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Mauria Udyog Ltd.

BSE: 539219 Sector: Others
NSE: N.A. ISIN Code: INE150D01019
BSE 00:00 | 25 Feb 63.10 -1.25
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NSE 05:30 | 01 Jan Mauria Udyog Ltd
OPEN 63.10
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VOLUME 20
52-Week high 412.10
52-Week low 63.10
P/E
Mkt Cap.(Rs cr) 84
Buy Price 88.00
Buy Qty 1.00
Sell Price 63.10
Sell Qty 59774.00
OPEN 63.10
CLOSE 64.35
VOLUME 20
52-Week high 412.10
52-Week low 63.10
P/E
Mkt Cap.(Rs cr) 84
Buy Price 88.00
Buy Qty 1.00
Sell Price 63.10
Sell Qty 59774.00

Mauria Udyog Ltd. (MAURIAUDYOG) - Director Report

Company director report

TO THE SHAREHOLDERS OF THE COMPANY

TO THE MEMBERS

Your Directors have the pleasure in presenting the 38th Annual Reporttogether with the Audited Accounts of the company for the year ended 31stMarch 2018.

FINANCIAL RESULTS

The Financial Results for the year ended 31st March 2018 are as under:-

PARTICULARS 2017-18 2016-17
Revenue From Operations 135830.41 123702.24
Other Income 59.48 341.47
Total Income 135389.89 124043.71
Cost of materials consumed 31722.21 23875.33
Purchases of Stock-in-Trade 81558.84 78281.14
Changes in inventories of finished goods Stock-in-Trade and Work-in-progress (495.14 793.53
Employee benefits expense 1110.14 707.61
Finance Cost 3280.56 2478.45
Depreciation and amortization expense 508.41 547.85
Other expenses 16683.81 15931.11
Total Expenses 134368.82 122615.02
Profit/(loss) before exceptional items and tax 1521.07 1428.69
Exceptional Items - -
Profit/(loss) before tax 1521.07 1428.69
Tax Expenses
(1) Current tax (620.00) (531.00)
(2) Deferred tax 17.98 32.33
Dividend & Dividend distribution Tax (120.80) -
Profit/(loss) for the period 798.25 930.01
Other Comprehensive Income 46.86 108.11
Provision of Tax on other comprehensive income (16.22) (37.42)
Total Comprehensive Income for the period 828.89 1000.71
Earnings Per Share (Basic / Diluted) (?) 6.22 7.51

PERFORMANCE REVIEW

Your company achieved higher performance in turnover and operating income. The Grossrevenues touched Rs. 135389.89 Lacs which is 9.15 % higher than last year. Net Profits forthe period stands at Rs. 798.25 Lakhs after paying Dividend and dividend distribution taxthereon. Your company coupled with modernization concentrated efforts of both Managementand employees; the whole hearted support of Banks suppliers and customers has attainedthese levels of performance.

The Company has adopted Indian Accounting Standards (IND AS) prescribed under theCompanies Act 2013 read with relevant rules thereunder with effect from April 1 2017and accordingly financial statements have been prepared in accordance with lnd AS notifiedunder the Companies (Indian Accounting Standards) Rules 2015 as amended by the Companies(Indian Accounting Standards) (Amendments) Rules 2016.

FUTUREOUTLOOK

With total order-book of the company at Rs. 355.77 as at August 02 2018 the year aheadis bright and full of production activities. Your directors are optimistic of betterperformance in turnover and profits during 2018-19.

DIVIDEND & RESERVE

Your directors recommend for consideration of the shareholders at the ensuing annualgeneral meeting payment of a final dividend of 0.25 per equity share (2.5%) on thepaid-up share-capital of 13320000 equity shares of face value of Rs. 10/-each for theyear ended 31 March 2018.

During the year 2017-18 the Board of directors also recommended and paid aninterim-dividend @Rs.0.50 per Equity Share on the paid-up share-capital of 13320000equity shares of face value of Rs. 10/-each.

SHARE CAPITAL

The paid up equity share capital as on 31st March 2018 was 1332.00 Lacs.There was no public issue rights issue bonus issue or preferential issue etc. duringthe year. The Company has not issued shares with differential voting rights sweat equityshares nor has it granted any stock options.

CAPITAL EXPENDITURE

Additions of Fixed assets (gross) during the year under review amounted to Rs. 2.06crores and net fixed assets stood at Rs. 67.99 Crores as at 31st March 2018.

FIXED DEPOSITS

The company has not accepted any deposits from public during the financial year underreport and as such there were no fixed deposits outstanding as on 31st March2018.

SUBSIDIARIES JOINT VENTURE AND ASSOCIATE COMPANIES

The Company has no subsidiary joint venture or associate

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS

As on March 31 2018 there were no outstanding loans or guarantees covered under theprovisions of Section 186 of the Act. The details of the Loans Guarantees and Investmentscovered under the provisions of Section 186 of the Act are given in the notes to theFinancial Statements.

RELATED PARTY TRANSACTIONS

A detailed report on contracts and arrangements made during the year 2017-18transactions being in the ordinary course of business and at arm's length have beenreported and annexed hereto in this report in the prescribed Form AOC-2 read with note no.13 of the Financial Statements.

The terms & conditions of the above mentioned transactions are not prejudicial tothe interest of the Company. The closing balances of such related parties whereveroutstanding are not overdue.

NUMBER OF MEETINGS OF THE BOARD

Seventeen meetings of the Board of directors were held during the year. For details ofthe meetings of the Board please refer to the corporate governance report which formspart of this report.

BOARD EVALUATION

The Board of directors has carried out an annual evaluation of its own performanceBoard committees and individual directors pursuant to the provisions of the Companies Act2013 ("the Act") and the corporate governance requirements as prescribed bySecurities and Exchange Board of India ("SEBI") under Regulation 17(10) ofListing Obligations & Disclosure Requirements Regulations 2015. The performance ofthe Board was evaluated by the Board after seeking inputs from all the directors on thebasis of the criteria such as the Board composition and structure effectiveness of Boardprocesses information and functioning etc. The performance of the committees wasevaluated by the Board after seeking inputs from the committee members on the basis of thecriteria such as the composition of committees effectiveness of committee meetings etc.The Board and the Nomination and Remuneration Committee ("NRC") reviewed theperformance of the individual directors on the basis of the criteria such as thecontribution of the individual director to the Board and committee meetings likepreparedness on the issues to be discussed meaningful and constructive contribution andinputs in meetings etc. In addition the Chairman was also evaluated on the key aspectsof his role.

FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

The Company keeps its Directors informed of the activities of the Company itsmanagement and operations and provides an overall industry perspective as well as issuesbeing faced by the industry. The details of various familiarization programme provided tothe Directors of the Company is available on the Company's website www.mauria.com.

DISCLOSURE PURSUANT TO RULE 5 OF COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIALPERSONNEL) RULES 2014

Disclosure pursuant to Rule 5 of Companies (Appointment and Remuneration of ManagerialPersonnel) Rule 2014 has been made in the prescribed Format and forms part of theDirectors' Report as Annexure IV SEPARATE MEETING OF INDEPENDENT DIRECTORS

In terms of requirements under Schedule IV of the Companies Act 2013 and the ListingRegulations 2015 a separate meeting of the Independent Directors was held on 13/02/2018.

The Independent Directors at the meeting reviewed the following:-

• Performance of non independent Directors and board as a whole.

• Performance of the Chairperson of the Company taking into account the views ofexecutive Directors and non-executive Directors.

• Assess the quality quantity and timeliness of flow of information between theCompany management and the Board that is necessary for the Board to effectively andreasonably perform their duties.

LISTING ON STOCK EXCHANGES

Your Directors take an immense pleasure in informing you that with effect from TuesdayJuly 14 2015 the scrips of your company got listed on BSE Limited (BSE) under the DirectListing Route of BSE and permitted to dealings on the BSE in the list of T Group withScrip Code 539219 (bearing ISIN: INE150D01019).

Accordingly as on date the shares of your Company are listed on BSE as well asCalcutta Stock Exchange (CSE).

Market price data - High Low during the each month in last financial year 2017-18 hasbeen given under Corporate Governance Report.

CORPORATE GOVERNANCE

A detailed Report on Corporate Governance is given in "Annexure-A" to thisreport. In terms of Part E of Schedule V of SEBI (Listing Obligations and DisclosuresRequirements) Regulations 2015 (Listing Regulations 2015) the Compliance Certificatefrom the Practicing Company Secretary certifying compliance with conditions of CorporateGovernance as stipulated in Regulation 16 to 27 of Listing Regulations 2015 with theStock Exchange(s) where the shares of the company are listed is also enclosed.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act 2013 the Board of directors to thebest of their knowledge and ability confirm that:

i. in the preparation of the annual accounts the applicable accounting standards havebeen followed and there are no material departures;

ii. they have selected such accounting policies and applied them consistently and madejudgments and estimates that are reasonable and prudent so as to give a true and fair viewof the state of affairs of the Company at the end of the financial year and of the profitof the Company for that period;

iii. they 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;

iv. they have prepared the annual accounts on a going concern basis;

v. they have laid down internal financial controls to be followed by the Company andsuch internal financial controls are adequate and operating effectively;

vi. they have devised proper systems to ensure compliance with the provisions of allapplicable laws and that such systems were adequate and operating effectively.

INTERNAL FINANCIAL CONTROL SYSTEM

Based on the framework of internal financial controls and compliance systemsestablished and maintained by the Company work performed by the internal statutory andsecretarial auditors and external consultants and the reviews performed by management andthe relevant Board committees including the audit committee the board is of the opinionthat the Company's internal financial controls were adequate and effective during thefinancial year 2017-18.

DIRECTORS & KEY MANAGERIAL PERSONNEL/ INDEPENDENT DIRECTORS DECLARATION

Pursuant to the provisions of Section 149(7) of the Act all Independent directors havesubmitted declarations that each of them meets the criteria of independence as provided inSection 149(6) of the Act and Regulation 16(1)(b) of the SEBI Regulations 2015.

As per the provisions of Companies Act 2013 Shri V.K. Sureka (DIN: 00060160) retiresby rotation and being eligible has offered himself for re-appointment.

Shri N.K. Sureka was appointed the Managing Director of the Company who would beliable to retire by rotation for a fresh period of One year with effect from 01stApril 2018 by the Board of Directors subject to the approval of the members.

Shri V.K. Sureka was appointed as Whole-time Director and Chairman of the Company whowould be liable to retire by rotation for a fresh period of three years with effect from01st April 2018 by the Board of Directors subject to the approval of themembers.

Shri K.M. Pai was appointed as Director (Marketing) of the Company who would be liableto retire by rotation for a fresh period of three years with effect from 01stApril 2018 by The Board of Directors subject to the approval of the members.

The resolutions seeking approval of the Members for the appointment of Shri N.K.Sureka Shri V.K. Sureka and Shri K.M. Pai on the terms and remuneration approved by theBoard of Directors have been incorporated in the notice of the forthcoming annual generalmeeting of the Company along with brief details about them.

There has been no change in composition of Board of Directors and Key ManagerialPersonnel during the year except that of Shri Salil Rai (DIN: 00121981) who has resignedfrom the Board of directors w.e.f. January 15 2018 and Smt. Jaspreet Arora (DIN:06959857)joined the Board as an Additional Director under Non-executive Independent category w.e.f.January 19 2018.

In line with the provisions of Sections 149 152 and other applicable provisions of theCompanies Act 2013 including the Rules made thereunder (‘the Act') and the erstwhileListing Agreement Shri Shiv Kumar Yadav (DIN:00118786) and Smt. Sujata Kumar(DIN:01310030) were appointed at the Annual General Meeting of the Company held on 30thSeptember 2014 to hold office for five consecutive years for a term up to March31 2019. The Board of Directors of the Company and the Nomination and RemunerationCommittee have evaluated the performance of the said Independent Directors and on thebasis of the said evaluations it is now proposed that Shri Shiv Kumar Yadav(DIN:00118786)and Smt. Sujata Kumar (DIN:01310030) Independent Directors of the Company be appointed fora second term of five consecutive years commencing from April 1 2019 up to March 312024.

During the year the non-executive directors of the Company had no pecuniaryrelationship or transactions with the Company

POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION AND OTHER DETAILS

The Company's policy on directors' appointment and remuneration and other mattersprovided in Section 178(3) of the Act has been disclosed in the corporate governancereport which forms part of the directors' report.

INSIDER TRADING POLICY

The Company's policy on insider trading has been uploaded on the web-site of thecompany www.mauria.com and all necessary steps have been taken to comply with the saidpolicy.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

Your directors have established a Vigil (Whistle Blower) Mechanism and formulated aPolicy in order to provide a framework for responsible and secure whistle blowing/vigilmechanism. The Vigil (Whistle Blower) Mechanism aims to provide a channel to the Directorsand employees to report genuine concerns about unethical behavior actual or suspectedfraud or violation of the codes of conduct or ethic policy. This mechanism also providesfor adequate safeguards against victimization of Directors and employees who avail of themechanism and also provide for direct access to the Chairman of the Audit Committee inexceptional cases.

We affirm that no personnel have been denied access to the audit committee.

During the year 2017-2018 no such report were made to the Chairman of Audit CommitteeCOMMITTEES OF BOARD OF DIRECTORS

CORPORATE SOCIAL RESPONSIBILITY AND GOVERNANCE COMMITTEE

Your directors the Management and all of the employees subscribe to the philosophy ofcompassionate care. We believe and act on the ethos of generosity and compassionate carecharacterized by willingness to build a society that works for everyone. This is thecornerstone of our CSR policy.

Company continues to undertake the CSR work during the year under review on a voluntarybasis over and above what has been required under CSR guidelines. The CSR activities areoverseen by the Chairman and the Managing Director on a regular basis. The Annual reporton the CSR Activities forming part of this Report is annexed hereto.

Your directors have constituted the Corporate Social Responsibility (CSR) Committeecomprising of Shri Vishnu Kumar Sureka as Chairman and Shri Navneet Kumar Sureka and ShriShiv Kumar Gupta as members.

The said committee has formulated and recommended to the Board a Corporate SocialResponsibility Policy (CSR Policy) indicating the activities to be undertaken by theCompany monitoring and implementing of the CSR Policy and recommending the amount to bespent on the CSR activities.

During the year 2017-2018 the CSR Committee met twice and provided status updates tothe Board of directors of the company.

Your company's investment in CSR activities for the year 2017-18 was Rs. 32.40 Lakhswhich is above the requirement of minimum 2 % of the average profits of the company forthe last three years.

AUDIT COMMITTEE

The constitution of the Audit Committee is in accordance with the requirements ofSection 177 of the Companies Act 2013(here-in-after known the "Act") andRegulation 18 of the Listing Regulations 2015. This committee comprises of threenon-executive directors Shri Shiv Kumar Yadav Smt. Sujata Kumar and Smt. Jaspreet Arorawith Shri Shiv Kumar Gupta as its Chairman.

The details of terms of reference of the audit committee number and dates of meetingsheld attendance of Directors during the year are given in the Corporate Governance Reportforming part of this Annual Report.

The primary objective of the Committee is to monitor and provide effective supervisionof the Management's financial reporting process to ensure accurate and timely disclosures

NOMINATION AND REMUNERATION COMMITTEE

Your directors have constituted the Nomination and Remuneration Committee comprising ofShri Shiv Kumar Gupta as Chairman and Smt. Sujata Kumar and Smt. Jaspreet Arora asmembers.

The said committee has been entrusted with the responsibility of formulating andrecommending to the Board a policy relating to the remuneration of the directors keymanagerial personnel and other employees; formulation of criteria for evaluation ofIndependent Directors and the Board devising a policy on Board diversity and identifyingpersons who are qualified to become directors and who may be appointed in seniormanagement in accordance with the criteria laid down and to recommend to the board theirappointment and removal.

During the year 2017-2018 Nomination & Remuneration committee met once andprovided status updates to the Board of directors of the company

STAKEHOLDERS' RELATIONSHIP COMMITTEE

Your directors have re-constituted the existing Shareholders' Grievance Committeeduring the year 2014-15 by broadening the scope to include all security holders and theirgrievance-redressal as part of the new mandatory Committee to be called Stakeholders'Relationship Committee comprising of Shri Shiv Kumar Yadav as Chairman Smt. Sujata Kumarand Smt. Jaspreet Arora as members. The Stakeholders' Relationship Committee shallconsider and resolve the grievances of security holders of the company.

During the year 2017-2018 Stakeholders Committee met Thrice and provided statusupdates to the Board of directors of the company.

PREVENTION OF SEXUAL HARASSMENT POLICY

The Company has zero tolerance for sexual harassment at workplace and has adoptedPrevention of Sexual Harassment policy in line with the requirements of the SexualHarassment of Women at the Workplace (Prevention Prohibition and Redressal) Act 2013. AnInternal Complaints Committee has been set up to redress complaints received regardingsexual harassment. All employees (permanent contractual temporary trainees) are coveredunder this policy.

During the year 2017-2018 no complaints were received by the Company related to sexualharassment and hence no complaint is pending as on 31.03.2018 for redressal.

MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION BETWEEN THE END OF THEFINANCIAL YEAR AND DATE OF THE REPORT

No material changes and commitments affecting the financial position of your Companyhave occurred between the end of the financial year of the Company to which the financialstatements relate and on the date of this report.

SIGNIFICANT MATERIAL ORDERS PASSED BY REGULATORS

No significant and material orders have been passed during the year under review by theregulators or courts or tribunals impacting the going concern status and Company'soperations in future.

CHANGE IN THE NATURE OF BUSINESS IF ANY

There is no change in the nature of business of your Company during the year underreview.

INTERNAL FINANCIAL CONTROLS

The Company has identified all key internal financial controls which impacts thefinancial statements as part of Standard Operating Procedures (SOPs). The SOPs aredesigned for all critical processes across all plants warehouses and offices whereinfinancial transactions are undertaken. The SOPs cover the standard processes risks keycontrols and each process is identified to a process owner. The financial controls aretested for operating effectiveness through management ongoing monitoring and reviewprocess and independently by the Internal Audit. In our view the Internal FinancialControls effecting the financial statements are adequate and are operating effectively.

STATUTORY DISCLOSURES

-No Frauds Were Reported By Auditors Or Reported To Central Government In The FinancialYear Ended On March 31 2018.

-None Of The Directors Of Your Company Is Disqualified As Per The Provisions Of Section164(2) Of The Act. The Directors Of The Company Have Made Necessary Disclosures AsRequired Under Various Provisions Of The Act.

EXTRACT OF ANNUAL RETURN

In accordance with Section 134(3)(a) of the Companies Act 2013 an extract of theAnnual Return in the prescribed format MGT-9 is annexed as Annexure V to the Board'sReport.

The Annual Return for the financial year 2017-18 is available on the website of theCompany at www.mauria.com INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

Ministry of Corporate Affairs had notified Investor Education and Protection FundAuthority (Accounting Audit Transfer and Refund) Rules 2016 effective from 07.09.2016.As per the Rules Unclaimed/unpaid dividends / shares thereon are to be transferred toIEPF at the end of 7 years. The shares in respect of which dividend has not been paid orclaimed for 7 consecutive years or more shall also be transferred to IEPF following theprescribed procedure. The company has issued public notice to enable to claim the shares.Such shares remaining unclaimed have to be transferred to IEPF Authority within the dateprescribed. The holders of such shares or their legal heirs can reclaim the shares fromthe IEPF Authority through the Company following the due procedure. The particulars ofsuch shares will be put on the Company's web-site in due course.

CEO/CFO CERTIFICATION

In terms of the requirements of Regulation 17(8) read with Part B of Schedule II of theSEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 the ManagingDirector and the CFO have submitted necessary certificate to the Board of Directorsstating the particulars specified under the said Clause. The certificate has been reviewedby the Audit Committee and taken on record by the Board of Directors.

MANAGEMENT DISCUSSION & ANALYSIS

Outlook of Indian Economy:

After registering GDP growth of over 7 per cent for the third year in succession till2016-17 the Indian economy is headed for somewhat slower growth estimated to be 6.5 percent in 2017- 18 as per first Advance Estimates released by CSO. Even with this lowergrowth for 2017-18 GDP growth has averaged 7.3 per cent for the period from 2014-15 to2017-18 which is the highest among the major economies of the world. That this growth hasbeen achieved due to lower inflation improved current account balance and notablereduction in the fiscal deficit to GDP ratio makes it all the more creditable. In additionto the introduction of GST the year also witnessed significant steps being undertakentowards resolution of problems associated with non-performing assets of the banks furtherliberalization of FDI etc. thus strengthening the momentum of reforms. After remainingin negative territory for a couple of years growth of exports rebounded into positive oneduring 2016-17 and strengthened further in 2017-18. There was an augmentation in the spotlevels of foreign exchange reserves to close to US$ 414 billion till mid January 2018.Concerns have been expressed about growing protectionist tendencies in some countries andit remains to be seen as to how the situation unfolds. Additionally average crude oilprices have risen by around 14 per cent so far in 2017-18 (mid January 2018) vis-a-vis2016-17. Going by the recent trends the average crude oil prices could be in the vicinityof US$ 56-57 per barrel in the current financial year and could rise further by another10- 15 per cent in 2018-19. Some of these factors could have dampening effect on GDPgrowth in the coming year. However with world growth likely to witness moderateimprovement in 2018 expectation of greater stability in GST likely recovery ininvestment levels and ongoing structural reforms among others should be supportinghigher growth. On balance country's economic performance should witness an improvement in2018-19.

Industry Overview:

As you are aware that your Company is engaged in the business of manufacturing andtrading in varied products: Liquefied Petroleum Gas (LPG):

With India's economic growth closely linked to energy demand the need for oil and gasis projected to grow further rendering the sector a fertile ground for investment.

Textile:

With consumerism and disposable income on the rise the retail sector has experienced arapid growth in the past decade. Changing lifestyles and increasing demand for qualityproducts are set to fuel the need for apparel. The sector contributes 14% to industrialproduction 4% to India's GDP and constitutes 13% of the country's export earnings.

The future for the Indian textile industry looks promising buoyed by both strongdomestic consumption as well as export demand.

Agriculture Industry:

Given the importance of the agriculture sector the Government of India plannedseveral steps for the sustainable development capacity building of agriculture. The 12thFive-Year Plan estimates the food grains storage capacity to expand to 35 MT. Also 4 percent growth would help restructure the agriculture sector in India in the next few years.Government has announced 100% FDI through FIPB route for marketing of food products thatare produced or manufactured in India and also to make food trade and processing industrymore efficient

Factors such as reduced transaction costs and time improved port gate management andbetter fiscal incentives would contribute to the sector's growth. Furthermore the growinguse of genetically modified crops will likely improve the yield for Indian farmers.

COMPANY OVERVIEW

MAURIA UDYOG LIMITED (MUL) is an ISO 9001:2008 company certified by BSI accredited byUKAS. MUL is also certified for OHSAS:18001: 2007& ISO 14001:2004 by BSI for itsHealth Safety and Environmental Management Systems. We are a Govt. of India recognizedTRADING HOUSE for consistent export of our products to various parts of the world. Yourcompany is largest manufacturer and exporter in India exporting its products to more than75 countries across the world. MUL exports its products to practically every continent ofthe world. Products of the company meet all key international standard certificationincluding certification for manufacture of cylinders according to DOT for BA/BW standardfor USA in India.

During the year the company has entered into South American market.

The manufacturing Works is situated at Faridabad on the outskirts of New Delhi in theNCR region.

You directors are optimistic of future growth of the company.

EXPOSURE TO EXPORTS OF LPG CYLINDERS WELDED STEEL LPG CYLINDERS

Over the past 30 years MUL has produced the cylinders as per different internationalstandards such as EN 1442 ISO 4706 SANS 4706 DOT 4BA KS ISO 4706 ISO 22991 IS 3196OS 120 NIS 69 AS 2469 AS 2470 SNI 1452 SLS 1178 and EN 13322-1. Customers such as BPSHELL TOTAL BOC/LINDE VITOGAZ and ADDAX etc. to name but a few have enjoyed ourinternational quality at an affordable price. We have installed rigorous standards withmodern equipment and a keen and well-trained workforce. We produce the cylinders from 4.0litre (1.7kgs. gas capacity) to 120.0 litre (50.0 kgs.) for LPG and other gases such asammonia and refrigerants.

The company has made export sales (FOB) during the financial year under reportamounting to Rs. 414.19 Crores.

Mission

We are committed to satisfy our customers by providing Quality Product which giveshighest value for money.

We believe that employees are our most important asset through which we can reach thetop in each category of our products and services. Therefore we will emphasize on theircontinuous improvement through upgradation of relevant knowledge and training.

We commit ourselves to continuous growth so as to fulfil the aspirations of ourcustomers employees and shareholders. Committed To Quality We don't just manufactureproducts we create satisfaction. Eurospa has deployed extensive resources to ensure theoptimum quality of its products. The reiterative tests the microscopic adherence toquality and inspection all ensures that all Eurospa products are of world-class quality.We treat each and every product as a challenge and every achievement a reason to set newgoals.

MUL apart from manufacturing of LPG Cylinders Valves Regulators DisposableCylinders Mathyl Bromide Cylinders & Refilable Cylinders being its main activityhas also undertaken the following :-

I. TERRY TOWEL DIVISION

The company undertakes manufacturing of terry towels in addition to cylinders. MUL hasa top-of-the-line manufacturing facility to manufacture world-class terry towels as perthe prevailing international standards.

Spread over 30000 sq.ft. this unit boasts of an in-house and completely integratedinfrastructure alongwith a talented pool of professionals from the textile industry.

The unit comprises of a modern facility and a weaving plant equipped with all therelevant machines. The ultra-modren Terry Towel Manufacturing Unit has thestate-of-the-art technology sourced from Switzerland Germany and Italy.

As reported last year that the Terry Towel Division has upgraded its plant &machinery by making additional investment amounting to Rs.5.30 Crores so to have betterquality and increased production of the products your directors are pleased to informthat the total turnover of the Terry Towel Division during the year under report has beenat Rs. 45.89 Crore in comparison to Rs. 33.33 Crore during the previous year.

Zero Defect Production In Terry Towel

Automatic Fabric Inspection machine has been installed to ensure that only zero defectfabric goes for production. To lend smooth velvet finish to the products specializedshearing machines have been imported. The end product is also inspected by the finishingteam for even minor defects if any. The objective is to ship only those products whichreflect MUL's unflinching commitment to quality.

II. INTERNATIONAL TRADING & MERCHANDISING

The company has carried on with domestic trading in agro- commodities such as soyabeanmeal DOC and international & domestic trading in steel ferrous and non-ferrousmetals. This has further improved the liquidity position of the company and the company ishopeful to do better in the near future.

III LPG CYLINDER ACCESSORIES

The company also manufactures various other LPG Cylinder Accessories such as CylinderGuards Neck Rings Burner Set Cooker Ring & Adopter.

RECOGNITION & AWARDS

The company is the recipient of FIEO's Niryat Shree Bronze Trophy Award for itsexcellence in exports.

EEPC INDIA Eastern Region awarded the company on 25.02.2011 Export Excellence for StarPerformer as large enterprise in the product group of other fabricated metal productsexel machinery & equipment for its outstanding contribution to engineering exportsduring the year 2008-09 and for the year 2009-10 as well which was received on 20.12.2011by Shri N. K. Sureka a director of the company.

The company was also represented in the Annual Premier Vendors' Workshop conducted byBharat Petroleum Corporation Limited held at Mumbai on 04.11.2011 wherein a Trophy for thebest performance was awarded to the company which was received by Shri K. M. Pai adirector of the company.

The Indian Council of Small & Medium Exporters (ICSME) has awarded Niryat ShiromaniPuraskar to Shri N. K. Sureka a director of the company and Gold Medal to the company forexport performance on 23.03.2007.

The company participated in the "Haryana State Safety and Welfare AwardsScheme" in the year 2006 and the Directorate of Industrial Safety & HealthLabour Department Haryana placed on record its appreciation of the management for takingproactive steps by implementing safety health and welfare schemes for the workers.

The Engineering Export Promotion Council of India (EEPC INDIA) awarded Silver Trophy toyour Company as National Award for Export Excellence 2011-12 on 15th March2013 in the presentation ceremony held in Mumbai.

Industries & Commerce Department Government of Haryana conferred State ExportAward 2013-14 to the Company on 08.06.2015.

AUTOMATION

The company is continuously automizing and upgrading the manufacturing facility to meetthe latest technological advancement.

RESEARCH & DEVELOPMENT (R&D)

MUL has its in-house R&D facility and a fully equipped design studio that createsinnovative and vibrant designs for towels in line with prevailing international trends andforecasts. The studio is equipped with CAD system and is managed by well known andtalented designers. It is also fully capable of designing towels as per the buyer'sdesigns material and colour specifications.

The management of the company also keeps a tab on the international trends by attendingvarious international fairs & conferences.

The company's continued focus on R&D has resulted in several approvals of itsproducts in developed markets and significant progress in its initiative.

MUL has a complete and integrated towel manufacturing facility which makes its productsinternationally compatible in terms of quality and price. It also helps to reduceproduction lead time to a considerable extent.

It is now all set to carve a niche for itself in the competitive international marketby exporting world class products.

FORGING NEW RELATIONSHIPS

Having consolidated its infrastructure and strengths the company is planning to expandand grow its overseas market in times to come. It plans to forge mutually rewardingbusiness associations with its potential clients. For this purpose it has chalked out anambitious plan. The management of the company is committed to provide its clients reliableand quality products at competitive prices and thus nurture enduring relationships withthem.

The change in the international/local Govt. Policies do have its significant impact onthe business of the company in the international as well as local markets thus effectingthe volume of sales including the exports of the company.

SWOT ANALYSIS OF LPG INDUSTRY

Strength:

Over 30 years' experience in manufacturing LPG Cylinder Valves andPressure Regulators.

• Exporting in over 60 countries all over the globe.

• Easily availability of raw material low cost labour and transportation

• Increasing demand in overseas LPG market

• Strong experienced management

• Encouraging export policies

• Customer loyalty

Weakness:

Raw material Cost Intensive

• Work inefficiency

• Economic factors

• Political uncertainties

Opportunities:

Innovation

• New Market

• Huge Demand

• Growing Industry

• Geographic best location

Threats:

International/regional competition

• Uncertainty of input cost

• Continuous govt. interference (Interest rate/Regulatory compliance)

• Slowdown in national/global economy/demand

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has a proper and adequate internal control system to ensure that all assetsare safeguarded and protected against loss from unauthorized use or disposition and thosetransactions are authorised recorded and reported correctly. The internal control isexercised through documented policies guidelines and procedures. It is supplemented by anextensive program of internal audits conducted by in house trained personnel. The auditobservations and corrective action takenthereon are periodically reviewed by the auditcommittee to ensure effectiveness of the internal control system. The internalcontrol isdesigned to ensure that the financial and other records are reliable for preparingfinancial statements and other data andfor maintaining accountability of persons.

RISK & CONCERNS

At MUL all key functions and divisions are independently responsible to monitor riskassociated within their respective areas of operations such as production financeinsurance shipping legal and other issues like health safety and environment.

Cylinders and terry towel products are globally traded commodities and their prices aresubjected to international market forces of demand-supply and other factors that influenceprice volatility. With these two businesses presently accounting for the major proportionof MUL's revenues changes in global price levels will have an impact on the company'sperformance.

Your company has identified the following risks with possible impact on the company andthe mitigation plans of the company:

Key Risk Impact on the Company Mitigation Plans
Commodity Price/availability Risk Risk of price fluctuation on the basic raw- material like HR Coils CR Coils MS Bunk Brass Aluminum alloy zinc-ingots chemicals Fabrics grey yarn Dye power etc. Adequate level of raw material inventory has to be maintained at all times to ensure quick turnaround time for orders received. Any volatility in the prices or disruption in availability of raw material can impact the profitability of the Company. However MUL has strong relationships with the raw material suppliers and optimum level of raw material.
Uncertain global economic environment- slow growth in global economy Impact on demand and realization of Exports. Company's business is quite diversified thereby diversifying the risk as well. Company keeps
on reviewing new business opportunities.
Interest Rate-risk. Any increase in interest rate can affect the finance cost. Dependence on debt is minimum and we have sufficient funds with Banks to settle the entiredebt in case need arises.
Compliance risk. Any default can attract penal provisions. By regularly monitoring and reviewing of changes in the regulatory framework and timely compliance thereof.
Competition Risk Your company is always exposed to competition Risk from Asian Countries like Sri Lanka China Taiwan and other African Countries. The increase in competition can create pressure on margins market share etc. By continuous efforts to enhance the brand image of the Company by focusing on R&D quality Cost timely delivery and customer service. By introducing new product range commensurate with demands your company plans to mitigate the risks so involved.

As per global trend all labour intensive manufacturing activities are beingdiscontinued in the developed countries and are now shifting to developing countrieswherein India is a preferred destination specially of products like Cylinders &Towels. The company is in an advantageous position as far as products manufactured areconcerned.

OUTLOOK

The company is taking all efforts to improve the quality and productivity to get moreorders at competitive rates. The company's business is committed to achieve worldbenchmark quality besides expanding on new product offering from new clients. Further thebusiness will continue to focus on improving its cost competitive position. These measureswill ensure the company maintaining its leadership position in the Indian/world market.Due to the own Manufacturing /processing plant the company is able to quote better ratesand maintain safety of products high quality & productivity in the finished goodsmanufactured. Barring unforeseen circumstances the company is confident of achievingbetter results in the current year. The key risks for the global economy include China andother emerging markets and the situation in the Middle East and Africa. The developingnations of Asia are expected to experience a higher rate of growth next year.

HUMAN RESOURCES/INDUSTRIAL RELATIONS

Company's HR philosophy is to establish and build a high performing organization whereeach individual is motivated to perform to the fullest capacity to contribute todeveloping and achieving individual excellence and departmental objectives andcontinuously improve performance to realize the full potential of our personnel. TheCompany is giving direct employment to 203 employees besides 758 on contact basis.Industrial relations are cordial and satisfactory.

AUDITORS

STATUTORY AUDITORS

Pursuant to the provisions of section 139 of the Companies Act 2013 the members atthe 37th Annual General Meeting of the Company held on 11thSeptember 2017 appointed M/s. U.K. GOENKA & CO. Chartered Accountants New Delhi withFirm Registration Number 010549N as the Statutory Auditors of the Company from theconclusion of 37th Annual General Meeting till the conclusion of 42ndAnnual General Meeting covering one term of five consecutive years on a remuneration asmay be mutually agreed upon between Shri N.K. Sureka Managing Director and the aforesaidAuditors subject to ratification by the members at each intervening Annual GeneralMeeting. In view of the amendment to the said section 139 through the Companies(Amendment) Act 2017 notified on 7 May 2018 ratification of auditors' appointment is nolonger required.

The statutory audit report for the year 2017-18 does not contain any qualificationreservation or adverse remark or disclaimer made by statutory auditor.

COST AUDITORS

The Company has appointed M/s Jaiprakash & Co. Cost Accountants for conducting theaudit of cost records of the Company relating to LPG Cylinders Regulators & Valvesfor the financial year 2018-19. Pursuant to Section 148 of the Act read with Rule 14 ofthe Companies (Audit & Auditors) Rule 2014 ratification of the remuneration of CostAuditors is being sought from the Members of the Company at the ensuing AGM.

SECRETARIAL AUDITORS

The Board of Directors of the Company in compliance with section 204 of the Act haveappointed Ms. Jyoti Arya Practicing Company Secretary (M. No.-A48050/ COP-17651) of M/s.Jyoti Arya & Associates Company Secretaries as the Secretarial Auditors to conductsecretarial audit of the Company for the FY 2017-18. The Secretarial Audit Report as perSection 204 of the Act for FY 2017-18 is placed as annexure to this report

No adverse comments have been made in the said report by the Practicing CompanySecretary.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING & OUTGO.

Information required under Section 134(3)(m) of the Act read with Rule 8(3) of theCompanies(Accounts) Rules 2014 with respect to conservation of energy technologyabsorption and foreign exchange earnings/outgo :

A. CONSERVATION OF ENERGY

Measures taken additional investments and impact on reduction of energy consumptionDisclosure of particulars with respect to Conservation of Energy.

-Company has replaced their entire Thyristor base SAW (submerged arc welding) and MIG(Metal inert gas) welding machines from their production with Inverter base machines whichconsume approximately 30% less input power. 47 nos. of 1000 Amps SAW and 40 Nos of 400AMPS MIG welding sets have been replaced.

-VFD (variable frequency drive) employed with conveyor line and in other machinesresulting in power saving.

-Rs. 66.87 lacs have been spent during 2013-14 on acquiring Solar Power Generatingsystem with an object to reduce the lighting load and to further reduce the same companyproposes to use LED lights.

B. TECHNOLOGY ABSORPTION

Disclosure of particulars with respect to Technology Absorption

(i) Efforts in brief made towards technology absorption adaptation and innovation&(ii) Benefits derived as a result of the above efforts& (iii) Technology Importedduring the last three years.

Following steps have been taken for enhancing productivity and quality improvementsresulting in enhanced safety and environmental protection measures and conservation ofenergy:-

• Our company has used latest inverter based technology in welding machines forimproving quality and productivity of LPG cylinders (welding machines have been importedfrom China& fully operational.)

• Flux recovery system has been employed in SAW welding for ensuring defect freeradiographic quality welding.

• Powered belt conveyers designed and installed for assembly and quality controlprocess removing manual material movement & improving productivity.

• Electrical actuator operated blank lifting system(s) have been designed andinstalled in all the deep drawing press for mechanized loading and feeding of blanks &avoiding operator fatigue.

• Twin head SAW machines have started operating for welding both dish endssimultaneously for productivity improvement.

• Processing in a machine; trimming and joggling operation together will removevariation in dimension improve quality and productivity.

• Manual loading and unloading being replaced in machines by pneumatic andelectrical power equipments.

1. Expenditure on R&D: -NA- (C) FOREIGN EXCHANGE EARNINGS AND OUT GO

2017-18 2016-17
a)Earning in Foreign Exchange F.O.B. Value of Exports 41419.20 30140.25
b)C.I.F Value of Imports: Materials 3807.93 7206.63
Spare Parts 1010.07 1041.19
Capital Goods 11.00 14.70
c) Expenditure in Foreign Currency :
For Travelling 8.05 4.95
For Commission 2394.76 1875.66
Others 1335.79 1190.57

EMPLOYEES

The Disclosure as required under Rule 5(1) of the Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 is enclosed herewith as an Annexure.

As there has been no employee during the year under review who were paid remunerationof Rs. 60.00 Lakh per annum or more if employed throughout the year or Rs. 5.00 Lakh permonth and more if employed for the part of the year and also there has been no employeein receipt of remuneration during the year at a rate which in aggregate is in excess ofthat drawn by the Managing director or Whole-time director and therefore the informationas required under Section 5 (2) & (3) of the aforesaid Rule is not called for.

GENERAL

Your Directors state that no disclosure or reporting is required in respect of thefollowing items as there were no transactions on these items during the year under review:

a) Issue of equity shares with differential rights as to dividend voting or otherwise.

b) Issue of shares (including sweat equity shares) to employees of the Company underany scheme save and except ESOS referred to in this Report.

c) Neither the Managing Director nor the Whole-time Directors of the Company receiveany remuneration or commission from any of its subsidiaries.

d) During the year under review neither any fraud of any kind on or by the Company hasbeen noticed by the Board of Directors of the Company nor reported by the Auditors of theCompany. The Company has an internal financial control system commensurate to the size ofthe business in place.

ACKNOWLEDGEMENT

Your Directors wish to express their gratitude to the Banks Employees as well asCustomers for their timely help in smooth functioning of your Company. Your Directors alsoextend their thanks to all the Shareholders of the Company for their trust and confidencein the Board of Directors of the Company.

By order of the Board of Directors
MAURIA UDYOG LIMITED
Sd/-
V.K. SUREKA
CHAIRMAN
ROOM NO. 107 1st FLOOR
ANAND JYOTI BUILDING
41 NETAJI SUBHAS ROAD
KOLKATA - 700 001
CIN:L51909WB1980PLC033010
Date : 04th September 2018