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MPIL Corporation Ltd.

BSE: 500450 Sector: Financials
NSE: MATHPLATT ISIN Code: INE844C01027
BSE 00:00 | 18 Jan 226.75 10.75
(4.98%)
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216.00

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NSE 05:30 | 01 Jan MPIL Corporation Ltd
OPEN 216.00
PREVIOUS CLOSE 216.00
VOLUME 201
52-Week high 310.70
52-Week low 158.95
P/E 74.83
Mkt Cap.(Rs cr) 13
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 216.00
CLOSE 216.00
VOLUME 201
52-Week high 310.70
52-Week low 158.95
P/E 74.83
Mkt Cap.(Rs cr) 13
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

MPIL Corporation Ltd. (MATHPLATT) - Director Report

Company director report

Your Directors have pleasure in presenting the 62nd Annual Report of theCompany together with the Audited Financial Statements for the year ended 31stMarch 2021.

1. FINANCIAL RESULTS

A snapshot of the financial performance for the year gone by and its comparison withprevious year is given below:

Particulars 2020-21 (Rs. in lakhs) 2019-20 (Rs. in lakhs)
Income 160.47 215.51
Expenditure 122.39 158.79
Profit/ (Loss) before Depreciation and Tax 38.08 56.72
Less: Depreciation 14.01 7.69
Current Tax 3.75 12.00
Adjustment for Tax of previous years 5.06 -
Profit/ (Loss) after Tax 15.25 37.03
Add: Balance brought forward from last year 235.38 204.96
Add: Depreciation transferred from Revaluation Reserves 3.73 3.73
Less: Dividend on Equity shares & Dividend tax 8.57 10.34
Balance carried to Balance sheet 245.79 235.37

2. RESULTS OF OPERATIONS

In view of the massive outbreak of the COVID-19 pandemic during the year under reviewas per the Financials for year ended on March 31 2021 the turnover of the Company is'160.47 lakhs as compared to ' 215.51 lakhs for the year ended on March 31 2020. TheCompany made a profit before depreciation and tax of ' 38.08 lakhs during the year endedMarch 31 2021 against the profit before depreciation and tax of ' 56.72 lakhs during theyear ended on March 31 2020.

3. DIVIDEND

Your Board of Directors in its meeting held on June 23 2021 has recommended aDividend of ' 1.20 (i.e.12%) per equity share. The dividend payout is subject to approvalof members at the ensuing Annual General Meeting.

4. TRANSFER TO RESERVES

No amount is proposed to be transferred to reserves during the year under review

5. FIXED DEPOSITS

During the year under review the Company has not accepted any fixed deposits from thepublic and as on 31st March 2021 the Company had no unclaimed deposits orinterest thereon due to any depositor.

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

There are no material changes and commitments affecting the financial position of theCompany which have occurred after March 31 2021 till date of this report.

7. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

ECONOMIC OUTLOOK

The impact of coronavirus pandemic on India has been largely disruptive in terms ofeconomic activity as well as a loss of human lives. Almost all the sectors have beenadversely affected as domestic demand and exports sharply plummeted with some notableexceptions where high growth was observed. An attempt is made to analyze the impact andpossible solutions for some key sectors.The Covid-19 pandemic has devastated economiesacross the world including India which was already languishing at 4.7% GDP growth in thethird quarter of 2019-2020. And within few months the pandemic had throttled the Indianeconomy to contract by 23.9% in the first quarter of the next financial year. In June 2020we entered the "Unlock" phase shutters opened after the longest break ever.However the months ahead remained turbulent and full of ups & downs for the Indianeconomy as well as businesses across the country.

OPPORTUNITIES THREATS RISKS AND CONCERNS

The Company derives its income primarily from investments in financial instruments. Ina falling interest rate environment there would be impact on level of earnings andconsequently on the profitability of the Company. Having said that the Company proposes tomake best use of its available resources and achieve a steady if not accelerated growth.

The demand for housing in India has been impacted amid a change in stance in thebanking system. According to a recent reports the second wave of COVID-19 would hit theIndian economy by prompting people to save rather than spend. This is in contrast withthe first wave in 2020 when the contraction in economic growth was driven primarily bysupply disruptions due to a prolonged nation-wide lockdown. This would particularly impacthome purchases in the country that require big-ticket investments. However not all hasbeen lost and there has to be a forward-looking sentiment because according to KnightFrank India the residential real estate market in India has seen a steady rise in bothsales and launches from January-March 2021.

Since last year an increasing number of real estate dealings are taking place remotelyonline. In the current circumstances consumers prefer digital and remote human engagementover in-person interactions - a sentiment that has progressively deepened even after theend of the lockdown.

SEGMENT WISE OR PRODUCT WISE PERFORMANCE

The Company does not carry on any manufacturing or sales activity and therefore thereare no reportable segments in the Company operations. The surplus funds of the Company areinvested in money market instruments which generates investment income. The Company alsoderives income from lease of its assets and business support services. Details of theseincomes are separately disclosed in the financial statements. The revenues are utilized tomaintain the assets of the Company.

INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY

The company has an appropriate system of internal control. The Company ensuresadherence to internal control policies and procedures. Internal audit is conducted on aperiodical basis to review internal controls. The Audit Committee of the Board ofDirectors reviews the reports of the internal audits conducted and the adequacy ofinternal control systems.

FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE

During the year under review the Company recorded a profit of ' 38.08 lakhs beforedepreciation and tax as compared to Profit of ' 56.72 lakhs in the previous year. Afterproviding for depreciation and tax the profit for the year under review was ' 15.27 lakhsas compared to Profit of ' 37.03 lakhs for the previous year.

EMPLOYEES/ HUMAN RESOURCES

During the year relations with employees remained cordial. As on 31stMarch 2021 the Company had 2 employees on its roll.

Statements in this Management Discussion & Analysis describing the Company'sobjective projections estimates and expectations may be forward looking statement withinthe meaning of applicable laws and regulations. Actual results might differ materiallyfrom those either expressed or implied.

8. EXTRACT OF ANNUAL RETURN- Form No MGT-9

The details forming part of the extract of the Annual Return in Form No MGT-9 isannexed as ANNEXURE 1 to this report.

9. AUDITORS

9.1 Statutory Auditors

Pursuant to the provisions of Section 139 of the Act read with Companies (Audit andAuditors) Rules 2014 as amended from time to time M/S M.D. Pandya & AssociatesMumbai Chartered Accountants were appointed as Statutory Auditors of the Company to holdoffice for a term of five years i.e. from thr conclusion of 58th Annual General Meeting ofthe Company till the conclusion of 63rd Annual General Meeting to be held in the year2022. The MCA vide its notification dated 7th May 2018 has dispensed with therequirements of ratification of Auditors appointment by the Shareholders every year.Hence the resolution relating to ratification of auditors appointment is not included inthe NOTICE of the ensuing Annual General Meeting.

There are no observations (including any qualification reservation adverse remark ordisclaimer) of the Auditors in their Audit Report that may call for any explanation fromthe Directors.

9.2. Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act 2013 and the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 the Company hasappointed M/s Ragini Chokshi & Co Practicing Company Secretary to undertake theSecretarial Audit of the Company.

The Secretarial Audit Report is annexed as ANNEXURE 2 to this report and doesnot contain any qualifications.

10. CORPORATE GOVERNANCE

The Company has complied with the mandatory Corporate Governance requirementsstipulated under Regulations 34 and 53 read with Schedule V of the SEBI (ListingObligation and Disclosure Requirements) Regulations 2015.

The report on Corporate Governance and a certificate from the Auditors of the CompanyM/s M.D. Pandya & Associates confirming compliance of the conditions of the CorporateGovernance requirements are annexed hereto and forms part of the Report.

11. DIRECTORS AND KEY MANAGERIAL PERSONNEL

All Independent Directors have given declarations that they meet the criteria ofIndependence as laid down under Section 149 (7) of the Companies Act 2013 and SEBI(Listing Obligation and Disclosure Requirements) Regulations 2015.

In accordance with the provisions of Section 152 of the Companies Act 2013 Mr. MilanDalal (DIN: 00062453) retires by rotation and is eligible for re-appointment.

Mr. K. Krishnamoorthy (DIN 02797916) was appointed as an Additional Director(Independent) on 09th October 2020 and in accordance with the provisions ofSection 161 of the Companies Act 2013 he will hold office upto the ensuing AnnualGeneral Meeting. The Company has received a notice proposing the candidature of Mr. KKrishnamoorthy(DIN 02797916) for his appointment as an Independent Director of the Companyfor a second term of 5 consecutive years w.e.f. 09th October 2020. Themanagement is of the opinion that Mr. K. Krishnamoorthy's vast experience in corporatematters will be of immense help to the Company and recommends his appointment.

12. 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;

• In the preparation of the Annual Accounts the applicable accounting standardshave been followed along with proper explanation relating to material departures.

• we 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 financial year ended March 31 2021and of the profit of the Company for that year.

• we have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of this Act for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities.

• we have prepared the Annual Accounts on a going concern basis.

• we have laid down internal financial controls to be followed by the Company andsuch internal financial controls are adequate and operating effectively.

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

13. BOARD EVALUATION

In accordance with the provisions of the Companies Act 2013 and Regulations of SEBI(LODR) Regulations 2015 the Board has carried out an annual performance evaluation ofits own performance the directors individually as well as the evaluation of the workingof its Audit Committee Nomination & Remuneration Committee and other Committees. Themanner in which the evaluation is carried out has been explained in the CorporateGovernance Report.

14. NUMBER OF MEETINGS OF THE BOARD

The Board met Four times during the financial year the details of which are given inthe Corporate Governance report.

15. INDEPENDENT DIRECTORS MEETING

The Independent Directors met once during the year under review without the attendanceof the Non - Independent Directors and members of the Management. The IndependentDirectors reviewed the performance of the Non Independent directors and the Board as awhole and the performance of the Chairman of the Company taking into account the views ofthe Directors and assessed the quality quantity and timeline of the flow of informationbetween the Company Management and the Board which is necessary for the Board toeffectively and reasonably perform their duties.

16. COMMITTEES OF THE BOARD

The Companies Act 2013 provides for the formation and duties of various committees ofthe Board. The Company has in place the required Committees with specific defined rolesduties and responsibilities. Details of the various committees meetings held andattendance at the various committee meetings are given in the Corporate Governance Report.

17. POLICY ON DIRECTOR'S APPOINTMENT AND REMUNERATION AND OTHER DETAILS

The Nomination & Remuneration Committee of the Company leads the process for Boardappointments in accordance with the requirements of the Companies Act 2013 theRegulations of SEBI (Listing Obligation and Disclosure Requirements) Regulations 2015 andother applicable regulations and guidelines. The Board has on the recommendation of theNomination & Remuneration committee framed a policy for selection and appointment ofDirectors Senior Management and their remuneration. The Remuneration policy is availableon the company website www.mpilcorporation.com. There has been no change in the policysince the last year.

18. DECLARATION FROM INDEPENDENT DIRECTORS

The Company has received declarations from Independent Directors of the Companyconfirming that they meet with the criteria of independence as per Section 149 of theCompanies Act 2013 and Regulation 25 of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015.

19. PARTICULARS OF CONTRACT AND ARRANGEMENTS WITH RELATED PARTIES

Details of contracts and arrangements with related parties in form AOC-2 is annexed as ANNEXURE3 to this report.

20. PARTICULARS OF EMPLOYEES AND REMUNERATION

None of the employees of the Company are in receipt of remuneration exceeding the limitprescribed under Rule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014.

21. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

During the year no significant or material orders were passed by any regulatorsagainst the Company which impact the going concern status and the Company's operations infuture.

22. CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING ANDOUTGO.

The provisions of section 134 of the Companies Act 2013 read with the Companies(Accounts) Rules 2014 relating to conservation of energy technology absorption do notapply to the Company.

During the year under review there were no Foreign exchange earnings and outgo

23. SUBSIDIARY COMPANIES

The Company does not have any subsidiary company or any existing Joint venture as on 31stMarch 2021.

24. DISCLOSURE ON SEXUAL HARASSMENT OF WOMAN AT WORKPLACE

The Company has set up an Internal Complaints Committee for providing a redressalmechanism pertaining to sexual harassment of woman employees at workplace. There was nocase of sexual harassment reported during the year under review.

25. INTERNAL FINANCIAL CONTROLS

A detailed note on internal financial controls is included in the Management Discussion& Analysis.

26. VIGIL MECHANISM

The Company has put in place a Whistle Blower Policy to deal with instances of fraudand mismanagement if any. The detail of the policy is available on the Company's websitewww.mpilcorporation.com.

No complaint was received by the Company during the year ended 31st March2021.

27. RISK MANAGEMENT POLICY

Risk is an integral and unavoidable component of business and the management iscommitted to managing the risk in a proactive and effective manner. The Company hasadopted a systematic approach to mitigate risk associated with accomplishment ofobjective operations revenues and regulations. The Board of Directors has constituted aRisk Management Committee and framed a Risk Management Policy. The Risk ManagementCommittee meets from time to time to review and identify potential risk areas and steps tobe taken to mitigate such risks. The Risk Management Policy is available on the Company'swebsite www.mpilcorporation.com.

28. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS

Details of Loans Guarantees and Investments covered under the provisions of Section186 of the Companies Act 2013 are given in the notes to Financial Statements.

29. ACKNOWLEDGEMENT

Your Directors take this opportunity to thank the statutory authorities banksshareholders employees and other stakeholders for their valued support.

For and on behalf of the Board of Directors
Milan Dalal Veena Dalal
Place: Mumbai Chairman Whole Time Director
Date: 12.08.2021 (DIN 00062453) (DIN 00062873)

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