(5) and 125(2)(c) of
Companies Act, 2013, dividends that remain unpaid/unclaimed for a period of seven years,
are to be transferred to the account administered by the Central Government viz: Investor
Education and Protection Fund ("IEPF"). Once the amounts that are due for refund
are transferred to the IEPF, no claim shall lie in respect of those amounts against the
Company. The Company had transferred unpaid dividend amounts within the stipulated time to
the IEPF. During the financial year 2017-18, unpaid or unclaimed dividend for the Final
Dividend for the year ended 31st March 2010 declared on 17th July 2010 amounting to
Rs.572,839/- was transferred to Investors Education and Protection Fund on 17th August
2017.
As required under Investor Education and Protection Fund Authority (Accounting, Audit,
Transfer & Refund) Rules, 2016 the equity shares in respect of which dividend has not
been claimed for the financial years mentioned above has been transferred to the IEPF
authority in accordance with the aforesaid rules.
The Board draws your attention that the unclaimed/unpaid dividend for the Final
Dividend declared for the financial year ended 31st March 2011 are due for transfer to
IEPF on 19th August 2018 (Note: Since 19th August 2018 falls on a Sunday, the amount
outstanding as on 20th August 2018 will stand tranferred to IEPF). Members, who have not
yet encashed their dividend warrant or those, are yet to claim their dividend amounts
which were declared on 20/07/2011 for the financial year ended 31st March 2011 may write
to the Company/Company's Registrar and Share Transfer Agent, Karvy Computershare Private
Limited.
9. Transfer to Reserves
The Company did not transfer any amounts to General Reserve during the year.
10. Business Responsibility Reporting
As per SEBI Circular vide reference SEBI/HO/CFD/CMD/CIR/P/2017/10 dated February 6,
2017, SEBI has mandated the requirement of submission of Business Responsibility Report
("BRR") for top 500 listed entities under Regulation 34(2)(f) of SEBI (Listing
Obligations and Disclosure Requirements) Regulation 2015 ("SEBI LODR").
Therefore, the statutory section on Business Responsibility Report has been adopted by the
Company and is provided elsewhere in this Annual Report.
11. Corporate Governance
Your Company has been complying with the provisions of Corporate Governance as
stipulated in Regulations 24, 27 and other relevant provisions of SEBI (Listing
Obligations Disclosure Requirements) Regulations, 2015. A separate report on Corporate
Governance along with Auditors' certificate on compliance of the Corporate Governance
norms as stipulated in Regulation 34(3) of the SEBI (Listing Obligations Disclosure
Requirements) Regulations, 2015 and Management Discussion & Analysis forming part of
this report are provided elsewhere in this Annual Report.
12. Policy on Director's Appointment and Remuneration
The Nomination and Remuneration Committee has framed a policy for selection and
appointment of Directors including determining qualifications and independence of a
Director, Key Managerial Personnel, Senior Management Personnel and their remuneration as
part of its charter and other matters provided under Section 178(3) of the Companies Act,
2013. The Policy covering the details of remuneration is provided elsewhere in the Annual
Report and the entire policy is hosted in the Company's website at www.polarisft.com. We affirm that the remuneration
paid to Directors is as per the remuneration policy of the Company.
13. Internal Financial Control and their adequacy
The Board has adopted policies and procedures for ensuring the orderly and efficient
conduct of its business including adherence to the company's policies, the safeguarding of
its assets, the prevention and detection of fraud, error reporting mechanism, the accuracy
and completeness of the accounting records and the timely preparation of reliable
financial disclosures.
14. Significant and Material Orders
There are no significant and material orders passed by the regulators or Courts or
Tribunals impacting the status of the going concern of the Company and the Company's
operations in future.
However the following events had happened during the period under review-
a. The Company is a party to an adjudication proceeding in accordance with the
Securities and Exchange Board of India (Procedure for Holding Inquiry and Imposing
Penalties by Adjudicating Officer) Rules, 1995 ("SEBI Adjudication Rules"),
pertaining to alleged dealings in shares in violation of the Securities and Exchange Board
of India (Prohibition of Insider Trading) Regulations, 1992 ("SEBI PIT
Regulations") by Mr. Arun Jain, the Former Chairman and Managing Director of the
Company and Mr. R Srikanth, the Former Chief Financial Officer and Compliance officer of
the Company. In this regard, the Company had filed settlement application with SEBI on
22nd January, 2018 and application is pending disposal by SEBI.
b. The Company had received a show cause notice from Registrar of Companies, Chennai
vide letter reference F. No. 24142/209A/ Follow up/JTA(CL)/2017 dated 26th March 2018
w.r.t the non - compliance of the erstwhile 383A of the Companies Act, 1956. In this
regard, the Company had submitted the compounding application and application is pending
disposal by Regional Director, Southern Region, Chennai.
c. Ministry of Corporate affairs had condoned the delay in filing of MGT 14 pertaining
to the investment made in Hexa Wind Farm Private Limited by the Company vide their order
file no. 09/01/2017 CL V dated 25th May 2017. The Company had filed INC - 28 along with
the requisite fee as directed in the said order.
15. Conservation of energy, technology absorption, foreign exchange earnings and outgo
The particulars as prescribed under Section 134(3)(m) of the Act, read with Rule 8 of
the Companies (Accounts) Rules, 2014, are set out in the Annexure 3 to this Report.
16. Particulars of employees
Information required pursuant to Section 197(12) of Companies Act,2013 read with rule
5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
is provided as Annexure 4A to this report.
A statement containing inter alia the names of the top 10 employees in terms of
remuneration drawn and every employee employed throughout the financial year and in
receipt of remuneration of Rs.102 lakhs or more and employees employed for part of the
year and in receipt of Rs.8.50 lakhs or more per month pursuant to Rule 5(2) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided
as Annexure 4B to this report.
In accordance with Rule 5(3) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 the particulars of employees drawing salary outside
India is not forming part of this report. The details of the same are available at the
registered office of the Company. Any member interested in obtaining a copy of the same
may write to the Company Secretary.
17. Directors' responsibility statement as required under Section 134(5) of the
Companies Act, 2013
Pursuant to the provisions of Section 134(5) of the Companies Act, 2013 the Directors
of your company confirm that:
a) In the preparation of the Annual Accounts, the applicable accounting standards had
been followed along with proper explanation relating to material departures;
b) The Directors have selected such accounting policies and applied them consistently
and made judgements and estimates that are reasonable and prudent so as to give a true and
fair view of the state of affairs of the company at the end of the financial year and of
the profit or 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 Board of 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.
f) The Board of Directors have devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate and operating
effectively.
18. Board Meetings, Board of Directors, Key Managerial Personnel & Committees of
Directors
(a) Board Meetings:
The Board of Directors of the Company met 10 times during 2017-18. The details of
various Board Meetings are provided in the Corporate Governance Report. The gap
intervening between two meetings of the Board is within the limits as prescribed in the
Companies Act 2013.
(b) Changes in Directors & Key Managerial Personnel
Pursuant to the delisting, the following directors have resigned from the Board of
Directors of the Company.
Name of the Director |
Effective date of resignation |
Prof.Jayaraman Ramachandran |
2nd August 2018 |
Mr.Sunil Bowry |
3rd August 2018 |
(c) Re-Appointment
As per Article 10.22 of the Articles of Association of the Company, one third of the
Directors are liable to retire by rotation at the Annual General Meeting of the Company.
Mr.Anuranjan Krishan Kalia (DIN:07451682) retires by rotation and being eligible, offers
himself for re-appointment at the ensuing Annual General Meeting.
(d) Independent Directors
The Company has received necessary declaration from each Independent Director of the
Company under Section 149(7) of the Act, that they meet the criteria of independence as
laid down in Section 149(6) of the Act.
(e) Details of remuneration to Directors: The information relating to remuneration
of directors as required under Section 197(12) of the Act, is given as part of MGT 9.
The extract of the policy framed by the Nomination and Remuneration committee under the
provisions of Section 178(4) of the Act, is as below:
Remuneration policy
The Company's Remuneration Policy is aimed to attract and retain the best talents by
ensuring a fair, transparent and equitable remuneration to employees and Directors, based
inter alia on individual roles and responsibilities, experience, the performance of the
Company and the performance / contribution of the individual employee. The policy enables
a framework that allows for fair rewards for the achievement of key deliverables, in line
with industry and Group practice.
The Board in consultation with the Nomination and Remuneration Committee decides the
remuneration policy for directors, Key Managerial Personnel and Senior Management
Personnel. The Company has made adequate disclosures to the members on the remuneration
paid to Directors from time to time.
(f) Board Committees
The Company has the following Committees of the Board:
1. Audit Committee
2. Nomination and Remuneration committee
3. Stakeholder's Relationship committee
4. Corporate Social Responsibility committee
5. Risk Management Committee
Sub-committees:
Share transfer Committee M&A Committee
The composition of each of the above Committees, their respective roles and
responsibilities is as detailed in the Report of Corporate Governance.
The following committees were reconstituted in the Board Meeting held on 6th August
2018:
1. Audit Committee
2. Nomination and Remuneration Committee
3. Corporate Social Responsibility Committee
4. Risk Management Committee
The members of the aforementioned reconstituted committees are as follows :
Audit Committee :
Name |
Designation |
Hari Raju Mahadevu |
Chairman |
Arvind Sharma |
Member |
Anuranjan Krishan Kalia |
Member |
Nomination and Remuneration Committee : |
|
Name |
Designation |
Hari Raju Mahadevu |
Chairman |
Arvind Sharma |
Member |
Anuranjan Krishan Kalia |
Member |
Krishan Aruna Canekeratne |
Member |
Risk Management Committee : |
|
Name |
Designation |
Hari Raju Mahadevu |
Chairman |
Arvind Sharma |
Member |
Anuranjan Krishan Kalia |
Member |
Corporate Social Responsibility Committee : |
|
Name |
Designation |
Rama Sivaraman |
Chairman |
Arvind Sharma |
Member |
Hari Raju Mahadevu |
Member |
The following Committees of the Board of Directors of the Company were deconstituted in
the Board Meeting held on 6th August 2018:
M&A Committee and Risk Management Committee
(g) Board Evaluation
In line with the requirements of the Companies Act, 2013, the Annual Performance
Evaluation was conducted for all Board Members as well as the working of the Board and its
Committees on 23rd March 2018.
The evaluation was led by the Chairman of the Nomination and Remuneration Committee
with specific focus on the performance and effective functioning of the Board. The Board
evaluation framework has been designed in compliance with the requirements under the
Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and in consonance with Guidance Note on Board Evaluation issued by SEBI.
The Board evaluation was conducted through questionnaire having qualitative parameters and
feedback based on ratings.
(h) Vigil Mechanism
The Company has established a whistle-blower policy and also established a mechanism
for directors and employees to report their concerns. The details of the same is explained
in the Corporate Governance Report.
(i) Related Party Transactions
All related party transactions that were entered into during the financial year were on
an arm's length basis and were in the ordinary course of business. There are no materially
significant related party transactions made by the Company during the year with Promoters,
Directors, Key Managerial Personnel or other designated persons which may have a potential
conflict with the interest of the Company at large.
The details of the related party transactions as required under Section 134(3)(h) read
with Rule 8 of the Companies (Accounts) Rules, 2014, is attached as Annexure 5.
19) Statutory Auditors and Report
The Company's Statutory Auditors, M/s.BSR & Co. LLP, Chartered Accountants (firm
registration no.101248W/W-100022) issued their report on the Standalone and Consolidated
Financial Statements of the company. The Auditors' Report on the Standalone and
Consolidated Financial Statements does not contain any qualification, reservation or
adverse remarks.
In terms of Section 139 of the Companies Act, 2013, the term of appointment of M/s B S
R & Co., LLP appointed at the 23rd Annual General Meeting of the Company held on the
7th July 2016 is till the conclusion of the Annual General Meeting of the Company to be
held in the calendar year 2021.
The Board at its meeting held on the 14th May 2018 have approved the ratification of
the appointment of auditors in the ensuing Annual General Meeting.
The Company has received a certificate from B S R & Co., LLP Chartered Accountants
to the effect that their appointment, if made would be in accordance with the provisions
of the Companies Act, 2013, and that they are not disqualified in terms of provisions of
the Companies Act, 2013 from being appointed as Statutory Auditors of the Company. B S R
& Co., LLP Chartered Accountants are subjected to the peer review process of the
Institute of Chartered Accountants of India (ICAI) and hold a valid certificate issued by
the peer review Board of the ICAI.
Pursuant to provisions of Section 143(12) of the Companies Act, 2013, the Statutory
Auditors have not reported any incident of fraud to the Audit Committee during the year
under review.
20) Secretarial Auditors Report :
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, Secretarial Audit has
been carried out by Mr.S.Bhaskar, BP & Associates, Practising Company Secretary, and
his report is annexed as Annexure 6. There are no qualifications, reservations or adverse
remarks made by the Secretarial Auditor in his report.
21) Fixed Deposits
Our Company has not accepted any deposits during the financial year and as such, no
amount of principal or interest was outstanding as on March 31, 2018.
22) Details of CSR activity through its implementation agencies
Your company has contributed towards CSR activities through Ullas Trust, Computer
Shiksha and IIT Madras for the financial year 2017-18. A brief note about their
organisations are as given under.
(a) Ullas Trust
A Social initiative started in 1997 with an aim to integrate associates with the larger
community to enable them to enjoy the bliss of working with young minds in the country
continues to grow into a movement exemplifying the power of inclusive CSR. A seed of an
idea sowed in 1997 to "ignite Young Minds" has grown into a movement across 5
states in the country powered by belief that we are making a difference! In its 20 year
journey the Ullas movement has grown beyond our associate community to include committed
partners to the cause of igniting young minds. These partners include family and friends
of our associates, associates from our clients, Civil Society Organizations, and youth
from colleges in the districts of Tamil Nadu all united by the common purpose of shaping
the thinking of adolescent young students.
Over the 2 decades, Ullas has awarded merit scholarships to more than 54,000 students
across Chennai, Delhi, Hyderabad, Mumbai and Pune. While the merit scholarships recognize
their academic excellence, these "Young Achievers" as they are called, receive
weekend enrichment programs aptly titled as SUMMIT, delivered by our associate community -
through packaged modules of 5 interventions of 3 hours each - 15 magical hours per year
over the four year period of the child's association with Ullas. This academic year, over
6100 children from Corporation, Government and Government-Aided schools in five cities -
Chennai, Delhi, Hyderabad, Mumbai, and Pune attended these intervention programs - that
aid not just with life skills but also in designing their thinking. Under the rural
re-connect program "Touch The Soil", 2.5 lakh young minds were ignited with the
power of "CAN DO" and "Planning" with the active engagement and
support of over 1800 volunteers across 105 districts in 5 states.
Ullas - Chennai
Ullas Trust celebrated its 20th Annual workshop on Sep 24th, 2017 at The Madras
University Centenary Hall in Chennai. The workshop was all about Igniting Young Minds and
celebrating our very own - Ullas Alumnus (our Higher Education Scholars) of over 200+
since 2003. The workshop saw over 3000 grade IX, X and XI Ullas Young Achievers from 218 -
Corporation, Government and Government-Aided schools, who not only participated in the
aspirational "CAN DO" workshop but also were awarded the Ullas Young Achievers
Merit Scholarships. Nearly 100 Ullas Alumnus (Ullas Higher Education Scholars) since 2003
came onstage to share their joy at being a part of the 2 decade celebration of "Being
Ullas"! The workshop saw real life role models Smt. Valarmathi N, Deputy Director,
PDMSA, Indian Space Research Organization; Shri. Ganesh Kumar, Executive Director, Reserve
Bank of India; Dr.
Ruchi Gupta, MD, MPH, Associate Professor of Pediatrics and Medicine, Northwestern
University Feinberg School of Medicine - share their life journey - events and incidents
that shaped them, inspire and interact with the students. Continuing its endeavor of
recognizing and Encouraging Excellence in Education (EEE), 3 schools one each from
corporation, government, and government aided were awarded the EEE award. Associate
volunteers conducted the weekend enrichment program (SUMMIT) across 7 venues in the city
(including our corporate offices) covering over 3,684 young achievers from grade 9-12. As
part of the Touch The Soil program, over 350 volunteers visited 445 schools in the 32
districts of TN, igniting over 1.68 lakh grade 9-12 students, conducting the Diary of
Dreams and Planning workshop. A total of 4251 scholarships were given to toppers in grade
9 and 10 in the district schools. During this academic year Ullas inducted 63 Higher
Education Scholars (25 professional stream, and 38 arts and science students) while
continuing to support an overall of 220 Higher Education Scholars who come back as mentors
to the incoming Ullas Young Achievers. These Higher Education Scholars not only inspire
their juniors but also dazzle the associate mentors with their commitment and thirst to
pay it forward! Ullas continues to sponsor Easy Learning English (ELE) program of
Vidyarambam Trust (VT) for grade 6 to 8 students in over 25 schools in 5 districts of TN.
Vidyarambam Akkas also deliver our SUMMIT interventions to over 1,500 grade 9 and 10
students in 21 schools, further extending the engagement with these young minds! In the
spirit of partnering with likeminded partners to reach as many young minds in schools,
Talent Quest for India Trust (TQI) a student volunteer body movement has taken the SUMMIT
Level 1, 2, 3 and 4 interventions to over 10,000 students (grade 9,10, 11 and 12) in 27
schools, across 21 districts of TN, through their army of over 350 college student
volunteers from nearly 50 different colleges. The third edition of Ullas Confluence was
held in Feb 2018, to celebrate and recognize these young TQI volunteer mentors from
various colleges across the districts who are giving back selflessly. Common purpose and
intent unites these partners with Ullas in reaching not just the students from the urban
schools but also rural schools enabling dreams and aspirations!
Ullas - Mumbai
Mumbai Ullas chapter conducted the "CAN DO" workshop on 2nd December at
Mahakavi Kalidas Natyamandir, celebrating over 540 young achievers from 24 schools (14
Municipal and 10 Govt-Aided schools). The interactive workshop encouraged the students to
dream big, and dream big with conviction. Associate volunteers including over 50
volunteers from our client partner - Morgan Stanley conducted SUMMIT in the chapter
schools during the weekends - reaching out to a total of 1010 students between grade 9 and
10. As part of the Touch The Soil program, 111 volunteers visited 121 schools in 14
districts covering 18,912 grade 9 and 10 students with 1042 scholarships for the toppers
in 9th and 10th, and conducting the Diary of Dreams and Planning workshop for the young
minds.
Ullas - Hyderabad
In Hyderabad, 288 students enthusiastically participated in the Annual "CAN
DO" Workshop on November 11th, 2017. The Young Achievers enthralled everyone with
their rendering of Saraswathi Vandanam and cultural performances. The Diary of Dreams
workshop was very interactive and enabled students to share their aspirational dreams.
SUMMIT classes also saw our associate volunteers conduct the weekend intervention program
for 288 grade 9 students and 271 grade 10 students at 9 school chapters. As part of the
Touch the Soil initiative, over 112 associate volunteers, their family and friends went in
teams to 219 schools in 32 districts conducting the "CAN DO" and Planning
workshop for 32,027 students, along with 1979 merit scholarships for deserving grade 9 and
10 students.
Ullas - Delhi
Ullas NCR chapter conducted the Annual CAN DO workshop on 18th November 2017, at
Chinmaya Mission, New Delhi. 267 grade 9 young achievers from 20 government and
government-aided schools were inducted into the portals of Ullas Trust. The workshop also
saw 45+ associate volunteers who cheered and supported the young achievers. The weekend
enrichment program - SUMMIT was conducted by our associate volunteers in school chapters
and our corporate office for over 800 young achievers (grade 9 to 12) and was received
very well by the students and their school authorities. As part of the Touch The Soil
initiative, 37 volunteers travelled to 14 districts of NCR, reaching 11,639 students of
grade 9-12 from 41 schools, inspiring and igniting young minds delivering the Diary the
Diary of Dreams workshop and Planning workshop, and also with a merit scholarship to 355
toppers in 9th and 10th.
Ullas - Pune
Ullas Pune Chapter continued its engagement with 4 schools this year. The Annual Diary
of Dreams workshop was conducted on Dec 2nd, 2017 for incoming young achievers, covering
over 200 eager students across three locations. A total of 80 scholarships were awarded in
the urban schools as part of the SUMMIT program. Associate volunteers along with family
and friends conducted the subsequent weekend enrichment programs in the schools over 8
weekends, covering over 800 grade 9 and 10 students. As part of the Touch The Soil
initiative, 40 volunteers went to 8 districts covering 66 district schools, reaching 12236
students from grade 9 and 10 with the diary of dreams and planning workshop. 606
scholarships were given to 5 toppers each from grade 9 and 10 in these 53 schools.
Stepping into its 21st year, the Ullas movement continues to be strengthened not just
by our associates but also their family and friends, and strong like-minded partners
driven by the common purpose of "igniting young minds" and seeding the "CAN
DO" spirit.
(b) Computer Shiksha:
Computer Shiksha is an 80G, 12A certified and FCRA approved non-profit organization,
working towards computer literacy among the underprivileged.
Vision is to bridge the divide between haves and have-nots using technology.
Mission
To build an ecosystem for providing Computer Knowledge and Training with passion and
commitment, to deliver value in the form of Computer trained people, who use this skill
for the betterment of their lives in every possible way.
To use technology to deliver solutions & reduce challenges faced by Underserved
communities in every walk of life.
Salient Features of the Organization
Date of Inception |
5th May 2012 |
Founders & Trustees |
Dr. Rakesh Suri, PhD in Management (AMU), BE (BITS Pilani), ex CEO IT Division,
DCM Ltd., currently Entrepreneur, Visiting Professor and Corporate Trainer in leadership |
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Ms Swapnalekha Basak, B.Tech., PGDBM, ex Head - HR SAS India, Entrepreneur www.hcswellnessworld.com |
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Sandeep Rana, Entrepreneur |
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Rajeev Lochan, Co-Founder Lochan & Co. |
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Sharad Agarwal, Co-Founder Lochan & Co. |
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ManMohan Thandi - Serial Entrepreneur |
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Arjun Verma - Retired businessman. Philanthropist |
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Vinod Jain - Entrepreneur at Diaspark |
Brief History |
Started with taking 15 laptops to school and 60 children (Model I) |
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Had reached 1000 students by April 2013 (Model I) |
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Model II launched in April 2016 |
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Currently they are providing computer education to 18000+ students |
Working Patrons |
Sumit Malhotra - Technocrat |
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Anil Singhal - Vice President , HCS Wellness World |
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Rajiv Popli - Business Consultant |
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Raj Singh - Serial Entrepreneur |
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Rajesh Gulati - Real estate Entrepreneur |
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Prem Kumar - Entrepreneur |
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Y K Singh - Entrepreneur |
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Vinod Jain - Entrepreneur |
Nature of the Organization |
Computer Shiksha is a charitable trust. It does not charge any fee for its
services from anyone. |
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The 'trustees' and 'patrons' are senior people from the industry and work pro
bono. |
Curriculum |
All learning is practical in nature. |
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Components of course |
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Learning Uses and Parts of a computer; Using Paint to draw - File Management - Text
processing & formatting - Using spreadsheets as database and calculator - Presentation
Skills - Internet applications for browsing & searching - E-mailing - Uploading &
Downloading. |
Length of course |
Basic and Basic Plus Course - 31 weeks, assuming 2 classes per week (schools can take
up to 62 weeks depending on the level of classes being taught) Advanced Course - 24 weeks
assuming 2 classes per week (schools can take up to 48 weeks depending on the level of
classes being taught) |
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Operational Model(s) |
Delivery Model II |
Model II (which is the only option available now) enables partner schools to conduct
classes by |
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Enabling teachers / resources to facilitate the class. A 10th standard pass
person who may have never seen a computer in life can become a computer trainer after 8
days training in Gurgaon |
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Sharing the self learning videos and bilingual manuals which have been created,
currently in Hindi and English medium |
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Support arranging the required hardware and maintaining it for ever |
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Monitoring the class live, wherever possible, through CCTV on internet |
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evaluating students to certify them |
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having flexibility to design their own time table |
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The entire set of Self Learning Videos in multiple languages. Viz. Hindi, English,
Tamil, Telugu, Marathi, Bengali and Oriya complete with the teachers' manual is now also
available on the Computer Shiksha website /YouTube link for free download. |
Current # of students & Geographical spread |
18013 at 130 CS enabled centers in 10 states viz., U.P., M.P., Delhi, Haryana,
Uttarakhand, Rajasthan, Assam, Karnataka, Punjab and Bihar |
Partner Schools |
130 learning centers (as on 30.04.2018) and expanding fast |
No. of employees |
11 employees |
Supporting Organizations |
MPS, C.K.Birla Group, Polaris, Virtusa, Ethical Realty, Excel Warehousing, Bajaj Auto,
Kisankraft, SKF, Snofi, G.E., MaxLife Insurance, GenPact, Ford Motors....and many more |
Financial Statements |
Uploaded on the website http://www.computershiksha.org/.
All IT returns are also uploaded. |
AWARD
Computer Shiksha has won the top award in the 'Education & Learning' category
amongst 331 entries from NGOs from SAARC countries in the E-NGO challenge, held on
25.02.2017 at Prayag 2017, Surajkund, Faridabad
Computer Shiksha has been certified to be having 'Desirable Norms prescribed for Good
Governance of voluntary organizations" by CAI, Credibility Alliance, a global
organization certifying NGOs.
Immediate Goal
To reach 1 lakh students by March 2019 and next target
To reach a million children i.e. 10 lakh children by March 2022
(c) IIT - Madras :
IIT Madras is one among the foremost institute which was established in the year 1959
and is spread over in a campus admeasuring 250 hectares. It is an autonomous statutory
organization which is functioning under the Institute of Technology Act. IIT Madras houses
16 departments and has a faculty strength of 582. The number of students are around 9000
and the alumini strength is 44,470.
IIT Madras initiative of Carbon Zero Challenge (CZC) Ensures Environmental
Sustainability, promoters education and is working towards a practical problem with
mentors from industry and academia.
Polaris Consulting & Services Limited participated in the said initiative
partnering with United States Consulate and facilitiated students and provided them with a
platform to think innovatively, made them aware of the current environmental issues and
look at renewables as the future forward, experiment with their ideas and build prototypes
to prove their ideas - Great Learning opportunity, Interact with some of the
professionals, as mentors and Support "Make in India" Initiative
Corporate Social Responsibility: Details of the policy and implementation of the CSR
activities during the year are as provided under Annexure 8.
23) Audit Committee Recommendation
During the year, all the recommendations of the Audit Committee were accepted by the
Board. The Composition of the Audit Committee is as described in the Corporate Governance
Report.
24) Extract of Annual Return
The details forming part of the extract of the Annual Return in Form MGT 9 is annexed
herewith as Annexure [7].
25) Particulars of Loans, Guarantees and Investments u/s 186
Pursuant to Section 186 of Companies Act, 2013 and Schedule V of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 disclosure on particulars
relating to Loans, Advances, Guarantees and Investments are provided as part of the
financial statements.
26) Risk Management Policy:
The Board of Directors of the Company have approved Risk Management Policy in the
meeting held on 29th March 2016 as per Regulation 21(4) of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations 2015. The Policy provides an integrated approach
for managing the risks in various aspects of the business. The various risks identified by
the Company and its mitigation is provided for in the MD&A.
27) Disclosure as required under Section 22 of 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 requirements
of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013. The Internal Complaints Committee ("ICC") has been set up to redress
the complaints received regarding sexual harassment. All employees are covered under this
policy.
The following is the summary of the complaints received and disposed off during the
financial year 2017-18:
a) No. of complaints received : |
NIL |
b) No. of complaints disposed off : |
NIL |
28) Listing Fees
The Company confirms that it has paid the annual listing fees for the year 2017-18 as
well as 2018-19 to both National Stock Exchange of India Limited and BSE Limited.
29) Acknowledgement
Your Directors take this opportunity to express the gratitude to all investors,
clients, vendors, bankers, Regulatory and Government authorities, Stock Exchanges and
business associates for their cooperation, encouragement and continued support extended to
the Company. Your Directors also wish to place on record their appreciation to the
Associates for their continuing support and unstinting efforts in ensuring an excellent
all round operational performances at all levels.
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By Order of the Board |
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For Polaris Consulting & Services Limited |
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Arvind Sharma |
Hari Raju Mahadevu |
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Director |
Director |
Place: Chennai Date : August 6, 2018 |
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