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M/s. Palred Technologies Limited – Annual Report for the year 2019 - 2020 CORPORATE INFORMATION BOARD OF DIRECTORS: Mr. Palem Srikanth Reddy - Chairman & Managing Director (DIN: 00025889) (Deceased on 12.08.2020) Mr. S. Vijaya Saradhi - Independent Director (DIN: 03089889) Mr. Atul Sharma - Independent Director (DIN: 07185499) Mrs. Richa Patnaik - Independent Director(DIN: 07274527) Mr. MVLN Murthy - Additional Director (DIN:07010804) Ms. Aakanksha - Independent Director (DIN: 08792778) Mrs. Palem Supriya Reddy - Chairman & Managing Director (DIN: 00055870) Ms. Stuthi Reddy - Additional Director (DIN:07072774) Mr. Srikar Reddy - Additional Director (DIN:00001401) Mr. P.Harish Naidu - Chief Financial Officer (COAPP1465C) Ms.Shruti Mangesh Rege - Company Secretary (ANJPD2148L) REGISTERED OFFICE: Palred Technologies Limited Plot No. 2, 8-2-703/2/B, Road No.12, Banjara Hills, Hyderabad- 500034, Telangana, India. CIN : L72200TG1999PLC033131 STATUTORY AUDITORS: M/s. MSKA & Associates Chartered Accountants Kukatpally, Hyderabad INTERNAL AUDITOR: M/s. Laxminiwas & Co. 402 & 602,Moguls Court, Basheer Bagh, Hyderabad - 500 001 SECRETARIAL AUDITOR: M/s. S.S.Reddy & Associates Practicing CompanySecretaries Plot No. 8-2-603/23/3 & 8-2-603/23, 15, 2nd Floor, HSR Summit, Banjara Hills, Road No. 10, Hyderabad, Telangana - 500034 BANKERS: Kotak Mahindra Bank Limited ICICI Bank Limited State Bank of India Citi Bank N.A AUDIT COMMITTEE: Mr.S. Vijaya Saradhi - Chairman Mr. Atul Sharma - Member Mrs. Richa Patnaik - Member NOMINATION & REMUNERATION COMMITTEE: Mr.S. Vijaya Saradhi - Chairman Mr. Atul Sharma - Member Mrs. RichaPatnaik - Member STAKEHOLDERS RELATIONSHIP COMMITTEE: Mrs. Richa Patnaik - Chair Person Mr. S. Vijaya Saradhi - Member Mr. Palem Srikanth Reddy - Member RISK MANAGEMENT COMMITTEE: Mr. Palem Srikanth Reddy - Chairman Mr. Atul Sharma - Member Mr. S. Vijaya Saradhi - Member REGISTRAR & SHARE TRANSFER AGENTS: M/s.KFin Technologies Private Limited (Formerly known as Karvy Fintech Private Limited) Karvy Selenium Tower B, Plot 31-32, Gachibowli, Financial District, Nanakramguda, Hyderabad – 500032 Phone Number: 040-67162222,040-67161526, Website: www.kfintech.com Email- [email protected] LISTED AT: National Stock Exchange of India Limited Bombay Stock Exchange Limited DEMAT ISIN NUMBER IN NSDL& CDSL: INE218G01033 WEBSITE: www.palred.com INVESTOR E-MAIL ID: [email protected] Page | 1 M/s. Palred Technologies Limited – Annual Report for the year 2019 - 2020 Dear Shareholders, I take pleasure in presenting the Twenty first Annual Report of your Company. I use this opportunity to present the financial performance of the Company in the year and what we see for the future. After the sale of business in October 2013, the Company has invested into Palred Electronics Private Limited (PEP) which owns pTron, a Mobile Accessories brand, Palred Retail Private Limited which operates www.LatestOne.com, a mobile accessories focused ecom site and Palred Technology Services Private Limited (PTS) which owns consumer electronics brand, Xmate. There have been several positive developments in our company since last one year. The Company’s main focus this year has been building pTron brand. pTron brand offers a bouquet of mobile accessories products to meet the needs of its consumers. pTron sells products like truly wireless headsets, bluetooth headsets, portable bluetooth speakers, wired headsets, chargers and cables, smart watches and many more. The strength of pTron is that it has a wide range of products whose quality is backed by warranty, but offers them at competitive prices in the branded accessories category for the mid-market. Our first full financial year of operation of pTron brand business (PEP) generated 35 crores revenue and 70 lacs profit. pTron is one the largest selling brands on Amazon. We have also opened and expanded new channels of business including Flipkart, Myntra, Reliance Digital and offline distributors that are also growing fast. As always we will update the stake holders, investors, employees, customers, vendors and also keep them posted about the developments from time to time. Your Company has always been actively contributing to social causes as a part of its Corporate Social Responsibility. On behalf of Management and staff, I would like to thank every shareholder of Palred Technologies Limited, for your continued commitment, support and confidence. We look forward to your continued support and encouragement in future as well. Thank you, Palem Supriya Reddy Chairperson& Managing Director Page | 2 M/s. Palred Technologies Limited – Annual Report for the year 2019 - 2020 Notice to 21st Annual General Meeting NOTICE Notice is hereby given that the 21st Annual General Meeting RESOLVED FURTHER THAT any of the Directors or the of members of M/s. Palred Technologies Limited will be held Key Managerial Personnel of the Company, be and are on Saturday, the 10th day of October, 2020 at 10.00 A.M. hereby severally authorised to do all such acts, deeds, through Video Conferencing (“VC”) / Other Audio Visual matters and things as may be necessary to give full effect Means (“OAVM”) to transact the following business: to the foregoing resolution.” ORDINARY BUSINESS: 3.APPOINTMENT OF MS. STUTHI REDDY (DIN: 07072774) 1. To receive, consider and adopt: AS NON – EXECUTIVE DIRECTOR OF THE COMPANY: (a) The Audited Stand-alone Financial Statements of the To consider and, if thought fit, to pass with or without Company for the financial year ended 31st March 2020, modification(s), the following Resolution as an Ordinary together with the Reports of the Board of Directors and Resolution: Auditor’s thereon. “RESOLVED THAT pursuant to the provisions of Sections (b) The Audited Consolidated Financial Statements of the 149, 152,161,164 and any other applicable provisions of Company for the financial year ended 31st March 2020, the Companies Act, 2013 (“the Act”), read with the together with the Report of the Auditor’s thereon. Companies (Appointment and Qualification of Directors) SPECIAL BUSINESS: Rules, 2014 (including any statutory modification(s) or 2. APPOINTMENT OF MRS. PALEM SUPRIYA REDDY re-enactment(s) thereof for the time being in force), the (DIN: 00055870) AS MANAGING DIRECTOR OF THE provisions of the Articles of Association of the Company COMPANY: and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)Regulations, To consider and, if thought fit, to pass with or without 2015, consent of the members be and is hereby accorded modification(s), the following Resolution as an Ordinary to appoint Ms. Stuthi Reddy (DIN: 07072774), who was Resolution: appointed as an Additional Director (Category: “RESOLVED THAT pursuant to the provisions of Sections Non-Executive Director) of the Company with effect from 2 (51) 203, 196, 197, read with Schedule V and other August 31, 2020 by the Board and who holds office up to applicable provisions if any, of the Companies Act, 2013 the date of this Annual General Meeting and whose and the Companies (Appointment and Remuneration of candidature for the office of Director has been Managerial Personnel) Rules, 2014 including any recommended by the Board and Nomination and statutory modification(s) or re-enactment thereof for the Remuneration Committee in its meeting held on August time being in force and Articles of Association of the 31, 2020, be and is hereby appointed as a Non – Company, SEBI (Listing Obligations & Disclosure Executive Director of the Company, liable to retire by Requirements) Regulations, 2015, approval of the rotation.” members be and is hereby accorded to the appointment RESOLVED FURTHER THAT any of the Directors or the of Mrs. Palem Supriya Reddy (DIN: 00055870) as Key Managerial Personnel of the Company, be and are Managing Director of the Company with effect from hereby severally authorised to do all such acts, deeds, 31.08.2020 to 17.07.2023 and to pay such remuneration matters and things as may be necessary to give full effect as per terms and conditions as recommended by the to the foregoing resolution.” nomination and remuneration committee and as set out in the explanatory statement annexed to the notice”. 4.APPOINTMENT OF MR. SRIKAR REDDY (DIN: 00001401) AS NON – EXECUTIVE DIRECTOR OF THE COMPANY: “RESOLVED FURTHER THAT in terms of Schedule V of the Companies Act, 2013, as amended from time to time, To consider and, if thought fit, to pass with or without the Board of Directors be and is hereby authorized to modification(s), the following Resolution as an Ordinary vary or increase the remuneration, perquisites, and Resolution: allowances etc. within such prescribed limits”. “RESOLVED THAT pursuant to the provisions of Sections “RESOLVED FURTHER THAT in the event of losses or 149, 152,161,164 and any other applicable provisions of inadequacy of profits during his tenure the Company shall the Companies Act, 2013 (“the Act”), read with the pay to Mrs. Palem Supriya Reddy, remuneration by way Companies (Appointment and Qualification of Directors) of salaries and allowances as specified above as Rules, 2014 (including any statutory modification(s) or re- minimum remuneration and in accordance with the limits enactment(s) thereof for the time being in force), the specified under the Companies Act, 2013 read with provisions of the Articles of Association of the Company Schedule V to the Companies Act 2013, or such other and the Securities and Exchange Board of India (Listing limit as may be prescribed by the Government from time Obligations