Dear Members, Drone Destination Limited
(Formerly Known as Drone Destination Private Limited)
Your directors' have immense pleasure in presenting this 5th Annual Report on the business and operations of your Company along with the Audited Financial Statements for the financial year ended March 31, 2024.
1. FINANCIAL RESULTS
Your Company sustained a good performance during the FY 2023-24. The key highlights of the financial performance, as stated in the Audited Financial Statements, along with the corresponding performance for the previous year are as under:
2. STATE OF YOUR COMPANY'S AFFAIRS
Drone Destination leads India's Drone industry, providing comprehensive services from Certified Drone Pilot training to state-of-the-art Drone-as-a-Service (DaaS) solutions. Headquartered in New Delhi, Drone Destination pioneers commercial drone operations and training across diverse sectors like agriculture and infrastructure. Notably, as the first listed Drone Company on the NSE Emerge platform, Drone Destination holds a prestigious position in the industry. The training programs sets the standard, equipping aspiring pilots with safety and efficiency skills, covering regulatory compliance to advanced manoeuvres.
Simultaneously, Drone Destination focuses on DaaS, delivering tailor-made solutions for agriculture spray, aerial surveying, and asset inspection services. Committed to innovation, Drone Destination empowers individuals and industries through training and DaaS offerings, shaping the future of drone technology.
3. PERFORMANCE OF YOUR COMPANY
The total income of your Company is Rs. 3,26,201.56 (In Thousands) (+ 170% YoY) during the financial year 2023-24 as against the total income of Rs. 1,20,773.22 (In Thousands) in the previous financial year 2022-23. The total expenditure is Rs. 2,31,389.30 (In Thousands) (+164% YoY) during the financial year 2023-24 as against Rs. 87,759.96 (In Thousands) in the previous financial year 2022-23. Your Company has earned Profit after Tax of Rs. 70,821.02 (In Thousands) (+ 176% YoY) during the financial year 2023-24 as against earned profit after Tax of Rs. 25,624.02 (In Thousands) in the previous financial year 2022-23.
4. DIVIDEND AND TRANSFER TO RESERVES
Keeping in view the expansion of business of your Company, the Board of Directors of your Company has decided not to recommend any dividend for the financial year ended March 31, 2024. Further, there has been no transfer to general reserves.
5. CHANGE IN NATURE OF BUSINESS
During the year under review, there has been no change in your Company's nature of business.
6. CONVERSION OF STATUS OF YOUR COMPANY FROM UNLISTED TO LISTED
During the period under review, the status of your Company was converted from ‘Unlisted' to ‘Listed' as Company got listed on SME Emerge Platform of National Stock Exchange w.e.f. 21st July, 2023.
7. MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OF YOUR COMPANY
There was no material change and commitment affecting the financial position of your Company that occurred in between the financial year ended on March 31, 2024 and the date of this report.
8. SHARE CAPITAL
During the period under review, there has been change in the Share Capital of your Company.
A) AUTHORISED SHARE CAPITAL
The Authorised Share Capital of your Company was increased from Rs. 5,00,00,000/- (Rupees Five Crores only) divided into 50,00,000 (Fifty Lacs) Equity Shares of Rs. 10/- (Rupees Ten) each to Rs. 26,00,00,000/- (Rupees Twenty-Six Crores only) divided into 2,60,00,000 (Two Crore Sixty Lacs) Equity Shares of Rs. 10/- (Rupees Ten) each on dated 29th April, 2023.
B) PAID UP SHARE CAPITAL
During the period under review, your Company had issued shares by way of following Allotments:
Presently, the Subscribed & Paid Up Share Capital of your Company is Rs. 24,29,99,980 (Rupees Twenty Four Crore Twenty Nine Lakhs Ninety Nine Thousand Nine Hundred and Eighty) divided into 2,42,99,998 (Two Crore Forty Two Lakhs Ninety Nine Thousand Nine Hundred and Ninety Eight) Equity Shares of Rs. 10 each.
9. INITIAL PUBLIC OFFER OF EQUITY SHARES
Your Company had announced Initial Public Offer of 68,00,000 equity shares of Rs. 10/- each of Drone Destination Limited at a price of Rs. 65/- per equity share, aggregating to Rs. 4,420 Lakhs. The issue was open for subscription from Friday, 7th July, 2023 to Thursday, 13th July, 2023. Pursuant to the IPO 68,00,000 equity shares were issued and allotted on Tuesday, 18th July, 2023 to the public.
10. LISTING
The Equity Shares of your Company are listed on SME Emerge Platform of NSE Limited w.e.f. 21st July, 2023.
11. PUBLIC DEPOSITS
During the financial year under review, the details relating to deposits, covered under Chapter V of the Act,- (a) accepted during the year: NA
(b) remained unpaid or unclaimed as at the end of the year: NA
(c) whether there has been any default in repayment of deposits or payment of interest thereon during the year and if so, number of such cases and the total amount involved-
NA
(i) at the beginning of the year: NA (ii) maximum during the year: NA (iii) at the end of the year: NA
(iv) the details of deposits which are not in compliance with the requirements of Chapter V of the Act: NA
12. WEB LINK OF ANNUAL RETURN
Annual Report for the F.Y 2023-24 will be available on our website i.e www.thedronedestination.com.
13. DIRECTORS AND KEY MANAGERIAL PERSONNEL
During the period under review, following Directors and Key Managerial Personnel were appointed:
Pursuant to Section 149, 152 and other applicable provisions of the Companies Act, 2013, two-third of such of the Directors as are liable to retire by rotation, shall retire every year and, if eligible, offer themselves for re-appointment at every AGM. Consequently, Mrs. Shashi Bala (DIN: 01547327) and Mr. Raminder Kumar Verma (DIN: 10064817), Directors of your Company will retire by rotation at the ensuing AGM, and being eligible, offers themself for re-appointment in accordance with provisions of the Act.
14. BOARD AND COMMITTEES' COMPOSITION AND THEIR MEETINGS
Annual Evaluation of Directors, its Committees and Board:
The formal annual evaluation of the performance of the board and that of its committees has been carried out through a structured evaluation process covering various aspects of the board's functioning such as the Board structure & composition, effectiveness of the Board process, information flow & functioning, quality of relationship between the board and the Management, establishment, and delineation of the responsibilities to Committees etc. The performance of Individual Directors was evaluated on parameters such as professional conduct, performance of duties, role and functions, contribution to the Board / Committee etc. by self evaluation process. The directors were satisfied with the evaluation results, which reflected the overall engagement of the Board and its Committee with your Company.
As on date of the Director's Report, the Board of Directors of your Company comprises of total Five (5) directors. The composition of the Board of Directors is as under:
During the financial year under review, 13 (Thirteen) meetings were held by the Board of Directors viz, 25th April 2023, 1st May 2023, 12th May 2023, 15th May 2023, 20th May 2023, 28th June 2023, 30th June 2023, 3rd July 2023, 18th July 2023, 18th July 2023, 1st August 2023, 10th November 2023 and 14th February 2024. Further, the intervening gap between the Meetings was within the period prescribed under the Act.
Details of attendance of Directors in Board Meetings held during the financial year 2023-24 are as under:
Details of the attendance of Members of the Committees held during the financial year 2023-24 are as under:
AUDIT COMMITTEE:
During the financial year under review, 4 (Four) meetings were held by the Audit Committee viz, 28th June 2023, 1st August 2023, 10th November 2023 and 14th February 2024. Further, the intervening gap between the Meetings was within the period prescribed under the Act.
The composition of the Committee and the details of meetings attended by its members are given below:
NOMINATION AND REMUNERATION COMMITTEE:
During the financial year under review, 2 (Two) meetings were held by the Nomination and Remuneration Committee viz, 1st August 2023 and 10th November 2023. Further, the intervening gap between the Meetings was within the period prescribed under the Act.
STAKEHOLDER'S RELATIONSHIP COMMITTEE:
During the financial year under review, 1 (One) meeting was held by the Stakeholder's Relationship Committee viz, 1st August 2023. Further, the intervening gap between the Meetings was within the period prescribed under the Act.
15. SEPARATE MEETING OF INDEPENDENT DIRECTORS
As stipulated by the Code of Independent Directors under Schedule IV under the Companies Act, 2013 and the Listing Regulations, 2015, a separate meeting of the Independent Directors of your Company was held on March 26, 2023 to review the performance of Non-Independent Directors, the Board as whole and evaluation of performance of your Company. The Independent Directors also reviewed the quality, content and timeliness of the flow of information between the Management and the Board and its Committees which are necessary to effectively and reasonably perform and discharge their duties.
16. STATUTORY DISCLOSURES
None of the Directors of your Company is disqualified as per the provisions of Section 164(2) of the Act. The Directors of your Company have made necessary disclosures, as required under various provisions of the Act.
17. CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
As required by the provisions of Companies Act, 2013, the relevant information pertaining to conservation of energy, technology absorption and foreign exchange earnings and outgo are given under:
(A) Conservation of energy- NA
(i) the steps taken or impact on conservation of energy;
(ii) the steps taken by your Company for utilising alternate sources of energy;
(iii) the capital investment on energy conservation equipments;
(B) Technology absorption-NA
(i) the efforts made towards technology absorption;
(ii) the benefits derived like product improvement, cost reduction, product development or import substitution;
(iii) in case of imported technology (imported during the last three years reckoned from the beginning of the financial year)-
(a) the details of technology imported;
(b) the year of import;
(c) whether the technology been fully absorbed;
(d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof; and
(iv) the expenditure incurred on Research and Development.
(C) Foreign exchange earnings and Outgo:-
The details of earnings and outgo in Foreign Exchange during the financial year ended March 31, 2024 are as follows:
Earnings: 987.91 (In Thousands) Outgo: 651.98 (In Thousands)
18. COMPLIANCES OF SECRETARIAL STANDARDS
During the Financial Year your Company has duly complied with all the requirements as laid down in the applicable Secretarial Standards.
19. DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Act, your Directors, based on the representation as provided to the Board by the management, confirm that:
(a)in the preparation of the Annual Financial Statements for the financial year ended March 31, 2024, 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 your Company as on March 31, 2024, and of the profit & loss of your Company for the year under review;
(c) the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of your Company and for preventing and detecting fraud and other irregularities;
(d)the directors have prepared the Annual Financial Statements for the financial year ended March 31, 2024 on a ‘going concern' basis;
(e) The directors have devised proper system to ensure compliance with the provisions of all the provisions of all applicable laws and that such system was adequate and operating effectively.
20. DECLARATION OF INDEPENDENCE BY INDEPENDENT DIRECTORS
The provisions of Section 149 of the Companies Act, 2013 with respect to appointment of Independent Directors are applicable to your Company for the financial year ending March 31, 2024.
The Board, after undertaking due assessment of the veracity of the declaration submitted by the Independent Directors under sub section (6) of Section 149 of the Companies Act, 2013 was of the opinion that the Independent Directors meet the criteria of independence, are independent from Management and have necessary integrity, expertise, skills and experience required for their appointment as Independent Director.
As required vide Rule 6 (1) & (2) of the Companies (Appointment and Qualifications of Directors) Rules, 2014 they have registered their names in the Independent Directors' Databank maintained by the Indian Institute of Corporate Affairs. Based on the declarations received from the Directors, the Board confirms, that the Independent
Directors fulfil the conditions as specified under Schedule V of the Listing Regulations and are independent of the management. The Board of Directors are of the opinion that Mr. Rajiv Ahuja and Mr. Satendra Singh, Independent Directors of your Company meet the necessary criteria for continuing as Independent Directors of your Company.
21. STATUTORY AUDITORS
Pursuant to the provisions of Section 139 of the Act and the rules framed thereunder, M/s GAMS & Associates LLP, Chartered Accountants (Firm Registration No. N500094), were appointed as Statutory Auditors of your Company to hold office from the conclusion of 1st Annual General Meeting (“AGM”) for a period of five years till the conclusion of the 6th AGM of your Company to be held in the year 2025.
Your Company has received letter from them to the effect that their ratification, if made, would be within the limits prescribed under Section 141(3) of the Companies Act, 2013 and that they are not disqualified for ratification.
Accordingly, the Board of Directors recommends the ratification of M/s GAMS & Associates LLP as Statutory Auditors of your Company.
22. STATUTORY AUDITORS' REPORT
The Statutory Auditors' Report does not contain any qualification, reservation or adverse remark. Further, the observations of the Auditors in their report read together with the Notes to Financial Statements are self-explanatory and therefore, in the opinion of the Board of Directors, do not call for any further explanation.
23. PARTICULARS OF LOANS, INVESTMENTS AND GUARANTEES
During the period under review, there is no transactions covered under section 186 of the Companies Act, 2013.
24. RELATED PARTY TRANSACTIONS
All Related Party Transactions that were entered into during the financial year under review were on an arm's length basis and in the ordinary course of business. Disclosures as required under Section 134(3) (h) read with Rule 8(2) of the Companies (Accounts) Rules, 2014, are provided in the Form AOC-2 which is annexed herewith as “Annexure I” and forms part of this Report.
25. RISK MANAGEMENT POLICY
Your Company has laid down a well-defined Risk Management Mechanism covering the risk mapping and trend analysis, risk exposure, potential impact and risk mitigation process. A detail exercise is being carried out to identify, evaluate, manage and monitoring of both business and non-business risks. The Board reviews the risks and suggests steps to be taken to control and mitigate the same through a properly defined framework.
Your Company has Risk Management Policy and it is available on your Company's website i.e. www.thedronedestination.com.
26. CORPORATE GOVERNANCE
As per Regulation 15 read with Regulation 27 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 relating to Corporate Governance Disclosure does not apply to your Company listed on the SME platform. Hence, your Company is not required to make disclosures in Corporate Governance Report.
27. ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL
STATEMENTS
Your Company has in place adequate internal financial controls with reference to financial statements. The internal financial controls with reference to the Financial Statements are adequate in the opinion of the Board of Directors.
Also, your Company has a proper system of internal controls to ensure that all assets are safeguarded and protected against loss from unauthorized use or disposition and that transactions are authorized, recorded and reported correctly.
During the Financial Year 2023-24, such controls were tested and no reportable material weakness in the design or operation was observed.
28. VIGIL MECHANISM / WHISTLE BLOWER POLICY
Your Company is committed to adhere to the highest standards of ethical, moral and legal conduct of business operations and in order to maintain these standards, your Company encourages the employees to voice their genuine concerns without fear of censure, therefore company's ultimate holding company has built in and set up the Vigil Mechanism Policy applicable to your Company, according to which all the directors, employees of your Company including third party, are eligible to make disclosures under the mechanism in relation to the matter concerning your Company.
Details of the Whistle Blower Policy are made available on your Company's website www.thedronedestination.com.
29. DISCLOSURE REGARDING CORPORATE SOCIAL RESPONSIBILITY (CSR)
In purview of Section 135 of the Companies Act, 2013, every company having net worth of rupees five hundred crore or more or turnover of rupees one thousand crore or more or a net profit of rupees five crore or more during the immediately preceding financial year needs to spend at least 2% of the average net profits of last 3 immediately preceding financial years for your Company's Corporate Social Responsibility (CSR) policy.
So, in view of above your Company is coming under ambit of such criteria as envisaged herein above, therefore provisions relating to CSR is applicable to your Company. Hence, your Company has to spend at least 2% of the net profits of immediately preceding three financial years.
30. DETAILS OF SUBSIDIARIES/JOINT VENTURES/ASSOCIATES COMPANIES
Your Company does not have any subsidiary, associate, or joint venture, therefore the statement containing the salient features of the financial statement of subsidiaries, associates or joint ventures under the first proviso to sub-section (3) of section 129 of the Companies Act, 2013 in Form AOC-1 is not applicable.
Following are the Companies in which Director's has the common shareholding:
31. BUSINESS RESPONSIBILITY REPORT
Pursuant to Regulation 34 of the Listing Regulations, 2015, Business Responsibility Report is not applicable to your Company.
32. COST RECORDS
Maintenance of cost records as specified by the central government under sub-section (1) of Section 148 is not applicable to company.
33. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
Company has adopted a Policy under the Sexual Harassment of Women at Workplace (Prevention, Prohibition, and Redressal) Act, 2013 and rules framed thereunder. Company is committed to provide a safe and secure environment to its women employees across its functions and other women stakeholders, as they are considered as integral and Important part of the Organization. An Internal Complaints Committee (ICC) with requisite number of representatives has been set up to redress complaints relating to sexual harassment, if any, received from women employees and other women associates. All employees (permanent, contractual, temporary, trainees) are covered under this policy, which also extends to cover all women stakeholders of your Company. The following is the summary of sexual harassments complaints received and disposed off during the financial year ended March 31, 2024.
No. of Complaints Received Nil
No. of Complaints disposed off Nil
No. of Cases Pending for more than 90 Days Nil
No. of Workshops of awareness program against sexual harassment carried out : Mention Any Training Program conducted during year under review Nature of action taken by the employer or district officer ; Nil.
34. PARTICULARS OF EMPLOYEES
The disclosure as required under Section 197(12) of the Act, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are annexed herewith as “Annexure II” and forms part of this Report.
35. SECRETARIAL AUDITOR AND IT'S REPORT
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Company appointed Mr. Ram Parvesh Yadav, the proprietor of M/s. R P Y & Associates, Company Secretaries (FCS No. F8343; CP No.: 9484), to undertake the Secretarial Audit of your Company for the Financial Year 2023- 24.
The Report of the Secretarial Audit Report is furnished herewith in Annexure III.
36. DETAILS OF FRAUD IF ANY, REPORTED BY AUDITORS
During the Financial Year under review, the Statutory & Secretarial Auditors have not reported any incident of fraud to the Board of Directors of your Company, pursuant to the provisions of Section 143(12) of the Companies Act, 2013.
37. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
There are no significant or material orders passed by the Regulators/ Courts which would impact the going concern status of your Company and its operations in future.
38. DETAILS OF APPLICATIONS MADE UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016
The above clause is not applicable to your Company as your Company has neither made any application nor any proceeding is pending under the Insolvency and Bankruptcy Code, 2016 during the financial year 2023-24.
39. THE 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.
The above clause is not applicable to your Company as your Company has not entered into any settlement from Banks or Financial Institutions during the year under review.
40. CAUTIONARY STATEMENT
Statements in the Board's Report and the Management Discussion & Analysis Report describing your Company's objectives, expectations or forecasts may be forward-looking within the meaning of applicable securities laws and regulations. Actual results may differ materially from those expressed in the statement. Important factors that could influence your Company's operations include global and domestic market conditions affecting cost as well as the selling prices of the services, changes in government regulations, tax laws, economic developments within the country and other factors such as litigation and industrial relations.
41. ACKNOWLEDGEMENTS
Your Directors would like to express their sincere appreciation for the co-operation and assistance received from the Bankers, Regulatory Bodies, Customers and other business associates who have extended their valuable sustained support and encouragement during the financial year under review.