Dear Members,
The Directors of the Company are pleased to present their 39th
Annual Report, together with the Standalone and Consolidated Audited Financial Statements
of the Company for the year ended 31st March, 2023.
FINANCIAL HIGHLIGHTS:
Key highlights of Standalone and Consolidated financial performance of
the Company for the year ended 31st March, 2023, is summarized below:
|
Standalone |
Consolidated |
| Particulars |
Year ended 31st 2023 |
March 2022 |
Year ended 31st 2023 |
March 2022 |
| Sales |
13,325.86 |
9,029.01 |
14,687.56 |
9,835.34 |
| Other Income |
192.70 |
285.12 |
192.74 |
285.15 |
| Total Income |
13,518.56 |
9,314.13 |
14,880.30 |
10,120.49 |
| Profit before Interest, Depreciation & Tax |
4,394.54 |
2,252.96 |
4,418.30 |
2,273.35 |
| Interest |
66.77 |
37.18 |
66.77 |
37.18 |
| Depreciation & Preliminary |
466.34 |
434.91 |
469.49 |
438.07 |
| Profit/(Loss) before Tax |
3,861.43 |
1,780.87 |
3,882.04 |
1,798.10 |
| Provision for tax |
953.88 |
463.71 |
955.29 |
468.17 |
| Profit/(Loss) after Tax |
2,907.55 |
1,317.16 |
2,926.75 |
1,329.93 |
| Profit/(Loss) brought forward from previous year |
4,021.84 |
2,980.49 |
4,184.59 |
3,121.19 |
| Add: Other Comprehensive Income |
255.78 |
430.25 |
274.87 |
439.53 |
| Profit available for appropriation |
7,185.17 |
4,727.90 |
7,386.21 |
4,890.65 |
| Appropriations |
|
|
|
|
| Dividends (including corporate dividend tax) |
(84.73) |
(706.06) |
(84.73) |
(706.06) |
| Balance Carried forward |
7,100.44 |
4,021.84 |
7,301.48 |
4,184.59 |
PERFORMANCE OF THE COMPANY:
On a Consolidated level, Company achieved revenue of $18.212 million in
FY 2022-23 compared to $13.253 million in FY 2021- 22, a growth of 37.42% in dollar terms
and Rs 14,687.56 Lakhs in FY 2022-23 as against Rs 9,835.34 Lakhs during the previous year
FY 2021-22, i.e., a growth of 49.33 % in rupee terms. On a Standalone level, the
Company achieved revenue of Rs 13,325.86 Lakhs in FY 2022-23 as against Rs 9,029.10 Lakhs
during the previous year FY 2021-22, i.e., a growth of 47.59%. Consolidated Profit after
Tax for FY 2022-23 increased from Rs 1,329.93 Lakhs in FY 2021-22 to Rs 2,926.75 Lakhs, a
growth of 120.07%. Standalone Profit after Tax for FY 2022-23 increased from Rs 1317.16
Lakhs in FY 2021-22 to Rs 2,907.55 Lakhs, a growth of 120.74%. Companys Consolidated
Operational Profit before Tax and before Forex Gain for 12 months FY 2022-23 is Rs 39.07
Cr as against Rs 16.49 Cr for FY 2021-22, a growth of 136.93%.
The Company has shown phenomenal performance with EBIDTA margins around
30% and PAT margins around 20%, thanks to the better performance of both Civil and
Mechanical divisions and strong turnaround in Mechanical Engineering Services Division
performance.
This impressive performance is achieved through increase in revenues,
improving Operational efficiency by implementing strong internal quality and cost
controls.
Both our Civil and Mechanical divisions have given stellar performance
in FY 2022-23 resulting in jump in revenues and impressive increase in profitability.
Civil and Structural Division, our main line of business has performed well in this FY
2022-23 in terms of revenue. Increase in Fixed team revenues has also contributed to the
growth in Civil Division.
Civil and Structural Division achieved revenue of $14.733 million in
12M 2022-23, compared to $11.70 million in 12M 2021-22, an impressive growth of 25.92%, in
dollar terms. Mechanical Division achieved revenue of $3.479 million in 12M 2022-23,
compared to $1.552 million in 12M 2021-22, an impressive growth of 124.16%, in dollar
terms.
EBIDTA Margins & EPS:
Sharp rise in demand and better capacity utilization in Mechanical
Engineering Division led to rapid growth in Consolidated EBIDTA in FY 2022-23, from Rs
22.73 Cr to Rs 44.18 Cr, a rise of 94.37%. The EBIDTA Margin grew sharply from 23% to 30%
in FY 2022-23. With increased flow of projects in Civil and Mechanical Engineering
Division right from Q1 of FY 2023-24, this EBIDTA margin may further improve during the FY
2023-24 subject to market conditions.
Consolidated EPS shot up from Rs 4.71 in FY 2021-22 to Rs 10.36 in FY
2022-23, a rise of 119.96%.
FUTURE PROSPECTS – CIVIL AND STRUCTURAL DIVISION:
The growth trajectory of our Fixed Teams billing is a clear testament
to our ongoing success. As we eagerly anticipate the addition of even more Fixed Team
clients within the Civil division, were poised for an upward surge in performance. The
current workload is substantial and remarkably, this trend is projected to persist well
into the future. On a transformative note, the establishment of capacities for connection
design and member design heralds a new era. This strategic step has set the stage for us
to delve into high-value engineering services, an endeavor that were optimistic will
elevate our revenues and bolster our profitability. Exciting opportunities lie ahead, with
a strong anticipation of new clients joining our ranks, particularly in the realm of Fixed
teams and Precast Concrete design/detailing services. These avenues hold significant
promise for growth, aligning seamlessly with our strategic vision.
With these promising developments and our relentless commitment to
excellence, we are charting a trajectory of growth and prosperity that is truly exciting.
FUTURE PROSPECTS – MECHANICAL DIVISION:
Mold-Tek Technologies Limited has solidified its reputation as a
seasoned design hub for both Automobile Tier 1 and Tier 2 enterprises across Europe and
North America.
We are currently delving into prospects for vertical integration in
both the automotive and non-automotive sectors, specifically in Stamping Dies encompassing
both cold and hot variations. Additionally, were enhancing our capabilities through the
addition of skills like PLC programming and wire harness design. Notably, preliminary
discussions and pilot projects with potential customers from North America and Europe are
underway. Successfully broadening our skill set in these areas will position Mold-Tek
Technologies Limited as a comprehensive design partner, offering enhanced solutions to our
clients, with a focus on cost-effectiveness and faster turnaround times.
The momentum in our focus on the Electric Vehicles domain, coupled with
our strong affiliations with Tier 1 and Tier 2 clients, significantly contributed to the
growth of our Mechanical division during the financial year 2022-23. As numerous
automobile manufacturers rush to introduce new EV models, we anticipate a sustained surge
in MES performance over the upcoming years. To cater to the escalating demand, we have
augmented our capacity both in-house and through strategic sub-contracting, ensuring
efficient execution of the mounting orders from our European and Mexican clients. Our
proactive stance extends to exploring opportunities in the United States for our
Mechanical Division. A successful pursuit in this direction could substantially fuel the
divisions expansion. Noteworthy, too, are the promising on-site prospects for our
engineers in Europe and Mexico, which have the potential to further contribute to our
revenue growth in the future.
CHANGE IN THE NATURE OF BUSINESS:
There is no change in the nature of Business of the Company.
MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL
POSITION OF THE COMPANY:
There are no material changes and commitments, affecting the financial
position of the Company which have occurred between the close of the Financial Year as on
31st March, 2023, to which the financial statements relate and the date of this
Report.
DIVIDEND:
The Board at its meeting held on 2nd May, 2023, has
recommend a final dividend of Rs 1.40/- per equity share for the financial year ended 31st
March, 2023 on Equity Shares of face value of Rs 2/- each. The Board of Directors had
earlier paid an interim dividend of Rs 2.00/- per equity share of face value of Rs 2/-
each at their meeting held on 12th April, 2023. The total dividend for the
aforesaid financial year amounts to Rs 3.40/- per equity share of face value of Rs 2/-
each. The above stated final dividend will be paid subject to the approval of the members
of the Company in the ensuing Annual General Meeting of the Company.
TRANSFER TO RESERVES:
The Company has not transferred any amount to reserves during the year
under review.
SUBSIDIARY COMPANY:
At the end of the year under review, the Company had one subsidiary
namely "Mold-Tek Technologies Inc." USA. The financial position of the said
company is given in the notes to Consolidated Financial Statements.
The Highlights of performance of subsidiary is as follows:
| Particulars |
Mold-Tek Technologies Inc |
| Total Income |
1,17,23,29,385 |
| Total Sub Contract Expenses |
1,05,98,02,266 |
| Gross profit |
11,25,27,118 |
| Total Expenses |
11,01,79,392 |
| Net ordinary Income |
23,47,726 |
| Current Tax |
1,41,166 |
| Deferred Tax Liability |
Nil |
| Profit after Tax |
22,06,560 |
CONSOLIDATED FINANCIAL STATEMENTS:
In accordance with Section 129(3) of the Companies Act, 2013 and
Regulation 34(2) of the SEBI (LODR) Regulations, 2015, the Consolidated Financial
Statements of the Company, including the financial details of the subsidiary company,
forms part of the Annual Report as Annexure-A. The Consolidated Financial
Statements have been prepared as per the applicable Indian Accounting Standards issued by
the Institute of Chartered Accountants of India (‘ICAI).
SHARE CAPITAL:
The Particulars of share capital of the Company are as follows:
| Particulars |
Amount (Rs) |
| Authorized share capital (6,50,00,000 Equity Shares of Rs 2
each) |
13,00,00,000 |
| Issued, subscribed and paid-up share capital (2,82,42,563
Equity Shares of Rs 2 each) |
5,64,85,126 |
The Company has not allotted any shares during the financial year
2022-23.
EMPLOYEE STOCK OPTION SCHEME:
The Company is having an ESOS Scheme namely "MTTL Employees Stock
Option Scheme – 2016" for granting stock options to the eligible employees of
the Company. During the year, the Company has not granted options to the employees of the
company. However, necessary disclosures pursuant to Securities and Exchange Board of India
(Share Based Employee Benefits and Sweat Equity) Regulations, 2021 (including any
statutory modification(s) and/or re-enactment(s) thereof for the time being in force) SEBI
(SBEB & SE) Regulations, are enclosed to this report. Kindly refer to Annexure B.
The web-link for the same is https://www. moldtekengineering.com/investors.html.
Further, a Certificate from the Secretarial Auditor of the Company as
prescribed under SEBI (SBEB & SE) Regulations has been uploaded on the website of the
Company at https:// www.moldtekengineering.com/investors.html.
VIGIL MECHANISM – WHISTLE BLOWER POLICY:
The Company has put in place a Whistle Blower Policy and has
established the necessary vigil mechanism as defined under Regulation 22 of the SEBI
Listing Regulations for employees and others to report concerns about unethical behaviour.
It also provides for adequate safeguards against the victimisation of employees who avail
of mechanism. No person has been denied access to the Chairman of the audit committee.
The Whistle blower Policy is available on the website of the company.
The web-link for the same has been disclosed separately in the Report on Corporate
Governance which forms part of this Annual Report.
PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:
Particulars of loans given, investments made, guarantees given and
securities provided are provided in the notes to Financial Statements which forms part of
this Annual Report.
RELATED PARTY TRANSACTIONS:
The company has complied with the provisions of section 188(1) of the
Act dealing with related party transactions. The information on transactions with related
parties pursuant to section 134(3)(h) of the Act read with Rule 8(2) of the Companies
(Accounts) Rules, 2014 are given in Form AOC-2 and is enclosed to this report. Kindly
refer to Annexure C.
The other requisite details as required by Sections 134 & 188 of
the Act and Regulation 23, 34(3) of Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 are provided in the Report on
Corporate Governance and Financial Statements.
BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP):
The Board of the Company is duly constituted. None of the directors of
the Company is disqualified under the provisions of the Companies Act, 2013 or under the
SEBI (LODR) Regulations, 2015.
Appointments/Re-appointments and Change in Designation during the
financial year (Including those made after the end of financial year and the date of this
report):
(i) Mr. Togaru Dhanraj Tirumala Narasimha (DIN: 01411541) has been
re-appointed as an Independent Director of the Company for a second term of five (5)
consecutive years w.e.f. 14th May, 2023 to 13th May, 2028.
(ii) Mrs. Madhuri Venkata Ramani Viswanadham (DIN: 08715322) has been
regularised and appointed as an Independent Non-Executive Woman Director of the Company
for the first term of five (5) consecutive years w.e.f. 27th December, 2021 to
26th December, 2026. The Shareholders approved the aforesaid re-appointment of
Mr. Togaru Dhanraj Tirumala Narasimha and regularisation cum appointment of Mrs. Madhuri
Venkata Ramani Viswanadham at the 38th AGM of the Company held on 30th
September, 2022. In accordance with the provisions of Section 152 of the Act, Mr.
Subramanyam Adivishnu (DIN: 00654046), Non-Executive Director of the Company is retiring
by rotation at the ensuing Annual General Meeting and being eligible offers himself for
re-appointment.
Further, Mr. Lakshmana Rao Janumahanti (DIN: 00649702), Chairman and
Managing Director was appointed as Chairman and Managing Director for a period of 5 years
with effect from 1st April, 2019 to 31st March, 2024 at the 34th
Annual General Meeting held on 29th September, 2018.
His present terms thus expire on 31st March, 2024. The Board
of Directors, Audit Committee and Nomination and Remuneration Committee at their
respective meetings held on 29th August, 2023, subject to the approval of
Members at this general meeting, re- appointed him for a further period of five (5) years
w.e.f. 1st April, 2024 to hold office till 31st March, 2029. The
Board has recommended the said resolution for approval of the members in the ensuing 39th
Annual General Meeting.
KMP as at the end of the financial year:
Following are the KMP of the Company in accordance with the provisions
of Section 2(51), and 203 of the Companies Act, 2013 read with the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014 as at 31st March, 2023:
| Sl. Name of the KMP |
Designation |
| 1. Mr. J. Lakshmana Rao |
Chairman and Managing Director |
| 2. Mrs. J. Sudharani |
Whole-Time Director |
| 3. Mr. N. Satya Kishore |
Chief Financial Officer |
| 4. Mr. T. Vikram Singh |
Company Secretary and Compliance Officer |
Change in KMP of the Company - During the financial year (Including
those made after the end of financial year and the date of this report), following changes
are took place in the composition of KMP of the Company:
(i) Ms. Manipatruni Swati Patnaik has resigned from the position of
Company Secretary and Compliance Officer of the Company with effect from 29th
December, 2022.
(ii) Mr. Thakur Vikram Singh has been appointed as Company Secretary
and Compliance Officer of the Company with effect from 30th January, 2023.
(iii) Mr. K.V.V. Prasad Raju was appointed as Chief Executive Officer
(CEO) of the Company with effect from 31st July, 2023.
The details about the composition of board, KMP and the committees of
the board can be found at the Report of Corporate Governance, which forms part of this
report.
POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION AND OTHER
DETAILS:
The Companys policy on directors appointment and
remuneration and other matters provided in section 178(3) of the Act have been disclosed
in the report on Corporate Governance, which forms part of the directors report. The
web-link for the same is https://www.moldtekengineering.com/ investors.html
BOARD MEETINGS DURING THE YEAR:
During the year under review, Five (5) meetings of the board were held,
the details of which have been disclosed in the report on Corporate Governance, which
forms part of this report. The maximum interval between any two meetings did not exceed
120 days, as prescribed by the Act.
BOARD EVALUATION AND ASSESSMENT:
In terms of the applicable provisions of the Companies Act, 2013 and
the SEBI (LODR) Regulations, 2015, Nomination and Remuneration Committee and the Board of
Directors have approved a framework, which lays down a structured approach, guidelines and
processes to be adopted for carrying out an evaluation of the performance of the
Directors, the Board as a whole and its Committees. The evaluation process has been
separately explained in the Annual Report, as a part of the Report on Corporate
Governance.
For the year under review, the Board carried out the evaluation of its
own performance, its Committees and individual Directors. Evaluation results as collated
and presented, were noted by the Nomination and Remuneration Committee and the Board.
COMMITTEES OF THE BOARD:
As required under the provisions of the Companies Act, 2013 and the
SEBI (LODR) Regulations, 2015, as on 31st March, 2023, the Board has the
following committees: (iv) Audit Committee; (v) Nomination and Remuneration Committee;
(vi) Stakeholders Relationship Committee; (vii) Corporate Social Responsibility Committee.
During the year, all recommendations made by the committees were
approved by the Board. A detailed note on the composition of the various committees is
provided in the report on Corporate Governance, which forms part of this report.
CORPORATE SOCIAL RESPONSIBILITY (CSR):
The Company considers social responsibility as an integral part of its
business activities. The Corporate Social Responsibility
Committee comprises of One Executive Director, Two Non-Executive
Directors and One Independent Director, chaired by Mr. J. Lakshmana Rao. The composition
of the Corporate Social Responsibility Committee meets the requirements of Section 135 of
the Act. In compliance with requirements of Section 135 of the Companies Act, 2013, the
Company has laid down a CSR Policy. The contents of CSR Policy and report on CSR
activities carried out during the financial year ended 31st March, 2023, in the
format prescribed under Rule 9 of the Companies (Corporate Social Responsibility Policy)
Rules, 2014, as amended is annexed herewith as Annexure-D. ANNUAL RETURN:
As provided under Section 92(3) & 134(3)(a) of the Act, Annual
Return for FY 2022-23 is uploaded on the website of the Company and can be accessed at
https://www. moldtekengineering.com/
CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY
ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:
The particulars relating to conservation of energy, research and
development, technology absorption, foreign exchange earnings and outgo, as required to be
disclosed under the Companies Act, 2013 are enclosed to this report. Kindly refer to Annexure-E.
PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES:
The information required under Section 197 (12) of the Act read with
Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014, is annexed as Annexure-F to this report.
In terms of the provisions of Section 197(12) of the Act read with
Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, a statement showing the names of the top ten employees in terms of
remuneration drawn and names and other particulars of the employees drawing remuneration
in excess of the limits set out in the said rules forms part of this Report.
PUBLIC DEPOSITS:
Your Company has not accepted any deposits falling within the meaning
of Section 73 or 74 of the Companies Act, 2013 during the Financial Year 2022-23 and as
such, no amount on account of principal or interest on deposits from public was
outstanding as on the date of the balance sheet.
DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to Section 134(5) of the Act, the board of directors, to the
best of their knowledge and ability, confirm that:
a) in the preparation of the annual accounts, the applicable accounting
standards have been followed and there are no material departures;
b) they 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 at the end of the
financial year and of the profit of the company for that period;
c) they 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) they have prepared the annual accounts on a going concern basis;
e) they have laid down internal financial controls to be followed by
the company and such internal financial controls are adequate and operating effectively;
f) they have devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate and operating
effectively.
MANAGEMENT DISCUSSION & ANALYSIS:
Pursuant to the provisions of Regulation 34 read with Schedule V of the
SEBI Listing Regulations, a report on Management Discussion & Analysis is enclosed to
this report. Kindly refer to Annexure-G.
AUDITORS:
a) Statutory Auditors:
M/s. M. Anandam & Co., Chartered Accountants (erstwhile
Statutory Auditors) has completed their term as Statutory Auditors of the Company from the
conclusion of the 38th (Thirty Eighth) Annual General Meeting (AGM) held on 30th
September, 2022.
The Board of Directors at their meeting held on 2nd
August, 2022, appointed M/s. Praturi & Sriram, Chartered Accountants, (Firm
Registration Number 0027395) as the Statutory Auditors of the Company to hold office for a
period of five years from the conclusion of the 38th AGM till the conclusion of
the 43rd (Forty Third) AGM.
Subsequently, at the 38th (Thirty Eighth) Annual General
Meeting (AGM) held on 30th September, 2022, the members had approved the
appointment of M/s. Praturi & Sriram, Chartered Accountants, (Firm Registration Number
0027395) as the Statutory Auditors of the Company to hold office for a period of five
years from the conclusion of the 38th AGM till the conclusion of the 43rd
(Forty Third) AGM.
b) Secretarial Auditor: The Company had appointed Mr. Ashish
Gaggar, Practising Company Secretary, to conduct the Secretarial Audit for the Financial
Year ended 31st March, 2023, as prescribed under Section 204 of the Act and
Rules made thereunder. The Secretarial Audit Report in the prescribed Form MR-3 for the
Financial Year 2022-23 furnished by Mr. Ashish Gaggar is enclosed to this Report.
c) Internal Auditors: During the year under review, M/s. Praturi
& Sriram, Chartered Accountants tendered their resignation from the office of the
internal auditors of the Company effective from 1st August, 2022. The Board of
Directors at their meeting held on 2nd August, 2022, appointed M/s. GMK
Associates, Chartered Accountants as Internal Auditors of the Company with effect from 2nd
August, 2022. However, M/s. GMK Associates, tendered their resignation from the office of
the internal auditors of the Company effective from 30th October, 2022.
Accordingly, the Board of Directors at their meeting held on 31st
October, 2022, appointed M/s. M. Anandam & Co., Chartered Accountants as internal
auditors of the Company with effect from 31st October, 2022.
AUDITORS REPORT AND SECRETARIAL AUDITORS REPORT:
a) Auditors Report: The Auditors Report for
Financial Year 2022-23 does not contain any qualification, reservation or adverse remark.
The Report is enclosed with the financial statements in this Annual Report.
b) Secretarial Auditor Report: The Company has undertaken an
audit for the Financial Year 2022-23 as required under the Companies Act, 2013 and the
SEBI (LODR) Regulations, 2015. The Secretarial Auditor Report for Financial Year 2022-23
does not contain any qualification, reservation or adverse remark. The Secretarial Audit
Report for the financial year ended 31st March, 2023 is enclosed to this
Report.
c) Instances of fraud reported by the Auditors: During the
Financial Year 2022-23, the statutory auditors and the secretarial auditor have not
reported any instances of frauds committed in the Company by its Officers or Employees
under section 143(12) of the Act to the Central Government or the Audit Committee under
section 143(12) of the Companies Act.
d) Annual Secretarial Compliance Report: The Annual Secretarial
Compliance Report for the Financial Year 2022-23 for all applicable compliance as per the
Securities and Exchange Board of India Regulations and Circulars/Guidelines issued
thereunder has been duly obtained by the Company.
The Annual Secretarial Compliance Report issued by Mr. Ashish Gaggar,
practicing company secretary for the financial year ended 31st March, 2023 is
enclosed to this Report.
SECRETARIAL AUDIT OF MATERIAL UNLISTED INDIAN SUBSIDIARY:
As on 31st March, 2023, the Company does not have a material
unlisted subsidiary, incorporated in India, which requires Secretarial Audit to be
conducted pursuant to Section 204 of the Companies Act, 2013 and Regulation 24A of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, for
the Financial Year 2022-23.
COST RECORDS AND COST AUDIT:
Maintenance of cost records and requirement of cost audit as prescribed
under the provisions of Section 148(1) of the Act are not applicable for the business
activities carried out by the Company.
LOANS AND ADVANCES IN THE NATURE OF LOANS TO FIRMS/ COMPANIES IN WHICH
DIRECTORS ARE INTERESTED:
The information as required to be provided under Schedule V Para C
clause 10 (m) of the SEBI Listing Regulations forms part of the report on Corporate
Governance enclosed to the Annual Report.
DETAILS OF MATERIAL SUBSIDIARIES OF THE LISTED ENTITY:
The information as required to be provided under Schedule V Para C
clause 10 (n) of the SEBI Listing Regulations forms part of the report on Corporate
Governance enclosed to the Annual Report.
ADEQUACY OF INTERNAL FINANCIAL CONTROLS:
In terms of Section 134(5)(e) of the Act, the term Internal Financial
Control means the policies and procedures adopted by a company for ensuring orderly and
efficient conduct of its business, including adherence to companys policies,
safeguarding of its assets, prevention and detection of frauds and errors, accuracy and
completeness of the accounting records, and timely preparation of reliable financial
information. Details in respect of adequacy on internal financial controls concerning the
Financial Statements are stated in the Management Discussion and Analysis Section which
forms part of this Annual Report.
CORPORATE GOVERNANCE:
The Company will continue to uphold the true spirit of Corporate
Governance and implement the best governance practices. A report on Corporate Governance
pursuant to the provisions of Corporate Governance Code stipulated under the SEBI Listing
Regulations forms part of the Annual Report.
Full details of the various board committees are also provided therein
along with Auditors Certificate regarding compliance of conditions of corporate
governance.
SIGNIFICANT AND MATERIAL ORDERS:
There are no orders passed by the regulators or courts or tribunals
impacting the going concern status and Companys operations in future.
MATERIAL CHANGES AND COMMITMENTS, IF ANY AFFECTING THE FINANCIAL
POSITION OF THE COMPANY:
There are no material changes and commitments, affecting the financial
position of the Company which has occurred between the close of the Financial Year as on
31st March, 2023 to which the Financial Statement relate and the date of this
Report.
STATEMENT ON COMPLIANCE WITH APPLICABLE SECRETARIAL STANDARDS:
It is hereby stated that the Company has duly complied with applicable
Secretarial Standards during the financial year 2022-23.
CEO/CFO CERTIFICATION:
Mr. J. Lakshmana Rao, Chairman and Managing Director and Mr. Satya
Kishore Nadikatla, Chief Financial Officer of the Company, have given a certificate to the
Board as contemplated in Regulation 17(8) of SEBI (LODR) Regulations, 2015. Kindly refer
to Annexure-H.
RISK MANAGEMENT:
All assets of the Company and other potential risks have been
adequately insured.
RISK MANAGEMENT POLICY:
In terms of the requirement of Section 134(3)(n) of the Companies Act,
2013 and Regulation 21 of Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the Company has developed and implemented the
Risk Management Policy. The Audit Committee has additional oversight in the area of
financial risks and controls. Major risks identified by the businesses and functions are
systematically addressed through mitigating actions on a continuing basis. The development
and implementation of risk management policy has been covered in the management discussion
and analysis, which forms part of this report. At present the Company has not identified
any element of risk which may threaten the existence of the company.
WEB-LINKS OF VARIOUS POLICIES:
The various policies adopted by the Company can be found at web-link:
https://moldtekengineering.com/investors.html
PARTICULARS RELATING TO THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013 (POSH):
In accordance with the provisions of the Sexual Harassment of Women at
the Workplace (Prevention, Prohibition and Redressal) Act, 2013 (‘POSH Act),
the Company has put in place a Policy on Prevention of Sexual Harassment of women at
Workplace.
There are no pending complaints either at the beginning or at end of
the financial year. The following is the summary of the complaints received and disposed
off during the financial year 2022-23 are as follows:
a) Number of complaints filed during the financial year 2022-23: Nil
b) Number of complaints disposed of during the financial year 2022-23:
Nil
c) Number of complaints pending as on end of the financial year
2022-23: Nil
ACKNOWLEDGEMENTS:
The board of directors expresses their thanks to the companys
customers, shareholders, vendors and bankers for their support to the company during the
year. We also express our sincere appreciation to the contribution made by employees at
all levels. Our consistent growth was made possible by their hardwork, cooperation and
support.
Your Directors also wish to place on record their appreciation and
gratitude for all the assistance and support received from the bankers and officials of
concerned government departments for their co-operation and continued support extended to
the Company.
| For and on behalf of the Board of Directors of |
| Mold-Tek Technologies Limited |
| Sd/- |
| J. Lakshmana Rao |
| Chairman & Managing Director |
| DIN: 00649702 |
| Place : Hyderabad |
| Dated: 29th August, 2023 |
+91-9892691696
