Your Directors have pleasure to present the 19th Annual Report on the business and operations of the Company and Audited Financial Statements for the financial year ended 31st March, 2024.
FINANCIAL HIGHLIGHTS
A brief overview on Financial Performance for the Financial Year ended March 31, 2024 is as follows:
|
Particulars
|
Year Ended 31st March 2024
|
Year Ended 31st March 2023
|
|
Revenue from Operations
|
23609.54
|
22081.96
|
|
Other Income
|
121.32
|
33.48
|
|
Total Revenue
|
23730.86
|
22115.44
|
|
Less: Total Expense
|
22359.90
|
20784.63
|
|
Profit /loss before Exceptional items and Tax Expense
|
1370.96
|
1330.81
|
|
Add/(less): Exceptional items
|
0
|
0
|
|
Profit /loss before Tax Expense
|
1370.96
|
1330.81
|
|
Less: Tax Expense (Current & Deferred)
|
398.95
|
370.25
|
|
Profit /loss for the year after tax
|
972.01
|
960.56
|
|
Other Comprehensive Income/loss
|
0
|
0
|
|
Add: Balance B/F from the previous Year
|
0
|
0
|
|
Balance Profit / (Loss) C/F to the next year
|
972.01
|
960.56
|
KEY HIGHLIGHTS OF THE COMPANY’S FINANCIAL PERFORMANCE FOR THE YEAR ENDED MARCH 31. 2024 ARE AS UNDER
>Ý Value of sales and services was Rs. 23,609.54 lakhs
> Exports for the year was Rs. 555.31 lakhs
> Net Profit for the year was Rs. 972.01 lakhs STATE OF COMPANY’S AFFAIRS
Your Company is engaged in the business of manufacturing of wide range of Bright steel and wires. During the financial year, the Company has earned Total Revenue of Rs. 23609.54/- Lakhs as compared to the previous financial year Total Revenue of Rs. 22081.96/- Lakhs and has taken various initiatives and measures which not merely help the Company to raise funds and expand its business but even lead to the Company to the next path of its growth and development via strengthen its financial position and compete effectively in the market.
CHANGE IN NATURE OF BUSINESS. IF ANY
There has been no change in the nature of business of your Company during the financial year 2023-2024. Your Company operates only in a single segment of Business and as such no separate segment reporting is required.
TRANSFER TO RESERVES
Your Company has not transferred any amount to reserves out of the profits for the financial year ended on 31st March, 2024. ' ’ '
DIVIDEND
To strengthen the financial position of the Company, the Board of Directors of your Company has decided not to recommend any dividend on the equity shares for the financial year 2023-2024.
TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND
There is no unpaid/unclaimed dividend amount lying with the Company, therefore the provisions of Section 125 of the Companies Act, 2013 do not apply.
MATERIAL CHANGES AND COMMITMENTS. IF ANY. AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT
Apart from the information provided/disclosures made elsewhere in the Directors’ Report including Annexures thereof, there are no material changes and commitments affecting the financial position of the Company, which occurred between the end of the financial year of the Company i.e. 31st March, 2024 to which this financial statement relates and till date of this Report.
MATERIAL EVENTS DURING THE YEAR UNDER REVIEW
There have been no material events affecting the financial position of the Company between the end of the financial year and date of this report.
DETAILS OF SUBSIDIARY. JOINT VENTURE OR ASSOCIATES
During the year under review, there are no companies which have become or ceased to be subsidiaries, joint venture or associates of Your Company.
DEPOSITS
During the year, your Company has not accepted any Deposit within the meaning of Section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014. Accordingly, there is no unpaid deposit lying with the Company for the period under review.
DIRECTORS LOAN
Your Directors have also introduced funds in the Company during the year under review.
PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS UNDER SECTION 186
The particulars of loans, guarantees or securities and investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the financial statements.
ANNUAL RETURN
An Annual Return of your Company as referred in sub-section (3) of section 92 of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014, will be available on the website of the Company and the web link of the same is https://maidenforgings.in/Investor Relation.aspx.
COMPLIANCE WITH SECRETARIAL STANDARDS
Pursuant to the provisions of the Secretarial Standard-1, a statement is hereby given that your Company has complied with all the applicable Secretarial Standards issued by the Institute of Company Secretaries of India and made applicable as per Section 118(10) of the Companies Act, 2013, while conducting and organizing the Board and General Meetings.
CHANGES IN CAPITAL STRUCTURE OF YOUR COMPANY
AUTHORIZED SHARE CAPITAL
During the year under review, there are no changes in the Authorized share capital of your Company.
ISSUED AND PAID UP SHARE CAPITAL
During the year under review, your Board of Directors of the Company has debuted in the capital market by making an Initial Public Offer and has made an allotment to successful applicants via passing a Board resolution dated April 03, 2024.
Accordingly, paid-up capital of the Company has increased from 10428000 equity shares of Rs. 10 each to 3784000 equity shares of Rs. 10 each.
Further during the year, your Company neither issued any equity shares with differential voting rights nor any shares (including sweat equity shares) to its employees under any scheme.
DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL tKMPt
The Board of Directors of your Company is duly constituted. None of the Directors of the Company is disqualified under the provisions of Companies Act, 2013.
Accordingly, as on March 31, 2024, the Board of Directors of your Company comprises the following Directors: -
|
S.no.
|
Name of Director/ Key Managerial Personnel
|
Designation
|
|
1.
|
Mr. Nishant Garg
|
Managing Director
|
|
2.
|
Ms. Nivedita Garg
|
Whole Time Director
|
|
3.
|
Mr. Abhilash Rastogi
|
Independent Director
|
|
4.
|
Mr. Raj Kumar Mittal
|
Independent Director
|
|
5.
|
Ms. Urvi Agarwal
|
Independent Director
|
|
6.
|
Ms. Prachla Garg
|
Chief Financial Officer
|
|
7.
|
Ms. Monika Negi
|
Company Secretary and Compliance Officer
|
Further, there is no change in the constitution of the Board of Directors of the Company during the financial year under review. The detail of the Directors and Key Managerial Personnel has been appointed and resigned during the financial year is given hereunder: -
|
S.no.
|
Name of Director/ Key Managerial Personnel
|
Designation/ Change in Designation
|
Executive/ NonExecutive Director
|
Date of Appointment/ Cessation
|
|
1.
|
Mr. Nishant Garg
|
Managing Director
|
Executive Director
|
28/11/2022 (Appointed)
|
|
2.
|
Ms. Nivedita Garg
|
Whole Time Director
|
Executive Director
|
02/09/2022 (Appointed)
|
|
3.
|
Mr. Abhilash Rastogi
|
Independent Director
|
Non-Executive
Director
|
06/01/2023 (Appointed)
|
|
4.
|
Mr. Raj Kumar Mittal
|
Independent Director
|
Non-Executive
Director
|
06/01/2023 (Appointed)
|
|
5.
|
Ms. Urvi Agarwal
|
Independent Director
|
Non-Executive
Director
|
06/01/2023 (Appointed)
|
|
6.
|
Ms. Prachla Garg
|
Chief Financial Officer
|
NA
|
28/11/2022 (Appointed)
|
|
7.
|
Ms. Monika Negi
|
Company Secretary and Compliance Officer
|
NA
|
28/11/2022 (Appointed)
|
NUMBER OF BOARD MEETINGS
Seven Board Meetings were held during the Financial Year 2023-2024. The detailed Agenda and Notice for the Meetings were prepared and circulated in advance to the Directors within the prescribed time. The intervening gap between the two consecutive meetings was not more than the period prescribed under the Companies Act, 2013.
Further, details regarding the number, date of meetings and attended by each director are as given hereunder:
|
S.no 1 Date of Board Meetings
|
Total Strength of the Board
|
Directors Present
|
|
|l. || 03/04/2023
|
5
|
5
|
|
|2. || 27/05/2023
|
5
|
5
|
|
13. || 30/05/2023
|
5
|
5
|
|
|4. || 25/08/2023
|
5
|
5
|
|
| 5. || 10/11/2023
|
5
|
5
|
|
16. || 29/01/2024
|
5
|
5
|
|
17. || 18/03/2024
|
5
|
5
|
ATTENDANCE OF DIRECTORS AT BOARD MEETINGS
|
Name of the Directors
|
No. of Board Meetings Eligible to attend
|
No. of Board Meetings attended
|
|
Mr. Nishant Garg
|
7
|
7
|
|
Ms. Nivedita Garg
|
7
|
7
|
|
Mr. Abhilash Rastogi
|
7
|
7
|
|
Mr. Raj Kumar Mittal
|
7
|
7
|
|
Ms. Urvi Agarwal
|
7
|
7
|
RETIREMENT BY ROTATION
Pursuant to Section 152 of the Companies Act 2013, Ms. Nivedita Garg (DIN: 03359751), Director of the Company is liable to retire by rotation and being eligible has offered himself for reappointment at the ensuing Annual General Meeting. The Board recommends his reappointment.
STATEMENT BY THE BOARD WITH REGARD TO INTEGRITY. EXPERTISE AND EXPERIENCE OF THE INDEPENDENT DIRECTORS APPOINTED DURING THE YEAR
Your Board of Directors is satisfied about the Integrity, Expertise and Experience including proficiency of the Independent Directors has been appointed during the financial year under review in the Board of Directors of the Company.
DECLARATIONS BY INDEPENDENT DIRECTOR
All the Independent Directors have submitted a declaration to the Board that they fulfill the criteria of Independence as stipulated in Section 149(6) of the Companies Act, 2013 and that they are not aware of any circumstances or situation, which exist or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgment and without any external influence. As on date, all the Independent Directors on the Board of Your Company have registered themselves on the Independent Directors’ Databank.
PERFORMANCE EVALUATION OF BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS
In tenns of the provisions of Section 134(3)(p) of the Companies Act, 2013 read with Rule 8(4) of the Companies (Accounts) Rules, 2014, your company has carried out the performance evaluation of the Board, its Committees and Individual Directors in accordance with the performance evaluation criteria prescribed by the Nomination and Remuneration Committee which inter alia include in its ambit various aspects such as composition of the Board & Committees, experience and competencies, performance of specific duties and obligations, attendance and contribution at Board meetings / Committee meetings / General meetings, preparedness for meetings, effective decision making ability, knowledge of sector where Company operates, understanding and avoidance of risk while executing functional duties, successful negotiating ability, initiative to maintain corporate culture, commitment, dedication of time, leadership quality, attitude, initiatives and responsibilities undertaken, achievements etc.
Further, your Independent Directors in its meeting held on March 18, 2024 has review the performance of NonIndependent Directors and the Board as a whole and the said meeting was attended by all the Independent Directors.
Further, the Board has expressed its satisfaction and has been thankful to all its Independent Directors for sharing their knowledge and expertise which has been proved beneficial towards the progress of the Company.
DIRECTOR’S RESPONSIBILITY STATEMENT
To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statements in terms of Section 134(3) (c) of the Companies Act, 2013:
(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 had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of Your Company at the end of the financial year and of the profit and loss of Your 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 the Companies Act, 2013 for safeguarding the assets of Your 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 proper internal financial controls and that internal financial controls are adequate and operating effectively in Your Company;
(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.
DISCLOSURE RELATED TO COMMITTEES AND POLICY
Audit Committee
During the year, your Company has constituted Audit Committee in accordance with the provisions of Section 177 of
Companies Act, 2013 and accordingly, the Audit Committee presently consist three Directors, out of which two are
Non-executive Independent Directors and one is Executive Director of the Company.
The Company Secretary of your Company is acting as the Secretary of the Committee.
Further, the detail Composition of the Audit Committee is given below: -
|
S.no. |
|
Name of Director
|
Nature of Directorship |
|
|
i 1
|
Mr. Abhilash Rastogi |
|
Independent Director |
|
|
2 I
|
Ms. Urvi Agarwal
|
Independent Director |
|
|
A_1
|
Mr. Nishant Garg
|
Managing Director |
|
During the year under review, the Board has accepted the recommendation of the Audit Committee whenever received and given, if any, by the same.
Nomination and Remuneration Committee
During the year, your Company has constituted Nomination and Remuneration Committee in accordance with the provisions of Section 178 of Companies Act, 2013 and accordingly, the Committee presently consist three Directors which are Non-Executive Independent Directors of the Company.
The Company Secretary of your Company is acting as the Secretary of the Committee.
Further, the detail Composition of the Nomination and Remuneration Committee is given below: -
|
S.no. |
|
Name of Director |
|
Nature of Directorship |
|
|
Ý 1
|
Mr. Abhilash Rastogi |
|
Independent Director |
|
|
2 I
|
Ms. Urvi Agarwal |
|
Independent Director |
|
|
3 1
|
Mr. Raj Kumar Mittal
|
Independent Director |
|
In adherence of section 178(1) of the Companies Act, 2013, the Board of Directors of your Company has framed a policy on Director’s appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a director and other matters provided u/s 178(3), based on the recommendations of the Nomination and Remuneration Committee. The broad parameters covered in the ambit of policy inter-alia include as follows: -
(i) Objectives;
(ii) Matters to be dealt with, perused and recommended to the Board by the Nomination and Remuneration Committee;
(iii) Formulation of Appointment criteria and Qualifications for Director, Key Managerial Personnel and Senior Management;
(iv) Recommendation of Remuneration to the Board for Whole Time Directors, Key Managerial Personnel and Senior Management Personnel;
Further, the Nomination and Remuneration Policy is available on the website of your Company i.e. https://maidenforgings.in/Investor Relation.aspx
Stakeholders’ Relationship Committee
During the year, your Company has constituted Stakeholders Relationship Committee in conformity with the provisions of Section 178 of the Companies Act, 2013 and accordingly, the Committee presently consist three Directors which are Non-Executive Independent Directors of the Company and the Company Secretary of your Company will act as the Secretary of the Committee.
Further, the detail Composition of the Stakeholders Relationship Committee is given below: -
|
S.no. |
|
Name of Director |
|
Nature of Directorship |
|
|
i 1
|
Mr. Abhilash Rastogi
|
Independent Director |
|
|
2 I
|
Mr. Raj Kumar Mittal |
|
Independent Director |
|
|
3.
|
Mr. Nishant Garg
|
Managing Director
|
The Committee shall act in accordance with the terms of reference as approved by the Board and shall address the grievances and concerns of the Stakeholders including Investors and the Shareholders of Your Company.
Vigil Mechanism / Whistle Blower Policy
During the year, the Board of Directors of your Company has established vigil mechanism via formulating and implementing Vigil Mechanism Policy which is in conformity with the provisions of section 177 of the Companies Act, 2013 and the rules made thereunder. Further, this policy enables the Directors and employees to report to the management genuine concerns and instances of unethical behavior actual or suspected fraud or violation of Your Company Code of Conduct.
This vigil mechanism of your Company is overseen and reviewed by the Audit Committee and which even, provides adequate safeguard against victimization of employees and also provide direct access to the Chairperson of the Audit Committee in exceptional circumstances.
During the year under review, your Company did not receive any complaint. None of the personnel of your Company were denied access to the Audit Committee. The policy is available on the website of Your Company https://maidenforgings.in/Investor_Relation.aspx.
Corporate Social Responsibility (CSR) Committee
During the year, your Company has constituted a Corporate Social Responsibility (CSR) Committee in accordance with the provisions of Section 135 of Companies Act, 2013
Further, the detail Composition of the Nomination and Remuneration Committee is given below: -
|
S.no. |
|
Name of Director |
|
Nature of Directorship |
|
|
i 1
|
Ms. Nivedita Garg |
|
Whole Time Director |
|
|
2 I
|
Ms. Urvi Agarwal
|
Independent Director |
|
|
1_1
|
Mr. Abhilash Rastogi
|
Independent Director |
|
Corporate Social Responsibility (CSR) Policy
Corporate Social Responsibility (CSR) plays a significant role in the development of the Country and the Company recognizes how important CSR initiatives can help improve the lives of individuals and communities. Mahatma Gandhi said that “Wealth created by the society has to be ploughed back into the society”. The Company had constituted a CSR Committee to decide upon and implement the CSR Policy of the Company.
As per the provision of Section 135 the Company was required to spend Rs. 8,99,366/- (Rupees Eight Lakh Ninety-Nine Thousand Three Hundred and Sixty-Six Only) during the F.Y. 2023-24 and Rs. 95,000/- (Rupees Ninety-Five Thousand Only) has spent on the areas mentioned under Schedule VII of Companies Act 2013.
Further, the Company is unable to identify the places where need to spend. Therefore, your company has decided to carry forward the amount to next year.
Statement Concerning Development and Implementation of Risk Management Policy
Risk Management is an integral part of your Company's business strategy. The Board reviews compliance with risk policies, monitors risk tolerance limits, reviews and analyzes risk exposure related to specific issues and provides oversight of risk across the organization. The Board nurtures a healthy and independent risk management function to inculcate a strong risk management culture in Your Company. Your Directors periodically review the risk associated with the business or threatens the prospectus of the Company. The key policy is available on the website of your Company https://maidenforgings.in/Investor Relation.aspx.
CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION. FOREIGN EXCHANGE EARNINGS AND OUTGO
The details of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo are as under:
(i) Conservation of Energy:
| |
The Steps taken or impact on conservation of
|
Energy conservation continues to receive priority
|
|
(a)
|
Energy
|
attention at all levels. All efforts are made to conserve and optimize use of energy with continuous monitoring, improvement in maintenance and distribution systems and through improved operational techniques.
|
|
(b)
|
The Steps taken by Your Company for utilizing alternate source of energy
|
Your Company has not taken any step for utilizing alternate sources of energy.
|
|
(c)
|
The Capital Investment on energy conservation equipments
|
Your Company has not made any capital investment on energy conservation equipments.
|
(ii) Technology Absorption:
|
(a)
|
The Efforts made towards technology absorption
|
Updation of technology is a continuous process, absorption implemented and adapted by Your Company for innovation.
|
|
(b)
|
The benefit derived like product improvement, cost reduction, product development or import substitution
|
Your Company had been able to successfully indigenize the tooling to a large extent and successfully developed new products by virtue of technology absorption, adaption and innovation
|
|
(c)
|
In case of Imported technology (imported during the last three years reckoned from the beginning of the Financial Year)
|
NA
|
|
(d)
|
the expenditure incurred on Research and Development
|
NIL
|
(iii) Foreign Exchange Earnings/ Outgo:
|
(a)
|
Total Foreign exchange earned in terms of actual inflows during the Financial Year
|
Rs. 5,55,31,644/-
|
|
(b)
|
Total Foreign exchange earned in terms of actual outgo during the Financial Year
|
Rs. 8,96,953/-
|
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
The particulars of the transactions entered into with related parties during the financial year ended 31st March 2024, have been set out in FORM AOC-2 in Annexure I. Further, it is mentioned that Related Party Transactions entered during the financial year with the related parties is in the ordinary course of business and on the arm length basis.
PARTICULARS OF EMPLOYEES
Particulars of employees as required in terms of the provisions of Section 197 of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 are set out in Annexure II.
AUDITORS AND THEIR REPORTS Statutory Auditor
M/s H.G. & Co, Chartered Accountants (FRN:013074C), appointed as Statutory Auditor in the Annual General Meeting of the members of the Company held on September 30, 2019, to hold office from the conclusion of that Annual General
Meeting till the Annual General Meeting held in the financial year 2024 and recommended for its reappointment for next 4 (Four) years from conclusion of this Annual General Meeting (AGM) till the AGM to be held on Financial year 2028. ' ’
Accordingly, the Audit Report as given by the Statutory Auditor on the financial statements of the Company for the financial year 2023-2024, does not include any qualifications, reservation or adverse remarks. Therefore, no explanations and comments have been given by the Board of Directors of your Company hereunder.
Secretarial Auditor
The Board of Directors appointed M/s Mohit Singhal & Associates, Company Secretaries to conduct Secretarial Audit of the Company for the financial year ended March 31, 2024. The Report of the Secretarial Auditor is provided as Annexure III to this Report.
Accordingly, the Secretarial Report as given by the Secretarial Auditor of the Company for the financial year 20232024, does not include any qualifications, reservation or adverse remarks. Therefore, no explanations and comments have been given by the Board of Directors of your Company hereunder.
Internal Auditor
During the financial year under review, your Company has appointed M/s M Lal& Co. (FRN: 016069C), as the Internal Auditors of the Company under the provisions of section 138 of the Act, for conducting the internal audit of the Company for the financial year 2023-24.
Cost Auditor
Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014, your Company has appointed M/s R.M. Bansal & Co. (having Firm Registration No. 000022) as Cost Auditor for conducting the audit of cost records of the Company for the financial year 2023-2024 and accordingly, the Cost Auditor has submitted its Audit Report to the Board of Directors of Your Company.
Maintenance of Cost Records
Pursuant to the provisions of the Section 148 read with the Companies (Cost Records and Audit) Rules, 2014, your Company is required to made and maintain the cost records relating to the steel products manufactured by Your Company.
Accordingly, the Cost records have been made and maintained by your Company during the financial year 2023-2024. Reporting of Frauds by Auditors
The Auditors of your Company including Statutory and Cost Auditor have not reported any instance of fraud is being or has been committed in the affairs of the Company by its officers or employees pursuant to the provisions of Section 143(12) of the Companies Act, 2013.
STATEMENT IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROL WITH REFERENCE TO THE FINANCIAL STATEMENTS
Your Company has in place adequate internal financial controls that commensurate with the size and nature of its operations of the Company and has been operating satisfactorily. Further, Internal control systems comprising of policies and procedures that are designed to ensure reliability of financial reporting, timely feedback on achievement of operational and strategic goals, compliance with policies, procedure, applicable laws and regulations and that all assets and resources are acquired economically, used efficiently and adequately protected.
PREVENTION. PROHIBITION & REDRESSAL OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
Your Company is committed to provide a protective environment at workplace to all its women employees and accordingly, the Company has taken various initiatives and measures to protect the interest of the women employees working in the Company.
Further, the Company has a policy in line with the requirements of the Sexual ffarassment of Women at the Workplace (Prevention, Prohibition &Redressal) Act, 2013 and it provides for protection against sexual harassment of woman at the workplace and for prevention and redressal of such complaints. The Company has complied with the provisions relating to the constitution of Internal Complaints Committee.
There were no cases/complaints reported during the period under review under the sexual harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013.
DETAILS OF SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNAL
There are no significant or material orders passed by any regulators or courts or tribunals impacting the going concern status and company’s operations in future.
DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONGWITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR
During the year, neither any application has been made nor are any proceedings initiated against and/or by the Company under the Insolvency and Bankruptcy Code, 2016.
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
Your Company has not made any settlement with the Banks and Financial Institutions. Therefore, there is nothing to report under this for the financial year under review.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Pursuant to regulation 34 (2) (e) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Management Discussion and Analysis Report is attached with this report.
DISCLOSURE OF ACCOUNTING TREATMENT
Your Company has not followed any treatment which is different from that prescribed in the applicable Accounting Standards. Therefore, there is no requirement by the management to furnish any explanation in relation thereto.
PREVENTION OF INSIDER TRADING
Your Company has adopted a Code of Conduct for prevention of insider trading with a view to regulate trading in securities by the Directors and designated employees of the Company. The Code requires pre-clearance for dealing in the Company’s shares and prohibits the purchase or sale of Company shares by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the Trading Window is closed. The Board is responsible for implementation of the Code of Conduct. All Directors and the designated employees have confirmed compliance with the Code.
CORPORATE GOVERNANCE
Your Company practices a culture that is built on core values and ethical governance practices and is committed to transparency in all its dealings. Further, the provisions of Regulation 15 of SEBI (Listing Obligation & Disclosure Requirements), Regulation, 2015, exempt the Companies which have listed their specified securities on the SME Exchange to make the detailed disclosures in the Annual Report on the Corporate Governance as provided in Para C, D and E of Schedule V of SEBI (Listing Obligation & Disclosure Requirements), Regulation, 2015.
Since, the equity share capital of the Company is listed exclusively on the SME Platform of BSE and accordingly, Your Company has not made detailed disclosures on the Corporate Governance in the Annual Report. However, Your Company is in compliance to the extent of applicable sections of the Companies Act, 2013 with regard to Corporate Governance.
COMPANY’S WEBSITE
Your Company has its fully functional website https://maidenforgings.in/Default.aspx which has been designed to exhibit all the relevant details about the Company. The site carries a comprehensive database of information of the Company including the Financial Results, details of Board Committees, Corporate Policies/ Codes, business activities and current affairs of your Company. All the mandatory information and disclosures as per the requirements of the Companies Act, 2013 read with the rules made thereunder and as per Regulation 46 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and also the non-mandatory information of Investors’ interest / knowledge has been duly presented on the website of the Company.
EXPLANATION FOR DEVIATION(S) OR V AKI VUOMS) IN ACCORDANCE WITH REGULATION 32 OF SEBI (LODRt REGULATIONS. 2015
Your Company has not issued any shares during the relevant period. Therefore, the Company is not required to furnish an explanation in relation to the variation or deviation as stipulated under Regulation 32 of SEBI (LODR) Regulations, 2015.
ACKNOWLEDGEMENT
Your Directors gratefully acknowledge all stakeholders of Your Company for the co-operation and assistance received from financial institutions, Government Authorities, Customers, members, dealers, vendors, banks and other business partners during the financial year. Your Directors place on record their deep sense of appreciation for the commitment displayed by the employees, executives, staff and workers of Your Company who have contributed to the growth and performance of Your Company. Your Directors look forward to the continued support of all stakeholders in the future.
BY ORDER OF THE BOARD FOR MAIDEN FORGINGS LIMITED
Sd/- Sd/-
Nishant Garg Nivedita Garg
Date: September 03,2024 Managing Director Whole Time Director
Place: Ghaziabad DIN: 03088601 DIN: 03359751
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