You are here » Home » Companies » Company Overview » Mahan Industries Ltd

Mahan Industries Ltd.

BSE: 531515 Sector: Financials
NSE: N.A. ISIN Code: INE735D01033
BSE 12:31 | 22 Jan 0.19 0
(0.00%)
OPEN

0.19

HIGH

0.19

LOW

0.19

NSE 05:30 | 01 Jan Mahan Industries Ltd
OPEN 0.19
PREVIOUS CLOSE 0.19
VOLUME 51
52-Week high 0.20
52-Week low 0.19
P/E
Mkt Cap.(Rs cr) 1
Buy Price 0.19
Buy Qty 201.00
Sell Price 0.19
Sell Qty 160.00
OPEN 0.19
CLOSE 0.19
VOLUME 51
52-Week high 0.20
52-Week low 0.19
P/E
Mkt Cap.(Rs cr) 1
Buy Price 0.19
Buy Qty 201.00
Sell Price 0.19
Sell Qty 160.00

Mahan Industries Ltd. (MAHANINDS) - Director Report

Company director report

To

The Members

Mahan Industries Limited

Your Company's Directors are pleased to present the 25th Annual Report ofthe Company along with the Audited Accounts for the year ended March 312019.

Web Address of company: www.mahan.co.in FINANCIAL PERFORMANCE

The summary of the financial result of the Company for the year under review are asunder and figures are updated as per IND AS:

Rs. In Lakhs

Particulars 31 March 2019 31 March 2018
Amt (Rs) Amt (Rs)
INCOME
Revenue from Operations 45.07 1.80
Other Income 0.56 0.0004
Total Revenue (i) 45.63 1.80
EXPENDITURE
Purchase 49.57 0.00
(Increase]/ Decrease in inventory 22.56 15.26
Employee Benefits Expense 10.23 5.65
Finance Cost 0.20 0.04
Depreciation 0.19 0.19
Other Expenses 11.66 9.67
Loss on Sale of Investments 275.48 -
Diminution/Gain Value in long term Investment 2.52 4.03
Security Transaction Tax/Mat WRITTEN Off 35.96 0.00
Total Expenses (ii) 408.37 34.84
Profit / (Loss) before Tax

[(i) - iii) ]

(362.74) (33.04)
Tax expense:
Current Tax - -
Current tax expenses related to previous year
Add: Balance from previous year of Profit (Loss) (2497.80) (2464.75)
Balance of Profit / (Loss) carried to Balance Sheet (2860.54) (2497.80)

RESERVES AND SURPLUS:

The Opening balance of Profit and Loss shows a loss of Rs. 2497.80/- as against (P.Y.2464.75). During the year the Company has incurred a loss of Rs. 362.74/-as against (P.Y.Rs. 33.04/-). The closing Balance of Profit and Loss shows a loss of Rs. 2860.54/-asagainst (P.Y. Rs. 2497.80). There is no change in Capital Reserves balance. The openingand closing balance of capital reserves stands at Rs. 0.90/-

DIVIDEND:

Your Directors do not recommend any Dividend for the year under the review. PERFORMANCEREVIEW:

During the financial year 2018-19 company could not perform well due to liquidityconstraint though during the year under the review the total Revenue has improved.

Your company is trying to revive.

SHARE CAPITAL:

The Authorised Share Capital of the company Rs. 373000000 and paid up Equity ShareCapital Rs. 360000000 as at March 31 2019. During the year under review the Companyhas not issued shares or convertible securities or shares with differential voting rightsnor has granted any stock options or sweat equity or warrants. As on March 31 2019 noneof the Directors of the Company hold instruments convertible into Equity Shares of theCompany.

CHANGE IN NATURE OF COMPANY BUSINESS:

The Company is a Non-Banking financial Company (Non Deposit taking) registered with theReserve Bank of India. There is no change in nature of Company Business.

DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL APPOINTED / RESIGNED:

The Board of Directors' key purpose is to ensure the company's prosperity bycollectively directing the company's affairs whilst meeting the appropriate interests ofits Shareholders and stakeholders.

The Board consists of a combination of Executive Non - Executive and IndependentDirectors with an extensive and diverse experience in different fields of operations.

Mrs. Hiralben Kubavat was appointed as a woman non-executive director as per theprovisions of Companies Act 2013 and SEBI (Listing Obligation and DisclosuresRequirements) Regulations 2015.

During the year under the review following Key Managerial Personnel have beenappointed or resigned.

Appointment of Mr. Dattatrey C. Manik Director of the company as a Chief FinancialOfficer (CFO) of the company from the date of 4th July 2018.

Appointment of Ms. Jaya Gopaldas Ahuja as Company Secretary and Compliance Officer ofthe company from the date of 29th October 2018.

Changes in Key Managerial Personnel between the end of the financial year of thecompany to which the financial statements relate and the date of the report

Resignation of Ms. Jaya Gopaldas Ahuja as Company Secretary and Compliance Officer ofthe company from the date of 18th April 2019.

Appointment of Ms. Poonam Pravinbhai Panchal as Company Secretary and ComplianceOfficer of the company from the date of 19th April 2019.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICHHAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIALSTATEMENTS RELATE AND THE DATE OF THE REPORT:

During the year no material changes and commitments affecting the financial positionof the company have occurred between the end of the financial year of the company to whichthe financial statements relate and the date of this report except as mentioned in thisreport.

DETAILS OF HOLDING / SUBSIDIARY COMPANIES / IOINT VENTURES / ASSOCIATE COMPANIES:

During the year under review there is no holding Subsidiary Company Joint Venturesor Associate Companies.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNALS:

BSE Ltd. informed as per SEBI's directions vide Letter No.

SEBI/HO/ISD/ISD/OW/P/2017/18183 dated 07 August 2017 wherein it is mentioned that MCAdirected SEBI to initiate action as per SEBI laws and regulations for 331 Shell Companies.The list includes your company.

Accordingly the trading of the shares were put under GSM VI and trading in shares wererestricted as per rules.

The Company submitted necessary documents to BSE and have represented to them that weare genuine company operating for last 24 years.

Upon representation by Company Bombay Stock Exchange Vide its Letter No.L/SURV/OFL/KM/2017/2017-18/SHELL/COMP/531515/1 Dated March 14 2018 restored trading asnormal subject to the other conditions including the condition that promoters shall nottransfer or sell their holdings.

Independent Auditor appointed by BSE has already conducted Forensic Audit of Company.

During the year under review there were no significant and material orders passed byany Regulators or Court or Tribunals which may have impact on the going concern status. Noorder has been passed by any Regulators or Court or Tribunals which may have impact on theCompany's operation in future.

DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THEFINANCIAL STATEMENTS:

Internal Financial Control system of the Company has been designed to providereasonable assurance with regard to recording and providing reliable financial andoperational information complying with applicable Accounting Standards.

The Company has an adequate internal financial control to support the preparation ofthe financial statements.

CODE OF CONDUCT:

Pursuant to the provisions of SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 your Company has laid down a Code of Conduct for its Board Members andSenior Management Personnel. All the Directors and the Senior Management Personnel haveaffirmed compliance with the said Code of Conduct. A declaration regarding compliance byBoard Members and Senior Management Personnel with the Code of Conduct for the year endedMarch 31 2019 is also contained in the Corporate Governance Report

DEPOSITORY SYSTEM:

Members not having Shares in Dematerialized form are advised to avail the facility ofDematerialization through any of the nearest Depository Participants (DPs) to avoid thepossibility of loss mutilation etc of share certificates and also to ensure safe andspeedy transactions in the securities.

DIRECTORS' RESPONSIBILITY STATEMENT:

As required under the provisions of Section 134(3) (c) of the Companies Act 2013 yourDirectors report that:

(a) In the preparation of the annual accounts the applicable accounting standards havebeen followed along with proper explanation relating to material departures.

(b} The Directors have selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the Company at the end of the financial year and ofthe Loss of the Company for that period.

(c} The Directors have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities.

(d} The Directors have prepared the annual accounts on a going concern basis.

(e} The Directors have laid down internal financial controls as required by Explanationto Section 134(5} (e] of the Act} to be followed by the Company and such internalfinancial controls are adequate and are operating effectively.

(f} The Directors have devised proper systems to ensure compliance with the provisionsof applicable laws and such systems are adequate and operating effectively.

CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION. FOREIGN EXCHANGE EARNINGS AND OUTGO:

Pursuant to provision of Section 134 (3} (m} of the Companies Act 2013 read with Rule8 of Companies (Accounts} Rules 2014 the Company has no particulars to report in respectof conservation of energy technology absorption foreign exchange earnings and outgoduring the year under review.

EXTRACT OF THE ANNUAL RETURN:

Pursuant to provision of Section 92 and 134 and other applicable provision of thecompanies Act 2013 and of Rule 12(1} of Companies (Management and Administration} Rules2014 the extract of the annual return in Form MGT-9 for the financial year ended on 31stMarch 2019 is annexed as Annexure I to this report.

PARTICULARS OF EMPLOYEES:

There was no employee drawing remuneration requiring disclosure under the Rule 5 (2} ofCompanies (Appointment and Remuneration of Managerial Personnel} Rules 2014.Theinformation required under Section 197(12} of the Companies Act 2013 and rule 5(2} and5(3} of Companies (Appointment and

Remuneration of Managerial Personnel) Rules 2014 is given in Annexure II to thisreport and form part of this Report.

LISTING:

The Equity Shares of the Company are listed on Bombay Stock exchange. The Company isregular in payment of listing fees. The company has paid Listing Fees for F.Y. 2019-2020.

AUDITORS AND AUDITORS* REPORT:

M/s. Roopen R. Shah & Co. Chartered Accountants (Firm Reg. No. 119869W) wereappointed as Statutory Auditors of the Company to hold office from the conclusion of 23rdannual general meeting until the conclusion of 28thAnnual General Meeting.

M/s. Roopen R. Shah & Co. have confirmed their eligibility and qualificationrequired under section 139141 and other applicable provisions of the Companies Act 2013and rules issued there under (including any statutory modification(s) or re-enactment(s)thereof for the time being in force).

There is no qualification or adverse remarks in the auditor's report. The Notes onAccounts referred to in the Auditors' Report are self-explanatory and do not call for anyfurther comments.

AUDIT COMMITTEE:

The Company has duly constituted its Audit Committee pursuant to the provisions ofSection 177 of the Companies Act 2013&Regulation 18 of the SEBI (Listing Obligationsand Disclosure Requirements) Regulations 2015.The detail of the constitution of the auditcommittee is provided in the Corporate Governance Report In Conformity with therequirements of Regulation 18 of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 read with Section 177 of the Companies Act 2013 asapplicable the strength of the Board as also of the Audit Committee is adequate.

DEMATERIALISATION OF SHARES:

The ISIN for the equity shares is INE735D01033. As on 31st March 2019 total22814207 equity shares of the Company have been dematerialized. Members of the Companyare requested to dematerialize their shares. Shareholder holding shares in physical modeare requested to submit their KYC details as per SEBI guidelines.

RELATED PARTY TRANSACTIONS:

All related party transactions that were entered into during the year under report wereon an arm's length basis and in the ordinary course of business. There are no materiallysignificant related party transactions made by the Company during the year. No advance is/ was paid for entering into related party transactions. The details of the transactionsentered with related party are mentioned in the notes to the accounts.

PARTICULARS OF LOANS / GUARANTEES / INVESTMENT:

The Company has not given any loan / guarantee or provided any Security or made anyinvestment to any person (except those required for business purpose). The detail ofinvestment made during the year is provided in the Balance Sheet. Further the Company is aNon Banking finance Company and therefore it is eligible for exemption as provided underSection 186 (11) of the Companies Act 2013. The Company and its Directors do not have anyrelation to the person to whom the loan is provided or the Company in which the investmentis made. The loan and investment are made for Business purpose.

PARTICULARS OF MATERIAL CONTRACTS OR ARRANGEMENTS MADE WITH THE RELATED PARTIES

The company has not entered into any material contract or arrangements with relatedparties referred to in sub-section (1) of section 188 of the Companies Act 2013.

RISK MANAGEMENT POLICY:

The Company has a structured risk management policy. The Risk management process isdesigned to safeguard the organization from various risks through adequate and timelyactions. It is designed to anticipate evaluate and mitigate risks in order to minimizeits impact on the business. The potential risks are inventories and integrated with themanagement process such that they receive the necessary consideration during decisionmaking. It is dealt with in greater details in the management discussion and analysissection. The Risk Management Policy is also available on the Company's website i.e.www.mahan.co.in .

DECLARATION BY INDEPENDENT DIRECTORS:

The following Directors are independent in terms of Section 149(6) of the Act and SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015:

(a) Mr. Lalit K. Sharma

(b) Mr. Kalpesh L. Trivedi

(c) Mr. Chanakya I. Shukla

The Company has received requisite declarations/ confirmations from all the aboveDirectors confirming their independence.

POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION:

The requisite details as required by Section 134(3)(e) Section 178(3) & (4) andSEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 is attachedherewith and forms part of the Directors Report.

The details of the Nomination and Remuneration policy of the Company as required interms of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 isavailable at the website of the company at i.e. www.mahan.co.in

MANAGEMENTS DISCUSSION AND ANALYSIS REPORT:

Management Discussion and Analysis as stipulated under the Listing Regulation isattached in Annexure III forming part of the Annual Report. It speaks about the overallindustry structure global and domestic economic scenarios development in businessoperations/performance of the Company's business and other material changes with respectto the Company pursuant to Regulation 34 of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015.

NUMBER OF BOARD MEETINGS:

The Board meets at regular intervals to discuss and decide on Company/ business policyand strategy apart from other Board business. The Board/ Committee Meetings arepre-scheduled and a tentative annual calendar of the Board and Committee Meetings iscirculated to the Directors well in advance to facilitate them to plan their schedule andto ensure meaningful participation in the meetings. However in case of a special andurgent business need the Board's approval is taken by passing resolutions throughcirculation as permitted by law which are confirmed in the subsequent Board meeting.

The notice of Board meeting is given well in advance to all the Directors. Usuallymeetings of the Board are held in Ahmedabad. The Agenda of the Board /Committee meetingsis circulated at least a week prior to the date of the meeting. The Agenda for the Boardand Committee meetings includes detailed notes on the items to be discussed at the meetingto enable the Directors to take an informed decision.

During the year the Board of Directors met 10 times. The details of the Board Meetingsare provided in the Corporate Governance Report.

CORPORATE SOCIAL RESPONSIBILITY:

The Company is not covered under the criteria of the provision of Section 135 of theCompanies Act 2013 read with the Companies (Corporate Social Responsibility Policy)Rules 2014 and therefore it is not mandatory for the Company to have the CorporateSocial Responsibility.

CORPORATE GOVERNANCE:

In compliance with Regulation 34 of Listing Regulations a separate report on CorporateGovernance along with a certificate from the Auditor's on its compliance forms an integralpart of this Annual Report attached in Annexure IV.

CODE FOR PREVENTION OF INSIDER TRADING PRACTICES

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a viewto regulate trading in securities by the Directors and designated employees of theCompany. The Code requires pre-clearance for dealing in the Company's shares and prohibitsthe purchase or sale of Company shares by the Directors and the designated employees whilein possession of unpublished price sensitive information in relation to the Company andduring the period when the Trading Window is closed. The Board is responsible forimplementation of the Code. The insider trading Policy is also available on the Website ofthe Company i.e. www.mahan.co.in

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE fPREVENTION. PROHIBITIONAND REDRESSAL1 ACT. 2013

The Company has in place an Anti harassment policy in line with the requirements of theSexual Harassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013.Internal Complaint Committee are set up to redress complaints received regularly and aremonitored by women independent Director/Company Secretary who directly report to theChairman. All employees (permanent contractual temporary trainees) are covered underthe policy. There was no compliant received from any employee during the financial year2018-19 and hence no complaint is outstanding as on 31.03.2019 for redressal.

SECRETARIAL STANDARDS:

Pursuant to provision of Section 110 of the Companies Act 2013 the Company hascomplied with the mandatory Secretarial Standards which are notified.

COST AUDIT:

The Company is not engaged in the manufacturing activity and therefore the provisionsof Cost Audit are not applicable to the Company.

During the year under review provisions of cost audit as stated under Section 148 ofthe Act and the Companies (Audit and Auditors) Rules 2014 were not applicable to theCompany.

SECRETARIAL AUDIT REPORT:

Pursuant to Section 204 of the Act the Secretarial Audit Report for the Financial Yearended 31st March 2019given by M/s. Gaudana & Gaudana Practicing CompanySecretaries is attached herewith and marked as Annexure V which forms part of theDirectors Report. The observations are self explanatory.

ANNUAL PERFORMANCE EVALUATION:

During the year the Board has carried out the annual evaluation of its own performanceas well as the evaluation of the working of its Committees and individual Directorsincluding Chairman of the Board. This exercise was carried out through a structuredquestionnaire prepared separately for Board Committee and individual Directors.

The questionnaire for Board evaluation was prepared taking into consideration variousaspects of the Board's functioning such as understanding of Board members of their rolesand responsibilities time devoted by the Board to Company's long-term strategic issuesquality and transparency of Board discussions quality quantity and timeliness of theinformation flow between Board members and management Board's effectiveness indisseminating information to shareholders and in representing shareholder interests Boardinformation on industry trends and regulatory developments and discharge of fiduciaryduties by the Board.

The Board acknowledged certain key improvement areas emerging through this exercise andaction plans to address these are in progress. The performance evaluation of the NonIndependent Directors including Chairman was carried out by the Independent Directors at aseparate meeting of the Independent Directors on 31stMarch 2019.The Committeehas carried out evaluation of all Directors including Independent Directors. The report ofperformance evaluation so arrived at was then noted and discussed at the Board Meeting.

Board:

In accordance with the criteria suggested by The Nomination and Remuneration Committeethe Board of Directors evaluated the performance of the Board having regard to variouscriteria such as Board composition. Board processes Board dynamics etc. The IndependentDirectors at their separate meetings also evaluated the performance of the Board as awhole based on various criteria. The

Board and the Independent Directors were of the unanimous view that performance of theBoard of Directors as a whole was satisfactory.

In accordance with the provisions of Section 152 of the Act and the Company's Articlesof Association Mr. Dattatrey C. Manik Director retires by rotation at the forthcomingAnnual General Meeting and being eligible offers himself for reappointment. The Boardrecommends his re-appointment for the consideration of the Members of the Company at theforthcoming Annual General Meeting. Brief profile of Mr. Dattatrey C. Manik has been givenin the Notice convening the Annual General Meeting.

Committees of the Board:

The performance of Audit Committee Nomination and Remuneration Committee StakeholdersRelationship Committee and Independent Directors was evaluated by the Board having regardto various criteria such as committee composition committee processes committee dynamicsetc. The Board was of the unanimous view that all the committees were performing theirfunctions satisfactorily and according to the mandate prescribed by the Board under theregulatory requirements including the provisions of the Act the Rules framed there underand the Listing Regulations.

Individual Directors:

(a) Independent Directors: In accordance with the criteria suggested by The Nominationand Remuneration Committee the performance of each independent director was evaluated bythe entire Board of Directors (excluding the director being evaluated) on variousparameters like engagement leadership analysis decision making communicationgovernance and interest of stakeholders. The Board was of the unanimous view that eachindependent director was a reputed professional and brought his/her rich experience to thedeliberations of the Board. The Board also appreciated the contribution made by all theindependent directors in guiding the management in achieving higher growth and concludedthat continuance of each independent director on the Board will be in the interest of theCompany.

(b) Non-Independent Directors: The performance of each of the non-independent directors(including the chair person) was evaluated by the Independent Directors at their separatemeeting. Further their performance was also evaluated by the Board of Directors. Thevarious criteria considered for the purpose of evaluation included leadership engagementtransparency analysis decision making functional knowledge governance and interest ofstakeholders. The Independent Directors and the Board were of the unanimous view that eachof the nonindependent directors was providing good business and people leadership.

CEO AND CFO CERTIFICATION :

Pursuant to Regulation 17(8] of Securities and Exchange Board of India (ListingObligations and Disclosure Requirements] Regulations 2015 Certificate from Mr. YogendraKumar Gupta Managing Director and Mr. Dattatrey C. Manik Chief Financial Officer for theyear ended 31stMarch 2019is given in the Corporate Governance Report.

MATERIAL CHANGES AND COMMITMENTS:

BSE Ltd. informed as per SEBI's directions vide Letter No.SEB1/HO/ISD/ISD/OW/P/2017/18183 dated 07 August 2017 wherein it is mentioned that MCAdirected SEBI to initiate action as per SEBI laws and regulations for 331 Shell Companies.The list includes your company.

Accordingly the trading of the shares were put under GSM VI and trading in shares wererestricted as per rules.

The Company submitted necessary papers to BSE and have represented to them that we aregenuine company operating for last 24 years.

Upon representation by Company Bombay Stock Exchange Vide its Letter No.L/SURV/OFL/KM/2017/2017-18/SHELL/COMP/531515/1 Dated March 14 2018 restored trading asnormal subject to the other conditions including the condition that promoters shall nottransfer or sell their holdings.

Independent Auditor appointed by BSE has already conducted Forensic Audit of Company.

VIGIL MECHANISM & WHISTLE BLOWER POLICY:

The Company has a Vigil mechanism & Whistle blower policy under which the employeesare free to report violations of applicable laws and regulations and the Code of Conduct.The reportable matters may be reported to the Vigilance & Ethics Officer whichoperates under the supervision of the Audit Committee as protected disclosures through ane-mail or dedicated telephone line or a written letter. Employees may also reportdirectly to the Chairman of the Audit Committee. The said Policy is available on thewebsite of the Company.

POLICY ON RELATED PARTY TRANSACTIONS:

The Board of the Company has adopted the Policy and procedure with regard to RelatedParty Transactions. The policy envisages the procedure governing the materiality ofRelated Party Transactions and dealing with Related Party transactions required to befollowed by Company to ensure compliance with the

Law and Regulation. Related Party Transaction Policy has been placed on the website ofthe Company and can be accessed at the link: www.mahan.co.in

DETAILS OF FRAUDS REPORTED BY AUDITORS:

The Auditors did not found and hence reported any fraud during the year as per theSection 134 (3) (ca) of the Companies [Amendment) Act 2015.

TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND:

Your Company does not have any funds lying unpaid or unclaimed for a period of sevenyears. Therefore there were no funds which were required to be transferred to InvestorEducation and Protection Fund (IEPF).

WEB ADDRESS WHERE THE COPY OF THE ANNUAL RETURN:

The Annual Return for the financial year 2018-19 onwards as referred in sub-section (3)of Section 92 will be placed on below web address as per Section 134 (3) (a) of theCompanies (Amendment) Act 2015: www.mahan.co.in

DETAILS OF DEPOSITS:

During the year under review the company has not accepted any deposit within themeaning of Sections 73 and 74 of the Companies Act 2013 read with the Companies(Acceptance of Deposits) Rules 2014 (including any statutory modification(s) orre-enactment(s) thereof for time being in force);

OTHER DISCLOSURES:

a. The Company has complied with Secretarial Standards issued by the Institute ofCompany Secretaries of India on Meetings of the Board of Directors and General Meetings;

b. The Managing Director of the company has not received any remuneration or commissionfrom any of Companies subsidiary;

c. The Company does not have any scheme or provision of money for the purchase of itsown shares by employees/ Directors or by trustees for the benefit of employees/ Directors;and

d. The Company has not issued equity shares with differential rights as to dividendvoting or otherwise.

APPRECIATION:

Your Directors acknowledge the continued support and cooperation received from theCentral Government Shareholders Banks and all other business Associates.

The Board also wishes to record its sincere appreciation of the total commitmentdedication and hard work put in by every stakeholder work force of the Company.

For and on behalf of Board of Directors Of Mahan Industries Limited

Date : 05th August 2019 Place : Ahmedabad

DIN: 01726701