Dear Shareholders,
We present, with immense pleasure, the Directors' Report along with the audited
financial statements of Wonderla Holidays Limited for the financial year ended 31st March
2023. This report provides an overview of the Company's operations, financial performance
and key developments during the year.
1. Financial Performance:
During the year under review, Your Company, achieved significant growth and remarkable
financial success. We are pleased to report the following key financial highlights:-
i. Revenue: Our total revenue for the year amounted to H 45,242 lakhs,
representing an increase of 60% compared to H 28,288 lakhs for FY20. This growth can be
attributed to opening up of tourism segment, favourable customer sentiment, innovative
digital marketing strategies, calendarized events, re-imagined F&B and merchandise
launches.
ii. Profitability: The company maintained a strong profitability position with a
net profit of H 14,890 lakhs. This signifies a 130% increase from H 6,478 in
FY20, reflecting our continued focus on operational efficiency and cost management.
iii. Earnings per Share (EPS): The earnings per share for the year stood at
26.33, indicating a 130% increase from 11.46 for FY20. This demonstrates the company's
ability to generate value for its shareholders. iv. Footfall: From the three parks
the total footfall clocked was 33.11 lakhs, a mopping growth of 39% over 23.81 lakhs
during FY20.
(Note: The numbers of FY23 are compared against FY20, since the business was not
operational for full year during FY21 and FY22.)
Operational Highlights:
We made significant progress in several key areas of our business during the year:
2. Share Capital:
The share capital of the Company represents the financial foundation of our company and
reflects the investments made by our shareholders. It is a key indicator of their
ownership and commitment to our organization. As of March 31, 2023, the authorized share
capital of the company stands at H 6,000 lakhs, divided into 600 lakhs equity shares of H
10 each.
During the financial year 2023, there have been no changes to the authorized share
capital structure of the company.
Issued, Subscribed and Paid-up Share Capital:
The issued, subscribed and Paid-up share capital of the Company as of March 31, 2023
stands at H 5,655.92 lakhs, divided into 5,65,59,167 equity shares of H 10 each. During
the financial year, the Company has allotted
11,983 equity shares to its employees according to Employee Stock Option Scheme 2016
and the same were listed on BSE Limited and National Stock Exchange of India Limited.
Shareholders' Equity:
The shareholders' equity represents the residual interest in the assets of the company
after deducting its liabilities. As of March 31, 2023, the shareholders' equity stands at
H 950 crores. This reflects the total value of shareholders' investments in the company
and the retained earnings generated over the years.
Dividends:
We are pleased to report that for the financial year 2023, the Board of Directors of
the Company have recommended H 2.50 (25%) per equity share of face value of H 10 each,
subject to the approval of the members at the 21st Annual General Meeting, reflecting our
strong financial performance and the company's ability to generate sustainable returns for
our shareholders. We sincerely appreciate the trust and confidence placed in us by our
shareholders, and we remain dedicated to enhancing shareholder value through effective
capital management, prudent financial decision-making, and a relentless focus on
delivering sustainable growth and profitability.
The Company's Dividend Distribution Policy is available at
http://www.wonderla.com/investor-relations/prospectus-and-policies.html.
Transfer to Reserves
The Company has transferred an amount of H 1.72 lakhs to the General Reserve for the
financial year under review.
Deposits
During the year under review, the Company has not accepted deposits from the public
falling within the ambit of Section 73 of the Companies Act, 2013 and the Rules framed
thereunder.
Annual Return
Annual Return filed with the Ministry of Corporate Affairs is made available on the
website of the Company www. wonderla.com/investor-relations.
3. Directors and Key Managerial Personnel
Appointment of Director:
We are pleased to announce the appointment of Madan Achutha Padaki (DIN: 00213971) as
an additional Director of the Company w.e.f June 1, 2023 following the approval of the
Board members and as an Independent Director subject to the approval of our esteemed
shareholders at the ensuring Annual General Meeting.
Mr. Madan Padaki brings a wealth of experience and expertise to our board, further
enhancing the diversity and knowledge base of our leadership team. With his extensive
background in digital and emerging markets, Madan will play a crucial role in driving our
company's strategic vision and contributing to our continued growth and success.
Madan is holding prominent leadership positions in various organizations, where he is
demonstrating exceptional leadership, strategic acumen, and a track record of delivering
results. He has consistently displayed a strong commitment to innovation, and stakeholder
engagement, aligning perfectly with our company's values and objectives.
In addition to his professional accomplishments, Madan possesses a deep understanding
of emerging market trends, which will prove invaluable in guiding our company through the
evolving business landscape and identifying new opportunities for growth and development.
As a member of our board, he will actively contribute to our corporate governance
framework, providing independent and objective insights while upholding the highest
standards of ethics and integrity. He will collaborate closely with our existing board
members, leveraging their collective expertise to drive effective decision-making and
ensure sustainable value creation for our shareholders.
We extend our warmest welcome to Madan and express our confidence in his ability to
make a significant contribution to the future success of our company. We look forward to
benefiting from his insights, guidance, and leadership as we continue to navigate the
dynamic business landscape and pursue our strategic objectives.
Retirement of Director:
It is with mixed emotions that we announce the retirement of Mr. George Joseph from the
position of Director of the Company. George Joseph has decided to step down from the board
after 12 years of dedicated service and invaluable contributions to our company due to
personal and logistic reasons. The retirement will be effective as of May 24, 2023.
During his tenure, George Joseph has played a pivotal role in shaping the strategic
direction and success of our organization. His unwavering commitment, leadership, and
extensive industry knowledge have been instrumental in our growth and achievements.
Throughout his years of service, George Joseph has consistently demonstrated an
exceptional level of professionalism, integrity, and passion for our company's mission.
His valuable insights, wise counsel, and innovative ideas have greatly influenced our
decision-making processes, ensuring that we stay on the path of sustainable growth and
profitability.
George Joseph's significant contributions extend beyond the boardroom. He has actively
engaged with various stakeholders, including shareholders, employees, and external
partners, fostering strong relationships and promoting a collaborative and inclusive
corporate culture. We would like to express our sincere gratitude to Mr. George Joseph for
his unwavering dedication, remarkable achievements, and the positive impact he has made on
our company. His guidance, expertise, and leadership have been invaluable to our growth
and success and he will be greatly missed.
As Mr. George Joseph embarks on the next chapter of his journey, we extend our
heartfelt appreciation and best wishes for a fulfilling and rewarding retirement. His
legacy will continue to inspire and guide us as we build upon the strong foundation he
helped establish.
On behalf of the board of directors and the entire Wonderla family, we would like to
express our deepest gratitude to Mr. George Joseph for his remarkable service and the
indelible mark he has left on our company. We will forever cherish his contributions and
wish him happiness, health, and continued success in all his future endeavours.
Resignation of CFO:
Mr. Satheesh Seshadri, Chief Financial Officer, has tendered resignation for the
position. His last day with the Company is June 30, 2023.
Satheesh has been an integral part of our leadership team and has played a significant
role in guiding our financial strategy and ensuring the accuracy and integrity of our
financial reporting. During his tenure, he has demonstrated exceptional expertise,
dedication, and commitment to the growth and success of the Company. After careful
consideration, Satheesh has decided to resign to pursue new opportunities outside the
Company. We deeply appreciate the contributions he has made and the positive impact he had
on our financial management processes and systems.
We would like to express our gratitude to Satheesh for his valuable contributions,
tireless efforts, and commitment to maintaining the highest standards of financial
excellence. His leadership has been instrumental in achieving our financial goals and
strengthening our position in the market. The Board of Directors have initiated a
comprehensive search for a qualified candidate to fill the role of CFO. During this
transition period, Mr. Arun Sreenivasan, who is an experienced finance professional and a
member of our existing finance team, will work closely with Satheesh to ensure a smooth
transition and the continuity of our financial operations.
We are confident in the strength and talent of our finance team, and we remain
committed to upholding the highest standards of financial governance, transparency, and
accountability. We will continue to focus on delivering sustainable growth and long-term
value to our shareholders.
On behalf of the Board of Directors and the entire management team, we would like to
extend our appreciation to Satheesh Seshadri for his service and wish him continued
success in future endeavours.
4. Directors' Responsibility Report
Pursuant to the requirement of Section 134 (5) of the Companies Act, 2013, the Board of
your Company states that:
In the preparation of annual accounts for the FY 2022-23, applicable Accounting
Standards have been followed along with proper explanation being provided relating to
material departure if any;
The Accounting policies have been selected and applied consistently and the
judgement and estimates made are reasonable and prudent to give a true and fair view of
the affairs of the Company as of 31st March 2023 and the loss of the Company for the same
period;
The annual accounts are being prepared on a going-concern basis;
Internal financial controls are in place and such internal financial controls
are adequate and operating effectively;
Proper and sufficient care is being taken towards the maintenance of accounting
records for safeguarding the assets of the Company and for preventing and detecting frauds
and irregularities; and
Proper system is followed to ensure compliance with the provisions of all
applicable laws and such system is adequate and operating effectively.
Based on the framework of internal financial controls, compliance systems
established and maintained by the Company, work performed by the internal, statutory, and
secretarial auditors, the reviews performed by the management and the relevant board
committees, including the Audit Committee, the Board believes that the Company's internal
financial controls were adequate and efficient during the financial year 2022-23.
5. Internal Financial Control Systems and their adequacy
At Wonderla, we place great importance on maintaining robust internal financial
controls to safeguard the company's assets, ensure accuracy and reliability of financial
reporting, and promote efficient operations. We believe that effective internal financial
controls are vital in mitigating risks, fostering transparency, and maintaining the trust
of our stakeholders.
During the reporting period, our management, in conjunction with internal and external
audit teams, has diligently reviewed and assessed the adequacy and effectiveness of our
internal financial controls. We are pleased to report that our internal financial control
framework continues to be comprehensive, well-designed, and adequately implemented across
various functions and departments.
The key aspects of our internal financial control framework encompass the following
areas:
i. Control Environment: We have established a strong control environment that
emphasizes ethical conduct, accountability, and compliance with relevant laws and
regulations. This includes a well-defined organizational structure, clear segregation of
duties, and a robust code of conduct that guides our employees' behavior
. ii. Risk Assessment and Management: We employ a systematic approach to
identify, assess, and manage risks that could impact our financial reporting and
operations. Regular risk assessments are conducted to identify emerging risks, and
appropriate controls are implemented to mitigate these risks.
iii. Policies and Procedures: We have implemented comprehensive policies and
procedures across our organization to govern various financial processes, including
procurement, expenditure, revenue recognition, treasury management, and financial
reporting. These policies and procedures are periodically reviewed and updated to align
with evolving business needs and changing regulatory requirements.
iv. Authorization and Approval Processes: We have well-defined processes for
authorization and approval of financial transactions, ensuring that appropriate levels of
authority are assigned and adhered to. This helps in preventing unauthorized transactions
and minimizing the risk of fraud or error.
v. Segregation of Duties: We maintain a clear segregation of duties to ensure
that no individual has control over all aspects of a transaction. This segregation of
duties helps in minimizing the risk of fraudulent activities and ensures that checks and
balances are in place.
vi. Monitoring and Review Mechanisms: We have established a robust system of
ongoing monitoring and periodic review of our internal financial controls. This includes
regular internal audits, management reviews, and external audits conducted by independent
audit firms to validate the effectiveness and adequacy of our controls.
vii. Training and Awareness: We believe in fostering a culture of financial
discipline and continuous improvement. To that end, we provide regular training and
awareness programs to our employees, ensuring they understand their roles and
responsibilities in maintaining internal financial controls and are equipped with the
necessary knowledge and skills.
We are pleased to affirm that our internal financial controls are designed to provide
reasonable assurance regarding the reliability of financial reporting and the preparation
of financial statements in accordance with applicable accounting standards. However, we
also recognize that the evolving business landscape and emerging risks necessitate ongoing
enhancements to our internal financial control framework.
As part of our commitment to continuous improvement, we have undertaken initiatives to
strengthen our controls further, leveraging technology, data analytics, and best practices
in the industry. We remain dedicated to addressing any identified control gaps promptly
and ensuring the adequacy of our internal financial controls in the future.
We would like to express our appreciation to all our employees for their adherence to
our internal financial control framework and their commitment to upholding the highest
standards of financial integrity. We also extend our gratitude to our audit committees,
internal auditors, external auditors, and regulatory authorities for their valuable
contributions in assessing and validating the effectiveness of our internal financial
controls. In conclusion, we are confident that our internal financial control framework,
with its adequacy and effectiveness, provides a strong foundation for prudent financial
management, risk mitigation, and accurate financial reporting. We remain committed to
sustaining and enhancing these controls to ensure the integrity and reliability of our
financial operations.
6. Safety and Hygiene
At Wonderla, we are committed to providing our guests with a fun and enjoyable
experience, while also ensuring their safety and well-being. As such, we have implemented
a comprehensive safety and hygiene protocol across our parks to provide a safe and healthy
environment for our visitors, employees, and stakeholders.
Safety Measures:
We have installed state-of-the-art rides and attractions that are maintained to
the highest standards of safety. We have a rigorous inspection process in place that
includes daily checks, monthly maintenance, and annual certification from certified
inspectors. Our staff undergoes regular training and drills to ensure that they are
prepared to handle any emergency situations that may arise.
We have also implemented strict guidelines for guests that include height and
weight restrictions, as well as health and safety warnings on rides that are not suitable
for certain individuals. Our staff is trained to monitor guests on the rides to ensure
they are following the guidelines, and we have also installed CCTV cameras to monitor ride
activity for any potential safety issues
. i. Ride Inspections: Our amusement park adheres to strict inspection protocols
for all rides and attractions. We conduct regular inspections, maintenance, and testing of
equipment to ensure they meet or exceed industry safety standards. Trained technicians and
engineers oversee these procedures to guarantee the safe operation of rides.
ii. Staff Training: Our staff members undergo comprehensive training programs
that focus on guest safety, emergency preparedness, and standard operating procedures.
They are well-versed in crowd management, first aid, and evacuation protocols to ensure a
swift and coordinated response in any situation.
iii. Signage and Safety Instructions: Clear and prominent signage is placed
throughout the park, providing safety instructions, height restrictions, and any necessary
warnings for each attraction. Guests are encouraged to follow these instructions to ensure
their own safety and that of others.
iv. Safety Barriers and Queue Management: We have implemented appropriate safety
barriers, guardrails, and queue management systems to maintain orderly and secure lines,
preventing any accidental contact with moving parts of the rides
. v. Emergency Response: Our park is equipped with emergency response systems,
including first aid stations, automated external defibrillators (AEDs), and trained
medical personnel to handle any medical emergencies that may arise.
Hygiene Measures:
i. Cleanliness and Sanitization: We maintain rigorous cleanliness standards
throughout the park. Our dedicated cleaning staff ensures that common areas, restrooms,
dining facilities, and seating areas are regularly cleaned and sanitized. High-touch
surfaces, such as ride handles, safety bars, and handrails, receive frequent sanitization.
ii. Hand Hygiene: Hand sanitization stations are strategically placed across the
park for guests and employees to maintain proper hand hygiene. We encourage everyone to
practice regular handwashing with soap and water for at least 20 seconds.
iii. Food Safety: Our restaurant personnel strictly adhere to food safety
regulations and guidelines. They follow proper food handling, storage, and preparation
practices to ensure the safety and quality of the food served.
iv. Waste Management: We have implemented effective waste management systems to
maintain cleanliness and prevent environmental hazards. Adequate trash bins are available
throughout the park, and waste disposal processes are in place to ensure proper
segregation and disposal of waste materials.
v. Staff Health and Hygiene: We prioritize the health and well-being of our
employees. Regular health check-ups and hygiene training are conducted to ensure that our
staff members maintain high personal hygiene standards.
We continuously monitor and review our safety and hygiene protocols to adapt to
changing circumstances and advancements in best practices. We collaborate with relevant
authorities, safety experts, and industry associations to stay updated on the latest
safety guidelines and implement necessary improvements. At our parks and resort, we want
our guests to have a memorable and enjoyable experience while feeling confident in their
safety and well-being. We remain dedicated to providing a safe and hygienic environment
for everyone, and we appreciate the cooperation and support of our guests in following the
safety and hygiene measures we have implemented.
We welcome any feedback or suggestions regarding safety and hygiene at our amusement
parks and resort. Together, we can ensure a safe and unforgettable experience for all
visitors.
7. Corporate Governance
The Board of Directors seeks to embed and sustain a culture that will enable the
Company to achieve its objectives through effective corporate governance and enhance
transparent engagement with key stakeholders. In its constant endeavour to benchmark the
policies and practices and in the light of various developments in the realm of corporate
governance and regulatory reforms, the Company continues to maintain and implement noble
standards of corporate governance and ethical business practices.
A separate report on Corporate Governance setting out the governance structure,
principal activities of the Board and its Committees and the policies and practices that
enable the Board to fulfil its stewardship responsibilities together with a Certificate
from the Secretarial Auditor of the Company M/s. Somy Jacob & Associates, Practising
Company Secretaries, confirming compliance with the conditions of corporate governance is
attached with the Corporate Governance Report as Annexure - I.
8. Composition and Meetings of the Board and Committees
During the financial year 2022-23, the Board of Directors had five board meetings. The
details regarding the composition and meetings of the Board as well as
Committees are provided in the Corporate Governance Report, forming part of this Report
as Annexure - I.
9. Declaration from Independent Directors
For the year under review, the Company has received declarations from the Independent
Directors of the Company viz., Mr. M. Ramachandran (DIN: 07972813), Mr. Gopal Srinivasan
(DIN: 00177699), Ms. Anjali Nair (DIN: 08574898) and Mr. K Ullas Kamath (DIN: 00506681)
which state that they fulfil the criteria to act as Independent Director as envisaged in
Section 149 (6) & (7) of the Companies Act, 2013 as well as under SEBI (LODR)
Regulations, 2015.
10. Nomination and Remuneration Policy
Your Company has adopted a Nomination and Remuneration Policy in terms of Section 178
of the Companies Act, 2013. The policy has been suitably amended to accommodate payment of
remuneration to Non-Executive Directors and Independent Directors in the event of loss or
inadequacy of profits in line with the amended provisions of Schedule V of the Companies
Act, 2013. The said Policy is available on the Company's website at
http://www.wonderla.com/investor-relations/ prospectus-and-policies.html
11. Evaluation of Board, Committees, individual Directors and Chairman
The evaluation of Board, Committees of the Board, individual Directors and Chairman
pursuant to the provisions of Companies Act, 2013 and the Listing Regulations was
conducted for FY 2022-23 by engaging an external independent firm having requisite
expertise in this field. An online questionnaire method was adopted for evaluation based
on the criteria formulated by the members of the Nomination and Remuneration Committee
("NRC"). The evaluation was made to assess the performance of individual
Directors, committees of Board, Board as a whole and the Chairman. Adherence to the Code
of Conduct, display of leadership qualities, independence of judgement, integrity and
confidentiality, etc., were the criterion based on which the performance evaluation was
conducted.
The Nomination and Remuneration Committee at their meeting held on May 24, 2023
reviewed the outcome of the evaluation process. The Directors were satisfied by the
constructive feedback obtained from their Board colleagues'.
12. Familiarization program for Board Members
New Directors inducted to the Board are introduced to the operations and culture of the
Company through orientation sessions. Current Executive Directors and Senior Management
provide an overview of operations and familiarize the new Directors on matters related to
the vision and values of the Company.
The Company regularly conducts various familiarization programs for the Independent
Directors as a part of the quarterly Board and Committee meetings. Various business heads
make presentations to the Board periodically pertaining to the Company's performance and
future strategy for their respective department. Your Board also convenes strategy
meetings from time to time to review long term growth plans of the Company. The Board is
regularly apprised on all regulatory and policy changes relevant to the business by the
Senior Management and the Auditors of the Company.
The familiarisation programs imparted to the Independent Directors included
presentations about the strategies, operations, competition landscape, finance, human
resource, technology, etc.
13. Management Discussion and Analysis
The Management Discussion and Analysis Report for the year under review are annexed
hereto and form part of the Directors' Report as Annexure - II.
14. Statutory Auditor
As per Section 139 of the Companies Act, 2013 read with Companies (Audit and Auditors)
Rules, 2014, the Members of the Company had approved the appointment of M/s. Deloitte
Haskins & Sells, Chartered Accountants [Firm registration number: 008072S] as
statutory auditors of the Company at the 19th Annual General Meeting (AGM) of the Company
for a term of five years, which is valid till 25th AGM to be held in 2026. The Statutory
Auditors have confirmed that they satisfy the independence criteria as required under the
Act.
The Report given by Deloitte Haskins & Sells, Chartered Accountants, on the
financial statements of the Company for the year 2023 is part of the Annual Report. There
has been no qualification, reservation or adverse remark or disclaimer in their Report.
During the year under review, the Auditors have not reported any matter under Section 143
(12) of the Act, therefore, no detail is required to be disclosed under Section 134
(3)(ca) of the Act.
15. Secretarial Auditor
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and Rules
thereunder, Mr. Somy Jacob of M/s. Somy Jacob & Associates, Company Secretaries, is
appointed as the Secretarial Auditor of the Company for the FY 2022-23. The Secretarial
Audit Report submitted by him is annexed to this Report as Annexure - III.
16. Board Diversity Policy
Your Company believes that a diverse and inclusive Board is essential for achieving
long-term growth and development of the Company. This ensures timely anticipation of risks
and opportunities. The Company has a diverse Board consisting of Directors possessing a
variety of skills, expertise, qualifications and experience. The details of the key
qualifications, skills and attributes are forming part of the Corporate Governance Report.
Your Company has a Board Diversity Policy which is available on the Company's website at
http://www.wonderla.com/ investor-relations/prospectus-and-policies.html
17. Related Party Transactions
In line with the requirements of the Companies Act, 2013 and Listing Regulations, the
Company has formulated a policy on dealing with Related Party Transactions, which is
available on the Company's website at www.wonderla.
com/investor-relations/prospectus-and-policies. The policy intends to ensure that proper
reporting, approval and disclosure processes are in place for all transactions between the
Company and related parties. All related party transactions are placed before the Audit
Committee and Board for review and approval.
No material related party transactions, i.e., transactions exceeding 10% of the annual
consolidated turnover as per the last audited financial statements, were entered into by
the Company during the year.
Disclosures as required under Section 134(3) (h) read with Rule 8(2) of the Companies
(Accounts) Rules, 2014 are given in Form AOC-2 as specified under Companies Act, 2013
which is annexed as Annexure - IV to this report.
18. Vigil Mechanism
The Vigil Mechanism (Whistle Blower Policy) of the Company encourages its Directors and
employees to bring to the notice of the Company of any unethical conduct, misuse of
unpublished price sensitive information, actual or suspected fraud, or violation of
Wonderla's Code of Conduct. The mechanism provides for adequate safeguards against the
victimization of Directors and employees and provides for direct access to the Chairman of
the Audit Committee. The detailed Whistle Blower Policy is available on the website of the
Company www.wonderla. com/investor-relations/prospectus-and-policies.
19. Policy on Prevention of Sexual Harassment at Workplace
Your Company has in place a Policy on Prevention of Sexual Harassment at Workplace in
line with the requirements of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and Rules framed thereunder and Internal Complaints
Committee has also been set up to redress complaints received regarding sexual harassment.
During the year the Company has not received any complaints about sexual harassment at the
workplace.
20. Corporate Social Responsibility
The composition, role, functions and powers of the Corporate Social Responsibility
(CSR) Committee of the Company are as per the requirements of the Companies Act, 2013.
Your Company has been a pioneer towards fulfilling its CSR obligations and has taken
initiatives under CSR Programmes. Your Company has a CSR Policy and the same has been
placed on Company's website
www.wonderla.com/investor-relations/prospectus-and-policies.html. The Annual Report on CSR
Activities is provided in Annexure - V, forming part of the Directors' Report.
21. Business Responsibility and Sustainability Report
The Business Responsibility and Sustainability Report describing measures taken along
the key principles elucidated in the 'National Voluntary Guidelines on Social,
Environmental and Economic Responsibilities of Business' framed by the Ministry of
Corporate Affairs (MCA) is made part of the Directors Report. The Report is annexed as
Annexure - VI. The policies as required under Principle-wise Index are published on
the website www. wonderla.com/investor-relations/prospectus-and-policies.
22. Particulars of loans, guarantees and investments
Particulars of the loans given, guarantees provided and investments made by the Company
pursuant to Section 186 of the Companies Act, 2013 for the year ended 31st March 2023 are
provided in the Notes to the financial statements.
23. Conservation of Energy, Technology upgradation & Foreign Exchange earnings
& outgo
The information on conservation of energy, technology up-gradation, foreign exchange
earnings & outgo, according to Section 134(3) (m) read with Rule 8 of the Companies
(Accounts) Rules, 2014 is annexed to this Report as Annexure - VII.
24. Secretarial Standards
Your Company complies with the applicable Secretarial Standards issued by the Institute
of Company Secretaries of India (ICSI) and approved by the Central Government under
Section 118 (10) of the Act.
25. Particulars of employees
As of March 31, 2023, the total number of permanent employees in the Company is 627.
The particulars of employees under the provisions of Section 197(12) of the Companies
Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 is enclosed as Annexure - VIII.
Details of employee remuneration as required under provisions of Section 197(12) of the
Companies Act, 2013 read with Rule 5(2) & 5(3) of Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 are available at the Registered Office
of the Company during working hours, 21 days before the Annual General Meeting and shall
be made available to any Shareholder on request. Such details are also available on your
Company's website http://www.wonderla.com/investor-relations/annual-reports.html.
26. Employee Stock Option Scheme
Your Company has an Employee Stock Option Scheme viz., Employee Stock Option Scheme
(ESOS) 2016 and the same is in line with the provisions of SEBI (Share Based Employee
Benefits) Regulations, 2014. The Company has received a certificate from the Secretarial
Auditor of the Company that the Scheme has been implemented as per the SEBI (Share Based
Employee Benefits) Regulations, 2014 and the resolution(s) passed by the Members of the
Company. The certificate would be placed at the ensuing AGM for inspection by Members of
the Company.
Relevant disclosures according to Rule 12 (9) of the Companies (Share Capital and
Debentures) Rules, 2014 and Regulation 14 of Securities and Exchange Board of India (Share
Based Employee Benefits) Regulations, 2014 have been made and the same is attached to this
report as Annexure - IX.
27. Variation of the market capitalization of the Company
The equity shares of the Company are listed on Bombay Stock Exchange Limited (BSE) and
National Stock Exchange of India Limited (NSE). The market capitalization as of 31st March
2023 was H 2,422.15 Crores as against H
1,329.42 Crores as of 31st March 2022.
28. Investor Relations
Your Company has an active Investor Relations (IR) Programme and continuously strives
for excellence in its IR engagement with international and domestic investors through
various mediums such as quarterly earnings calls, Investor & Analyst Days, site
visits, one-on-one and group meetings, participation in investor conferences and non-deal
Roadshows. The senior management consisting of the Managing Director and CFO involve
themselves regularly in investor and analyst interactions and make detailed and
transparent disclosures on the Company's operational and financial performance. The
investor and the analyst community have appreciated your Company's IR team and the
practices.
29. Bhubaneswar project update
The Board of Directors are delighted to share that the construction work on Bhubaneswar
project has commenced and is steadily progressing. Full efforts are on to open the fourth
park at the earliest. The Board likes to place on record magnificent co-operation and
support being received from the officials of various departments of Government of Odisha.
Water connectivity and temporary power are in place. Access road widening by IDCO is in
progress. Construction work of buildings for powerhouse etc., is in progress. The PCB and
fire approvals are in progress.
30. Chennai project update
The Company has been rigorously pursing the matter of wavier of Local Body Tax of 10%
with the Government of Tamil Nadu. The Company expects to receive a favourable response.
31 New geographies
Strong interest is being shown by the Governments of Madhya Pradesh and Punjab to have
Wonderla in their respective states. The land parcels are being shortlisted in both the
locations for long-term lease.
32. Significant/Material Orders passed by the Regulators
No such instances were reported during the financial year under review.
33. Appreciation
We express our heartfelt appreciation and gratitude to all our stakeholders for their
unwavering support, trust, and commitment to our organization. Your continued
collaboration and contributions have been vital to our success, especially during the past
year.
First and foremost, we would like to extend our appreciation to our shareholders. Your
investment and belief in our company have provided the foundation for our growth and
prosperity. Your unwavering support has allowed us to pursue new opportunities, expand our
operations, and deliver sustainable value to our shareholders.
To our esteemed customers, we extend my deepest gratitude. Your loyalty, feedback, and
trust in our products and services have been instrumental in driving our innovation and
shaping our business strategies. We remain dedicated to exceeding your expectations and
delivering exceptional experiences that create lasting partnerships.
We would also like to recognize our employees, the backbone of our organization. Your
dedication, resilience, and passion are the driving force behind our achievements. Your
hard work and commitment to excellence have ensured that we continue to deliver
high-quality products and services to our customers. Your relentless pursuit of our
company's mission and values inspires us all.
Our suppliers and business partners have played a pivotal role in our success. Your
collaboration, reliability, and shared vision have enabled us to build strong and mutually
beneficial relationships. Together, we have overcome challenges, embraced innovation, and
achieved remarkable outcomes. We extend our deepest appreciation to all our suppliers and
partners for their unwavering support.
Last but certainly not least, we would like to acknowledge the communities in which we
operate. We recognize our responsibility to be good corporate citizens and to contribute
to the social and economic well-being of the communities we serve. Your support and trust
in our organization allow us to create positive impacts through various corporate social
responsibility initiatives.
As we reflect on our achievements, we also remain committed to continuous improvement
and growth. We understand that our success is built on the collective efforts and
collaborations of all our stakeholders. Your feedback, insights, and constructive
criticism have been invaluable in shaping our strategies and fostering a culture of
innovation.
The Board of Directors and the entire management team, expresses deepest gratitude to
all our stakeholders for their unwavering support and dedication. Your commitment and
contributions have been fundamental to our achievements, and we look forward to continuing
this journey together, creating shared value and building a brighter future.
For and on behalf of the Board of
Wonderla Holidays Limited
Place: Kochi |
M. Ramachandran |
Date: 24/05/2023 |
Chairman |
|