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Directors Report of Mehai Technology Ltd.
Mar 31, 2025
The Board of Directors (âBoardâ) hereby submits the report on the business and operations of
Mehai Technology Limited (âthe Companyâ) along with audited financial statements of the
Company for the financial year ended March 31, 2025.
1. FINANCIAL HIGHLIGHTS:
The Company''s financial performance for the year under review along with previous year figures
is given hereunder:
|
Consolidated |
Standalone |
|||
|
Particulars |
2024-25 |
2023-24 |
2024-25 |
2023-24 |
|
Revenue from Operations |
11,946.24 |
1491.02 |
9,995.17 |
1,599.17 |
|
Other Income |
13.40 |
9.90 |
11.67 |
9.80 |
|
Total Revenue |
11,959.64 |
1500.92 |
10,006.84 |
1,608.97 |
|
Total Expenses |
10,915.07 |
1400.49 |
9,032.41 |
1,500.49 |
|
Profit Before Tax |
1,044.57 |
100.43 |
974.43 |
108.48 |
|
Provision for Taxation: (i) Current Income Tax (ii) Deferred Tax |
293.19 (4.76) |
43.80 (1.11) |
274.46 (3.35) |
43.80 (1.11) |
|
Profit after Income Tax |
756.14 |
57.74 |
703.32 |
65.80 |
2. FINANCIAL PERFORMANCE REVIEW:
On a Consolidated basis the Company has reported total income of Rs. 11,959.64 Lakhs for the
current year as compared to Rs. 1500.92 Lakh in the previous year. The Net Profit/Loss for the
year under review amounted to Rs. 756.14 Lakhs in the current year as compared to Rs. 57.74
Lakhs in the previous year.
On a Standalone basis the Company has reported total income of Rs. 10,006.84 Lakhs for the
current year as compared to Rs. 1,608.97 Lakhs in the previous year. The Net Profit/Loss for the
year under review amounted to Rs. 703.32 Lakhs in the current year as compared to Rs. 65.80
Lakhs in the previous year.
3. DIVIDEND AND RESERVES:
Your Directors do not recommend the payment of dividend for the year ended 31st March, 2025.
An amount of Rs. 703.32 Lakhs was transferred to Reserves and Surplus during the year 2024-25.
4. CHANGE IN THE NATURE OF BUSINESS:
There were no changes in the nature of the business of your Company during the year under review.
5. MATERIAL CHANGES AND COMMITMENTS 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
There were no material changes and commitments 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.
6. CAPITAL STRUCTURE:
During the year under review, Capital structure of the Company has been changed from
2,97,10,000 to 31,38,80,000 due to issue of Equity shares against warrant. The Share Capital of
the Company as at 31st March, 2025 is as: Rs. 31,38,80,000/-
Authorized Share Capital
⢠Authorised Share Capital of the Company has been altered at EGM dated 22nd February, 2025
from existing Rs. 60,00,00,000/- (Rupees Sixty Crore) divided into 60,00,000/- (Sixty Lakh)
equity shares of Rs. 10/- (Rupees Ten only) to Rs. 60,00,00,000/- (Rupees Sixty Crore) divided
into 6,00,00,000/- (Six Crore) equity shares of Re.1/- (Rupees One only)
⢠The authorized share capital of the Company is increased at its EGM dated 22nd February, 2025
from 60,00,00,000/- (Rupees Sixty Crore) divided into 60,00,00,000 (Sixty Crore) equity
shares of Re. 1/- (Rupees One only) to Rs. 100,00,00,000/- (Rupees One Hundred Crore)
divided into 100,00,00,000/- (One Hundred crore) equity shares of Re. 1/- (Rupees One only).
Issued, Paid-up Share Capital and Subscribed Share Capital
⢠Issued, Paid-up Share Capital
The issued and paid-up share capital of the Company is Rs. 31,38,80,000/- (Rupees Thirty -
One Crore Thirty-Eight Lakh Eighty Thousand only) divided into 31,38,80,000 (Two Crore
Ninety -Seven Lakhs Ten Thousand) Equity Shares of Re. 1 /- (Rupees One only).
No bonus shares were issued during the year under review. The Company did not make any
allotment through ESOPs during the year.
7. CORPORATE OFFICE OF THE COMPANY:
During the year under review, no change in registered office of the company.
8. INVESTOR EDUCATION AND PROTECTION FUND (IEPF):
There was no amount liable or due to be transferred to Investor Education and Protection Fund
(IEPF) during the financial year ended March 31, 2025.
9. DIRECTORS AND KEY MANAGERIAL PERSONNEL APPOINTMENT AND RESIGNATION:
|
Sr. No |
Name |
Designation |
|
1 |
Mr. Jugal Kishore Bhagat |
Managing Director |
|
2 |
Mrs. Rekha Bhagat |
Non-Executive Director |
|
3 |
Mrs. Rekha Devi Bhagat |
Non-Executive Director |
|
4. |
Mr. Akash Tak |
Non-Executive and Independent Director |
|
5 |
Mr. Nirmalya Sircar |
Non-Executive and Non- Independent Director |
|
6 |
Mr. Prabir Kundu |
Non-Executive and Independent Director |
|
7 |
Ms. Priya Rudra |
Non-Executive and Independent Director |
|
8 |
Mr. Rajendra Kumar Mallick |
Non-Executive and Independent Director |
|
9 |
Mr. Dilip Kumar Duari |
Chief Financial Officer |
|
10 |
Mr. Abhiieet Prasad |
Company Secretary |
Note Mr. Dipanjan Paul has tendered his resignation w,e,f 26th September, 2024
10. NUMBER OF BOARD MEETINGS:
Details of Board Meetings
During the year under review, the Board of Directors duly met 16 (Sixteen) times. The details of
Board Meetings are provided in the Corporate Governance Report forming part of this Annual
Report.
11. DEPOSITS:
During the year under review, your Company has not invited nor accepted any public deposits
within the meaning of section 73 of the Companies Act, 2013 read with Companies (Acceptance
of Deposit) Rules, 2014 hence the requirement for furnishing of details of deposits which are
not in Compliance with the Chapter V of the Companies Act, 2013 is not applicable.
12. COMMITTEES OF THE BOARD:
The Board has established the following Committees: -
1. Audit Committee
2. Nomination and Remuneration Committee
3. Stakeholders'' Grievances and Relationship Committee
The detailed disclosures of all the Committees of the Board of Directors are provided in the
Corporate Governance Report forming part of this Annual Report.
The compositions of the Committees details are as below:
|
Sr. No. |
Name of the Committee |
Audit Committee |
Nomination and Remuneration Committee |
Stakeholders'' Relationship Committee |
|
1. |
Mr. Dipanjan Paul |
Chairperson1 |
Chairperson1 |
Member1 |
|
2. |
Mr. Akash Tak |
Member |
Chairperson |
|
|
3. |
Mr. Prabir Kundu |
Member |
||
|
4. |
Mr. Jugal Kishore Bhagat |
Member |
||
|
5. |
Mrs. Rekha Bhagat |
Member |
||
|
6. |
Mrs. Rekha Devi Bhagat |
Member |
||
|
7. |
Mr. Prasenjeet Singh |
Member2 |
Note Mr. Dipanjan Paul has tendered his resignation w,e,f 26th September, 2024
13. RECOMMENDATIONS OF AUDIT COMMITTEE:
The Audit Committee was constituted by the Board of Directors on September 15, 2017. All the
recommendations made by the Audit Committee were accepted by the Board.
14. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS:
No such order has been passed by the Regulators/Court or Tribunals which can impact the
going concern status and Company''s operation in future.
15. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES:
The Company had started a Wholly owned Subsidiary Momentous Retails Private Limited from
29th July 2022.
16. PARTICULARS OF LOANS, GURANTEES OR INVESTMENT BY THE COMPANY:
There were no loans, guarantees or investments made by the Company under Section 186 of the
Companies Act, 2013 during the year under review and hence the said provision is not applicable.
17. CRITERIA FOR APPOINTMENT OF MANAGING DIRECTOR/WHOLE-TIME DIRECTOR:
The appointment is made pursuant an established procedure which includes assessment of
managerial skills, professional behavior, technical skills and other requirements as may be
required and shall take into consideration recommendation, if any, received from any member
of the Board.
18. FAMILIARIZATION PROGRAM FOR THE INDEPENDENT DIRECTORS:
The Company has in place a process for familiarization of newly appointed directors with
respect to their respective duties and departments. The highlights of the Familiarization
Programme are explained in the Corporate Governance Report forming part of this Annual
Report and are also available on the Company''s website
19. MANAGEMENT DISCUSSION AND ANALYSIS:
Management Discussion and Analysis Report as required under Regulation 34 of Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015,
is presented separately as Annexure II forming part of the Annual Report attached herewith.
20. CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:
During the financial year under review, all contracts / arrangements entered into by the Company
with related parties were in the ordinary course of business and on an arm''s length basis.
There are materially significant related party transactions that may have potential conflict with
the interest of the Company, hence disclosure under Section 134(3)(h) of the Act read with the
Rule 8 of Companies (Accounts of Companies) Rules, 2014, in Form AOC-2 is attached.
21. FORMAL ANNUAL EVALUATION:
The Board of Directors is committed to get carried out an annual evaluation of its own
performance, board committees and individual Directors pursuant to applicable provisions of the
Companies Act, 2013 and SEBI (Listing Obligations and Disclosures Requirements) Regulations,
2015. Performance evaluation of Independent Directors was carried out by the entire board,
excluding the Independent Director being evaluated. Based on the criteria the exercise of
evaluation was carried out through the structured process covering various aspects of the Board
functioning such as composition of the Board and committees, experience & expertise,
performance of specific duties & obligations, attendance, contribution at meetings, etc. The
performance evaluation of the Chairman and the Non- Independent Directors was carried out by
the Independent Director.
22. REMUNERATION POLICY:
The Company has in place a policy for remuneration of Directors, Key Managerial Personnel and
Employees of senior management employees. The details of the same are given on the website
of the Company i.e. www.mehaitech.co.in The detailed features of Remuneration Policy are stated
in the Report on Corporate Governance forming part of this Annual Report.
23. PARTICULARS REGARDING EMPLOYEES REMUNERATION:
The statement containing particulars of employees as required under Section 197 (12) of the
Companies Act, 2013 read with Rule 5 (2) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 forms part of this Report as Annexure III.
24. DIRECTORS'' RESPONSIBILITY STATEMENT:
It is hereby stated that:
(i) In the preparation of the annual accounts, the applicable accounting standards had been
followed along with proper explanation relating to material departures;
(ii) The Directors have 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 the Company at the end of the financial year and of the profit
of the Company for that period;
(iii) The directors had taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of Companies Act, 2013 and Rules
made there under for safeguarding the assets of the company 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
that such internal financial controls are adequate and were operating effectively and
(vi) The directors had devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.
25. CORPORATE SOCIAL RESPONSIBILITY:
Corporate Social Responsibility is not applicable to the Company.
26. EXTRACT OF ANNUAL RETURN:
The Annual Return of the Company as on 31st March, 2025 is available on the Company''s
website and can be accessed at www. mehaitech. co. in.
27. THE CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNING AND OUTGO:
Disclosures regarding activities undertaken by the company in accordance with the provisions
of section 134 of the Companies Act, 2013 read with Companies (Accounts) rules, 2014 are
provided here under:
A. Conservation of energy:
(i) The Steps taken or impact on Conservation of energy:
The Company has adopted strict control system to monitor day to day power consumption. The
Company ensures optimal use of energy with minimum extend of wastage as far as possible. The
day to day consumption is monitored and efforts are made to save energy.
(ii) Steps taken by company for utilizing alternate source of energy:
The Company is not utilizing any alternate source of energy.
(iii) The Capital Investment on energy conservation equipment:
The Company has not made any Capital Investment on energy conservation equipments.
B. Technology absorption:
The Company does not undertake any activities relating to technology absorption.
C. Foreign Exchange earnings and outgo:
(i) Foreign Exchange Earnings: Nil
(ii) Foreign Exchange Outgo: Rs. Nil
(iii) Advance to Supplier: NIL
28. CORPORATE GOVERNANCE REPORT:
Pursuant SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 [âListing
Regulationsâ], the provisions relating to Corporate Governance are applicable to the Company
and accordingly, the Corporate Governance Report is attached as Annexure IV with its Annual
Report.
29. DEMATERIALISATION OF SHARES:
The ISIN for the equity shares is INE062Y01012. As on 31st March, 2025 total paid up Capital
i.e Rs. 31,38,80,000 equity shares of the Company is in dematerialized form.
30. MEETING OF INDEPENDENT DIRECTORS:
During the year under review, the Independent Directors met on 22 nd May, 2025 inter alia, to
discuss:
⢠Review of the performance of the Non- Independent Directors and the Board of Directors as
a whole.
⢠Review of the Chairman of the Company, taking into the account of the views of the Executive
and Non- Executive Directors.
⢠Assess the quality, content and timeliness of flow of information between the management and
the Board that is necessary for the Board to effectively and reasonably perform its duties.
All the Independent Directors were present in the meeting.
31. DECLARATION FROM INDEPENDENT DIRECTORS:
The Independent Directors of the Company have submitted the declaration of independence, as
required pursuant to the provisions of Section 149(7) of the Companies Act, 2013, stating that
they meet the criteria of Independence as provided under Section 149(6). They have also
confirmed that they meet the requirements of Independent Director as mentioned under
Regulation 16(1) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
and their Declarations have been taken on record.
32. CRITERIA FOR APPOINTMENT OF INDEPENDENT DIRECTORS:
An Independent Director shall be a person of integrity and possess appropriate balance of skills,
and technical operations or any other discipline related to the Company''s business. The Company
did not have any peculiar relationship or transactions with non-executive Directors during the
year ended 31st March, 2025.
33. RISK MANAGEMENT POLICY OF THE COMPANY:
In terms of the provisions of Regulation 17 of the Listing Regulations, the Company has in place
a proper system for Risk Management, assessment and minimization of risk. Risk Management
is the identification and identification and assessment of risk. Major risks identified by the
business and functions are systematically addressed through mitigating actions on a continuing
basis.
The Board members are informed about risk assessment and minimization procedures after
which the Board formally adopted steps for framing, implementing and monitoring the risk
management plan for the Company
34. AUDITORS
Statutory Auditors and their Report:
In terms of the provisions of Section 139 of the Companies Act, 2013 read with the Companies
(Audit and Auditors) Rules, 2014, Bijan Ghosh & Associates, Chartered Accountants, Firm
Registration No. 323214E was appointed as Statutory Auditors of the Company to hold office for
one term of 5 years commenced from conclusion of the 8th Annual General Meeting upto the 13th
Annual General Meeting of the Company to be held in calendar year 2026. The Company has
received a certificate from the proposed Statutory Auditors to the effect that their appointment,
shall be in compliance with the provisions of Section 139 and 141 of the Companies Act, 2013.
The Auditors have issued their report on the financial statements for the financial year ended 31st
March, 2025, with an unmodified opinion and do not contain any qualification, observation or
adverse remarks or disclaimer that may call for any explanation from the Board of Directors. The
Auditors have not reported any matter under Section 143(12) of the Companies Act, 2013 and
therefore no detail is required to be disclosed under Section 134 (3)(ca) of the Companies Act,
2013.
The Auditors'' Report for the financial year 2024-25 is unmodified i.e. it does not contain any
qualification(s), reservation(s) or adverse remark(s) and forms part of this Annual Report
Internal Auditor:
The Company has appointed M/s. S. K. Dhar & Co, Chartered Accountants as the Internal Auditor
of the Company for the F.Y. 2024-25 to conduct the Internal Audit of the Company in their Board
Meeting held on 24th May, 2024.
Secretarial Auditor and their Report:
Pursuant to provisions of section 204 of the Companies Act, 2013 and Rules made thereunder,
and Subject to approval of shareholders at the ensuing AGM the Board of Directors of your
Company at its Meeting held 22nd May, 2025 approved the appointed M/s. Sumit Bist & Associates,
Company Secretary as Secretarial Auditor of the Company to undertake the Secretarial Audit for
the financial year 2024-25 to 2028-29 in accordance with the provisions of Section 204 of the
Companies Act, 2013. The Secretarial Audit report for the financial year F.Y. 2024-25 issued by
M/s. Sumit Bist & Associates, Company Secretary is enclosed as Annexure VII to this report.
The explanations /comments made by the Board relating to the qualifications, reservations or
adverse remarks made by the Secretarial Auditor are as follows:
adverse remarks made by the Secretarial Auditor
35. REPORTING OF FRAUDS BY AUDITORS:
During the year under review, the Auditors have not reported any instances of frauds committed
in the Company by its Officers or Employees to the Audit Committee under Section 143(12) of the
Companies Act, 2013
36. DIRECTORS'' QUALIFICATION CERTIFICATE:
In terms of SEBI (LODR) Regulation 2015, a Certificate from M/s. Sumit Bist & Associates,
Company Secretary stating that none of the directors on the board of the Company have been
debarred or disqualified from being appointed or continuing as director of Companies by the
Board/Ministry of Corporate Affairs or any such statutory authority, appear as Annexure VI to
this report.
37. INTERNAL FINANCIAL CONTROLS:
The Company has adequate systems of internal control meant to ensure proper accounting
controls, monitoring cost cutting measures, efficiency of operation and protecting assets from
their unauthorized use. The Company also ensures that internal controls are operating effectively.
The Company has also in place adequate internal financial controls with reference to financial
statement. Such controls are tested from time to time to have an internal control system in place.
38. COMPLIANCE WITH SECRETARIAL STANDARDS:
The Board of Directors affirms that the Company has complied with the applicable Secretarial
Standards issued by the Institute of Companies Secretaries of India (SS1 and SS2) respectively
relating to Meetings of the Board and its Committees which have mandatory application.
39. VIGIL MECHANISM/WHISTLE BLOWER MECHANISM:
In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013 and SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 [âListing Regulationsâ], a
Vigil Mechanism of the Company which also incorporate a whistle blower policy deals with
instances of fraud and mismanagement, if any for directors and employees to report genuine
concerns has been established. The Policy on vigil mechanism and whistle blower policy may be
accessed on the Company''s website of the Company at www.mehaitech.co.in
40. COST AUDITORS:
The provisions of Cost Audit as prescribed under Section 148 of the Act and the rules framed
thereunder are not applicable to the Company.
41. PREVENTION OF INSIDER TRADING:
During the year, the Company amended the Insider Trading Policy in line with the SEBI
(Prohibition of Insider Trading) (Amendment) Regulations, 2018. The Corporate Policy on
Investor Relations was amended to make generic language updates. The amended policy is
available on our website www.mehaitech.co.in
42. POLICY OF CODE OF CONDUCT FOR DIRECTOR AND SENIOR MANAGEMENT:
Your Company has adopted the policy of code of Conduct to maintain standard of business
conduct and ensure compliance with legal requirements. Details of the same are given in the
website of the Company i.e. www.mehaitech.co.in
43. INDUSTRIAL RELATIONS:
Your Company lays emphasis on commitment towards its human capital and recognizing its
pivotal role for organization growth. During the year, the Company maintained a record of
peaceful employee relations.
Your Directors wish to place on record their appreciation for the commitment shown by the
employees throughout the year.
44. HEALTH AND SAFETY:
The operations of the Company are conducted in such a manner that it ensures safety of all
concerned and a pleasant working environment. The Company strives to maintain and use
efficiently limited natural resources as well as focus on maintaining the health and well-being of
every person.
45. LISTING OF SHARES:
The Equity Shares of the Company are listed on the main Board of Bombay Stock Exchange
Limited. The Annual Listing fees for the year 2024-25 have been paid.
46. POLICY ON PREVENTION, PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT OF
WOMEN AT WORK PLACE:
Y our Company has framed a Policy of prevention, prohibition and redressal of sexual harassment
at workplace in line with the provisions of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013.
The Company has zero tolerance for sexual harassment for women at workplace and has adopted
a policy against sexual harassment in line with Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder. All women
who are associated with the Company-either as permanent employees or temporary employees
or contractual persons including service providers at Company sites are covered under the above
policy. During the financial year 2024-25, the Company has not received any complaints on sexual
harassment and hence no compliant remains pending as on 31st March, 2025. Details of the same
are given in the website of the Company i.e. www.mehaitech.co.in
47. PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
Your Company is committed to prevent and control the sexual harassment at workplace and to
provide a safe and conducive work environment to all its employees and associates. In
accordance with the provisions of Sexual Harassment of Women at the Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and the Rules framed thereunder (''POSH'') as amended
from time to time, the Company has formulated a code on ''Redressal of Grievances Regarding
Sexual Harassment'' for redressal of grievances and to protect women against any harassment.
The Internal Committee has been duly constituted for all locations of the Company in terms of
POSH. Details of complaints with respect to the above during the year under review are:
a. Number of complaints filed during the financial year: NIL
b. Number of complaints disposed of during the financial year: NIL
c. Number of complaints pending as on the end of the financial year: NIL
d. Number of cases pending for more than ninety days: NIL
Details of the same are given in the website of the Company i.e. www.mehaitech.co.in
48. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY
AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONG WITH THEIRSTATUS AT THE
END OF THE FINANCIAL YEAR:
The details of application made or any proceeding pending under the Insolvency and Bankruptcy
Code, 2016 are not applicable to the Company.
49. 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 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 are not applicable to the Company.
50. ACKNOWLEDGEMENT:
Your Directors wishes to express its gratitude and places on record its sincere appreciation for
the commitment and efforts put in by all the employees. And also record their sincere thanks to
bankers, business associates, consultants, and various Government Authorities for their
continued support extended to your Companies activities during the year under review. Your
Directors also acknowledges gratefully the shareholders for their support and confidence
reposed on your Company.
CAUTIONARY STATEMENT
Statements in this report including Management Discussion and Analysis describing the
Company''s objectives, projections, estimates, expectations, or predictions may be ''forward¬
looking statements'' within the meaning of applicable laws and regulations. The actual results
may differ materially from those expressed in the statements
For and on behalf of the Board of Directors of
MEHAI TECHNOLOGY LIMITED
P,ace :Kolkata SD/- SD/-
Date: 22.°k.2°2k Jugal Kishore Bhagat Rekha Bhagat
(Managing Director) (Director)
DIN:0221854k DIN:03564763
Mar 31, 2024
The Board of Directors ["Board") hereby submits the report on the business and operations of Mehai Technology Limited ["the Company") along with audited financial statements of the Company for the financial year ended March 31, 2024.
1. FINANCIAL HIGHLIGHTS:
The Companyâs financial performance for the year under review along with previous year figures is given hereunder:
|
Consolidated |
Standalone |
|||
|
Particulars |
2023-24 |
2022-23 |
2023-24 |
2022-23 |
|
Revenue from Operations |
1491.02 |
875.75 |
1,599.17 |
803.56 |
|
Other Income |
9.90 |
13.32 |
9.80 |
13.32 |
|
Total Revenue |
1500.92 |
889.07 |
1,608.97 |
816.88 |
|
Total Expenses |
1400.49 |
800.49 |
1,500.49 |
730.60 |
|
Profit Before Tax |
100.43 |
88.58 |
108.48 |
86.28 |
|
Provision for Taxation: (i)Current Income Tax |
43.80 |
28.59 |
43.80 |
27.99 |
|
(ii)DeferredTax |
[1.11) |
8.55 |
[1.11) |
8.55 |
|
Profit after Income Tax |
57.74 |
51.44 |
65.80 |
49.74 |
2. FINANCIAL PERFORMANCE REVIEW:
On a Consolidated basis the Company has reported total income of Rs. 1500.92 Lakhs for the current year as compared to Rs. 889.07 Lakhs in the previous year. The Net Profit/Loss for the year under review amounted to Rs. 57.74 Lakhs in the current year as compared to Rs. 51.44 Lakhs in the previous year.
On a Standalone basis the Company has reported total income of Rs. 1608.97 Lakhs for the current year as compared to Rs. 816.88 Lakhs in the previous year. The Net Profit/Loss for the year under review amounted to Rs. 65.80 Lakhs in the current year as compared to Rs. 49.74 Lakhs in the previous year.
3. DIVIDEND AND RESERVES:
Your Directors do not recommend the payment of dividend for the year ended 31st March, 2024. An amount of Rs. 65.80 Lakhs was transferred to Reserves and Surplus during the year 2023-24.
4. CHANGE IN THE NATURE OF BUSINESS:
There were no changes in the nature of the business of your Company during the year under review.
5. MATERIAL CHANGES AND COMMITMENTS 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
There were no material changes and commitments 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.
6. CAPITAL STRUCTURE:
During the year under review. Capital structure of the Company has been changed from 1,32,10,000 to 2,97,10,000 due to issue of Equity shares against warrant. The Share Capital of the Company as at 31st March, 2024 is as: Rs. 29,71,00,000/-
Authorized Share Capital
⢠The authorized share capital of the Company is increased from Rs. 25,00,00,000/- (Rupees Twenty Five Crore only) divided into 2,50,00,000/- (Twocrore Fifty Lakhs) equity shares of Rs. 10/- (Rupees Ten only) to Rs. 60,00,00,000/- (Rupees Sixty Crore) divided into 6,00,00,000/- (Six Crore) equity shares of Rs. 10/- (Rupees Ten only).
Issued, Paid-up Share Capital and Subscribed Share Capital
⢠Issued, Paid-up Share Capital
The issued and paid up share capital of the Company is Rs. 29,71,00,000/- (Rupees Twenty Nine Crore Seventy-One Lakhs only) divided into 2,97,10,000 (Two Crore Ninety Seven Lakhs Ten Thousand) Equity Shares of Rs. 10 /- (Rupees Ten only).
No bonus shares were issued during the year under review. The Company did not make any allotment through ESOPs during the year.
7. CORPORATE OFFICE OF THE COMPANY:
During the year under review, no change in registered office of the company.
8. INVESTOR EDUCATION AND PROTECTION FUND (IEPF):
There was no amount liable or due to be transferred to Investor Education and Protection Fund (IEPF) during the financial year ended March 31, 2024.
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|
Sr. No |
Name |
Designation |
|
1 |
Mr. Jugal Kishore Bhagat |
Managing Director |
|
2 |
Mrs. Reklia Bhagat |
Non-Executive Director |
|
3 |
Mrs. Rekha Devi Bhagat |
Non-Executive Director |
|
4. |
Mr. Akash Tak |
Non-Executive and Independent Director |
|
5 |
Mr. Anand Mishra1 |
Non-Executive and Independent Director |
|
6 |
Mr. Prabir Kundu |
Non-Executive and Independent Director |
|
7 |
Mr. Dipanjan Paul2 |
Non-Executive and Independent Director |
|
8 |
Mr. Dilip Kumar Duari |
Chief Financial Officer |
|
9. |
Mr. Abhijeet Prasad |
Company Secretary |
Note Mr. Prosenjeet Singh has tendered his resignation and Mr. Prabir Kundu has been appointed as Independent Director of the Company w,e,f 4th March, 2024
10. NUMRF.R OF BOARD MFFTINGS:
Details of Board Meetings
During the year under review, the Board of Directors duly met 10 [Ten] times. The details of Board Meetings are provided in the Corporate Governance Report forming part of this Annual Report.
11. DEPOSITS:
During the year under review, your Company has not invited nor accepted any public deposits within the meaning of section 73 of the Companies Act, 2013 read with Companies [Acceptance of Deposit] Rules, 2014 hence the requirement for furnishing of details of deposits which are not in Compliance with the Chapter V of the Companies Act, 2013 is not applicable.
12. COMMITTEES OF THE BOARD:
The Board has established the following Committees: -
1. Audit Committee
2. Nomination and Remuneration Committee
3. Stakeholders'' Grievances and Relationship Committee
The detailed disclosures of all the Committees of the Board of Directors are provided in the Corporate Governance Report forming part of this Annual Report
The compositions of the Committees details are as below:
|
Sr. No. |
Name of the Committee Members |
Audit Committee |
Nomination and Remuneration Committee |
Stakeholdersâ Relationship Committee |
|
1. |
Mr. Dipanjan Paul |
Chairperson1 |
Chairperson1 |
Member1 |
|
2. |
Mr. Akash Tak |
Member |
Chairperson |
|
|
3. |
Mr. Prabir Kundu |
Member |
||
|
4. |
Mr. Jugal Kishore Bhagat |
Member |
||
|
5. |
Mrs. Rekha Bhagat |
Member |
||
|
6. |
Mrs. Rekha Devi Bhagat |
Member |
||
|
7. |
Mr. Prasenjeet Singh |
Member2 |
Note Mr. Prosenjeet Singh has tendered his resignation and Mr. Prabir Kundu has been appointed as Independent Director of the Company w-e-f 4th March, 2024
13. RECOMMENDATIONS OF AUDIT COMMITTEE:
The Audit Committee was constituted by the Board of Directors on September 15, 2017. All the recommendations made by the Audit Committee were accepted by the Board.
14. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS:
No such order has been passed by the Regulators/Court or Tribunals which can impact the going concern status and Companyâs operation in future.
15. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES:
The Company had started a Wholly owned Subsidiary Momentous Retails Private Limited from 29* July 2022.
16. PARTICULARS OF LOANS, GURANTEES OR INVESTMENT BY THE COMPANY:
There were no loans, guarantees or investments made by the Company under Section 186 of the Companies Act, 2013 during the year under review and hence the said provision is not applicable.
17. CRITERIA FOR APPOINTMENT OF MANAGING DIRECTOR/WHOLE-TIME DIRECTOR:
The appointment is made pursuant an established procedure which includes assessment of managerial skills, professional behavior, technical skills and other requirements as may be required and shall take into consideration recommendation, if any, received from any member of the Board.
18. FAMILIARIZATION PROGRAM FOR THE INDEPENDENT DIRECTORS:
The Company has in place a process for familiarization of newly appointed directors withrespect to their respective duties and departments. The highlights of the Familiarization Programs are explained in the Corporate Governance Report forming part of this Annual Report and are also available on the Company''s website
19. MANAGEMENT DISCUSSION AND ANALYSIS:
Management Discussion and Analysis Report as required under Regulation 34 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, is presented separately as Annexure II forming part of the Annual Report attached herewith.
20. CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:
During the financial year under review, all contracts / arrangements entered into by the Company with related parties were in the ordinary course of business and on an arm''s length basis.
There are materially significant related party transactions that may have potential conflict with the interest of the Company, hence disclosure under Section 134(3)(h) of the Act read with the Rule 8 of Companies (Accounts of Companies) Rules, 2014, in Form AOC-2 is attached.
21. FORMAL AN NUAL EVALUATION:
The Board of Directors is committed to get carried out an annual evaluation of its own performance, board committees and individual Directors pursuant to applicable provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015. Performance evaluation of Independent Directors was carried out by the entire board, excluding the Independent Director being evaluated. Based on the criteria the exercise of evaluation was carried out through the structured process covering various aspects of the Board functioning such as composition of the Board and committees, experience & expertise, performance of specific duties & obligations, attendance, contribution at meetings, etc. The performance evaluation of the Chairman and the Non- Independent Directors was carried out by the Independent Director.
22. REMUNERATION POLICY:
The Company has in place a policy for remuneration of Directors, Key Managerial Personnel and Employees of senior management employees. The details of the same are given on the website of the Company i.e. www.mehaitech.co.in The detailed features of Remuneration Policy are stated in the Report on Corporate Governance forming part of this Annual Report.
23. PARTICULARS REGARDING EMPLOYEES REMUNERATION:
The statement containing particulars of employees as required under Section 197 [12] of the Companies Act, 2013 read with Rule 5 [2] of the Companies (Appointment and Remuneration of Managerial Personnel] Rules, 2014 forms part of this Report as Annexure III.
24. DIRECTORSâ RESPONSIBILITY STATEMENT:
It is hereby stated that:
(i) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;
(ii) The Directors have 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 the Company at the end of the financial year and of the profit of the Company for that period;
(iii) The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 2013 and Rules made there under for safeguarding the assets of the company 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 that such internal financial controls are adequate and were operating effectively and
(vi) The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
25. CORPORATE SOCIAL RESPONSIBILITY:
Corporate Social Responsibility is not applicable to the Company.
26. EXTRACT OF ANNUAL RETURN:
The Annual Return of the Company as on 31st March, 2024 is available on the Companyâs website and can be accessed at www.mehaitech.co.in.
27. THE CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO:
Disclosures regarding activities undertaken by the company in accordance with the provisions of section 134 of the Companies Act, 2013 read with Companies (Accounts] rules, 2014 are provided here under:
A. Conservation of energy:
(i) The Steps taken or impact on Conservation of energy:
The Company has adopted strict control system to monitor day to day power consumption. The Company ensures optimal use of energy with minimum extend of wastage as far as possible. The day to day consumption is monitored and efforts are made to save energy.
(ii) Steps taken by company for utilizing alternate source of energy:
The Company is not utilizing any alternate source of energy.
(iii) The Capital Investment on energy conservation equipment:
The Company has notmadeany Capital Investmenton energy conservation equipment
B. Technology absorption:
The Company does not undertake any activities relating to technology absorption.
C. Foreign Exchange earnings and outgo:
(i) Foreign Exchange Earnings: Nil
(ii) Foreign Exchange Outgo: Rs. Nil
(iii) Advance to Supplier: NIL
28. CORPORATE GOVERNANCE REPORT:
Pursuant SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ["Listing Regulationsâ], the provisions relating to Corporate Governance are applicable to the Company and accordingly, the Corporate Governance Report is attached as Annexure IV with its Annual Report.
29. DEMATERIALISATION OF SHARES:
The ISIN for the equity shares is INE062Y01012. As on 31st March 2024 total paid up Capital i.e Rs. 2,18,10,000 equityshares ofthe Company is in dematerialized form.
30. MEETING OF INDEPENDENT DIRECTORS:
During the year under review, the Independent Directors met on 24th May, 2024 inter alia, to discuss:
⢠Review of the performance of the Non- Independent Directors and the Board of Directors as a whole.
⢠Review ofthe Chairman ofthe Company, taking into the account of the views ofthe Executive and Non- Executive Directors.
⢠Assess the quality, content and timeliness of flow of information between the management and the Board that is necessary for the Board to effectively and reasonably perform its duties.
All the Independent Directors were present in the meeting.
31. DECLARATION FROM INDEPENDENT DIRECTORS:
The Independent Directors of the Company have submitted the declaration of independence, as required pursuant to the provisions of Section 149(7) of the Companies Act, 2013, stating that they meet the criteria of Independence as provided under Section 149(6). They have also confirmed that they meet the requirements of Independent Director as mentioned under Regulation 16(1) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and their Declarations have been taken on record.
32. CRITERIA FOR APPOINTMENT OF INDEPENDENT DIRECTORS:
An Independent Director shall be a person of integrity and possess appropriate balance of skills,
experience and knowledge in one or more fields of finance, law, management, sales, marketing and technical operations or any other discipline related to the Companyâs business. The Company did not have any peculiar relationship or transactions with non-executive Directors during the year ended 31st March, 2024.
33. RISK MANAGEMENT POLICY OE THE COMPANY:
In terms of the provisions of Regulation 17 of the Listing Regulations, the Company has in place a proper system for Risk Management, assessment and minimization of risk. Risk Management is the identification and identification and assessment of risk. Major risks identified by the business and functions are systematically addressed through mitigating actions on a continuing basis.
The Board members are informed about risk assessment and minimization procedures after which the Board formally adopted steps for framing, implementing and monitoring the risk management plan for the Company
34. AUDITORS
Statutory Auditors and their Report:
In terms of the provisions of Section 139 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, Bijan Ghosh & Associates, Chartered Accountants, Firm Registration No. 323214E was appointed as Statutory Auditors of the Company to hold office for one term of 5 years commenced from conclusion of the 8th Annual General Meeting upto the 13th Annual General Meeting of the Company to be held in calendar year 2026. The Company has received a certificate from the proposed Statutory Auditors to the effect that their appointment, shall be in compliance with the provisions of Section 139 and 141 of the Companies Act, 2013.
The Auditors have issued their report on the financial statements for the financial year ended 31st March, 2024, with an unmodified opinion and do not contain any qualification, observation or adverse remarks or disclaimer that may call for any explanation from the Board of Directors. The Auditors have not reported any matter under Section 143(12) of the Companies Act, 2013 and therefore no detail is required to be disclosed under Section 134 (3)(ca) of the Companies Act, 2013.
The Auditorsâ Report for the financial year 2023-24 is unmodified i.e. it does not contain any qualification(s), reservation(s) or adverse remark(s) and forms part of this Annual Report
Internal Auditor
The Company has appointed M/s. S. K. Dhar & Co, Chartered Accountants as the Internal Auditor of the Company for the F.Y. 2024-25 to conduct the Internal Audit of the Company in their Board Meeting held on 24th May, 2024.
Secretarial Auditor and their Report:
Pursuant to provisions of section 204 of the Companies Act, 2013 and Rules made thereunder, the Board of Directors of your Company has appointed M/s. Ankita Dey & Associates, Company Secretary as Secretarial Auditor of the Company to undertake the Secretarial Audit for the financial year 2023-24 in accordance with the provisions of Section 204 of the Companies Act, 2013. The Secretarial Audit report for the financial year F.Y. 2024-25 issued by M/s. Ankita Dey & Associates, Company Secretary is enclosed as Annexure VII to this report.
The explanations /comments made by the Board relating to the qualifications, reservations or adverse remarks made by the Secretarial Auditor are as follows:
No adverse remarks made by the Secretarial Auditor
35. REPORTING OF FRAUDS BY AUDITORS:
During the year under review, the Auditors have not reported any instances of frauds committed in the Company by its Officers or Employees to the Audit Committee under Section 143 [12] of the Companies Act, 2013
36. DIRECTORSâ QUALIFICATION CERTIFICATE:
In terms of SEBI [LODR] Regulation 2015, a Certificate from M/s. Ankita Dey & Associates, Company Secretary stating that none of the directors on the board of the Company have been debarred or disqualified from being appointed or continuing as director of Companies by the Board/Ministry of Corporate Affairs or any such statutory authority, appear as Annexure VI to this report
37. INTERNAL FINANCIAL CONTROLS:
The Company has adequate systems of internal control meant to ensure proper accounting controls, monitoring cost cutting measures, efficiency of operation and protecting assets from their unauthorized use. The Company also ensures that internal controls are operating effectively. The Company has also in place adequate internal financial controls with reference to financial statement. Such controls are tested from time to time to have an internal control system in place.
38. COMPLIANCE WITH SECRETARIAL STANDARDS:
The Board of Directors affirms that the Company has complied with the applicable Secretarial Standards issued by the Institute of Companies Secretaries of India [SSI and SS2] respectively relating to Meetings of the Board and its Committees which have mandatory application.
39. VIGIL MECHANISM/WHISTLE BLOWER MECHANISM:
In pursuant to the provisions of section 177[9] & [10] of the Companies Act, 2013 and SEBI [Listing Obligations and Disclosure Requirements] Regulations, 2015 ["Listing Regulations"], a Vigil Mechanism of the Company which also incorporate a whistle blower policy deals with instances of fraud and mismanagement, if any for directors and employees to report genuine concerns has been established. The Policy on vigil mechanism and whistle blower policy may be accessed on the Companyâs website of the Company at www.mehaitech.co.in
40. COST AUDITORS:
The provisions of Cost Audit as prescribed under Section 148 of the Act and the rules framed thereunder are not applicable to the Company.
41. PREVENTION OF INSIDERTRADING:
During the year, the Company amended the Insider Trading Policy in line with the SEBI [Prohibition of Insider Trading] [Amendment] Regulations,2018. The Corporate Policy on Investor Relations was amended to make generic language updates. The amended policy is available on our website www.mehaitech.co.in
42. POLICY OF CODE OF CONDUCT FOR DIRECTOR AND SENIOR MANAGEMENT:
Your Company has adopted the policy of code of Conduct to maintain standard of business conduct and ensure compliance with legal requirements. Details of the same are given in the website of the ComDanv i.e. www.mehaitech.co.in
43. INDUSTRIAL RFLATIONS:
Your Company lays emphasis on commitment towards its human capital and recognizing its pivotal role for organization growth. During the year, the Company maintained a record of peaceful employee relations.
Your Directors wish to place on record their appreciation for the commitment shown by the employees throughout the year,
44. HEALTH AND SAFETY:
The operations of the Company are conducted in such a manner that it ensures safety of all concerned and a pleasant working environment The Company strives to maintain and use efficiently limited natural resources as well as focus on maintaining the health and well-being of every person.
45. LISTING OF SHARES:
The Equity Shares of the Company are listed on the main Board of Bombay Stock Exchange Limited. The Annual Listing fees for the year 2023-24 have been paid.
46. POLICY ON PREVENTION, PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT OF WOMEN AT WORK PLACE:
Your Company has framed a Policy of prevention, prohibition and redressal of sexual harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace [Prevention, Prohibition and Redressal) Act, 2013.
The Company has zero tolerance for sexual harassment for women at workplace and has adopted a policy against sexual harassment in line with Sexual Harassment of Women at Workplace [Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder. All women who are associated with die Company-either as permanent employees or temporary employees or contractual persons including service providers at Company sites are covered under the above policy. During the financial year 2023-24, the Company has not received any complaints on sexual harassment and hence no compliant remains pending as on 31st March, 2024. Details of the same are given in the website of the Company i.e. www.mehaitech.co.in
47. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONG WITH THEIRSTATUS AT THE END OF THE FINANCIAL YEAR:
The details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 are not applicable to the Company.
48. 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 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 are not applicable to the Company.
49. ACKNOWLEDGEMENT:
Your Directors wishes to express its gratitude and places on record its sincere appreciation for the commitment and efforts put in by all the employees. And also record their sincere thanks to bankers, business associates, consultants, and various Government Authorities for their continued support extended to your Companies activities during the year under review. Your Directors also acknowledges gratefully the shareholders for their support and confidence reposed on your Company.
For and on behalf of the Board of Directors of MEHAI TECHNOLOGY LIMITED
Place: Kolk.Ua SD/. SD/.
Date: 24.05.2024 Jugal Kjshore Bhagat Rekha Bhagat
(Managing Director) (Director)
DIN:02218545 DIN: 03564763
Mar 31, 2018
DIRECTORS'' REPORT
To,
The Members,
The Directors have presented their 5th Annual Report together with Statement of accounts of your Company for the Year ended on March 31, 2018.
1. FINANCIAL RESULTS
The Company''s financial performance for the year under review along with previous year figures is given hereunder:
(Rs. In Lakh)
|
Particulars |
2017-18 |
2016-17 |
|
Revenue from Operations |
535.98 |
522.35 |
|
Other Income |
32.86 |
0.02 |
|
Profit before Depreciation and Taxation |
29.76 |
44.22 |
|
Depreciation |
(12.59) |
(0.98) |
|
Provision for Taxation : |
||
|
(i)Current Income Tax |
(3.45) |
(8.26) |
|
(ii) Deferred Tax |
(3.47) |
(4.33) |
|
Profit after Income Tax |
10.25 |
30.66 |
2. FINANCIAL REVIEW:
The Company has reported total income of Rs. 568.85 Lakh for the current year as compared to Rs. 522.37 Lakh in the previous year. The Net Profit for the year under review amounted to Rs. 10.25 Lakh in the current year as compared to Rs. 30.66 Lakh in the previous year.
3. DIVIDEND AND RESERVES:
Your Directors recommend the payment of dividend of Rs. 0.05 per equity shares of face value of Rs. 10/each for the year ended on 31st March, 2018. Further company has not transferred any amount to the reserves in the current year.
4. BONUS ISSUE:
Your director''s recommends the issue of Bonus Shares in the ratio of one equity shares of Rs. 10/-each for every one existing equity shares of Rs. 10/- each of the Company held by the Members on date to be fixed by the Board, by capitalizing a part of Free Reserves. The proposed issue of bonus shares is subject to the consent of shareholders at the forthcoming AGM. The bonus shares shall rank pari passu in all respects with the existing fully paid up equity shares of the Company, including any dividend that may be declared for the financial year in which the bonus shares are allotted. The dividend declared for the year ended March 31, 2018 shall not be applicable on the Bonus Shares.
5. CONVERSION OF THE COMPANY FROM PRIVATE LIMITED TO PUBLIC LIMITED
The members of the Company at the Annual General Meeting held on 12 th June, 2017 passed a special resolution for conversion of the Company from private limited company to public limited company. Subsequently, the Registrar of Companies, Chennai issued a fresh certificate of incorporation dated 29th June, 2017 certifying the conversion of Company into public limited company and that the name of the Company was changed from ''Mehai Technology Private Limited'' to ''Mehai Technology Limited''.
6. INITAIL PUBLIC OFFERING (IPO)
During the year under review, your Company came up with a public issue of 15,00,000 equity shares of Rs. 10/- each at a premium of Rs. 30/- per share aggregating to the total issue size of Rs. 6,00,00,000/-. Subsequently the shares of the Company have been listed on SME platform of BSE Limited on 9th October, 2017.
7. USE OF PROCEEDS
The proceeds from the Issue of the Company vide prospectus dated 6th September, 2017 have been utilized / are in process of utilization for the purpose for which they were raised and there is no deviation in the utilization of proceeds.
8. AMENDMENT IN OBJECT CLAUSE OF THE COMPANY:
During the year under review, the Object Clause of the Company has been changed by the Board in their meeting held on 12th February, 2018, approved by the Shareholders vide a Postal Ballot dated 17th March, 2018.
9. CORPORATE OFFICE OF THE COMPANY:
During the year under review, to carry commercial operation in the state of Gujarat, the Company maintained corporate office at âHarmony Iconâ Office No. 411, Situated at Fourth Floor, Thaltej, Ahmedabad with effect from 1st March, 2018.
10. SHARE CAPITAL Authorized Share Capital
- Authorized Share Capital of the Company is increased through Extra-Ordinary General Meeting held on 15thApril, 2017 by passing Special Resolution of Members from Rs. 25,00,000/- (Rupees Twenty Five Lakh only) divided into 2,50,000 (Two Lakh Fifty Thousand only ) Equity Shares of Rs. 10/-(Rupees Ten only) each to Rs. 6,00,00,000,/- (Rupees Six Crore Only) divided into 60,00,000(Sixty Lakh Only ) equity shares of Rs.10/- (Rupees Ten only).
- In order to facilitate the capitalisation of the Free Reserves to the extent of issue of bonus shares, the authorized share capital of the Company is proposed to be increased from Rs. 6,00,00,000,/-(Rupees Six Crore Only) divided into 60,00,000(Sixty Lakh) equity shares of Rs. 10/- (Rupees Ten only) each to Rs.11,00,00,000 (Rupees Eleven Crore Only) divided into 1,10,00,000(One Crore and Ten Lakh) equity shares of Rs. 10/- (Rupees Ten only)
Issued, Subscribed and Paid-up Share Capital - Preferential Issue:
The Paid up Share Capital of the Company as on 31st March, 2017 was Rs. 8,50,000/- (Eight Lakh and Fifty Thousand Only). During the year under review, on 21st April, 2017 Company has allotted 12,00,000/-(Twelve Lakh Only) Equity Shares of Rs. 10/- (Rupees Ten Only) each for cash and at a premium of Rs. 40/-(Rupees Forty Only) on preferential basis through private placement.
- Bonus Issue:
On 16th June, 2017 Company has allotted 25,70,000 (Twenty Five Lakh and Seventy Thousand) equity shares of Rs. 10/- (Rupees Ten only) each fully paid up in the ratio of 2 Equity share for Every 1 Equity Share each by capitalized Securities Premium Account.
- Initial Public Offering:
The Company has allotted 15,00,000/- (Fifteen Lakh Only) equity shares of Rs. 10/- (Rupees Ten only) each at a premium of Rs. 30/- (Rupees Thirty only) per share aggregating to the total issue size of Rs. 6,00,00,000/- through IPO.
At Present the Issued, Subscribed and Paid-up Share Capital is Rs. 5,35,50,000/- (Five Crore Thirty Five Lakh and Fifty Thousand Only) divided into 53,55,000 (Fifty Three Lakh and Fifty Five Thousand) Equity Shares of Rs. 10/- (Rupees Ten only) each.
11. NUMBER OF BOARD MEETINGS:
During the year under review, the Board of Directors duly met 15 (Fifteen) times.
Details of Board meetings for the year under review are tabulated hereunder:
|
Sr. No. |
Date of Board Meetings |
Sudhir Ostwal* (Chairman and Managing Director) |
Shalini Jain ** (Non Executive Director) |
Piyush Kansal*** (Non Executive and Independent Director) |
Shahul Pasith Ibrahim Hameed **** (NonExecutive and Independent Director) |
Gaurav Kimtani ***** (NonExecutive and Independent Director) |
Vignesh Thiruvika (NonExecutive and Independent Director) |
|
1. |
21/04/2017 |
S |
S |
x |
x |
x |
x |
|
2. |
16/05/2017 |
S |
S |
x |
x |
x |
x |
|
3. |
17/05/2017 |
S |
x |
S |
x |
x |
x |
|
4. |
08/06/2017 |
S |
S |
S |
x |
x |
x |
|
5. |
16/06/2017 |
S |
S |
S |
S |
x |
x |
|
6. |
30/06/2017 |
S |
S |
S |
S |
x |
x |
|
7. |
03/07/2017 |
S |
S |
S |
S |
x |
x |
|
8. |
18/07/2017 |
S |
S |
S |
S |
x |
x |
|
9. |
16/08/2017 |
S |
S |
S |
S |
x |
x |
|
10. |
06/09/2017 |
S |
S |
S |
S |
x |
x |
|
11. |
04/10/2017 |
S |
S |
S |
S |
x |
x |
|
12. |
16/10/2017 |
S |
S |
S |
S |
x |
x |
|
13. |
17/01/2018 |
S |
S |
S |
S |
x |
x |
|
14. |
05/02/2018 |
S |
S |
x |
S |
x |
x |
|
15. |
12/02/2018 |
S |
S |
x |
S |
S |
x |
|
TOTAL |
15/15 |
14/14 |
12/12 |
14/14 |
1/1 |
0/0 |
|
*Mr. Sudhir Ostwal was appointed as Managing Director of the Company w.e.f 17th May, 2017
**Ms. Shalini Jain resigned from the post of Executive Director on 16th May, 2017 and appointed as a NonExecutive Director of the Company w.e.f 17th May, 2017
***Mr. Piyush kansal was appointed on the Board as an Additional Independent Director w.e.f 16th May, 2017 and resigned on 5 th February, 2018
****Mr. Shahul Pasith Ibrahim Hameed was appointed on the Board as an Additional Independent Director w.e.f 8th June, 2017
***** Mr. Gaurav Kimtani was appointed on the Board as an Additional Independent Director w.e.f 5th
February, 2018
****** Mr. Vignesh Thiruvika was appointed on the Board as an Additional Independent Director w.e.f 16th May, 2017 and resigned on 17th May, 2018
12. DEPOSITS:
Your Company has not accepted any deposits within the meaning of section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.
13. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY:
Apart from Changes as mentioned above, no material changes and commitments affecting the financial position of the Company occurred between the end of the financial year to which this financial statements relate on the date of this report.
14. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS:
No such order have been passed by the Regulators/Court or Tribunals which can impact the going concern status and Company''s operation in future.
15. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES:
The Company had no Subsidiary or Joint Ventures or Associate Companies as on 31st March, 2018.
16. PARTICULARS OF LOANS, GURANTEES OR INVESTMENT BY THE COMPANY:
There were no loans, guarantees or investments made by the Company under Section 186 of the Companies Act, 2013 during the year under review and hence the said provision is not applicable.
17. EXTRACTS OF ANNUAL RETURN:
In accordance with section 134(3)(a) of the Companies Act, 2013, an extract of Annual Return in the prescribed format is appended to this Report as annexure I.
18. CRITERIA FOR APPOINTMENT OF MANAGING DIRECTOR/WHOLE-TIME DIRECTOR:
The appointment is made pursuant an established procedure which includes assessment of managerial skills, professional behavior, technical skills and other requirements as may be required and shall take into consideration recommendation, if any, received from any member of the Board.
19. MANAGEMENT DISCUSSION AND ANALYSIS:
As required under Regulation 34 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (âListing Regulationsâ), the Management Discussion and Analysis Report of the Company for the year under review is presented in a separate section forming part of the Annual Report is attached herewith as Annexure-II.
20. CORPORATE GOVERNANCE REPORT:
The Company being listed on the Small and Medium Enterprise platform is exempted from provisions of corporate governance as per Regulation 15 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. Hence Corporate Governance Report is not required to be attached.
21. DEMATERIALISATION OF SHARES:
During the year under review, the Company has entered into the Tripartite Agreement with Both the depositories, National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) for providing Demat facility to shareholders. The Company has also appointed Big Share Services Private Limited as its Registrar and Transfer Agent. The Company ISIN is INE062Y01012
22. MEETING OF INDEPENDENT DIRECTORS:
- During the year under review, the Independent Directors met on 31st March, 2018 inter alia, to discuss Review of the performance of the Non- Independent Directors and the Board of Directors as a whole.
- Review of the Chairman of the Company, taking into the account of the views of the Executive and Non- Executive Directors.
- Assess the quality, content and timeliness of flow of information between the management and the Board that is necessary for the Board to effectively and reasonably perform its duties.
All the Independent Directors were present in the meeting.
a. Declaration from Independent Directors:
All the Independent Directors on the Board have given a declaration of their independence to the Company as required under section 149(6) of the Companies Act, 2013.
b. Criteria for Appointment of Independent Directors:
An Independent Director shall be a person of integrity and possess appropriate balance of skills, experience and knowledge in one or more fields of finance, law, management, sales, marketing and technical operations or any other discipline related to the Company''s business. The Company did not have any peculiar relationship or transactions with non-executive Directors during the year ended 31st March, 2018.
c. Formal Annual Evaluation:
Pursuant to the provisions of the Companies Act, 2013 the nomination and remuneration committee has laid down the evaluation of the performance of Individual Directors and the Board as a whole. Based on the criteria the exercise of evaluation was carried out through the structured process covering various aspect of the Board functioning such as composition of the Board and committees, experience & expertise, performance of specific duties & obligations, attendance, contribution at meetings, etc. The performance evaluation of the Chairman and the Non- Independent Directors was carried out by the Independent Director. The performance of the Independent Directors was carried out by the entire Board (excluding the Director being evaluated). The Director expressed their satisfaction with the evaluation process.
23. STATUTORY AUDITORS AND THEIR OBSERVATIONS:
M/s. Loonia & Associates Chartered Accountant was appointed as the Statutory Auditors of the Company dated 29th March, 2017 to fill the casual vacancy in place of Piyush Ostwal & Associates.
M/s. Loonia & Associates, chartered Accountants, Ahmedabad ( FRN:130883W) Shall hold the office from the conclusion this Annual General Meeting till 7th Annual General Meeting of the Company at a remunerations to be decided by the Chairman of the Company in consultation with the Auditors, be and is hereby ratified.
The explanations /comments made by the Board relating to the qualifications, reservations or adverse remarks made by the Auditors are as follows:
24. Auditors Report Regarding Company''s Fixed assets:
I. On the basis of information and explanation given to us and on the basis of said verification, the Company has not maintained proper records showing full particulars including quantitative details and situation of fixed assets as required by the Act.
Board''s Reply: The Company is maintaining the Fixed Assets Register as a Ledger in Accounting System only. However, the Company is in process of maintenance of Proper system for Records of Fixed Assets of the Company.
II. Auditors Report Regarding Company''s Inventories:
As explained to us, the management has physically verified inventories during the year. In our opinion the frequency of verification is reasonable and the Company has not maintained proper item wise records of inventories. As explained to us, there was no material discrepancies noticed on physical verification as compared to the book records.
Board''s Reply: Company is in Process of Maintenance of Proper System. Company will take care that Proper Item wise records of inventories are maintained in future.
III. Auditors Report Regarding Company''s Statutory Dues:
According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is generally regular in depositing undisputed statutory dues in respect of goods and service tax with effect from July 1, 2017, though there has been a slight delay in a few cases, and is regular in depositing undisputed statutory dues, including provident fund, employees'' state insurance, sales tax, income tax, service tax, duty of customs, duty of excise, value added tax, cess and other material statutory dues, as applicable, with the appropriate authorities. However, the Company had written off outstanding VAT Payable as an Income side of Profit & Loss account and squared off and merged all the other accounts.
Board''s Reply: The Company has transferred outstanding dues as an Income and will pay as and when demand arises and company is of opinion that outstanding VAT payable was not to be actually paid.
25. INTERNAL AUDIT :
Your Company has appointed M/s Piyush Ostwal & Associates, Chennai as its Internal Auditor of the Company for the F.Y. 2017-18. During the year, the Company continued to implement their suggestions and recommendations to improve the control environment. Their scope of work includes review of processes for safeguarding the assets of the Company, review of operational efficiency, effectiveness of systems and processes, and assessing the internal control strengths in all areas. Internal Auditors findings are discussed with the process owners and suitable corrective actions taken as per the directions of Audit Committee on an ongoing basis to improve efficiency in operations.
M/s Piyush Ostwal & Associates was repointed in Board Meeting of the Company held on 28th May, 2018 for the F.Y. 2018-19. However, due to some pre-occupation M/s Piyush Ostwal & Associates, Chennai has resigned from the post of Internal Auditor of the Company for the Financial Year 2018-19 on 21st June, 2018.
26. SECRETARIAL AUDITORS AND THEIR REPORT:
Pursuant to provisions of section 204 of the Companies Act, 2013 and Rules made thereunder, the Company had appointed Ms. Pooja Gwalani, Practicing Company Secretary as Secretarial Auditor of the Company to undertake the Secretarial the Secretarial Audit for the financial year 2017-18. The Secretarial Audit report for the financial year 2017-18 issued by Ms. Pooja Gwalani, Practicing Company Secretary enclosed as Annexure III to this report. There were no qualifications or adverse mark in this report.
27. RELATED PARTY TRANSACTIONS:
During the year, there were no related party transactions. Therefore requisite details in form AOC - 2, is not required to be provided herewith.
Your Company has adopted the policy on Materiality of Related Party Transaction to set out the dealing with the transaction between the Company and its related parties. Details of the same are given in the website of the Company i.e, www.mehaitech.com.
28. DIRECTORS AND KEY MANAGERIAL PERSONNEL, APPOINTMENT AND RESIGNATION
- Appointments and Re-appointment:
In accordance of the provision of section 152 of the Companies Act, 2013, Ms. Shalini Jain (DIN: 06743126)retires by rotation at the ensuing Annual General Meeting and being eligible in terms of section 164 of the Act and offer himself for re-appointment.
During the year under review Mr. Piyush Kansal (DIN: 07811521) was appointed as Additional Independent Director of the Company w.e.f, 16th May, 2017. He was regularized as Director in Annual General Meeting of the Company held on 12th June, 2017.
During the year under review Mr. Vignesh Thiruvika (DIN: 07823319) was appointed as Additional Independent Director of the Company w.e.f, 16th May, 2017
During the year under review Mrs. Rajendiran Kayalvizhi was appointed as Chief Financial Officer of the Company w.e.f, 17th May, 2017
During the year under the review Mr. Shahul Pasith Ibrahim Hameed (DIN: 07844225) was appointed as Additional Independent Director of the Company w.e.f 8th June, 2017. He was regularized as Director in Annual General Meeting of the Company held on 12th June, 2017.
During the year under the review Mr. Gaurav Kimtani (DIN: 08065665) was appointed as Additional Independent Director of the Company w.e.f 5th February, 2018. He was regularized as Director through postal ballot result of which was declared on 17th March, 2018.
During the year under the review Mr. Vinaykumar Jain was appointed as Company Secretary and Compliance Officer of the Company w.e.f 16th October, 2017.
- Change in Designation:
During the year under review, there is Change in designation of Mr. Sudhir Ostwal (DIN: 06745493) from the post of Director to Managing Director of the Company w.e.f 17th May, 2017.
During the year under review, Ms. Shailini Jain (DIN: 06743126) tendered her resignation from the post of Executive Director and Appointed as a Non-Executive Director of the Company w.e.f 17th May, 2017.
- Resignations:
Mr. Vignesh Thiruvika (DIN: 07823319) and Mr. Piyush Kansal (DIN: 07811521) has resigned from the Directorship on 17th May, 2017 and 5th February, 2018
Ms. Nisha Tolaram Bhagwani has resigned from the post of Company Secretary and Compliance officer of the Company w.e.f 16th October, 2017.
29. INTERNAL FINANCIAL CONTROLS:
Yours directors are of the opinion that looking to the size and nature of business of the company there is adequate internal financial control system and the said system is operating^ effectively. Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 is attached as Annexure A of the Auditors Report.
30. VIGIL MECHANISM/WHISTLE BLOWER MECHANISM:
In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, a Vigil Mechanism for directors and employees to report genuine concerns has been established. The Vigil Mechanism Policy has been uploaded on the website of the Company at www.mehaitech.com.
31. REMUNERATION POLICY:
The Company follows a policy on remuneration of Directors and senior management employees, details of the same are given in the website of the Company i.e, www.mehaitech.com.
32. POLICY ON PREVENTION, PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE:
Your Company has framed a Policy of Sexual Harassment of women at workplace to follow gender neutral approach in handling complaints of sexual harassment. Details of the same are given in the website of the Company i.e, www.mehaitech.com.
33. INSIDER TRADING REGULATIONS
Based on the requirements under SEBI (Prohibition of Insider Trading) Regulations, 1992, as amended from time to time, the code of conduct for prevention of insider trading and the code for corporate disclosures ("Codeâ), as approved by the Board from time to time, are in force by the Company. The objective of this Code is to protect the interest of shareholders at large, to prevent misuse of any price sensitive information and to prevent any insider trading activity by dealing in shares of the Company by its Directors, designated employees and other employees. The Company also adopts the concept of Trading Window Closure, to prevent its Directors, Officers, designated employees and other employees from trading in the securities of the Company at the time when there is unpublished price sensitive information.
34. POLICY OF CODE OF CONDUCT FOR DIRECTOR AND SENIOR MANAGEMENT:
Your Company has adopted the policy of code of Conduct to maintain standard of business conduct and ensure compliance with legal requirements. Details of the same are given in the website of the Company i.e, www.mehaitech.com.
35. STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF THE RISK MANAGEMENT POLICY OF THE COMPANY:
The Company has in place, a mechanism to identify, assess, monitor and mitigate various risks towards the key business objectives of the Company. Major risks identified by the business and functions are systematically addressed through mitigating actions on a containing basis.
36. PARTICULARS REGARDING EMPLOYEES REMUNERATION:
During the year under review, there are no employees drawing remuneration which is in excess of the limit as prescribed under Section 197 of the Companies Act, 2013 read with rule 5(2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
Disclosure under Rule 5 of the Companies (Appointment and Remuneration of Managerial Personal) Rules, 2014 is enclosed as Annexure IV:
37. INDUSTRIAL RELATIONS:
The Directors are pleased to report that the relations between the employees and the management continued to remain cordial during the year under review.
38. COMMITTEES OF THE BOARD:
During the year, your Directors have constituted or reconstituted wherever required, the following committees of the Board is in accordance with the requirements of the Companies Act, 2013. The Composition, terms of reference and other details of all Board level committees have been elaborated in detail:
AUDIT COMMITTEE:
The Committee was constituted on 30th June, 2017 it comprises of non-executive Independent Director and Managing Director as its Member. The Chairman of the committee is Independent Director.
The Audit Committee assists the Board in the Dissemination of the financial information and in overseeing the financial and accounting process in the Company.
During the financial year 2017-18, 2 meetings of Audit Committee were held on 3rd July, 2017 and 17th January, 2018.
The composition of the Committee and the details of Meetings attended by the Members during the year are given below:
|
Sr. No. |
Name of the Director |
Status |
Nature of Directorship |
No. of Meetings |
Meetings attended |
|
1. |
Mr. Shahul Pasith Ibrahim Hameed |
Chairman |
Non-Executive & Independent Director |
2 |
2 |
|
2. |
Mr. Gaurav Kimtani * |
Member |
Non-Executive & Independent Director |
Nil |
Nil |
|
3. |
Mr. Sudhir Ostwal |
Member |
Managing Director |
2 |
2 |
|
4. |
Piyush Kansal ** |
Member |
Non-Executive & Independent Director |
2 |
2 |
*Mr. Gaurav Kimtani was appointed as an additional independent director w.e.f 5th February, 2018.
** Mr. Piyush Kansal has resigned from the post of Directorship w.e.f, 5th February, 2018.
NOMINATION AND REMUNERATION COMMITTEE:
The Committee was constituted on 27th March, 2017 as required under the Companies Act, 2013 and it comprises of three non-executive Independent Directors as its members. The Chairman of the Committee is an Independent Director.
Composition of Nomination and Remuneration committee and number of meeting during the year:
During the financial year 2017-18, 2 meetings of Nomination and Remuneration Committee were held on 16thOctober, 2017 and 5th February, 2017.
The composition of the Committee and the details of Meetings attended by the Members during the year are given below
|
Sr. No. |
Name of the Director |
Status |
Nature of Directorship |
No. of Meetings |
Meetings attended |
|
1. |
Mr. Shahul Pasith Ibrahim Hameed |
Chairman |
Non-Executive & Independent Director |
2 |
2 |
|
2. |
Mr. Gaurav Kimtani* |
Member |
Non-Executive & Independent Director |
Nil |
Nil |
|
3. |
Ms. Shalini Jain |
Member |
Non-Executive Director |
2 |
2 |
|
4. |
Piyush Kansal ** |
Member |
Non-Executive & Independent Director |
2 |
2 |
*Mr. Gaurav Kimtani was appointed as an additional independent director w.e.f 5th February, 2018.
** Mr. Piyush Kansal has resigned from the post of Directorship w.e.f, 5th February, 2018.
STAKEHOLDER RELATIONSHIP COMMITTEE
The Committee was constituted on 27th March, 2017 as required under the Companies Act, 2013 and it comprises of three non-executive Independent Directors as its members. The Chairman of the Committee is an Independent Director.
During the financial year 2017-18, no meeting was held.
The composition of the Committee and the details of Meetings attended by the Members during the year are given below:
|
Sr. No. |
Name of the Director |
Status |
Nature of Directorship |
No. of Meetings |
Meetings attended |
|
1. |
Mr. Shahul Pasith Ibrahim Hameed |
Chairman |
Non-Executive & Independent Director |
Nil |
Nil |
|
2. |
Mr. Gaurav Kimtani* |
Member |
Non-Executive & Independent Director |
Nil |
Nil |
|
3. |
Ms. Shalini Jain |
Member |
Non-Executive Director |
Nil |
Nil |
|
4. |
Piyush Kansal ** |
Member |
Non-Executive & Independent Director |
Nil |
Nil |
*Mr. Gaurav Kimtani was appointed as an additional independent director w.e.f 5th February, 2018.
** Mr. Piyush Kansal has resigned from the post of Directorship w.e.f, 5th February, 2018.
39. CORPORATE SOCIAL RESPONSIBILITY:
Corporate Social Responsibility is not applicable to the Company.
40. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO:
Activities undertaken by the company in accordance with the provisions of section 134 of the Companies Act, 2013 read with Companies (Accounts) rules, 2014 are given herein below.
A. Conservation of energy:
(i) The Steps taken or impact on Conservation of energy:
The Company applied strict control system to monitor day to day power consumption. The Company ensures optimal use of energy with minimum extend of wastage as far as possible. The day to day consumption is monitored in a n efforts to save energy.
(ii) Steps taken by company for utilizing alternate source of energy:
The Company has not taken any steps for utilizing alternate source of energy.
(iii) The Capital Investment on energy conservation equipment:
The Company has not made any Capital Investment on energy conservation equipment.
B. Technology absorption:
The Company has no activities relating to technology absorption. Hence nothing is to be reported here.
C. Foreign Exchange earnings and outgo :
(i) Foreign Exchange Earnings: NIL
(ii) Foreign Exchange Outgo : Rs. 139.25 Lakh
(iii) Advance to Supplier : NIL
41. DIRECTORS'' RESPONSIBILITY STATEMENT:
It is hereby stated that:
(i) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;
(ii) The Directors have 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 the Company at the end of the financial year and of the profit of the Company for that period;
(iii) The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 2013 and Rules made thereunder for safeguarding the assets of the company 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 that such
internal financial controls are adequate and were operating effectively and
(vi) The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
42. STATEMENT PURSUANT TO LISTING AGREEMENT
The Company Equity Shares are listed at Bombay Stock Exchange Limited (SME segment). The Annual Listing fees for the year 2017-2018 have been paid.
ACKNOWLEDGEMENT
Your Directors place on record their sincere thanks to bankers, business associates, consultants, and various Government Authorities for their continued support extended to your Companies activities during the year under review. Your Directors also acknowledges gratefully the shareholders for their support and confidence reposed on your Company.
For and on behalf of the Board of Directors
of MEHAI TECHNOLOGY LIMITED
SD/- SD/-
Place: Chennai Sudhir Ostwal Shahul Pasith Ibrahim Hameed
Date: 13th August, 2018 (Managing Director) (Director)
DIN:06745493 DIN:07844225
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