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Multiplus Holdings Ltd.

BSE: 505594 Sector: Financials
NSE: N.A. ISIN Code: INE886E01016
BSE 00:00 | 20 Jan Multiplus Holdings Ltd
NSE 05:30 | 01 Jan Multiplus Holdings Ltd
OPEN 32.80
PREVIOUS CLOSE 32.80
VOLUME 2
52-Week high 32.80
52-Week low 0.00
P/E
Mkt Cap.(Rs cr) 6
Buy Price 32.80
Buy Qty 998.00
Sell Price 0.00
Sell Qty 0.00
OPEN 32.80
CLOSE 32.80
VOLUME 2
52-Week high 32.80
52-Week low 0.00
P/E
Mkt Cap.(Rs cr) 6
Buy Price 32.80
Buy Qty 998.00
Sell Price 0.00
Sell Qty 0.00

Multiplus Holdings Ltd. (MULTIPLUSHOLD) - Director Report

Company director report

To

The Members

Multipius Holdings Limited

Your Directors have pleasure in presenting the 37thAnnual Report together with theaudited statement of accounts forthe period ended on 31st March 2019.

FINANCIAL RESULTS:

31.03.2019 31.03.2018
PARTICULARS (Amt in Rupees.) (Amt in Rupees.)
Revenue from Operations 9597098.00 2276727.00
Other income 362850.00
TOTAL INCOME 9959948.00 2276727.00
TOTAL EXPENSES (including Depreciation) 1157819.00 1308697.00
Profit For The Year Before Taxation 8802129.00 968030.00
Tax Expenses -
(a) Current Tax - -
(b) Deferred Tax (172795.00)
(c) Tax of Earlier Year - -
Profit after tax 8629334.00 958215.00
Earnings Per Share
Basic 4.59 0.51
Diluted 4.59 0.51

FINANCIAL HIGHLIGHTS:

During the year under review your Company earned an income of Rs.9959948.00/-against Rs. 2276727.00/-in the previous Year. The Company has incurredprofit after tax of Rs. 8629334.00/-as compared to PROFIT of Rs. 958215.00/-in theprevious Year.

DIVIDEND:

Considering the financial status during the year and the sound financial position ofthe Company the Board of Directors have recommended payment of a final dividend ofRs.0.20 per share (on the face value of Rs 10 each) on 1880000 Equity Shares for theyear ended 31st March 2019 the payment of the final dividend is subject to the approvalof the Members

SHARE CAPITAL:

There were no changes in share capital of the Company during the period under review.

PUBLIC DEPOSIT:

The Company has not accepted any public deposits and as such no amount on account ofprincipal or interest on public deposit under Section 73 and 74 of the Companies Act 2013read together with the Companies (Acceptance of Deposits) Rules 2014 was outstanding ason the date of the Balance Sheet.

SUBSIDIARY:

The Company has no holding or associate company. The company has not entered into jointventure.

DEVELOPMENT AND IMPLEMENTATION OF A RISK MANAGEMENT POLICY:

The Company has in place a mechanism to identify assess monitor and mitigate variousrisks to key business objectives Major risks identified by the businesses and functionsare systematically addressed through mitigating actions on a continuing basis. The companyhas been addressing various risks impacting the company and the policy of the company onrisk management is provided elsewhere in this annual report in Management Discussion andAnalysis

INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY:

The Company has adequate system of internal control to safeguard and protect from lossunauthorized use or disposition of Its assets. All the transactions are properlyauthorized recorded and reported to the Management. The Company is following ail theapplicable Accounting Standards for properly maintaining the books of accounts andreporting financial statements. The internal auditor of the company checks and verifiesthe internal control and monitors them in accordance with policy adopted by the company.The Company continues to ensure proper and adequate systems and procedures commensuratewith its size and nature of its business.

DIRECTORS RESPONSIBILITY STATEMENT:

a) Pursuant to the requirement clause (c) of sub-section (3) of Section 134 of theCompanies Act 2013 your Directors confirm that: in the preparation of the annualaccounts for the financial year ended 31st March 2019 the applicable accounting standardhad been followed along with proper explanation relating to material departures.

b) the directors had selected such accounting policies and applied them consistentlyand made judgments and estimates that were 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 profit of loss of the Company for the year under review.

c) the directors had taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provision of the Companies Act 2013 forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities.

d) the directors had prepared the accounts for the financial year ended 31st March2019 on a going concern basis

e) the directors had laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and were operatingeffectively.

f) the directors had devised proper systems to ensure compliance with the provisions ofail applicable laws and that such systems were adequate and operating effectively.

g) the directors have complied with the provisions of applicable Secretarial standards.

BOARD AND BOARD COMMITTEES:

During the year Four Board Meetings were conveyed. The Details of the meetingsand attendance thereof have been given in Corporate Governance Report. The provisions ofCompanies Act 2013 listing agreement and secretariat standards were adhered to whileconsidering the time gap between two meetings. A calendar of meeting is prepared andcirculated in advance.

DIRECTORS AND KEY MANAGERIAL PERSONNEL:

During the year under review the changes that occurred in the composition of the Board& key managerial persons are as follows:

a) Kavita Jayprakash Sheth (DIN: 00603594) have been re-appointed as directorsliable to retire by rotation.

The Board has recommended for the same. Details about the directors beingappointment/re-appointed are given in the Notice of the 37th Annual Genera! Meeting beingsent to the members along with the Annual Report.

None of the Directors are disqualified for being appointed as the Director of theCompany in terms of Section 1S4 of the Companies Act 2013. The Company has receiveddeclarations from Independent Directors of the Company stating that they have meetcriteria of independence as mentioned under Section 149(6) of the Companies Act 2013.

PERFORMANCE EVALUATION OF THE BOARD COMMITTEES AND DIRECTOR;

Pursuant to the provisions of the Companies Act 2013 and Regulation 17 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 (hereinafter referredto as Listing Regulations) a separate exercise was carried out to evaluate theperformance of individual Directors including the Chairman of the Board who were evaluatedon parameters such as level of engagement and contribution and independence of judgmentthereby safeguarding the interest of the Company. The performance evaluation of theIndependent Directors was carried out by the entire Board. The performance evaluation ofthe Chairman and the Non Independent Directors was carried out by the IndependentDirectors. The board also carried out annual performance evaluation of the working of itsAudit Nomination and Remuneration as weli as Shareholders/Investors Relations andGrievance Committee. The Directors expressed their satisfaction with the evaluationprocess.

REMUNERATION POLICY:

The Board has on the recommendation of the Nomination & Remuneration committeeframed a policy for selection and appointment of Directors Senior Management and theirremuneration. The remuneration policy as adopted by the company envisages payment ofremuneration according to qualification experience and performance at different levels ofthe organization.

FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS:

Independent Directors are familiarised with their roles rights and responsibilities inthe company as well as with the nature of industry and business model of the companythrough various internal programmes and through presentations on economy & industryoverview key regulatory developments strategy and performance which are made to theDirectors from time to time.

AUDITORS:

i) Statutory Auditors:

Your Company has Re-appointed M/s PPD and Company Chartered Accountants(FirmRegistration no.!36510W) as Statutory Auditors of the Company in 37thAnnual GeneralMeeting to hold office till the conclusion of the 5thconsecutive Annual General Meetingsubject to ratification by the shareholders at every Annua! General Meeting.

Your Company has received necessary eligibility certificate from M/s PPD and CompanyChartered Accountants (Firm Registration no.l36510W) Statutory Auditors under section141 of the Companies Act 2013 for ratification in their appointment. The Board discussedthe same and directed to place matter relating to ratification in their appointment bymembers at ensuing annual general meeting.

There are no observations reservations or adverse remarks made by the statutoryauditors in the audit report.

ii) Secretarial Auditor:

According to the provision of section 204 of the Companies Act 2013 read with Rule 9of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 theSecretarial Audit Report submitted by Secretarial Auditor M/s. CS SHUBHAM AGARWAL.Practicing Company Secretaries is enclosed as a part of this report in Annex-ure-A.

iii) Internal Auditor:

M/s. Rajesh Thakkar &Associates.Practicing Chartered Accountant Mumbai performedthe duties of internal auditors of the company for the year 2018-19 and their report isreviewed by the audit committee from time to time.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNINGS AND OUTGO:

Conservation of energy and technology absorption information pursuant to section 134(3}(m) of the Companies Act 2013 read with Rule 8 of the Companies (Accounts) Rules 2014 isnot applicable. There is no Foreign Exchange Earnings and Outgoes during the year.

VIGIL MECHANISM/ WHISTLE BLOWER POLICY:

Pursuant to the provisions of section 177(9) & (10) of the Companies Act 2013 aVigil Mechanism for directors and employees to report genuine concerns has beenestablished.

RELATED PARTY TRANSACTIONS:

There were no materialiy significant related party transactions with the Company'sPromoters Directors Management or their relatives which could have had a potentialconflict with the interests of the Company. Transactions with related parties entered bythe Company in the normal course of business are periodically placed before the AuditCommittee for its omnibus approval. The Board of Directors of the Company has on therecommendation of the Audit Committee adopted a policy to regulate transactions betweenthe Company and its Related Parties in compliance with the applicable provisions of theCompanies Act 2013 the Rules there underand the Listing Agreement.

EXTRACT OF ANNUAL RETURN:

The details forming part of the extract of the Annual Return in Form MGT-9 is annexedherewith as Annexure-B.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS:

The details of Investments made by the company under the provisions of Section 186 ofthe Companies Act 2013 are given in the notes to the financial statements.

REMUNERATION RATiO OF THE DIRECTORS/KEY MANAGERIAL PERSONNEL (KMP) /EMPLOYEES:

The statement containing particulars of employees as required under Section 197(12) ofthe Act read with Rule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 is provided in a separate annexure forming part of this report.Further the report and the accounts are being sent to the members excluding the aforesaidannexure. In terms of Section 136 of the Act the said annexure is open for inspection atthe Registered Office of the Company Any shareholder interested in obtaining a copy ofthe same may write to the Company.

POLICY ON SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION PROHIBITION &REDRESSAL) ACT 2013:

The Company has zero tolerance for sexual harassment at the workplace. The Policy aimsto provide protection to women employees at the workplace and prevent and redresscomplaints of sexual harassment and for matters connected or incidental thereto with theobjective of providing a safe working environment. A committee namely Local ControlCommittee has been construed for protection of women against Sexual Harassment at theworkplace. During the year no compliant was received.

POSTAL BALLOT:

During the year your Company has not passed any resolution through Postal Ballot.

CORPORATE GOVERNANCE:

Pursuant to Regulation 34(3) read with Schedule V of the Listing Regulations aseparate section on Corporate Governance practices followed by Company together with aCertificate from Practicing Chartered Accountant confirming compliance forms an integralpart of this Report A copy of Certificate issued by Practicing Chartered Accountant formspart of this Report.

CEO/CFO CERTIFICATION:

In terms of Securities and Exchange Board of India (Listing Obligations and DisclosureRequirements) Regulations 2015 the certification by the Managing Director and ChiefFinancial Officer on the financial statements and internal Controls relating to financialreporting has been obtained. The said certificate is annexed and forms part of the AnnualReport.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Management Discussion and Analysis Report in terms of the provisions of Regulation34 of the SEB! (Listing Regulations and Disclosure Requirements) Regulations 2015(Listing Regulations).

TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND:

The Company has funds lying unpaid or unclaimed for a period of Seven years. Thereforethe funds were required to be transferred to investor Education and Protection Fund(IEPF).

The Company has to transfer the unclaimed dividend to IEPF for F.Y.2011-12 isRs.7602/-.

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 differentia! right 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) No significant or material orders were passed by the regulators or courts ortribunals which impact the going concern status and the Company's operation in future.

d) There were no cases filed pursuant to the Sexual Harassment of Women at WorkplacePrevention Prohibition and Redressal) Act 2013.

e) There are no material changes and commitments affecting the financial position ofyour Company which have occurred between the end of the financial year 2018-19 and thedate of this report.

f) The provisions of section 135 regarding Corporate Social Responsibility (CSR) is notapplicable to your company.

ACKNOWLEDGMENT:

The Directors wish to thank and deeply acknowledge the co-operation and assistancereceived from the Bankers and shareholders. The Director also wishes to place on recordtheir appreciation of the devoted services of employees of the Company.

Place: Mumbai For and on behalf of the Board of Directors
Date: 29.05.2019
MR. JIGNESH R. SHETH
Managing Director
DIN:00290211