Infomedia Press : Annual Report 2022-23

lnfomedia

Press Limited

ANNUAL REPORT 2022-23

BOARD OF DIRECTORS

Lalit Kumar Jain	Chairman and Independent Director
Vivek Jain	Independent Director
Ramesh Kumar Damani	Non-Executive Director
Kshipra Jatana	Non-Executive Director
Ratnesh Rukhariyar	Non-Executive Director
Karanvir Singh Gill	Non-Executive Director

KEY MANAGERIAL PERSONNEL

Sanjeev Kumar Singh	Manager
Ketan Kishore Ravesia	Chief Financial Officer
Tasneem Cementwala	Company Secretary

AUDITORS

Chaturvedi & Shah LLP, Chartered Accountants

COMMITTEES

AUDIT COMMITTEE

Lalit Kumar Jain (Chairman)

Vivek Jain

Ratnesh Rukhariyar

NOMINATION AND REMUNERATION COMMITTEE

Vivek Jain (Chairman)

Lalit Kumar Jain

Kshipra Jatana

STAKEHOLDERS' RELATIONSHIP COMMITTEE

Ratnesh Rukhariyar (Chairman)

Lalit Kumar Jain

Karanvir Singh Gill

REGISTERED OFFICE

First Floor, Empire Complex

414, Senapati Bapat Marg, Lower Parel, Mumbai - 400 013, Maharashtra

Tel: [phone]

E-mail: [e-mail]

Website: www.infomediapress.in

REGISTRAR & TRANSFER AGENT

KFin Technologies Limited Selenium Tower B, 6th floor,

Plot 31-32, Gachibowli, Financial District, Nanakramguda, Hyderabad - 500 032.

E-mail: [e-mail]

Website: www.kfintech.com

Toll Free No.: 1800 309 4001

(from 9:00 a.m. to 6:00 p.m. on all working days)

CONTENTS	Page No.
Notice of AGM	2
Board's Report	12
Management Discussion & Analysis Report	19
Corporate Governance Report	20
Auditor's Report	39
Balance Sheet	48
Statement of Profit and Loss	49
Cash Flow Statement	51
Notes to the Financial Statements	52

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INFOMEDIA PRESS LIMITED

NOTICE

NOTICE is hereby given that the Sixty Eighth Annual General Meeting of the Members of Infomedia Press Limited ("the Company") will be held on Tuesday, September 5, 2023 at 5:30 p.m. (IST) through Video Conferencing ("VC") / Other Audio Visual Means ("OAVM") to transact the following business:

ORDINARY BUSINESS:

1. To consider and adopt the audited financial statement of the Company for the financial year ended March 31, 2023 and the reports of the Board of Directors and Auditors thereon and in this regard, to consider and if thought fit, to pass the following resolution as an Ordinary Resolution:
   "RESOLVED THAT the audited financial statement of the Company for the financial year ended March 31, 2023 and the reports of the Board of Directors and Auditors thereon, as circulated to the Members, be and are hereby considered and adopted."
2. To appoint Mr. Ramesh Kumar Damani (DIN: 00049764), who retires by rotation as a Director and in this regard, to consider and if thought fit, to pass the following resolution as an Ordinary Resolution:
   "RESOLVED THAT in accordance with the provisions of Section 152 and other applicable provisions of the Companies Act, 2013, Mr. Ramesh Kumar Damani (DIN: 00049764), who retires by rotation at this Annual General Meeting, be and is hereby appointed as a Director of the Company."

By order of the Board of Directors

For Infomedia Press Limited

Tasneem Cementwala

Company Secretary

Date: August 9, 2023

Registered Office:

First Floor, Empire Complex,

414-Senapati Bapat Marg, Lower Parel, Mumbai - 400 013, Maharashtra

Tel: [phone]

CIN: L22219MH1955PLC281164

Website: www.infomediapress.in

E-mail: [e-mail]

NOTES:

1. The Ministry of Corporate Affairs ("MCA") has vide its circular dated December 28, 2022 read together with circulars dated April 8, 2020, April 13, 2020, May 5, 2020, January 13, 2021, December 8, 2021, December 14, 2021 and May 5, 2022 (collectively referred to as "MCA Circulars") permitted convening the Annual General Meeting ("AGM" / "Meeting") through Video Conferencing ("VC") or Other Audio Visual Means ("OAVM"), without physical presence of the Members at a common venue. In accordance with the MCA Circulars, and applicable provisions of the Companies Act, 2013 ("the Act") read with rules made thereunder and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the AGM of the Company is being held through VC / OAVM. The deemed venue for the
   AGM shall be the Registered Office of the Company.
2. Generally, a member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote on a poll instead of himself and the proxy need not be a member of the Company. Since this AGM is being held through VC / OAVM pursuant to the MCA Circulars, physical attendance of Members has been dispensed with. Accordingly, the facility for appointment of proxies by the Members will not be available for the AGM and hence the Proxy Form and Attendance Slip are not annexed hereto.
3. Since the AGM will be held through VC / OAVM, the route map of the venue of the Meeting is not annexed hereto.
4. In terms of the provisions of Section 152 of the Act, Mr. Ramesh Kumar Damani, Director of the Company, retires by rotation at the Meeting. Nomination and Remuneration Committee and the Board of Directors of the Company commend his re-appointment.
   Further, Mr. Ramesh Kumar Damani is interested in the Ordinary Resolution set out at Item No. 2 of the Notice with regard to his re-appointment. The relatives of Mr. Ramesh Kumar Damani may be deemed to be interested in the resolution set out at Item No. 2 of the Notice, to the extent of their shareholding interest, if any, in the Company.
   Save and except the above, none of the Directors / Key Managerial Personnel of the Company / their relatives are, in any way, concerned or interested, financially or otherwise, in the Ordinary Business set out under Item Nos. 1 and 2 of the Notice.
5. Details of Director retiring by rotation and seeking appointment at this Meeting are provided in the "Annexure" to the Notice.

DISPATCH OF ANNUAL REPORT THROUGH ELECTRONIC MODE:

1. In compliance with the MCA Circulars and the Securities and Exchange Board of India ("SEBI") Circular dated January 5, 2023, Notice of the AGM along with the Annual Report 2022-23 is being sent only through electronic mode to those Members whose email address is registered with the Company/ Registrar and Transfer Agent/ Depository Participants/ Depositories. Members may note that the Notice and Annual Report 2022-23 will also be available on the Company's website www. infomediapress.in, websites of the Stock Exchanges, i.e., BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively, and on the website of Company's Registrar and Transfer Agent, KFin Technologies Limited
   ("KFinTech") at https://evoting.kfintech.com.
2. For receiving all communication (including Annual Report) from the Company electronically:
3. 1. Members holding shares in dematerialized mode are requested to register /update their email addresses with the relevant Depository Participant. NSDL has provided a facility for registration / updation of e-mailaddress through the link: https://eservices.nsdl.com/ kyc-attributes/#/login.
   2. The process to be followed for registration / updation of e-mail address by Members holding shares in physical mode, is given in Note No.18 in this Notice.

PROCEDURE FOR JOINING THE AGM THROUGH VC/OAVM:

8. The Company will provide VC / OAVM facility to its Members for participating at the AGM.

1. Members will be able to attend the AGM through VC/ OAVM through JioMeet by using their login credentials provided in the accompanying communication.
   Members are requested to follow the procedure given below:
2. 1. Launch internet browser by typing/ clicking on the following link: https://jiomeet.jio.com/ infomediapressagm/
      (best viewed with Edge 80+, Firefox 78+, Chrome 83+, Safari 13+)
   2. Click on "Shareholders CLICK HERE" button.
   3. Enter the login credentials (i.e. User ID and password provided in the accompanying communication) and click on "Login".
   4. Upon logging in, you will enter the Meeting Room.

INFOMEDIA PRESS LIMITED

1. Members who do not have or who have forgotten the User ID and Password may obtain/ generate/ retrieve the same for attending the AGM, by following the procedure given in the instructions at note No. 12 (C) (vii)(III).
2. Members who would like to express their views or ask questions during the AGM may register themselves at https://emeetings.kfintech.com. The
   Speaker Registration will be open during Wednesday, August 16, 2023 to Tuesday, August 22, 2023. Only those Members who are registered will be allowed to express their views or ask questions. The Company reserves the right to restrict the number of questions and number of speakers, depending upon availability of time as appropriate for smooth conduct of the AGM. Selection of speakers will be based on criteria set out at https://infomediapress.in/wp-content/ uploads/2023/08/Speaker_Registration_Criteria_ InfomediaPressLimited.pdf.
3. All shareholders attending the AGM will have the option to post their comments / queries through a dedicated Chat box that will be available below the Meeting Screen.
4. Members will be allowed to attend the AGM through
   VC / OAVM on first come, first served basis.
5. Institutional / corporate members (i.e. other than Individuals, HUFs, NRIs, etc.) are required to send legible scanned certified true

copy (in PDF format) of the Board Resolution / Power of Attorney / Authority Letter, etc., together with attested specimen signature(s) of the duly authorized representative(s), to [e-mail] with a copy marked to [e-mail]. Such authorization should contain necessary authority in favour of its authorized representative(s) to attend the AGM.

1. Facility to join the Meeting shall be opened thirty minutes before the scheduled time of the Meeting and shall be kept open throughout the proceedings of the Meeting.
2. Members who need assistance before or during the AGM, can contact KFinTech on [e-mail] or call on toll free numbers
   1800 309 4001 (from 9:00 a.m. to 6:00 p.m. on all working days) Kindly quote your name, DP ID-Client ID / Folio no. and E-voting Event Number ("EVEN") in all your communications.

9. In case of joint holders attending the Meeting, only such joint holder who is higher in the order of names will be entitled to vote at the AGM.

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