Dear Members,
EASY TRIP PLANNERS LIMITED
Your directors have pleasure in presenting the 16th Annual
Report together with the Audited Financial Statements (Standalone and Consolidated) of
Accounts of your Company for the Year ended 31st March, 2024.
1. FINANCIAL RESULTS
I n compliance with the provisions of the Companies Act, 2013 ('Act'),
and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing
Regulations') the Company has prepared its standalone and consolidated financial
statements as per Indian Accounting Standards ('Ind AS') for the FY 2023-24. The
standalone and consolidated financial highlights of the Company's operations are as
follows:
(' Million)
Particulars |
Standalone |
Consolidated |
|
2024 |
2023 |
2024 |
2023 |
Revenue from Operations |
4,815.25 |
4,298.29 |
5,905.76 |
4,488.26 |
Other Income |
179.91 |
159.62 |
185.05 |
153.72 |
Total Income |
4,995.16 |
4,457.91 |
6,090.81 |
4,641.98 |
Total Expenses |
2,669.03 |
2,485.22 |
3,940.18 |
2,792.60 |
ProFit/(Loss) before tax |
2,326.13 |
1,972.69 |
2,150.63 |
1,849.38 |
Exceptional Items |
724.31 |
- |
724.31 |
- |
Total Tax Expense |
409.86 |
504.47 |
391.66 |
508.35 |
Net profit after tax before exceptional items
(net of tax) |
1,733.97 |
1,468.22 |
1,576.67 |
1,341.03 |
ProFit/(Loss) for the year |
1,191.96 |
1,468.22 |
1,034.66 |
1,341.03 |
Other comprehensive income/(loss) for the
year, net of tax |
1.48 |
2.44 |
(2.96) |
(0.73) |
Total comprehensive Income of the year, net
of tax |
1,193.44 |
1,470.66 |
1,031.70 |
1,340.30 |
Total comprehensive income/(loss) for the
year attributable to: |
|
- |
|
- |
Equity holders of the parent company |
1,193.44 |
1,470.66 |
1,028.09 |
1,341.25 |
Non-controlling interests |
- |
- |
3.61 |
(0.95) |
2. STATE OF AFFAIRS
During the year under review, your Company has achieved a Standalone
Revenue from operations of ' 4815.25 million as against ' 4,298.29 million in the previous
year. Profit before tax is ' 2326.13 million as against ' 1,972.69 million for the
previous year. Total comprehensive income of the year is ' 1,193.44 million as against '
1,470.66 million for the previous year.
During the year under review, your Company has achieved a Consolidate
Revenue from operations of ' 5,905.76 million as against ' 4,488.26 million in the
previous year. Profit before tax is ' 2,150.63 million as against ' 1,849.38 million for
the previous year. Total comprehensive income attributable to equity holders of the parent
of the year is ' 1,028.09 million as against ' 1,341.25 million for the previous year.
OVERVIEW
EaseMyTrip commenced operations in 2008 through B2B2C (business to
business to customer) distribution channel by providing travel agents access to domestic
airline tickets through their online portal. In 2011, EaseMyTrip expanded their operations
in the B2C (business to customer) distribution channel to cater to the growing Indian
middle class population's travel requirements. Soon in 2013, EaseMyTrip commenced
operations in the B2E (business to enterprise) distribution channel as well with the aim
of providing end-to-end travel solutions to corporates. Their presence in 3 distinct
distribution channels provides them with a diversified customer base and wide distribution
network.
As of March 31, 2024, the Company provided customers with access to
more than 400 international and domestic airlines, more than 2.63 million hotels in India
and international jurisdictions, almost all the railway stations in India as well as bus
tickets and taxi rentals for major cities in India. Further, EaseMyTrip also had the
largest network of travel agents with 67,000+ registered travel agents across almost all
major cities in India as of March 31, 2024.
3. TRANSFER TO RESERVE
During the financial year, the Company has transferred Nil (no share
option outstanding) from Share Option Outstanding Account to General Reserve.
The total General Reserve stands at ' 3,146.27 million on standalone
basis whereas ' 2,817.17 million on consolidated basis.
4. CHANGE IN THE NATURE OF BUSINESS
There has been no change in the nature of the business of the Company.
Your Company continues to be in the business of Travel and Travel related services and is
exploring business opportunities in Hospitality, Aviation and Insurance Broking Sector.
5. SHARE CAPITAL
As on March 31, 2024, the authorised share capital of the Company is '
250,00,00,000/- comprising of 250,00,00,000 equity shares of face value of ' 1/- each and
the paid-up equity share capital as at March 31, 2024 is ' 1,77,20,40,618 comprising of
1,77,20,40,618 equity shares of face value of ' 1/- each.
During FY 2023-24, the Company had increased the Authorised Share
Capital of the Company from ' 200,00,00,000/- (Rupees Two Hundred Crore only) divided into
200,00,00,000 (Two Hundred Crores) Equity Shares of ' 1/- (Rupees One only) each to '
250,00,00,000/- (Rupees Two Hundred Fifty Crores only) divided into 250,00,00,000 (Two
Hundred Fifty Crore) Equity Shares of ' 1/- (Rupees One only) each vide members approval
dated March 07, 2024 passed through Postal Ballot.
Preferential Issue
During the year under review, the Company has issued 3,37,20,618 equity
share of Re. 1/- each on preferential basis as approved by the members by way of Special
Resolution passed through postal ballot on September 06, 2023 and allotted the said shares
vide Board resolution dated 27th September, 2023.
Accordingly, during the year, the paid-up share capital of the Company
stands increased to ' 1,77,20,40,618/- (Rupees one hundred seventy seven crores and twenty
lakh forty thousand six hundred and eighteen only) having 1,77,20,40,618 equity shares of
Re. 1/- each.
Bonus Issue
During the Year under review the Company has not issued any bonus
shares.
6. EQUITY SHARES WITH DIFFERENTIAL RIGHTS AND SWEAT EQUITY SHARES
The Company has neither issued equity shares with differential rights
as to dividend, voting or otherwise nor issued sweat equity shares during the financial
year under review.
7. DIVIDEND
During the Year under review, the Company has declared interim Dividend
vide Board Resolution dated December 1 1, 2023 at the rate of 10% on the Equity Share
Capital of the Company (i.e. ' 0.10/- per equity share of ' 1/- each), amounting to '
17,72,04,062/- (Rupees Seventeen Crore Seventy-Two Lakhs Four Thousand and Sixty-Two Only)
The dividend distribution policy of the Company can be accessed at
https://www.easemytrip.com/investor-pdf/ Policy-for-Dividend-Distribution.pdf
8. EMPLOYEES STOCK OPTION PLAN (ESOP)
During the year under review, the Company has not issued ESOP. Further,
the Company in compliance with
the provisions of Section 62 (1) (b) of the Companies Act, 2013,
Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity)
Regulations, 2021 and other applicable provisions, if any. The Company had approved the
Easy Trip Planners - Employees Stock Option Plan 2022 in the Annual General Meeting of the
Company vide members Special Resolution dated August 30, 2022 which was further extended
vide shareholders special resolution dated September 06, 2023 passed through Postal
Ballot.
9. QUALIFIED INSTITUTIONAL PLACEMENT
During the year under review, the members through Special Resolution
dated March 07, 2024 passed through postal ballot, approved the raising of further capital
of upto ' 1,000/- Crores (Rupees One Thousand Crores) by way of offer, issue and allotment
of such number of Equity Shares, non-convertible debt instruments along with warrants and
convertible securities other than warrants ("Securities") through qualified
institutions placement, in accordance with provisions of the applicable Laws.
10. LISTING AT STOCK EXCHANGES
As on the date of this report, the Company has its Equity Shares listed
on the following Stock Exchanges:
i. BSE Limited; and
ii. The National Stock Exchange of India Limited.
The listing fees for the financial year under review has been paid to
the Stock Exchanges where the equity shares of the Company are listed.
11. SUBSIDIARIES
(a) Consolidated Financial Statements
During the year, the Board of Directors reviewed the affairs of the
subsidiaries. The Consolidated financial statements of your Company for the Financial Year
2023-24, have been prepared in accordance with the Act and applicable Indian Accounting
Standards. The Audited Consolidated Financial Statements together with Auditors' Report
form part of the Annual Report. A report on the performance and financial position of each
of the subsidiaries included in the Consolidated Financial Statements is presented in a
separate section in this Annual Report.
Pursuant to the first proviso to Section 129(3) of the Act and Rule 5
and Rule 8(1) of the Companies (Accounts) Rules, 2014, the salient
features of financial statements, performance and financial position of
each subsidiary is given in Form AOC- 1 as Annexure A to this Report. Pursuant to the
provisions of Section 136 of the Act, the standalone audited financial statements,
consolidated audited financial statements along with relevant documents and separate
audited financial statements in respect of each of the subsidiaries are available on the
website of the Company (www.easemytrip.com).
(b) Incorporation/Acquisition of Subsidiaries during the financial year
under review:
During the year under review, the company has acquired the following
subsidiary companies in India namely:
Glegoo Innovations Private Limited ("Glegoo") (w.e.f.
June 06, 2023)
Dook Travels Private Limited ("Dook") (w.e.f.
September 27, 2023)
Tripshope Travel Technologies Private Limited
("Tripshope") (w.e.f. September 27, 2023)
Guideline Travels Holidays India Private Limited
("Guideline") (w.e.f. September 27, 2023)
Further, the company has incorporated following subsidiary company in
India namely:
EaseMyTrip Insurance Broker Private Limited (w.e.f. January 05,
2024).
No company ceased to be the subsidiary, during the year under review.
As on March 31, 2024, the Company has 16 subsidiaries within the
meaning of Sections 2(87) of the Companies Act, 2013 ("Act") and has no Joint
Venture and Associate Company. Further, the Company does not have any material subsidiary.
12. SECRETARIAL STANDARDS
Pursuant to the provisions of Section 118 of the Companies Act, 2013,
the Company has complied with the applicable provisions of the Secretarial Standards
issued by the Institute of Company Secretaries of India and notified by Ministry of
Corporate Affairs.
13. DEPOSITS
During the year 2023-24, the Company has not accepted any deposits from
public within the meaning of Section 73 of the Companies Act, 2013 read with the Companies
(Acceptance of Deposits) Rules, 2014. The Company has no unclaimed/ unpaid matured deposit
or interest due thereon.
14. DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)
As on 31st March, 2024, following Directors and KMPs are
acting on the Board of Company:
Sr. No. |
Name of the Directors |
DIN/PAN |
Designation |
1 |
Mr. Nishant Pitti |
02172265 |
Chief Executive Officer & Whole Time
Director |
2 |
Mr. Prashant Pitti |
02334082 |
Managing Director |
3 |
Mr. Rikant Pittie |
03136369 |
Whole Time Director |
4 |
Mr. Satya Prakash |
08489173 |
Independent Director |
5 |
Justice Usha Mehra (Retired) |
03361078 |
Independent Director |
6 |
Mr. Vinod Kumar Tripathi |
00798632 |
Independent Director |
7 |
Mr. Ashish Kumar Bansal |
ACSPB5909M |
Chief Financial Officer |
8. |
Mrs. Priyanka Tiwari |
ASWPT6744Q |
Group Company Secretary and Chief
Compliance Officer |
During the year under review, Mr. Prashant Pitti was re-designated as
Managing Director of the Company w.e.f. December 1 1, 2023 for his remaining tenure, which
was further approved by the shareholders on March 07, 2024 through Postal Ballot.
Further, Mr. Prashant Pitti was re-appointed as Managing Director for a
further term of 5 (Five) years w.e.f. July 02, 2024 to July 01, 2029 as approved by the
Board in their meeting dated February 06, 2024 and by the Shareholders on March 07, 2024,
passed through Postal Ballot.
Mr. Nishant Pitti (DIN: 02172265) was re-appointed as Whole-Time
Director of the Company for a further term of 5 years w.e.f. 10th May, 2024 in
the meeting of the Board of Directors held on 16th April, 2024 which was
further approved by the shareholders through Postal Ballot passed on 28th June,
2024.
Mr. Rikant Pittie (DIN: 03136369) was re-appointed as Whole-Time
Director of the Company for a further term of 5 years w.e.f. 13th June, 2024 in
the meeting of the Board of Directors held on 24th May, 2024 which was further
approved by the shareholders through Postal Ballot passed on 28th June, 2024.
Pursuant to the provisions of section 152 of the Act, Mr. Nishant Pitti
(DIN: 02172265), retires by rotation at the ensuing Annual General Meeting and being
eligible, has offered himself for re-appointment.
Profile and other information of Mr. Nishant Pitti as required under
Regulation 26, Regulation 36 of
SEBI (Listing Obligations & Disclosure Requirements) Regulations,
2015 and Secretarial Standard - 2 is given as an Annexure to the Notice convening this
Annual General Meeting.
No Independent Director was due to be re-appointed during the year.
15. INDEPENDENT DIRECTORS' DECLARATION
As on March 31, 2024, Mr. Satya Prakash, Justice Usha Mehra (Retired)
and Mr. Vinod Kumar Tripathi are the Independent Directors on the Board.
Pursuant to the provisions of Section 149 of the Act and Regulation 25
of the Listing Regulations, the Independent Directors of the Company have submitted
declarations that each of them meets the criteria of independence as provided in Section
149(6) of the Act along with Rules framed thereunder and Regulation 16(1 )(b) of Listing
Regulations. In terms of Regulation 25(8) of the Listing Regulations, the Independent
Directors have confirmed that they are not aware of any circumstance or situation which
exists or may be reasonably anticipated that could impair or impact their ability to
discharge their duties with an objective independent judgment and without any external
influence.
Further, declaration on compliance with Rule 6(3) of the Companies
(Appointment and Qualification of Directors) Rules, 2014, as amended by Ministry of
Corporate Affairs ("MCA") Notification dated October 22, 2019, regarding the
requirement relating to enrollment in the Data Bank created by MCA for
Independent Directors, had been received from all Independent
Directors.
I n terms of the provisions under the Companies Act, 2013, the
Independent Directors met on February 17, 2024 and all the Independent Directors have
attended the meeting.
In compliance with the requirements of SEBI LODR Regulations, the
Company has put in place a framework for Independent Directors' Familiarization Programme
to familiarize them with their roles, rights and responsibilities as Directors, the
working of the Company, nature of the industry in which the Company operates, business
model etc. The details of the familiarization programme conducted during the financial
year under review are explained in the Corporate Governance Report. The same is available
on the Company's website https://www.easemytrip.com/
investor-pdf/Familiarization-Program-for-Independent- Directors.pdf
16. BOARD EVALUATION
Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, the Board at its meeting had
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 other Committees. The details of performance evaluation have been
mentioned in the Corporate Governance Report. The link to the board evaluation policy is
https://www.easemytrip.com/investor-pdf/202 3/ Board-Evaluation-Policy.pdf.
17. COMMITTEES OF BOARD
The Company had constituted such committees as required under the
Companies Act, 2013 & SEBI (LODR) Regulations 2015 along with the related rules made
thereunder the details pertaining to such committees are mentioned in the Corporate
Governance Report, which forms part of the Annual Report.
Following Committees are functional:
(A) Audit Committee;
(B) Nomination and Remuneration Committee (NRC);
(C) Stakeholders Relationship Committee (SRC);
(D) Risk Management Committee (RMC);
(E) Corporate Social Responsibility Committee (CSR);
(F) Initial Public Offer Committee (IPO);
(G) Qualified Institutional Placement Committee (QIP); and
(H) Sexual Harassment Committee (SHC).
18. VIGIL MECHANISM AND WHISTLE BLOWER POLICY:
Pursuant to the provisions of Section 177(9) of the Act, the Board of
Directors of the Company has framed the Vigil Mechanism / Whistle Blower Policy for
Directors and Employees of the Company. The Company has adopted a Whistle Blower Policy,
as part of Vigil mechanism to provide appropriate avenues to the Directors and Employees
to bring to the attention of the management any issue which is perceived to be in the
violation of or in conflict with the business interest of the company. During the year,
there have been no complaints received.
The policy also provides access to the Chairperson of the Audit
Committee under certain circumstances. The Whistle Blower Policy is uploaded on the
website of the Company at https://www.easemvtrip.com/ investor-pdf/WHISTLE-BLOWER-POLICY
1.pdf
19. NOMINATION CUM REMUNERATION POLICY
For the purpose of selection of any Directors, Key Managerial Personnel
and Senior Management Employees, the Nomination & Remuneration Committee identifies
persons of integrity who possess relevant expertise, experience and leadership qualities
required for the position. The Committee also ensures that the incumbent fulfils such
other criteria with regard to age and other qualifications as laid down under the
Companies Act, 2013 or other applicable laws. The Board has, on the recommendation of the
Nomination & Remuneration Committee framed a Nomination cum Remuneration policy for
selection, appointment and remuneration of Directors, Key Managerial Personnel &
Senior Management Employees.
The salient features of the Policy as approved by the Board and amended
from time to time are as follows:
i. Appointment of the Directors and Key Managerial Personnel of the
Company.
ii. Fixation of the remuneration of the Directors, Key Managerial
Personnel and other employees of the Company.
iii. Formulate a criterion for determiningqualifications, positive
attributes andindependence of a director.
iv. Specify methodology for effective evaluationof performance of
Board/committees of the Board and review the terms of appointment of Independent Directors
on the basis of the reportof performance evaluation of the Independent Directors.
v. To ensure a transparent nomination process for directors with the
diversity of thought, experience, knowledge, perspective and gender in the Board.
vi. Undertake any other matters as the Board may decide from time to
time.
The Nomination cum Remuneration Policy of the Company is available on
the website of the Company:
https://www.easemytrip.com/investor-pdf/
Nomination-and-Remuneration-Poiicv-20mar.pdf
20. WEB LINK OF ANNUAL RETURN
In accordance with the Companies Act, 2013, the annual return in the
prescribed Format is available at: Link: https://www.easemytrip.com/investor-reiations.
21. IEPF
The details of unpaid/ uncashed dividend lying in the unpaid dividend
account up to the year are available on the website of the company at
https://www.easemytrip. com/investor-reiations.htmi
22. AUDIT REPORT AND AUDITORS STATUTORY AUDITORS
The Board of Directors at their meeting dated 14th August,
2024 recommended the appointment of M/s. Waiker Chandiok & Co LLP, Chartered
Accountants (Firm Registration No: 001076N/N500013) as Statutory Auditors of the Company
in place of M/s. S.R. Batiiboi & Associates LLP, Chartered ccountants (Firm's
Registration No. 101049W/E300004) who have tendered their resignation w.e.f. 13th
August, 2024 as Statutory Auditors of the Company. M/s. Waiker Chandiok & Co LLP,
Chartered Accountants (Firm Registration No: 001076N/N500013 were appointed w.e.f. 14th
August, 2024 tiii the ensuing AGM to fill the casuai vacancy caused due to resignation of
M/s. S.R. Batiiboi & Associates LLP, Chartered Accountants (Firm's Registration No.
01049W/E300004).
Further, the Board of Directors of the Company at its meeting held on
05th September, 2024 have appointed M/s. Waiker Chandiok & Co LLP,
Chartered Accountants (Firm Registration No: 001076N/N500013) for a term of 5 years,
subject to the approval of shareholders at ensuing Annuai Generai Meeting, to hoid office
from the conclusion of 16th Annuai Generai Meeting tiii the conciusion of 21st
Annuai Generai Meeting of the Company to be heid in the year 2029.
The Board recommends to the members of the Company approvai of
appointment of M/s. Waiker Chandiok & Co LLP, Chartered Accountants (Firm Registration
No: 001076N/N500013) as the Statutory Auditors of the Company. They have confirmed their
eiigibiiity under Section 141 of the Companies Act, 2013 and the Ruies framed thereunder.
As required under SEBI (Listing Obiigations and Disciosure Requirements) Reguiations,
2015, the Auditors have aiso confirmed that they hoid a vaiid certificate issued by the
Peer Review Board of the Institute of Chartered Accountants of India.
The report of the Statutory Auditor forms part of this Integrated
Report and Annuai Accounts 2023-24. The said report does not contain any quaiification,
reservation, adverse remark or disciaimer. However, the observations of the Statutory
Auditors in their report read together with the Notes on Accounts are seif-expianatory and
therefore, do not caii for any further expianation.
SECRETARIAL AUDITOR
In terms of Section 204 of the Act and the Ruies made there under, M/s
Sharma and Trivedi LLP, Company Secretaries, Practicing Company Secretaries, were
appointed as the Secretariai Auditors of the Company for the financiai year 2023-24.
The Secretariai Auditors have submitted their report, confirming
compiiance by the Company of aii the provisions of appiicabie corporate iaws. The Report
does not contain any quaiification, reservation, disciaimer or adverse remark. The
Secretariai Audit Report and Secretariai Secretariai Compiiance Report is not attached
aiongwith MR-3 in Annexure-B to this report.
INTERNAL AUDITOR
The Company appointed M/s Crowe Advisory Services (India) LLP (LLPIN:
AA0-5909), Chartered Accountants, Mumbai as Internai Auditor of the Company for the
financiai year ended 2023-24.
23. COST RECORDS AND AUDIT
Maintenance of cost records and requirement of cost audit as prescribed
under the provisions of Section 148(1) of the Companies Act, 2013 are not appiicabie for
the business activities carried out by the Company.
24. DETAILS OF FRAUD REPORTED BY AUDITOR
During the year under review, neither the statutory auditors nor the
secretarial auditor has reported to the audit committee, under Section 143 (12) of the
Companies Act, 2013, any instances of fraud committed against the Company by its officers
or employees, the details of which would need to be mentioned in the Board's report.
25. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENT
Details of Loans, Guarantees and Investments covered under the
provisions of Section 186 of the Companies Act, 2013 are given in the Financial Statements
as on March 31, 2024.
26. CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES
During the Financial Year 2023- 2024, all the contracts or arrangements
or transactions entered into by the Company with the Related Parties were on arm's length
basis and in the ordinary course of business and were in compliance with the applicable
provisions of the Companies Act, 2013.
Form AOC - 2 pursuant to Section 134(3) (h) of the Companies Act, 2013
read with Rule 8(2) of the Companies (Accounts) Rule 2014 is set out in Annexure-C to this
report.
The Company has robust processes and procedures for identification and
monitoring related party(ies) and related party transactions. The policy on related party
transaction is placed on the Company's website at:
https://www.easemytrip.com/investor-pdf/2023/
Reiated-Partv-Transactions-Policv.pdf. The Policy intends to ensure
that proper reporting, approval and disclosure processes are in place for all related
party transactions.
27. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL
POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE
COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT;
No significant material changes and commitments have occurred between
the end of the financial year of the company to which the financial statements relate and
the date of the report.
28. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS & OUTGO
The information pertaining to conservation of energy, technology
absorption, Foreign Exchange Earnings and outgo as required under Section 134 (3)(m) of
the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is
furnished in Annexure- D and is attached to this report.
The Company being in the Travel and Tourism Industry, its activities do
not involve any expenditure on Technology and Research and Development, therefore, the
particulars in the Companies {Accounts) Rules, 2014, as amended, in respect of
Conservation of Energy and Technology Absorption is not applicable to the Company.
Further, the Company is not energy intensive. However, the Company takes every effort to
ensure optimum use of energy.
29. RISK MANAGEMENT POLICY
The Company has adopted the measures concerning the development and
implementation of a Risk Management System in terms of Section 134(3)(n) of the Companies
Act, 2013 after identifying the elements of risks which in the opinion of the Board may
threaten the very existence of the Company itself. The Company has an elaborate Risk
Management process of identification, assessment and prioritization of risk followed by
coordinated efforts to minimize, monitor and mitigate/control the probability and/or
impact of unfortunate events or to maximize the realization of opportunities.
The Risk Management procedure is reviewed by the Board From time to
time, to ensure that the executive management controls risk through means of a properly
defined framework. Major risks identified are systematically addressed through mitigating
actions on a continuing basis.
The policy on Risk Management Policy is placed on the Company's website
at: https://www.easemytrip.com/ investor-pdf/2022/Risk-Management-Policy-20-12-22. pdf?v=1
30. CORPORATE SOCIAL RESPONSIBILITY (CSR)
The Company implemented its CSR initiatives through EaseMyTrip
Foundation which contributes to ensuring environmental sustainability, protection of
national heritage, art and culture including restoration of buildings and sites of
historical importance and works of art, health care sector for human rescue ambulance
service and animal mobile medical ambulance., upliftment of Education of Girls by
providing basic amenities required, animal welfare and training of Sports persons.
Your Company believes that Corporate Social Responsibility is an
integral part of its business. It seeks to operate its business in a sustainable manner
which would benefit the Society at large in alignment with the interest of its
stakeholder. In terms of section 135 and Schedule VII of the Companies Act, 2013, the
Board of Directors of the Company has constituted a CSR Committee. CSR Committee of the
Board has developed a CSR Policy. The CSR Policy has been uploaded on the website of the
Company at: https://www.easemytrip.com/investor-pdf/2022/
Corporate-Social-Responsibilitv-Policv.pdf
The CSR budget for the financial year 2023-24 was ' 2,84,63,092/- and
the Company had spent an amount of ' 2,84,63,092/- on CSR Activities. Annual Report on our
CSR activities for the financial year ended March 31, 2024 along with the composition of
CSR Committee is set out in Annexure E to this Report.
31. MANAGEMENT'S DISCUSSION AND ANALYSIS
I n terms of the provisions of Regulation 34(2) of the Listing
Regulations, the Management's discussion and analysis is set out in this Integrated Annual
Report.
32. CORPORATE GOVERNANCE REPORT
I n terms of the provisions of Regulation 34(3) of the Listing
Regulations read with Schedule-V of these Regulations, the Corporate Governance Report for
fiscal year 2024 forms part of this integrated Annual Report.
33. BOARD POLICIES
The details of the policies approved and adopted by the Board as
required under the Act and Securities and Exchange Board of India (SEBI) regulations are
provided in Annexure F to the Board's report.
34. NUMBER OF MEETINGS OF THE BOARD
The Board met 14 (Fourteen) times during the financial year. The
meeting details are provided in the Corporate Governance report that Forms part of this
Integrated Annual Report. The maximum interval between any two meetings did not exceed 120
days, as prescribed by the Companies Act, 2013.
35. BUSINESS RESPONSIBILITY ANDSUSTAINABILITY REPORT (BRSR)
As required under SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, Business Responsibility and Sustainability Report
describing the initiatives undertaken by the Company from an environment, social and
governance perspective, forms part of the Annual Report.
36. PARTICULARS OF EMPLOYEES
The information pursuant to Section 197 read with Rule 5(1) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the relevant
statement is annexed as Annexure G.
Further, disclosures pursuant to Rule 5(2) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the statement showing
the name along with the particulars of top ten employees along with the employees drawing
remuneration in excess of the limits is annexed as Annexure H
37. INTERNAL FINANCIAL CONTROL & ITS ADEQUACY
The Management of the Company has appointed M/s. ADMS & Co.,
Chartered Accountancy firm to assist in updating of Risk Control Matrix ("RCM")
and perform necessary testing of controls. RCM and Testing results are adopted by the
Management and shared with the Statutory Auditors for their review and report thereon. The
Statutory Auditor has reviewed the report and given their comments. The Board duly adopted
the comments of the auditors.
The Risk Control Matrix will improve the overall effectiveness of the
company growth in long run also help in removing hindrances.
During the year, such controls were assessed and no reportable material
weaknesses in the design or operation were observed. Accordingly, the Board is of the
opinion that the Company's internal financial controls were adequate and effective during
FY 2023-24.
38. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS, COURTS AND TRIBUNALS
No such significant and material orders that have been passed by the
regulators, courts, tribunals impacting the going concern status and Company's operations
in future.
39. PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE
The Company has in place Prevention of Sexual Harassment (POSH) Policy
in line with the requirements of The Sexual Harassment of Women at the Workplace
(Prevention, Prohibition & Redressal) Act, 2013. AIL employees, including those of
subsidiaries (permanent, contractual, temporary, trainees) are covered under this Policy.
The Company has provided a safe and dignified work environment for employee which is free
of discrimination, further the Company conducts awareness program at regular interval of
time.
In terms of the provisions of the Sexual Harassment of Women at
Workplace (Prevention, Prohibition & RedressaL) Act, 2013 ("Act") and Rules
made there under, Company has constituted InternaL CompLaints Committees (ICC to redress
complaints received regarding Sexual Harassment at ail Units). The Company has compLied
with the provisions reLating to the constitution of ICC under the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressai) Act, 2013 and during the
financial year 2023-24 no cases/complaints have been filed under the Act.
40. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE
INSOLVENCY AND BANKRUPTCY CODE, 2016
During the financial year under review, neither any application is made
by the Company nor any proceeding is pending under the Insolvency and Bankruptcy Code,
2016.
41. CYBER SECURITY
During the year, Cyber Security and related risks were reviewed by the
Risk Management Committee and necessary actions were taken to mitigate any risk associated
with Cyber Security.
42. OTHER DISCLOSURES
During the financial year under review, disclosure w.r.t. details of
difference between amount of the valuation done at the time of one-time settlement and the
vaLuation done whiLe taking Loan from the banks or financial institutions along with the
reasons thereof, is not appLicabLe.
43. DIRECTOR'S RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Companies Act, 2013, the Directors,
to the best of their knowLedge and belief, confirm that:
a) in the preparation of the annual accounts for the year ended March
31, 2024, the appLicabLe accounting standards had been foLLowed, aLong with proper
explanation relating to material departure(s), if any;
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 as at the end of the
financial year March 31, 2024 and of the profit 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 Directors have laid down internal financial controls to be
followed by the Company and such internal financial controls are adequate and are
operating effectively; and
f) the Directors have devised proper systems to ensure compLiance with
the provisions of aLL appLicabLe Laws and that such systems were adequate and operating
effectively.
ACKNOWLEDGMENT
Your directors placed on record their sincere thanks to the bankers,
business associates, consuLtants, and various Government Authorities for their continued
support extended to your Company's activities during the year under review. Your directors
aLso acknowLedge gratefuLLy the shareholders for their support and confidence reposed on
your Company.
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For and on behalf of the Board |
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Easy Trip Planners Limited |
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Nishant Pitti |
Date: 05.09.2024 |
Chairman |
Place: New Delhi |
DIN: 02172265 |
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