| Disclosure in board of directors report explanatory
AGM NOTICE
Notice is hereby given that the 24th Annual General Meeting of the MAYANK CATTLE FOOD PRIVATE LIMITED will be held on Friday, September 30, 2022 at 11 AM at the Registered Office of the Company Situated at R. S. NO. 162, Rajkot Jamnagar Highway, Nr. Khandheri Stadium, Vill. Naranka, Tal. Paddhari, Dist. Rajkot 360110 India to transact the following businesses:
ORDINARY BUSINESS: To receive, consider and adopt the audited accounts of the Company for the year ended on 31st March 2022 and the report of the Auditors and Directors thereon.
SPECIAL BUSINESS: Approval of Cost Auditors remuneration:
To consider and if thought fit, to pass with or without modification(s), the following Resolution as an Ordinary Resolution:
"RESOLVED THAT, pursuant to section 148 (3) of the Companies Act, 2013 and rule 6(2) of the Companies (Cost records and Audit Rules) 2014 M/s. Tadhani & Co., Cost Accountants, Firm Registration No. 003635) be and are hereby appointed as the Cost Auditors of the Company to conduct audit of cost records made and maintained by the Company for financial year commencing on 1st April, 2022 and ending on 31st March, 2023 at a remuneration of Rs. 20,500/- (Rupees Fifteen Thousand Five Hundred only) Plus GST and re-imbursement of outofpocket expenses.
For and on behalf of
MAYANK CATTLE FOOD PRIVATE LIMITED
______________________
AJAYKUMAR VACHHANI
Chairman
DIN: 00585290
Address:
Plot No. - 59, Mount Ville Farmhouse,
Kalavad Road, Nyari Dem Road,
Rajkot-360005
Gujarat India
Date: 03.09.2022
Place: Naranka
NOTES: A member entitled to attend and vote at the Meeting is entitled to appoint one or more proxies to attend and vote instead of himself and such proxy need not be a member of the Company. Proxy Forms duly stamped and executed should reach the Registered Office of the Company not less than 48 hours before the commencement of the meeting. A Person can act as Proxy on behalf of Members not exceeding fifty and holding in the aggregate not more than ten percent of the total share capital of the company carrying Voting Rights. A Member holding more than ten percent of the total share capital of the company carrying Voting Rights may appoint a single person as Proxy for his/her entire shareholding and such person shall not act as a Proxy for another person or shareholder. Shareholders seeking any further information on the accounts and operations of the Company at the Annual General Meeting are requested to send their queries to the Company at the Registered Office at least seven days before the date of the meeting. To ensure correct identity each member and proxy holders attending meeting is expected to bring with him/her an appropriate ID proof.
EXPLANATORY STATEMENT PURSUANT TO SECTION 102 (1) OF THE COMPANIES ACT 2013
As required by sub section 1 of Section 102 of the Companies Act, 2013, the following explanatory statement set out all the material facts relating to Item No. 2 of the accompanying Notice dated 03.09.2022.
Item No. 2
The Board has, at its Meeting, approved the appointment of M/s. Tadhani & Co., Cost Accountants (FRN: 003635) as cost auditors of the Company at a remuneration of Rs. 20,500 (Rupees Fifteen Thousand Five Hundred only) Plus GST for the Financial Year ending 31st March 2023. In accordance with the provisions of Section 148 of the Companies Act, 2013 (Act), read with the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to the Cost Auditor has to be ratified by the Members of the Company. Accordingly, consent of the Members is sought for ratification of the remuneration payable to the Cost Auditors for the Financial Year ending 31st March 2023.
None of the Directors or Key Managerial Personnel of the company or their relatives are concerned or interested financially or otherwise in the aforesaid special resolution.
The Board recommends the passing of this Resolution at Item No. 2 of the accompanying Notice in the interest of the Company
DIRECTORS REPORT
Dear Members,
MAYANK CATTLE FOOD PRIVATE LIMITED
Your Directors have pleasure in presenting the 24th Annual Report together with the Audited Statement of Accounts of your Company for the Year ended March 31, 2022.
(All the figures mentioned in Directors Report are rounded off in Lacs)
Financial Results:
The Companys financial performance, for the year ended March 31, 2022:
|
Name of a company stand alone | |
Financial Results |
2020-21 |
2020-21 |
Income From Operations |
32262.87 |
18628.71 |
Other Income |
37.30 |
24.18 |
Total Income |
32300.17 |
18652.89 |
Depreciation & amortization |
119.23 |
119.49 |
Total Expenses |
32184.77 |
18551.62 |
Current Tax |
30.06 |
23.34 |
Deff. Tax Liabilities |
4.24 |
3.11 |
Net Profit/Loss |
81.10 |
74.82 |
Companys Performance:
The Company has reported total income of 32262.87/- for the current year as compared to total income of 18628.71/- in the previous year. The Net Profit for the year under review amounted to 81.10/- as compared to Net Profit of 74.82/- in the previous year.
Transfer To Reserve:
The amount of 81.10/- to be carried as Profit in the balance sheet for the financial year ended 31st March, 2022. It is not being proposed to carry this amount in to any specific reserve.
Dividend:
In view of the planned business growth, your Directors deem it proper to preserve the resources of the Company for its activities and therefore, do not propose any dividend for the Financial Year ended March 31, 2022.
Change In Nature Of Business:
During the year no event has been occurred which may result into the change in the Companys nature of business.
Changes In Shares Capital:
During the year there was no change in Authorized capital or paid up share capital of the Company during the year under review.
Auditor:
Statutory Auditors
The Auditors M/s D C DADHANIA & Co, Chartered Accountants (Firm Registration No. 127616W), hold office until the conclusion of the Annual General Meeting for the financial year ending on 2025.
Vide notification dated May 7, 2018 issued by Ministry of Corporate Affairs, the requirement of seeking ratification of appointment of statutory auditors by members at each AGM has been done away with. Accordingly, no such item has been considered in notice of this AGM.
Boards Comment on the Auditors Report
The observation of the Statutory Auditors, when read together with the relevant notes to the accounts and accounting policies are self explanatory and does not call for any further comment.
Detail of Fraud as per Auditors Report:
There is no fraud in the Company during the F.Y. ended 31st March, 2022. This is also being supported by the report of the auditors of the Company as no fraud has been reported in their audit report for the F.Y. ended 31st March, 2022.
Cost Records:
Under the Section 148 of the Companies Act, 2013, the Central Government has prescribed maintenance and audit of cost records vide the Companies (Cost Records and Audit) Rules, 2014 to such class of companies as mentioned in the Table appended to Rule 3 of the said Rules. CETA headings under which Companys products are covered are included in item (B) of Rule 3. Hence, maintenance of cost records is applicable to the Company.
The Company is maintaining the cost records as specified by the Central Government under section 148(1) of the Companies Act, 2013.
Cost Auditors:
The Company has appointed Tadhani & Co., Cost Accountants, as cost auditor of the Company to audit the cost accounts for the financial year 2021-22, as per section 148 read with Companies (Audit and Auditors) Rules, 2014.
Directors: Directors And Key Managerial Personnel (KMP)
There has been no change in the constitution of Board during the year under review i.e. the structure of the Board remains the same as on 31 03 2022.
However, Directors Mr. ASHWIN GIRDHARLAL PATEL (DIN 00585350) and Mr. TANMAI AJAYBHAI VACHHANI (DIN 07548458) resigned on 01.05.2022 and were reappointed before the Date of this report.
In view of the applicable provisions of the Companies Act, 2013, the Company is not mandatorily required to appoint any whole time KMPs. Meetings Of Board Of Directors:
Six (6) Board Meetings were held during the Financial Year Ended March 31, 2022 i.e. on 17.06.21, 04.08.21, 21.09.21, 30.09.21, 30.11.21 and on 15.02.22.
The maximum gap between any two Board Meetings was less than one Hundred and Twenty days. Companys Policy Relating To Directors Appointment, Payment Of Remuneration And Discharge Of Their Duties
The provisions of Section 178(1) relating to constitution of Nomination and Remuneration Committee are not applicable to the Company. Disclosure Of Composition Of Audit Committee And Providing Vigil Mechanism
The provisions of Section 177 of the Companies Act, 2013 read with Rule 6 and 7 of the Companies (Meetings of the Board and its Powers) Rules, 2013 are not applicable to the Company. Director retiring by rotation:
As per provision of section 152 (6) of the Companies Act, 2013 read with Articles of Association of the Company, no private limited Companys directors are liable to retire by rotation and there is no change in the present Board of Directors of the Company.
Directors Responsibility Statement:
Pursuant to Section 134(3) (c) of the Companies Act, 2013 the Board of Directors of the Company confirms that-
a) In the preparation of the annual accounts for the year ended March 31, 2022, the applicable accounting standards read with requirements set out under Schedule III to the Act, have been followed and there are no material departures from the same.
b) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2022 and of the profit of the Company for the year ended on that date.
c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets 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 devised proper systems to ensure compliance with the provisions of all applicable laws and that such system are adequate and operating effectively.
Conservation Of Energy, Technology Absorption And Foreign Exchange Earnings & Outgo:
A. Conservation of Energy, Technology Absorption
Conservation of energy is of utmost significance to the Company. Every effort is made to ensure optimum use of energy by using energy-efficient processes and office equipments. Constant efforts are made through regular maintenance and preventive measure of existing electrical equipments to minimize breakdowns and loss of energy.
The Company is making efforts for induction of innovative technologies and techniques required for the business activities
B. Foreign Exchange Earnings and Outgo NIL
Details of Subsidiary, Joint Venture Or Associate Companies:
The Company does not have any Subsidiary, Joint Venture or Associate Company.
Deposits:
The Company has not accepted any public deposits during the year under review.
Contracts And Arrangements With Related Parties:
The particulars of contracts or arrangements with related parties referred to in sub section (1) of section 188 entered by the Company during the financial year ended 31st March, 2022 is annexed hereto as Annexure A in prescribed Form AOC-2 and forms part of this report. Related party transactions that were entered into during the financial year were on arms length basis and were in ordinary course of business. There are no materially significant related party transactions made by the Company which may have potential conflict with the interest of the Company.
Particulars of Loans, Guarantees Or Investments Under Section 186:
The Company has not made any Investment, given guarantee or provided securities under section 186 of Companies Act, 2013.
Transfer Of Amounts To Investor Education And Protection Fund:
Your Company did not have any funds lying unpaid or unclaimed for a period of seven years. Therefore no funds were required to be transferred to Investor Education and Protection Fund (IEPF).
Internal Financial Control:
The Company has in place adequate internal financial controls with reference to financial statements. During the year, such controls were tested and no reportable material weakness in the design or operation was observed.
Vigil Mechanism:
The company has established vigil mechanism (whistle blower policy) and according to such policy, Mr. Ajay Popatlal Vachhani (DIN 00585290), director of the company is nominated to play the role of audit committee for the purpose of vigil mechanism. All employees are encouraged to report any instance/s of unethical behaviour, fraud, violation of the companys code of conduct or any behaviour which may otherwise be inappropriate and harmful to the company. No such instances have been brought to notice during the year.
Corporate Governance:
The Directors of the Company have made its best efforts to comply with the criterias which are mandatorily required to be implemented under Companies Act 2013.
Risk Management Policy:
The management of the Company has adopted Risk Management Policy as per the requirement of the Companies Act, 2013. Further, they had taken adequate care in its implementation by identifying various element of risk which may cause serious threat to the existence of the Company.
Particulars Of Employees:
None of the employees who have worked throughout the year or a part of the financial year were getting remuneration in excess of the threshold mentioned under Section 197(12) of the Act read with rule 5(2) of Companies (Appointment and Remuneration) Rules, 2014.
Prevention Of Sexual Harassment At Workplace:
The Company is committed to provide a safe and conducive work environment to its employees.
Your Directors further state that during the year under review, there were no cases filed pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
Material Changes And Commitments:
No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year to which this financial statement relates and the date of this report.
Details Of Significant And Material Orders Passed By The Regulators, Courts And Tribunals:
No significant and material order has been passed by the regulators, courts, tribunals impacting the going concern status and Companys operations in future.
Compliance with Secretarial Standard:
The Directors have devised systems to ensure compliance with the provisions of applicable Secretarial Standards and that such systems are adequate and operating effectively.
Details of Application made or proceeding pending under insolvency and bankruptcy code, 2016:
No applications made or proceedings pending in the name of the company under insolvency and bankruptcy code, 2016.
Details of difference between valuation amount on one time settlement and valuation while availing loan from Banks and financial institutions:
There has been no one time settlement of loans taken from banks and financial institutions.
Acknowledgment:
Your Directors would like to express their sincere appreciation for the assistance and co-operation received from the banks, Government authorities, customers, vendors and members during the year under review.
Your Directors also wish to place on record their deep sense of appreciation for the committed services by the Companys executives, staff and workers.
For and on behalf of the Board
MAYANK CATTLE FOOD PRIVATE LIMITED
___________________ ______________________
AJAYKUMAR VACHHANI ANKIT VACHHANI
DIN 00585290 DIN 07279064
Director Director
Dated: 03.09.2022
Place: Naranka
MAYANK CATTLE FOOD PRIVATE LIMITED
CIN: U01210GJ1998PTC033969
ANNEXURE A
DETAILS OF CONTRACTS / ARRANGEMENTS / TRANSACTIONS WITH RELATED
PARTIES
Form No. AOC-2
(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014) Details of contracts or arrangements or transactions not at Arms length basis:-
No |
Particulars |
Details |
1 |
Name of the Related party & Nature of relationship |
NA |
2 |
Nature of Contract/Arrangements/Transactions |
NA |
3 |
Duration of the Contract/ Arrangements/Transactions |
NA |
4 |
Salient terms of the contract or arrangements or transactions including the value, if any |
NA |
5 |
Justification for entering into such contract or arrangements or transactions |
NA |
6 |
Date(s) of approval by the Board |
NA |
7 |
Amount paid as advances, if any |
NA |
8 |
Date on which the special resolution was passed in General meeting as required under first proviso to section 188 |
NA |
Details of contracts or arrangements or transactions at Arms length basis:-
No No |
Name(s) of the Related party |
Nature of Relationship |
Nature of contract/arrangement/transactions |
Duration of Contract/ Arrangement /transactions |
Salient terms of the contract if any |
Date of Approval by the Board |
Amount of Advance paid if any in (Rs.) |
1 |
Ajay Industries |
Associate Concern |
Sale |
On Going |
At Arms Length |
-- |
-- |
2 |
Meghna Enterprise |
Associate Concern |
Purchase |
On Going |
At Arms Length |
-- |
-- |
3 |
Meghna Enterprise |
Associate Concern |
Sale |
On Going |
At Arms Length | |
-- |
4 |
Gitaben B. Vachhani |
Wife of Director |
Salary |
Yearly |
At Arms Length |
17.06.21 |
-- |
5 |
Soniyaben A. Vachhani |
Wife of Director |
Salary |
Yearly |
At Arms Length |
17.06.21 |
-- |
6 |
Meghna R Chavda |
Daughter of Director |
Salary |
Yearly |
At Arms Length |
17.06.21 | |
7 |
Hemali A. Vachhani |
Wife of Director |
Salary |
From this Year |
At Arms Length |
-- | | |
Vishwa M. Vachhani |
Wife of Director |
Salary |
From this Year |
At Arms Length |
-- | |
For, MAYANK CATTLE FOOD PRIVATE LIMITED
___________________ ______________________
AJAYKUMAR VACHHANI ANKIT VACHHANI
DIN 00585290 DIN 07279064
Director Director
|