Mohit Paper Mills Ltd.
|BSE: 530169||Sector: Industrials|
|NSE: N.A.||ISIN Code: INE388C01017|
|BSE 11:03 | 19 Mar||12.40||
|NSE 05:30 | 01 Jan||Mohit Paper Mills Ltd|
|Mkt Cap.(Rs cr)||17|
|Mkt Cap.(Rs cr)||17.36|
Mohit Paper Mills Ltd. (MOHITPAPER) - Director Report
Company director report
To the Members of Mohit Paper Mills Limited
The Board of Directors have pleasure in presenting the 25 th AnnualReport together with the Audited Accounts of the Company for
the year ended 31 st March 2017.
The working of the company during the year under review has beenhighlighted below:
1. FINANCIAL RESULTS
The Company has not transferred any amount to the reserves during thecurrent year except the surplus in the Statement of Profit & Loss for the year endedon 31.03.2017 which has been carried over in the Balance Sheet. Gross Sales and OtherIncome for the year was 96.55 crores as against 102.37 crores in the previous year.
During the year the production was 25486.48 M.T.as compared to27005.732 M.T.in the previous year. Gross Sales have decreased from 10220.61 Lakhs to9648.26 Lakhs. Net Profit before tax of the Company have increased from 127.57 Lakhs to132.93 Lakhs.
As the Company have started the production of caustic soda bymodification and expansion in the caustic soda plant it has been able to economicallysubstitute its requirement of caustic soda for manufacturing paper. As caustic soda is nowbeing captively consumed the sale of soda ash is reduced and the profits have increasedthereby improving the performance of the Company.
Authorized Share Capital of the Company is 175000000/- divided into17500000 Equity Shares of 10/- each and Issued Subscribed and Paid-up Capital of theCompany is 140000000/- divided into 14000000 Equity Shares of 10/- each. There was nochange in the Share Capital during the year.
The Directors do not recommend any dividend for the year under review.
During the year the Company has not accepted any deposits from thepublic falling within the purview of section 73 of the Act read with the (CompaniesAcceptance of Deposits) Rules 2015.
Particulars of loans guarantees or investments
Loans guarantees and investments covered under Section186 of theCompanies Act 2013 forms part of the notes to the financial statements provided in thisAnnual Report.
Transfer to General Reserve
The Company have not transferred any amount to the reserves during thecurrent year except the surplus in the statement of profit and loss for the year ended on31.03.2017 which has been carried over in the Balance Sheet.
Subsidiaries Associate Companies
There is no Associate Company as on 31 March 2017. So there is norequirement of statement in FORM AOC-1 under section 129(3) rule 5 of the Companies(Accounts) Rules 2014.
Particulars of contracts or arrangements made with related parties
Particulars of contract or arrangements with referred partner referredto in the section 188(1) of the Companies Act 2013 in the prescribed form AOC-2 isappended as Annexure B of the boards report.
Material changes and commitments affecting the financial positionbetween the end of the financial year and date of report
There have been no material changes and commitments affecting thefinancial position between the end of the financial year and date of the report.
Nomination and Remuneration Policy
As Company is covered under sub-section (1) of section 178 Company'spolicy on directors' appointment and remuneration including criteria for determiningqualifications positive attributes independence is formulated and annexed as"Annexure F".
Mrs. Anju Jain retired from office by rotation and being eligibleoffered herself for re-appointment and was re-appointed in the annual general meeting heldon 30.09.2016.
Extract of Annual Return
The extract of the Annual Return in Form MGT-9 is annexed herewith asAnnexure-C.
Number of Meetings of the Board
The Board met 5 times during the financial year the details of whichare given in the corporate governance report that forms part of this Annual Report.
Composition of Audit Committee of the Board is provided in theCorporate Governance Report which forms part of the Annual Report. All therecommendations made by the Audit Committee were accepted by the Board.
Declaration by Independent Director
The Company have received necessary declaration from each independentdirector under section 149(7) of the Companies Act 2013
Director's responsibility statement as required under Section 134(3)(c) of the Companies Act 2013
Pursuant to the requirement under section 134(3)(c ) of the CompaniesAct 2013 with respect to directors responsibility statement it is hereby confirmed that:
- The directors have selected such accounting policies and applied themconsistently and made judgments and estimates that are reasonable and prudent so as togive true and fair view of the state of affairs of the Company at the end of the financialyear and of the Statement of Profit & Loss of the Company for the period.
- The directors have taken proper and sufficient care towards themaintenance of adequate accounting records in accordance with the provisions of this actfor safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities.
- The directors have prepared the annual accounts on- going concernbasis.
- The directors have laid down internal financial controls which areadequate and are operating effectively.
- The directors have devised proper systems to ensure compliance withthe provisions of all applicable laws and such systems are adequate and operatingeffectively.
Internal Financial Control System
Companies Internal Financial Control System is designed to help andensure the effectiveness and efficiency of operations proper financial reporting andcompliance of laws and regulations. The Company have adopted policies and procedures forensuring the orderly and efficient conduct of its business including the adherence to theCompanies Policies the safeguarding of its assets the prevention and detection of fraudand errors the accuracy and completeness of the accounting records and timely preparationof reliable financial disclosures.
Internal Auditor is appointed who along with the audit committeeformulates the system and ensures the effectiveness and adequacy of the system.
Evaluation of Board Committee and Directors
Pursuant to the Provisions of the Act and SEBI (LODR) Regulations2015 the Board have carried out the evaluation of its own committees and directors. Themanner has been detailed in the corporate governance report.
Ajay Shreya & Co. (Chartered Accountants) were appointed asstatutory auditor at the Annual General Meeting held on
30.09.2014 to hold office till the conclusion of the 25 th AnnualGeneral Meeting so the term of office of the auditors expires in this coming AnnualGeneral Meeting accordingly M/s Anil Sood & Associates Chartered Accountants(Registration Number-04985N)
is proposed by the Board of Directors for the appointment as statutoryauditors to hold office from 25 th AGM till the conclusion of 30 th
AGM subject to the approval of the shareholders in the 25 th AGM. Inthis regard the Company have received a certificate from the auditors M/s Anil Sood &Associates Chartered Accountants (Registration Number-04985N) to the effect that if theyare appointed it would be in accordance with the provisions of Section 141 of theCompanies Act 2013.
The remarks as contained in the auditor's report read with Notesforming part of the accounts are self-explanatory
As the Company does not come under the perview of Cost Audit so noCost Auditor was appointed for 2016-2017 for conducting Cost Audit.
Pursuant to the provisions of Section 204 of the Act and the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 the Company haveappointed PDS & Co. Practicing Company Secretaries to undertake the secretarialaudit of the Company for the year 2017-2018. The Secretarial Audit Report done byP.Balodia & Co. for the year 2016-2017 is annexed herewith as "Annexure H ".
Managerial Remuneration and Particulars of employees
The information required under section 197(12) of the Companies Act2013 read with rule 5(1) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 is annexed herewith as "Annexure D".
The information required under section 197(12) of the Companies Act2013 read with rule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 is not applicable to our Company as there is no employee gettingremuneration as prescribed in the rule.
Company has implemented an integrated risk management approach throughwhich it review and assess significant risks on a regular basis to help ensure that thereis a robust system of risk control and mitigation. Senior Management periodically reviewsthis risk management framework to keep updated and address emerging challenges. Major riskidentified for the Company by the management is price of raw-materials and fuel CurrencyFluctuation Compliance financing. The management is of the view that none of the aboverisks may threaten the existence of the Company as risk mitigation process is put in placeto ensure that there is nil or minimum impact on the Company in case any of these riskmaterialize.
The Company has set up vigil mechanism viz. Whistle Blower Policy toenable the employee and directors to report genuine concerns and irregularities if any inthe Company noticed by them. The policy is annexed as "Annexure E".
Corporate Social Responsibility
Section 135 of the Companies Act 2013 relating to Corporate SocialResponsibility does not apply to your Company as your Company is outside the thresholdlimit required for the same.
Corporate Governance Report and Management Discussion and analysis
In terms of the provisions of SEBI (LODR) Regulations 2015 CorporateGovernance Report is annexed as Annexure-G and the Management's discussion and analysisis annexed as Annexure-H.
Conservation of energy research and development technologyabsorption foreign exchange earnings and outgo
The particulars as prescribed under Sub-section (3) (m) of Section 134of the Companies Act 2013 read with the Companies (Accounts) Rules 2014 are enclosed asAnnexure-A to the Board's Report.
Your Directors would like to express their thanks to banks for theirco-operation and assistance from time to time. The directors would also like to recordappreciation to the members of staff and workers who despite of constraints have beenworking hard for the company and are maintaining cordial relations.
FOR AND ON BEHALF OF BOARD OF DIRECTORS