The Board of Directors hereby submits the report of the business and operations of your Company,along with the audited financial statements, for the financial year ended March 31, 2024.
The performance of the company for the financial year ended March 31, 2024 is summarized below:
(Figures in Rs.)
ITEM
As on 31st March,2024
As on 31st March,2023
Sales & other Income
35,45,795.75
33,80,056.64
Expenditure
14,26,604.60
14,16,460.15
Profit / Loss before depreciation and tax
21,19,191.15
19,63,596.49
Depreciation
0.00
Tax
2,05,052.00
7640.00
MAT Credit Entitlement
Deferred tax
780.00
85.00
Profit / Loss after tax and depreciation
19,14,919.15
19,55,871.49
Your Company has achieved Net profit of Rs.19,14,919.15/- in the current financial year 2023-24 asin compare to net profit of Rs. 19,55,871.49/- for the previous fiscal.
We continue to be debt-free and maintain sufficient cash to meet our strategic objectives. Weunderstand that liquidity in the Balance Sheet has to balance between earning adequate returns andthe need to cover financial and business risks. Liquidity enable us to make a rapid shift in direction, ifthere is a market demand. We believe that our working capital is sufficient to meet our currentrequirements.
Considering the present conditions of business and growth stage of Company, The Board ofDirectors of the company has decided not to recommend any dividend for the Financial Year 2023¬24. The management being optimistic about the return from business activities has proposed toplough back profit into the business activities of the Company.
The company had neither invited nor accepted any deposits from the public within the meaning ofthe Companies (Acceptance of Deposits) Rules 2014.
Mr. Ashish Singh, Director of the Company, who is liable to retire by rotation at the Annual GeneralMeeting and being eligible offered himself for reappointment.
The Company recognizes and embraces the importance of a diverse board in its success. We believethat a truly diverse board will leverage differences in thought, perspective, knowledge, skill,regional and industry experience, cultural and geographical background, age, ethnicity, race andgender, which will help us retain our competitive advantage.
The Board met 5 (five) times during the financial year 2023-24, the details of which are given in theCorporate Governance Report. The maximum interval between any two meetings did not exceed120 days, as prescribed in the Companies Act, 2013.
The Current policy is to have an appropriate mix of Executive, Non-Executive and IndependentDirectors to maintain the independence of the Board and separate its function of governance andmanagement. On March 31, 2024, the Board consists of five members, three of whom areExecutive/Non-executive Director.
The policy of the Company on director's appointment and remuneration, including criteria fordetermining qualifications, positive attributes, independence of a director and other matters, asrequired under sub- section (3) of Section 178 of the Companies Act, 2013, is available on ourwebsite (http://www.multipurposetrading.in/). We affirm that the remuneration paid to thedirectors is as per the terms laid out in nomination and remuneration policy of the Company.
The Company has received necessary declaration from independent director under Section 149(7)of the Companies Act, 2013, that they meets the criteria of independence laid down in Section149(6) of the Companies Act, 2013 and Regulations 25 of SEBI (Listing Obligations and DisclosureRequirements) Regulations, 2015.
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, mandates that theBoard shall monitor and review the Board evaluation framework. The framework includes theevaluation of directors on various parameters such as:
• Board dynamics and relationships
• Information flows
• Decision-making
• Relationship with stakeholders
• Company performance and strategy
• T racking Board and Committee's effectiveness
• Peer evaluation
The Companies Act, 2013 states that a formal annual evaluation needs to be made by the Board ofits own performance and that of its committees and individual directors. Schedule IV of theCompanies Act, 2013 states that the performance evaluation of independent director shall be doneby the entire Board of Directors, excluding the director being evaluated.
The evaluation of all the directors and the Board as a whole was conducted based on the criteriaand framework adopted by the Board. The evaluation process has been explained in the CorporateGovernance report. The Board approved the evaluation results as collated by the nomination andremuneration committee.
All independent directors inducted into the Board attend an orientation program. The details oftraining and familiarization program are provided in the Corporate Governance report and is alsoavailable on our website.
The Securities and Exchange Board of India (SEBI), on September 2, 2015 issued SEBI (ListingObligations and Disclosure Requirements) Regulations, 2015 with the aim to consolidate andstreamline the provisions of the Listing Agreement for different segments of capital markets topensure better enforceability. The Company has entered into the listing agreement with BSELimited.
Ashish Singh, Director of the Company, took over as the Chairman of the Board.
Currently, the Board has three committees: The Audit Committee, the Shareholder's/ Investor'sGrievance Committee, the Nomination and Remuneration Committee. A detailed note on thecomposition of the Board and its committees is provided in the corporate governance reportsection.
Since there was no unpaid/unclaimed Dividend declared and paid last year, the provisions ofSection 125 of the Companies Act, 2013 do not apply
The Board has adopted policies and procedures for ensuring the orderly and efficient conduct of itsbusiness, including adherence to the Company's policies, the safeguarding of its assets, theprevention and detection of frauds and errors, the accuracy and completeness of the accountingrecords and the timely preparation of reliable financial disclosures.
There are no significant and material orders passed by the regulator or courts or tribunal impactingthe going concern status and Company's operations in future.
i. In the preparation of the annual accounts for the year ended 31st March 2024, the applicableaccounting standards had been followed along with proper explanation relating to materialdepartures.
ii. The Directors had selected such accounting policies and applied them consistently and madejudgments and estimates that are reasonable and prudent so as to give a true and fair view ofthe state of affairs of the company at the end of the financial year and of the Profit and Loss ofthe company for that period.
iii. The Directors had taken proper and sufficient care for the maintenance of adequate accountingrecords in accordance with the provisions of this Act for safeguarding the assets of thecompany and for preventing and detecting fraud and other irregularities.
iv. The Directors had prepared the annual accounts on a Going Concern Basis.
v. The Directors had laid down internal financial controls to be followed by the company and thatsuch internal financial controls are adequate and were operating effectively; and
vi. The Directors had devised proper system to ensure compliance with the provisions of allapplicable laws and such system were adequate and operating effectively.
Details of Related Party Transactions and Details of Loans, Guarantees and Investments coveredunder the provisions of Section 188 and 186 of the Companies Act, 2013 respectively are given inthe notes to the Financial Statements attached to the Directors' Report.
The information required under Section 134(3)(m) of the Companies Act, 2013 and rule 8(3) ofCompanies (Accounts)Rules, 2014, relating to the conservation of Energy and TechnologyAbsorption are not applicable on the Company.
Corporate Governance is about maximizing shareholder value legally, ethically and sustainably. Thegoal of corporate governance is to ensure fairness for every stakeholder. We believe soundcorporate governance is critical to enhance and retain investor trust. We always seek to ensure thatour performance is driven by integrity. Our Board exercises its fiduciary responsibilities in thewidest sense of the term. Our disclosures seek to attain the best practices in international corporategovernance. We also endeavor to enhance long-term shareholder values and respect minorityrights in all our business decisions.
Our Corporate Governance report forms the part of Annual Report as Annexure-I.
In accordance with section 134(3)(a) of the Companies Act, 2013, an extract of the annual return inthe prescribed format is appended as Annexure -II to the Board's report.
The Company has obtained Secretarial Audit Report as required under Section 204(1) of theCompanies Act, 2013 from M/s. Deepak Somaiya & Co, Company Secretaries in practice. The saidReport is attached with this Report as Annexure - III.
M/s KARMV AND COMPANY, Chartered Accountants FRN: 023022N was appointed to audit booksof accounts for financial year 2023-24 and issue reports for quarterly financial results as per SEBI(LODR) Regulations, 2015 in Annual General Meeting held on 30th September, 2023 till theconclusion 46th Annual General Meeting of the company will be continue as statutory auditor andre-appointed to audit books of accounts for two consecutive financial year 2024-25 & 2025-26 andissue reports for quarterly financial results as per SEBI (LODR) Regulations, 2015.
The Notes on financial statement referred to in the Auditors' Report are self-explanatory and do notcall for any further comments. The Auditors' Report does not contain any qualification, reservationor adverse remark except remarks upon the investment made in a company under samemanagement.
The said Auditor's Report is attached with this Report as Annexure - IV.
With respect to audit report for the financial years 2023-24, the Auditor made remarks uponinvestment of Rs.2.00 Crores in M/s One City Promoters Private Limited (real estate company)made by the company in the financial year 2013-14.
The Company has made investment of Rs.2.00 Crores in One City Promoters Pvt. Ltd. with a view toinvest in the future project of the said company. The Company has informed that they are lookingfor viable project to start in future and the money invested is safe and thus the money invested byus is not prejudice to the interest of the company.
The Company has not developed and implemented any Corporate Social Responsibility initiativesas the said provisions are not applicable to the Company.
The details of various committees and their functions are part of Corporate Governance Report.Risks Management Policy
The Company has a risk management policy, which from time to time, is reviewed by the AuditCommittee of Directors as well as by the Board of Directors. The Policy is reviewed quarterly byassessing the threats and opportunities. The Policy is designed to provide the categorization of riskinto threat and its cause, impact, treatment and control measures. As part of the Risk Managementpolicy, the relevant parameters for protection of environment, safety of operations and health ofpeople at work and monitored regularly with reference to statutory regulations and guidelinesdefined by the Company.
The Board of Directors has laid down a Code of Conduct applicable to the Board of Directors andSenior Management. All the Board Members and Senior Management personnel have affirmedcompliance with the code of conduct.
Employee's relations continue to be cordial during the year.
Your Directors state that no disclosure or reporting is required in respect of the following items asthere were no transactions on these items during the year under review:
• Details relating to deposits covered under Chapter V of the Act.
• Issue of equity shares with differential rights as to dividend, voting or otherwise.
• Issue of shares (including sweat equity shares) to employees of the Company under anyscheme save and except ESOS referred to in this Report.
• Neither the Managing Director nor the Whole-time Directors of the Company receive anyremuneration or commission from any of its subsidiaries.
• No significant or material orders were passed by the Regulators or Courts or Tribunalswhich impact the going concern status and Company's operations in future.
Your Directors further state that during the year under review, there were no cases filed pursuantto the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act,2013.
Your Directors wish to record their sincere gratitude for our valued Business associates for thecontinuous co-operation, support and assistance extended by them. We place on record ourappreciation of the commitment, dedication and hard work put in by employees of the Company.We also thank our members for the continued support received from them.
By Order of the BoardFor Multipurpose Trading and Agencies Ltd.
Place: New Delhi
Date: 30/05/2024 S/d
Ashish SinghChairman & DirectorDIN:00066423Add: B-1 Kalindi Colony, New Delhi-65