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Intense Technologies Ltd.

BSE: 532326 | NSE: INTENTECH |

Represents Equity.Intra - day transactions are permissible and normal trading is done in this category
Series: EQ | ISIN: INE781A01025 | SECTOR: Computers - Software Medium & Small

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Annual Report

For Year :
2018 2016 2015 2014 2013 2012 2011 2010 2009

Director’s Report

DIRECTORS'' REPORT

Dear Shareholders,

Your Directors have pleasure to present the 28th Annual Report and the Audited Accounts for the financial year ended 31st March, 2018. 1. Financial Results

The Company''s financial performance, for the year ended 31st March, 2018 is summarized below:

Particulars

Standalone

Consolidated

2017-2018

2016-2017

2017-2018

2016-2017

Gross Revenues

5334.44

5,622.45

5,504.97

5,633.13

Total Expenditure

4,534.35

5,132.81

5,197.55

5,969.73

Profit/(Loss) before tax

800.09

489.64

307.42

(336.60)

Tax Expense

354.21

145.22

354.61

145.22

Profit/(Loss) after tax

445.88

344.41

(47.19)

(481.82)

Earnings per share

Basic EPS (Face Value Rs 2/- each)

2.02

1.56

(0.21)

(2.18)

Diluted EPS (Face Value Rs 2/- each)

1.86

1.54

(0.20)

(2.15)

2. Year gone by

During the year under review, your company registered a gross revenue of Rs 5334.44 lakhs (previous ? 5,622.45 lakhs) and a profit before tax ? 800.09 lakhs (previous year ? 489.64 lakhs) on a standalone basis. Our profit for this year stands at ? 307.42 lakhs on consolidated basis (previous year loss ? 336.60 lakhs).

This year was a challenging one as our investments into a large managed services deal did not yield expected returns in the anticipated timelines. Due to this we had to reduce our operational expenses and slow down investment of our expansion into matured markets. But now the managed services deal is back on track with both phases of our implementation underway including migration. Despite difficult times, our existing customers trusted us and our strategy to proactively engage with them has resulted in increase in our services revenue. Though we had to slow down our investments on expanding our market presence in matured markets, we could win the confidence of two operators operating in Latin America and Europe for digitalization of their customer experience. Domestically we penetrated deeper into the banking and insurance verticals. Our UniServe NXT platform, which is a low-code rapid application development platform is seeing good traction amongst our customers and partner community.

3. Future Outlook

After successfully overcoming the delays in the managed services deal, we are expecting steady stream of revenue from this account. We are continuously farming our existing customers to up-sell and cross-sell our solutions. Our UniServe NXT platform has generated great interest among our customers and we are in the process of doing proof of concepts. We have made plans to expand our brand in matured markets like USA with our UniServe NXT platform and our solutions. Niche capabilities of our platform like data management for single view of your customer, pre-built solutions for automating customer experience lifecycle, rapid application development for building new customer journeys and digital support platform for greater customer experience address key issues that large enterprises are facing today. We are working with our partners to deploy our solutions in their labs and use it to build enterprise applications. We have partnered with AWS, Microsoft Azure, Oracle Cloud, IBM Cloud and Alibaba Cloud to launch our solutions on their laaS platforms. We have a joint GTM strategy with them to penetrate domestic and global markets.

4. Change in the nature of business

During the year the company has not changed its business.

5. Dividend

In order to conserve its financial resources to meet its growth plan, Your Board could not recommend any dividend for the year under review.

6. Reserves

The Company has not proposed for transfer any amount to Reserves during the financial year and proposes to retain ?. 2,754.14 lakhs in the Profit and Loss Account.

7. Finance

Cash and cash equivalents as at March 31st 2018 were Rs. 329.64 lakhs. The company continues to focus on judicious management of its working capital, receivables, and inventories. Other working capital parameters were kept under strict check through continuous monitoring.

8. Share Capital

During the year there is no change in the Share capital of the Company. The Company has received an amount of Rs 4,30,156 towards the share application money.

9. Directors and Key Managerial Personnel

In accordance with the Companies Act, 2013 and the rules made thereunder and the Articles of Association of the Company, Mr. Tikam Sujan, retires by rotation and being eligible, offers himself for reappointment.

10. Meetings

During the year 7 (Seven) Board Meetings and 4(Four) Audit Committee Meetings were convened and held. The details are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period prescribed under the Companies Act,

2013. A calendar of meetings is prepared and circulated in advance to all the Directors.

11. Board Evaluation

Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Board has carried out an annual performance evaluation of its own performance, the Directors individually as well as the evaluation of the working of its Audit, Nomination & Remuneration and Compliance Committees. The manner in which the evaluation has been carried out has been explained in the Corporate Governance Report.

12. Declaration by an Independent Director(s) and re-appointment, if any

The Independent Director(s) have submitted the declaration of independence pursuant to section 149(7) of the Act stating that he/ they meet the criteria of independence as provided in sub-section (6) of Section 149 of the Companies Act, 2013 and Regulation 17(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and that there is no change in their status of independence.

13. Remuneration Policy

The Board has, on the recommendation of the Nomination & Remuneration Committee, framed a policy for appointment and remuneration of Directors, Key Managerial Personnel and other employees including criteria for determining qualifications, positive attributes and Director''s independence. The Remuneration Policy is stated in the Corporate Governance Report.

Managerial Remuneration:

A) Details of the ratio of the remuneration of each Director to the median employee''s remuneration and other details as required pursuant to Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

Remuneration to Directors:

Particulars

2017-18 (Rs.)

% on Total salaries

(a) Managing Director

Salary and Perquisites

3,870,000

1.41%

(b) Whole Time Director

Salary and Perquisites

3,870,000

1.41%

B) Statement of Particulars of employees pursuant to the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is enclosed as Annexure - III

C) No director is in receipt of any commission from the company and the Managing Director/Whole-time Director of the Company have not received any remuneration or commission from any other Company subject to its disclosure by the Company in the Board''s Report.

14. Details of Subsidiary/Joint Ventures/Associate Companies

Pursuant to sub-section (3) of section 129 of the Act, the statement containing the salient feature of the financial statement of a company''s subsidiary or subsidiaries, associate company or companies and joint venture or ventures is given as Annexure - IV [Performance and financial position of each of the subsidiaries, associates and joint venture companies included in the consolidated financial statement].

The Company has three Wholly Owned Subsidiary Company (WOS):

(1) Intense Technologies FZE, in Hamriyah Free Zone, Hamriyah, United Arab Emirates (U.A.E).

(2) Intense Technologies INC, in Miami, Florida, United States of America (USA).

(3) Intense Technologies UK Limited, in 200 Brook Drive, Green Park Reading RG2 6UB, United Kingdom (UK).

The Company has one Branch:

Intense Technologies Ltd in 10, Anson Road # 24-09, International Plaza, Singapore -079903.

Further, the Annual Accounts and related documents of the subsidiary company shall be kept open for inspection at the Registered & Corporate Office of the Company. The Company will also make available copy thereof upon specific request by any Member of the Company interested in obtaining the same. Further, pursuant to Accounting Standard AS-21 issued by the Institute of Chartered Accountants of India, Consolidated Financial Statements presented by the Company in this Annual Report include the financial information of its subsidiary.

15. Statutory Auditors

The Statutory Auditors, M/s. M.V. Narayana Reddy & Co., Chartered Accountants, (Firm Registration No. 002370S) the exiting auditors who were appointed on 27th AGM to hold office for a period of five years till conclusion of 32nd Annual General Meeting have expressed unwillingness to the ratification of their appointment as Statutory Auditors of the Company with effect from the conclusion of the Annual General Meeting. A special notice under the provisions of Section 140(4)(i) read with Section 115 of the Companies Act, 2013 and Rule 23 of the Companies (Management and Administration) Rules, 2014 has been received from a Member proposing the appointment of M/s. MSPR & Co., Chartered Accountants (Firm Registration No. 010152S), Hyderabad as the Statutory Auditors in place of the resigning Auditors, M/s. M.V. Narayana Reddy & Co., Chartered Accountants.

The Board of Directors on the recommendation of the Audit Committee have approved the appointment M/s. MSPR & Co., Chartered Accountants, as the statutory Auditors of the Company to hold office from the conclusion of this Meeting for a period of three consecutive years, subject to ratification by the members at every Annual General Meeting.

The Board recommends the appointment of M/s. MSPR & Co., Chartered Accountants Chartered Accountants as the statutory Auditors of the Company.

16. Auditors'' Report

The Auditors'' Report does not contain any qualification.

Notes to Accounts and Auditors remarks in their report are self-explanatory and do not call for any further comments.

17. Disclosure about Cost Audit

As per the Cost Audit Orders, Cost Audit is not applicable to the Company for the financial year 2017-18.

18. Secretarial Audit Report

Pursuant to the provisions of Section 204 of the Companies Act, 2013, and the rules made thereunder, the Company has appointed Puttaparthi Jagannatham & Co., Practicing Company Secretaries, a firm of company secretaries to undertake the secretarial audit of the Company. The Secretarial Audit Report given by Puttaparthi Jagannatham and Co., Company Secretaries is annexed with the report. The self explanatory statement on CSR expenditure and Secretarial Audit has been mentioned at the relevant paragraphs. The Secretarial Auditor''s report is self-explanatory and do not call for any further comments and is enclosed as Annexure - V

The Board has appointed M/s. Puttaparthi Jagannatham & Co., Practicing Company Secretaries, as Secretarial Auditor of the Company for the Financial Year 2017-18 as per the provisions of the Companies Act, 2013 and Rules made thereof and SEBI (Listing Obligation & Disclosure Requirements) Regulations, 2015.

19. Internal Audit Controls and their adequacy

The Company has an internal control system, commensurate with the size scale and complexity of its operations. The scope and authority of the Internal Audit Function is defined in the Internal Audit Manual. To maintain its objectivity and independence the Internal Audit function reports to the Chairman of the audit committee of the Board and to the Chairman and Managing Director.

The internal Audit department monitors and evaluates the efficiency and adequacy of the internal control system in the Company, its compliance with operating systems, accounting procedures and policies at all locations of the Company. Based on the report of internal audit functions, process owner undertake corrective actions in their respective areas and thereby strengthen the controls. Significant audit observations and recommendations along with corrective actions thereon are presented to the audit committee of the Board.

20. Adequacy of internal financial controls with reference to the financial statements

The company has internal Auditors and the Audit Committee constituted is in place to take care of the same. During the year, the Company continued to implement their suggestions and recommendations to improve the control environment. Their scope of work includes review of processes for safeguarding the assets of the Company, review of operational efficiency, effectiveness of systems and processes, and assessing the internal control strengths in all areas. Internal Auditors findings are discussed with the process owners and suitable corrective actions are taken as per the directions of Audit Committee on an ongoing basis to improve efficiency in operations.

21. Issue of Employee Stock Options (ESOP''s)

Employees Stock Option Plan as required under SEBI (Share based Employee Benefits) Regulations, 2014 the disclosures of the Employees Stock Option Plan 2005, Stock Option Plan A 2007 and Stock Option Plan A 2009 which are in force are given in Annexure -VI.

22. Whistle Blower Policy

Pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, a Whistle Blower Policy for directors and employees to report genuine concerns has been established. The Whistle Blower Policy has been uploaded on the website of the Company at www.in10stech.com.

23. Risk Management And Insurance

The Company has established Risk Management Process to manage risks with the objective of maximizing shareholders value.

All the properties of your Company have been adequately insured. Your Company continuously monitors business and operational risk through business process, re-engineering and reviewing areas such as production, finance, legal and other issues. An exhaustive exercise is underway to bring a model regulating risk management mechanism. Your Company''s assets are adequately insured against the risk from fire and earthquake.

24. Extract of Annual Return

As per Section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, an extract

of Annual Return is annexed as Annexure -1

25. Material changes and commitments

The company adopted Indian Accounting Standards (Ind AS) and accordingly the financial results have been prepared in accordance with the recognition and measurement principles stated there in, prescribed under Section 133 of the Companies Act, 2013 read with the relevant rules issued thereunder and other accounting pronouncements generally accepted in India. The date of transition to Ind AS is April 01, 2016. The impact of transition has been accounted for in opening reserves and the comparative periods have been restated accordingly. Consequently, restatement of prior period income pertaining to financial year 2016-17 has been disclosed in the net profit reconciliation for the year ended March 31, 2017 in notes to financial statements for the year ended 31st March, 2018.

26. Details of significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and company''s operations in future

No such orders were passed against the Company.

27. Deposits

The company has not accepted any fixed deposits from the public.

28. Particulars of loans, guarantees or investments under Section 186

(i) Details of loans and advances, investments in subsidiary companies:

Particulars

Loans and Advances (Rs)

Investments (Rs)

Intense Technologies FZE

2,049,884

32,867,725

Intense Technologies U.K. Limited

8,786,013

111,159,901

Intense Technologies INC

2,079,371

94,100,020

Total

12,915,268

238,127,646

Related party disclosures are given under notes to Financial Statements in this report.

The cost on investments in Equity Shares of other listed entities: The aggregate market value of these equity shares as on 31st March, 2018 is Rs 129,0007-

(ii) Details of Guarantee / Security Provided

SI.No

Date of providing security/guarantee

Details of recipient

Amount (Rs.)

Purpose for which the security/guarantee is proposed to be utilized by the recipient

1

09-Jun-16

BSNL, Delhi

37,500,000

Performance Bank Guarantee

2

11-Aug-16

Millennium Telecom Ltd

1,500,000

Performance Bank Guarantee

3

15-Sep-16

CGM ITPC BSNL, Pune

15,000,000

Performance Bank Guarantee

4

15-Sep-16

CGM ITPC BSNL, Pune

15,000,000

Performance Bank Guarantee

Total

69,000,000

29. Particulars of contracts or arrangements with related parties

All contracts / arrangements / transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on an arm''s length basis. During the year, the Company had not entered into any contract / arrangement / transaction with related parties which could be considered material. All related party transactions were placed in the meetings of Audit committee and the Board of Directors for their necessary review and approval.

There have been no material related party transactions undertaken by the Company under Section 188 of the Companies Act, 2013 and hence, no details have been enclosed pursuant to clause (h) of subsection (3) of Section 134 of Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules 2014 - AOC-2''.

30. Corporate Governance

A Report on Corporate Governance, forming part of this report, together with the Compliance certificate from the auditors, M/s. Puttaparthi Jagannatham & Co. regarding compliance of conditions of Corporate Governance as stipulated in Regulation 27 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is annexed with the report as Annexure - VIM

31. Management Discussion and Analysis

A report on Management Discussion & Analysis for the year under review, as stipulated under Regulation 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 with the Stock Exchanges in India, is provided in a separate section forming part of this Annual Report and is enclosed as Annexure - VII.

32. Statutory Disclosures

In terms of the provisions of the Companies Act, 2013 and other applicable regulations read with the Companies (Particulars of Employees) Rules, 1975 as amended, the names and other particulars of the employees are set out in the Annexure - III to the Directors'' Report. However, as per SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Annual Report excluding the aforesaid information is being sent to all the members of the Company and others entitled thereto. Any member interested in obtaining such particulars may write to the Company at the registered office of the Company.

33. Obligation of Company under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

In order to prevent Sexual Harassment of Women at Workplace a new Act The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 has been notified on 9th December, 2013. Under the said Act every company is required to set

up an Internal Complaints Committee to look into complaints relating to sexual harassment at work place of any women employee.

The company has constituted Internal Complaints Committee as required under section 4 (1) of Sexual harassment of women at work place (prevention, prohibition and redressal) Act, 2013.

This committee consists of following members: Ms. Padmini leeja Ms. G. Sushma Ms. H.C. Madhavi

During the year under review, no complaint of harassment at the workplace was received by the Committee.

34. Conservation of energy, technology absorption and foreign exchange earnings and outgo

The particulars as prescribed under Sub Section (3) (m) of Section 134 of the Companies Act, 2013, read with the Companies (Accounts) Rules, 2014 are given below:

A. Conservation of Energy:

The Company''s core activity is information technology and services related which is not power intensive. The Company is making every effort to conserve the usage of power.

B. Technology Absorption (R&D, Adaptation and Innovation):

1. Efforts, in brief, made towards technology absorption, adaptation and innovation:

i) Continuous research to upgrade existing products and to develop new products and services.

ii) To enhance its capability and customer service the company continues to carry out R&D activities in house.

2. Benefits derived as a result of the above efforts:

i) Introduction of new and qualitative products, ii) Upgrade of existing products.

3. Future plan of action:

Intense will continue to invest in and adopt the best processes and methodologies suited to its line of business and long-term strategy. Training employees in the latest appropriate technologies will remain a focus area. The Company will continue to leverage new technologies and also on the expertise available.

;. Foreign Exchange Earnings & Outgo:

The details of Foreign Exchange earnings and outgo are given below:

2017-18

2016-17

1

Foreign Exchange Earnings

(Rs. in Lakhs)

FOB Value of Goods exported

2,596.16

2,215.82

2

Foreign Exchange Outgo

Travel Expenses

72.79

113.68

Other expenditure incurred

0.77

35.50

Transferred for Singapore Branch Expenses

90.78

176.22

Transferred to Subsidiaries

97.55

766.31

Share based payments

499.85

35. Corporate Social Responsibility (CSR)

As per Section 135(1) of the Companies Act, 2013 the provisions of Corporate Social Responsibility are applicable to the Company. The Company has constituted the CSR committee as per the CSR Policy Rules and has identified the Education, Health, Environment, Rural Development and Disaster Relief, if any as the focus areas for CSR activities.

The Company could not spend all the earmarked money because of the problems in identifying the better areas and beneficiaries as per its approved CSR Policy.

The Disclosure as per Rule 9 of Companies (Corporate Social Responsibility Policy) Rules, 2014 is enclosed with this report as Annexure - II

36. Human Resources

Your Company treats its Human Resources as one of its most important assets.

Your Company continuously invests in attraction, retention and development of talent on an ongoing basis. A number of programs that provide focused people attention are currently underway. Your Company''s thrust is on the promotion of talent internally through job rotation and job enlargement.

37. Directors'' Responsibility Statement

The Directors'' Responsibility Statement referred to in Clause (c) of Sub-Section (3) of Section 134 of the Companies Act, 2013, state 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 had 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 had 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 had prepared the annual accounts on a going concern

basis; and

(e) the Directors, in the case of a listed company, had 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 Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

38. Transfer of Amounts to Investor Education and Protection Fund

Your Company did not have any funds lying unpaid or unclaimed for a period of seven years. Therefore, there were no funds which were required to be transferred to Investor Education and Protection Fund (IEPF).

39. Listing with Stock Exchanges

At present the equity shares of the Company are listed on the Bombay Stock Exchange (BSE) Mumbai, and National Stock Exchange of India Limited (NSE), Mumbai. The Company confirms that it has paid Annual Listing Fees due to both the Exchanges for the year 2018-19.

40. Policies

Pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has formulated all the required policies as mandated. And all the policies are available on our website (http:// in 10 stech. com/in vestots/company-overview#investor)

41. Depository System

As the Members are aware, your Company''s shares are tradable compulsorily in electronic form and your Company has established connectivity with both National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL). In view of the numerous advantages offered by the depository system, the members are requested to avail the facility of Dematerialization of the Company''s shares on NSDL & CDSL. The ISIN allotted to the Company''s Equity shares is INE781A01025.

42. Acknowledgements

Your Directors'' convey their sincere thanks to State Bank of Hyderabad, HDFC Bank Ltd, Axis Bank Ltd and shareholders for their continued support. Your Directors'' place on record, appreciation of the contribution made by the employees at all levels and looks forward to their continued support.

For and on behalf of the Board

C.K. Shastri

Managing Director

DIN : 00329398

Place: Secunderabad

Date: 14th August, 2018

Jayant Dwarkanath

Director

DIN : 00329597

ANNEXURE I - EXTRACT OF ANNUAL RETURN

FORM NO. MGT 9

As on financial year ended on 31.03.2018

Pursuant to Section 92 (3) of the Companies Act, 2013 and Rule 12(1) of the Company (Management & Administration) Rules, 2014.

1. Registration And Other Details:

Corporate Identity Number (CIN):

L30007TG1990PLC011510

Registration Date

24/07/1990

Name of the Company

Intense Technologies Limited

Category/ Sub-Category of the Company

Company limited by shares / Non-Government Company

Address of the Registered office and contact details

A1, Vikrampuri, Secunderabad - 500009, Telangana, India Tel: 91 40 44558585 Fax: 91 40 27819040 Email: tejaswi@intense.in Website: www.in10stech.com

Listed Company (Yes/No)

Yes

Name, address and contact details of Registrar and Transfer agent

Karvy Computershare Private Limited Karvy Selenium Tower B, Plot 31-32, Gachibowli, Financial District, Nana-kramguda, Hyderabad - 500032 Tel: 91 40 67162222 Email: einward.ris@karvy.com

II. Principal Business Activities Of The Company

SI.No

Name and Description of main products / services

NIC Code of the Product/ service

% to total turnover of the company

1

Computer programming, consultancy and related activities

620

100

III. Particulars Of Holding, Subsidiary And Associate Companies

SI. No

Name and address of the company

CIN/GLN

Holding/ Subsidiary / Associate

% of holding

Applicable section

1

Intense technologies FZE

-

Subsidiary Company

100

Section 2 (87)

2

Intense Technologies INC

-

Subsidiary Company

100

Section 2 (87)

3

Intense Technologies UK Limited

Subsidiary Company

100

Section 2 (87)

IV. Share Holding Pattern (Equity Share Capital Breakup as percentage of Total Equity)

(i) Category-wise Share Holding

S.No

Category of Shareholders

No. of Shares held at the beginning of the year (1 April, 2017)

No. of Shares held at the end of the year (31 March, 2018)

Change during the year

Demat

Physical

Total

%of Total Shares

Demat

Physical

Total

% of Total Shares

(A)

PROMOTER AND PROMOTER GROUP

0)

INDIAN

(a)

Individual /HUF

4084119

0

4084119

18.46

4084119

0

4084119

18.46

0.00

(b)

Central Government/ State Government(s)

0

0

0

0.00

0

0

0

0.00

0.00

(c)

Bodies Corporate

0

0

0

0.00

0

0

0

0.00

0.00

(d)

Financial Institutions / Banks

0

0

0

0.00

0

0

0

0.00

0.00

(e)

Others

0

0

0

0.00

0

0

0

0.00

0.00

Sub-Total A(1) :

4084119

0

4084119

18.46

4084119

0

4084119

18.46

0.00

(2)

FOREIGN

(a)

Individuals (NRIs/ Foreign Individuals)

0

0

0

0.00

0

0

0

0.00

0.00

(b)

Bodies Corporate

0

0

0

0.00

0

0

0

0.00

0.00

(c)

Institutions

0

0

0

0.00

0

0

0

0.00

0.00

(d)

Qualified Foreign Investor

0

0

0

0.00

0

0

0

0.00

0.00

(e)

Others

0

0

0

0.00

0

0

0

0.00

0.00

Sub-Total A(2) :

0

0

0

0.00

0

0

0

0.00

0.00

Total A=A(1) A(2)

4084119

0

4084119

18.46

4084119

0

4084119

18.46

0.00

(B)

PUBLIC SHAREHOLDING

0)

INSTITUTIONS

(a)

Mutual Funds /UTI

0

0

0

0.00

0

0

0

0.00

0.00

(b)

Financial Institutions /Banks

0

0

0

0.00

21340

0

21340

0.10

0.10

(c)

Central Government / State Government(s)

0

0

0

0.00

0

0

0

0.00

0.00

(d)

Venture Capital Funds

0

0

0

0.00

0

0

0

0.00

0.00

(e)

Insurance Companies

0

0

0

0.00

0

0

0

0.00

0.00

(f)

Foreign Institutional Investors

0

0

0

0.00

21518

0

21518

0.10

0.10

(g)

Foreign Venture Capital Investors

0

0

0

0.00

0

0

0

0.00

0.00

(h)

Qualified Foreign Investor

0

0

0

0.00

0

0

0

0.00

0.00

0)

Others

0

0

0

0.00

0

0

0

0.00

0.00

Sub-Total B(1) :

0

0

0

0.00

42858

0

42858

0.19

0.19

(2)

NON-INSTITUTIONS

(a)

Bodies Corporate

2392106

3600

2395706

10.83

2994515

3400

2997915

13.55

2.72

(b)

Individuals

(c)

Others

Clearing Members

89937

0

89937

0.41

187465

0

187465

0.85

0.44

NBFC

62000

0

62000

0.28

10471

0

10471

0.05

-0.23

Non Resident Indians

972554

0

972554

4.40

628806

0

628806

2.84

-1.55

NRI Non-Repatri ation

127253

0

127253

0.58

161746

0

161746

0.73

0.16

Trusts

1000

0

1000

0.00

1000

0

1000

0.00

0.00

(d)

Qualified Foreign Investor

0

0

0

0.00

0

0

0

0.00

0.00

Sub-Total B(2) :

17462424

577518

18039942

81.54

17829205

167879

17997084

81.35

-0.19

Total B=B(1) B(2) :

17462424

577518

18039942

81.54

17872063

167879

18039942

81.54

0.00

Total (A B) :

21546543

577518

22124061

100.00

21956182

167879

22124061

100.00

0.00

(C)

Shares held by custodians, against which Depository Receipts have been issued

(1)

Promoter and Promoter Group

(2)

Public

0

0

0

0.00

0

0

0

0.00

0.00

GRAND TOTAL (A B C) :

21546543

577518

22124061

100.00

21956182

167879

22124061

100.00

(ii) Shareholding of Promoter

SI. No

Shareholder''s Name

Shareholding at the beginning of the year (1 April, 2017)

Share holding at the end of the year (31 March, 2018)

% change in share holding during the year

No. of Shares

% of total Shares of the company

%of Shares Pledged / encumbered to total shares

No. of Shares

% of total Shares of the company

%of Shares Pledged / encumbered to total shares

1

C.K.Shastri

1714792

7.75

0

1714792

7.75

0

0

2

Chidella Uma Maheswari

93525

0.42

0

93525

0.42

0

0

3

Tikam Sujan

2275802

10.29

2275802

10.29

0

0

Total

4084119

18.46

0

4084119

18.46

0

0

(iii) Change in Promoters'' Shareholding - There is no change in the Promoter''s Shareholding and the details are given below:

SI. No

Shareholding at the beginning of the year

Cumulative Shareholding at the end of the year

No. of shares

% of total shares of the company

No. of shares

% of total shares of the company

1

C. K. SHASTRI

At the beginning of the year

1714792

7.75

1714792

7.75

Date wise Increase / Decrease in Promoters Share holding during the year specifying the reasons for increase / decrease (e.g. allotment / transfer / bonus/ sweat equity etc):

-

-

-

-

At the end of the year

1714792

7.75

1714792

7.75

2

CHIDELLA UMA MAHESWARI

At the beginning of the year

93525

0.42

93525

0.42

Date wise Increase / Decrease in Promoters Share holding during the year specifying the reasons for increase / decrease (e.g. allotment / transfer / bonus/ sweat equity etc):

-

-

-

-

At the end of the year

93525

0.42

93525

0.42

3

TIKAM SUJAN

At the beginning of the year

2275802

10.29

2275802

10.29

Date wise Increase / Decrease in Promoters Share holding during the year specifying the reasons for increase / decrease (e.g. allotment / transfer / bonus/ sweat equity etc):

-

-

-

-

At the end of the year

2275802

10.29

2275802

10.29

(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):

SI. No

Name of the Top 10 Shareholders

Shareholding at the beginning of the year

Cumulative shareholding at the end of the year

No. of shares

% of total shares of the Company

No. of shares

% of total shares of the Company

1

UNO Metals Ltd

2000

0.01

600000

2.71

2

Anita Sarin

570944

2.63

287614

1.30

3

Anil Sarin

517075

2.38

517075

2.34

4

National Capital Region Electronic Pvt Ltd

500000

2.30

500000

2.26

5

Prakash Mangilal Jain

448000

2.06

0

0.00

6

Satpal Khattar

392212

1.81

392212

1.77

7

13 Infosystem Private Limited

323220

1.49

76872

0.35

8

Globe Capital Market Ltd

25975

0.12

241632

1.09

9

Sai Prasanna Manchineni

186676

0.86

240050

1.09

10

Utsav PramodKumar Shrivastav

240000

1.11

259217

1.17

(v) Shareholding of Directors and Key Managerial Personnel:

SI. No

Shareholding of each Directors and each Key Managerial Personnel

Shareholding at the beginning of the year

Cumulative Shareholding during the year

No. of shares

% of total shares of the company

No. of shares

% of total shares of the company

1

C. K. SHASTRI

At the beginning of the year

1714792

7.75

1714792

7.75

Increase/Decrease during the year

-

-

-

-

At the end of the year

1714792

7.75

1714792

7.75

2

JAYANT DWARKANATH

At the beginning of the year

1285635

5.81

1285635

5.81

Increase/Decrease during the year

-

-

-

-

At the end of the year

1285635

5.81

1285635

5.81

3

TIKAM SUJAN

At the beginning of the year

2275802

10.29

2275802

10.29

Increase/Decrease during the year

-

-

-

-

At the end of the year on 31/03/2015

2275802

10.29

2275802

10.29

4

SARADA DEVI VEMURI

At the beginning of the year

0

0

-

-

Increase/Decrease during the year

0

0

-

-

At the end of the year

-

-

0

0

5

PAVAN KUMAR PULAVARTY

At the beginning of the year

0

0

-

-

Increase/Decrease during the year

0

0

-

-

At the end of the year

-

-

0

0

6

SRIVATH SHANKER RAO KANDUKURI

At the beginning of the year

0

0

-

-

Increase/Decrease during the year

0

0

-

-

At the end of the year

-

-

0

0

7

SIVA RAMA MALLICK VADLAMANI

At the beginning of the year

0

0

-

-

Increase/Decrease during the year

0

0

-

-

At the end of the year

-

-

0

0

8

H. MADHUKAR NAYAK

At the beginning of the year

72250

0.33

72250

0.33

Increase/Decrease during the year

12350

0.06

-

-

At the end of the year

59900

0.27

59900

0.27

9

K. TEJASWI

At the beginning of the year

1125

0

1125

0

Increase/Decrease during the year

-

-

-

-

At the end of the year

1125

0

1125

0

V. INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due for payment:

(Amount in Rs)

Secured Loans excluding deposits

Unsecured Loans

Deposits

Total Indebtedness

Indebtedness at the beginning of the financial year

0

0

0

0

i) Principal Amount

23,866,977

0

0

23,866,977

ii) Interest due but not paid

0

0

0

0

iii) Interest accrued but not due

0

0

0

0

Total (i ii iii)

0

0

0

0

Change in Indebtedness during the financial year

* Addition

50,000,000

0

0

50,000,000

* Reduction

23,866,977

0

0

23,866,977

Net Change

50,000,000

0

0

50,000,000

Indebtedness at the end of the financial year

50,000,000

0

0

50,000,000

i) Principal Amount

0

0

0

0

ii) Interest due but not paid

0

0

0

0

iii) Interest accrued but not due

0

0

0

0

Total (i ii iii)

50,000,000

50,000,000

VI. Remuneration of Directors and Key Managerial Personnel

A. Remuneration to Managing Director, Whole-time Directors and/or Manager: (Amounting)

SI. No

Particulars of Remuneration

Name of MD / WTD/ Manager

Total Amount

MD

WTD

1

Gross salary (?)

29,02,500

29,02,500

58,05,000

(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961

(b) Value of perquisites u/s 17(2) Income-tax Act, 1961

9,67,500

9,67,500

19,35,000

(c) Profits in lieu of salary under section 17(3) Income-tax Act, 1961

-

-

-

2

Stock Options converted into equity shares WTD - 862500

-

-

-

3

Sweat Equity

-

-

-

4

Commission - as % of profit - others, specify...

-

-

-

5

Others, please specify

Total

38,70,000

38,70,000

77,40,000

B. Remuneration to other Directors - No remuneration is paid to any other directors, except Mr. K.S. Shanker Rao who was paid as amount of Rs 140.000/- during the year 2017-18.

C. Remuneration to Key Managerial Personnel other than MD / Manager / WTD

(Rs in lakhs)

SI. No

Particulars of Remuneration

Key Managerial Personnel

CFO

CS

Total

1

Gross salary

(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961

17.85

7.20

25.05

(b) Value of perquisites u/s 17(2) Income-tax Act, 1961

5.44

0.29

5.73

(c) Profits in lieu of salary under section 17(3) Income-tax Act, 1961

2

Stock Options

3

Sweat Equity

4

Commission

- as % of profit

others, specify...

5

Others, please specify

Total

23.30

7.49

30.78

VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES

The company has complied with all the requirements of the Listing Agreement / Listing Regulations with the Stock Exchange as well as regulations and guidelines of SEBI. No penalties or strictures were imposed by SEBI, Stock Exchanges or any other Statutory Authorities on matters relating to the capital markets for the year covered under this report.

ANNEXURE- II

Report on Corporate Social Responsibility (CSR) Policy and Activities as per Rule 8 of Companies (Corporate Social Responsibility Policy) Rules, 2014

1. A brief outline of the Company''s CSR Policy, including overview of projects or programmes undertaken / proposed to be undertaken and a reference to the web-link to the CSR policy and projects or programmes. (Web link: www. inlOstech.com). The primary focus areas are:

• Education - To provide education and skill development to rural youth.

• Health - To provide health care, medication, safe drinking water to underprivileged sections of the society.

• Environment - To promote a clean and green environment.

• Rural Development - To adopt schools and distribute books to students in schools in rural areas.

2. Corporate Social Responsibility Committee

Chairman: Mr. K. S. Shanker Rao Member: Mrs. V. Sarada Devi Member: Mr. V.S. Mallick

3. Average Net profit for the preceding three Financial Years for the purpose of computation of CSR : Rs 36,086,273.67 Crores.

4. Prescribed CSR expenditure (2% of Average Net Profit): Rs 721,725.47

5. Details of CSR spend for the financial year:

a. Total amount spent during the financial year 2017-18: Nil

b. Amount unspent, if any: Rs 721,725.47

c. Manner in which the amount spent during the financial year is detailed below:

SI. No

CSR Projects or activity identified

Sector in which the project is covered

Projects or programs (1) Local area or other (2) Specify the State and District where projects or programs was undertaken

Amount outlay (budget) project or programs wise (Rs.)

Amount spent on the projects Sub heads: (1) Direct expenditure on projects or programs (2) Overheads (Rs)

Cumulative expenditure upto the reporting period (Rs)

Amount spent: Direct or through implementing agency

(D

(2)

(3)

(4)

(5)

(6)

(7)

(8)

6. The Company could not spend the earmarked money because of the problems in identifying the areas and beneficiaries and the amount on CSR expenditure is proposed to be spent during the current year and the next years.

7. We hereby confirm that the implementation and monitoring of CSR Policy, is in compliance with CSR Objectives and Policy of the Company.

Place: Secunderabad

C. K. Shastri

K. S. Shanker Rao

Date: 14th August, 2018

Managing Director

Chairman of the Committee

ANNEXURE - III Particulars of Employees

a) Information as per Rule 5(1) of Chapter XIII, The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

The Company is an Enterprise of Software products and related activities Company. The remuneration and perquisites provided to our employees are at par with industry standards. Keeping in view, the business objectives of the Company and to match the compensation with IT industry, the nomination and remuneration committee continuously reviews the compensation of CEO and senior executives of the Company. Permanent employees on the rolls of the Company as on 31.03.2018 were 318.

Remuneration paid to whole time Directors (Rs in Lakhs)

Name of the Director

Title

2018

2017

%of increase

Ratio of remuneration to MRE

Ratio of remuneration to MRE and WTD

Jayant Dwarkanath

Whote time Director

38.70

68.00

-

13.69

13.70

Remuneration paid to Independent Directors (Rs in Lakhs)

Name of the Director

2018

2017

% of increase

Nil

Nil

Nil

Nil

Remuneration of other Key Managerial Personnel (Rs in Lakhs)

Name of the Director

Title

2018

2017

% of increase

Ratio of remuneration to MRE (excluding WTD)

Ratio of remuneration to MRE and WTD (excluding

H.M. Nayak

Head - Finance

23.30

26.84

-

6.32

WTD)

6.32

K. Tejaswi

Company Secretary and Compliance Officer

7.49

7.20

2.55

2.55

b) Information as per Rule 5(2) of Chapter XIII, The Companies (Appointment and remuneration of Managerial personnel) Rules, 2014

SI.No.

Name

Designation/ Nature of Duties

Remuneration Received P.A (?)

Qualification

Experience in years

Age in years

Date of commencement of employment

Last employment held

1

2

3

4

5

6

7

8

9

i

C.K.Shastri

Chairman & Managing Director

38,70,000/-

B.Com., PG DBM

37

59

1990

Xerox Modi Corporation Limited, India

Australia and New Zealand Banking Group Limited (ANZ), India

Jayant Dwarkanath

Whole Time Director

38,70,000/-

BE, M.B.A

31

53

1999

Note: Remuneration as shown above comprises of Salary, Leave Travel Assistance, Medical Benefit, House Rent Allowance, Perquisites and Superannuation Fund.

For and on behalf of the Board

Place: Secunderabad

C. K. Shastri

Jayant Dwarkanath

Date: 14th August, 2018

Chairman & Managing Director

Whole Time Director

ANNEXURE- IV

Statement Pursuant to first proviso to sub-section (3) of Section 129 of the Companies Act, 2013, read with Rule 5 of Companies (Accounts) Rules, 2014 in the prescribed FORM AOC -1 relating to Subsidiary, Associate and Jointly Controlled Companies.

(Amount in Rs)

Particulars

Intense Technologies FZE

Intense Technologies INC

Intense Technologies UK Limited

Issued & Subscribed Capital

32,770,600

93,997,020

113,758,785

Profit/(Loss) Account

(56,995,744)

(84,456,160)

(117,563,552)

Total Assets

35,081,618

29,532,978

3,946,137

Total Liabilities

35,081,618

29,532,978

3,946,137

Investments

-

-

-

Turnover

38,522,665

32,022,424

-

Profit/(Loss) before Tax

(8,344,574)

(14,280,357)

-

Provision for Tax

-

-

-

Profit/(Loss) After Tax

(8,344,574)

(14,280,357)

-

Proposed Dividend

-

-

-

For and on behalf of the Board

Place: Secunderabad

C. K. Shastri

Jayant Dwarkanath

Date: 14th August, 2018

Chairman & Managing Director

Whole Time Director

ANNEXURE-V

FORM NO. MR-3 SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED MARCH 31st 2018

[Pursuant to section 204(1) of the Companies Act, 2013 and Rule No.9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014]

To

The Members of Intense Technologies Limited

A1, Vikrampuri,

Secunderabad - 500009.

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Intense Technologies Limited (hereinafter called the Company) Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.

Based on our verification of the Company''s books, papers, minutes books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, we hereby report that in our opinion, the Company has, during the audit period covering the financial year ended on 31st March, 2018 complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on 31st March, 2018 according to the provisions of:

i. The Companies Act, 2013 (the Act) and the rules made there under;

ii. The Securities Contracts (Regulation) Act, 1956 (''SCRA'') and the rules made there under;

ill. The Depositories Act, 1996 and the Regulations and Bye-laws framed there under;

iv. Foreign Exchange Management Act, 1999 and the rules and regulations made there under to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;

v. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (''SEBI Act''):-

a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;

b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;

c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;

d) The Securities and Exchange Board of India (Employee Share Based Employee Benefits) Regulations, 2014;

e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;

f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client;

g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; and h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998;

vi. Other Specifically applicable laws to the Company:

• Information Technology Act, 2000

• The Special Economic Zones Act, 2005

• Software Technology Parks of India Rules and Regulations

• Indian Copy rights Act, 1957 The Trademarks Act, 1999

• The Patents Act, 1970

We have also examined compliance with the applicable clauses of the following:

(i) Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

(ii) Secretarial Standards issued by the Institute of Company Secretaries of India.

During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above.

We further report that

Based on the information provided by the Company, its officers and its authorised representatives during the conduct of the audit and also on review of quarterly reports by respective Department Heads/Company Secretary/ CEO taken on record by the Board of Directors of the Company, adequate systems and processes and control mechanism exist in the company to monitor and ensure the compliance of with the applicable general laws like labour laws, competition law and environment laws.

• The Compliance by the Company of applicable financial laws like direct and indirect laws, has not been reviewed in this Audit since the same have been subject to review by Statutory Financial Audit and Other designated professionals.

• The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors.

• Adequate notice is given to all Directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.

All the decisions at the Board Meetings and Committee Meetings have been carried out unanimously as recorded in the Minutes of the meetings of the Board of Directors or Committee of the Board, as the case may be.

We further report that

The Prescribed CSR expenditure of 2% of average net profit of the last three years has not been spent by the company.

We further report that

• there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

there were no such specific events/actions in pursuance of the above referred laws, rules, regulations, etc., having a major bearing on the Company''s affairs.

For Puttaparthi Jagannatham & Co.

Place: Hyderabad

Rama Bandaru

Date: 14th August, 2018

Practicing Company Secretary

COP No: 7739

ACS NO: 19456

''ANNEXURE A''

To

The Members of Intense Technologies Limited

A1, Vikrampuri,

Secunderabad - 500009.

Our report with given date is to be read along with this letter.

1. Maintenance of secretarial record is the responsibility of the management of the company. Our responsibility is to express an opinion on these secretarial records based on our audit.

2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.

3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the company.

4. Wherever required, we have obtained the Management representation about the compliance of laws, rules and regulations and happening of events etc.

5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. Our examination was limited to the verification of procedures on test basis.

6. The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficacy or effectiveness with which the management has conducted the affairs of the company.

For Puttaparthi Jagannatham & Co.

Rama Bandaru

Place: Hyderabad

Practicing Company Secretary

Date: 14th August, 2018

COP No: 7739

ACS NO: 19456

ANNEXURE-VI

Disclosures pursuant Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014.

During the year under report the following Employees Stock Option Plans are in operation for issue and grant of stock options to its employees and Directors in accordance with the provisions of the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014.

1. Fortune Employees Stock Option Plan 2005;

2. Intense Employees Stock Option Plan - A 2007;

3. Intense Employee Stock Option Plan Scheme - A 2009 and

The requisite disclosures of particulars with respect to these schemes during the year 2017-18 are as under:

1. Fortune Employees Stock Option Plan 2005:

a. Number of options approved by the shareholders - 30,00,000.

b. Number of options granted - 29,17,000

c. Number of options vested and exercised upto 31.03.2018 - 22,59,200

d. Pricing Formula: Exercise price of Rs 2/- per share.

2. Intense Employees Stock Option Plan A 2007:

a. Number of options approved by the shareholders - 5,00,000.

b. Pricing Formula: Exercise price for the options to be granted under this plan is the price determined by the Board in accordance with SEBI Guidelines i.e. Price prevailing on the date of grant.

c. Number of options granted up to 31.03.2018: 4,50,000.

d. Options not yet granted: 50,000.

3. Intense Employee Stock Option Plan Scheme A 2009:

a. Number of options approved by the shareholders 20,00,000.

b. Pricing Formula: Exercise price of Rs 2/- per share.

c. Number of options granted: 10,31,000.

- Options granted on 28.11.2013:10,06,000

- Options granted on 19.08.2014: 25,000

d. Number of options vested and exercised upto 31.03.2018 - 630779

For and on behalf of the Board

Place: Secunderabad

C. K. Shastri

Jayant Dwarkanath

Date: 14th August, 2018

Chairman & Managing Director

Whole Time Director

Director’s Report