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Msafe Equipments Ltd Directors Report

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Msafe Equipments Ltd Share Price directors Report

Dear Members,

Your Directors have pleasure in presenting their 4 th Annual Report on the business and operations of the Company and the accounts for the Financial Year ended March 31 st 2023.

Financial summary or highlights/Performance of the Company

The Companys Financial Performance for the year ended 31 st March 2023 is summarized below: (Amount in Rs.100)

Particulars Financial Year Ended
31 st March 2023 31\u201d March 2022
Total Income 2971217.31 1698886.50
Total Expenditure Excluding Depreciation (2176752.77) (1245105.26)
Profit/(Loss) Before Tax and Depreciation 794464.54 453781.24
Depreciation (304234.66) (171698.79)
Profit/(Loss) Before Tax 490229.88 282082.45
Provision for Income Tax (133829.62) (72467.46)
Provision for Deferred Tax 4402.92 (451.23)
Profit After Tax 360803.18 209163.76

STATEMENT ON STATE OF COMPANYS AFFAIRS

During the financial year under review, the company has earned 360803.18 Profit after tax. Despite several challenges in the business, your Company has posted strong financial results. The net profit after tax was higher by Rs. 151639.41 as against Rs.209163.76 in the previous Financial Year.

Dividend

Your directors had not recommended any dividend for the period under review due to reserving profits of investing in business.

Directors

During the year under review Mr. Pradeep Aggarwal has been appointed as director of the Company w.e.f. 25.08.2022 and Mrs. Rajani Ajay Kanoi was appointed as a Director of the Company w.e.f. 01.06.2023.

The Present Board consists of following directors as on 31.03.2023.

1. Mr. RUSHIL AGARWAL

2. Mr. AJAY KUMAR KANOI

3. Mr. PRADEEP AGGARWAL

Change in the nature of business

There is no change in the nature of the business of the Company.

Changes in authorized Share Capital

During the under review the authorized capital of the Company was increased from increased from Rs. 10,00,000 /- (Rupees Ten Lacs only) divided into 1,00,000 equity shares of Rs.10/- (Rupees Ten) each to Rs. 1,00,00,000 /- (Rupees One Crore Only) divided into 10,00,000 Equity shares of Rs. 10 /- each by creation of additional 9,00,000 (Nine Lacs) Equity Shares of Rs. 10/- each ranking paripassu at the Extra Ordinary General meeting held on 02.03.2023.

Issue of bonus shares

The shareholders of the Company, by an ordinary resolution passed at the Extraordinary General Meeting held on 2March 2023, approved the bonus issue of par 9,90,000 (Nine Lacs Ninety Thousand Only) equity shares of Rs. 10/- (Rupees Ten Only) new ordinary shares on the basis of one (99) bonus share for every one (1) existing ordinary shares held. The issued and fully paid-up ordinary share capital of the Company was increased from l,00,000to 1,00,00,000. The bonus shares were issued as fully paid, at nil consideration. The newly issued ordinary shares rank paripassu in all respects with the existing ordinary shares of the Company.

Further the Company has not granted any stock options or sweat equity shares. As on March 31 st ,

2023 none of the Directors of the Company hold instruments convertible into equity shares of the Company.

Transfer to Reserves

The Company was not required to transfer any amount of profits to the general reserves for Financial Year 2022-2023 pursuant to prp^sions of Companies Act, 20 f^^MTS t

Employee Stock Option Scheme

The Company has not issued any Employee Stock Option Scheme.

Particulars of Employees

There are no employees in the Company the particulars of which are required to be given in terms of the provisions contained in Rule 5(2) and Rule 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

Subsidiaries, Joint Ventures and Associate Companies

The Company does not have any Subsidiary, Joint Venture or Associate Companies.

Annual Return under section 92 (3) of the Companies Act, 2013

The company does not have any active website and hence the web-link for the Annual Return in Form MGT-7A for the year ended 31 March 2023 as required under Section 92(3) of the Companies Act 2013 read with rule 12(1) of the Companies (Management and Administration) Rules, 2014 cannot be given.

Number of Meetings of Board

28 (Twenty eight) meetings of the Board of Directors were held during the year and the gap between the two meetings was not more than 120 days. Details of the Board Meetings are as follows:

BOARD MEETINGS

Number of Meetings held

Sr. No. Date of Meeting Total Number of directors as on the date of meeting Attendance
Number of directors attended as % age of total directors
1. 13.05.2022 2 2 100.00
2. 18.05.2022 2 2 100.00
3. 20.05.2022 2 2 100.00
4. 31.05.2022 2 2 100.00
5. 02.06.2022 2 2 100.00
6. 23.06.2022 2 2 100.00
7. 25.07.2022 2 \u2022 - . 100.00
8. 19.08.2022 / ioo.oo V
9. 03.09.2022 3 3 100.00
10. 27.09.2022 3 3 100.00
11. 29.09.2022 3 3 100.00
12. 14.09.2022 3 3 100.00
13. 01.11.2022 3 3 100.00
14. 13.12.2022 3 3 100.00
15. 26.12.2022 3 3 100.00
16. 28.12.2022 3 3 100.00
17. 04.01.2023 3 3 100.00
18. 06.01.2023 3 3 100.00
19. 11.01.2023 3 3 100.00
20. 30.01.2023 3 3 100.00
21. 28.01.2023 3 3 100.00
22. 04.02.2023 3 3 100.00
23. 06.02.2023 3 3 100.00
24. 20.02.2023 3 3 100.00
25. 02.03.2023 3 3 100.00
26. 11.03.2023 3 3 100.00
27. 18.03.2023 3 3 100.00
28. 25.03.2023 3 3 100.00

ENDANCE OF DIRECTORS

s. No. Name of the director Board Meetings
No. of meetings which dir. was entitled to attend Number of Meetings attended % of attendance
1 RUSHIL AGARWAL 28 28 100.00
2 PRADEEP AGGARWAL 20 20 100.00
3 AJAY KUMAR KANOI 28 28 100.00

Compliance of Secretarial Standards of ICSI

The Company has complied with the requirements prescribed under the Secretarial Standards on Meetings of the Board of Directors (SS-l) / af^i\General Meetings (SS-2).

Particulars of Loan, Guarantees, Security and Investments under Section 186 Details of Loans, Guarantees, Security and Investments.

(Amount in 100 Rs.)

s No Details of Borrower/ Investment Company Amount Purpose for which the loan is to be utilized by the recipient Time period for which it is given Date of BR Date of SR (if req.) Rate of Interest Sec urit y
1 Axis Short Term Mutual Fund 19,999.00 Working Capital N.A. 13-12-2022 N.A. N.A. N.A
2 SB1 Short Term Debt Mutual Fund 19,999.00 Working Capital N.A. 13-12-2022 N.A. N.A. N.A
3 ICICI Short Term Debt Mutual Fund 19,999.00 Working Capital N.A. 30-01-2023 N.A. N.A. N.A

Particulars of Contracts or Arrangements with Related Parties Referred to in sub-section (1) of section 188

The particulars of contracts or arrangements with related parties referred to in sub-section (1) of section 188 are prepared in 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 and the same is enclosed as Annexure-A to this Report All transactions entered with Related Parties for the year under review where on arms length basis and in the ordinary course of business and that the provisions of section 188 of the Companies Act, 2013 are not attracted.

ACCOUNTS. AUDITORS AND AUDIT REPORT

Accounts : Accounts along with their Notes are self-explanatory and do not require any further explanation or clarification.

Auditors Report : The Auditors Report is self-explanatory and does not need any further explanation or clarification. ^ ^

Auditors:

M/S. V. K. Kila & Co., Chartered Accountants, New Delhi (Firm Registration No.007772C), were appointed as the Statutory Auditors of the Company to hold office for a period of 5 consecutive year i.e. from the conclusion of 3 rd Annual General Meeting (AGM) till the conclusion of the 8 th AGM of the Company to be held in the year 2027. The company has received their consent and eligibility for the same.

There are no qualifications or observations or remarks made by the Auditors in their Report. Audit Committee and Vigil Mechanism

The provisions of Section 177 of the Companies Act, 2013 read with related rules 6 and Rule 7 of the Companies (Meetings of the Board and its Powers) Rules, 2013 are not applicable to the Company.

Nomination and Remuneration Policy

The provisions of Section 178(1) relating to constitution of Nomination and Remuneration Committee are not applicable to the Company and hence the Company has not devised any policy relating to appointment of Directors, payment of Managerial remuneration, Directors qualifications, positive attributes, independence of Directors and other related matters as provided under Section 178(3) of the Companies Act, 2013.

Declaration by Independent Directors

The provisions of Section 149 pertaining to the appointment of Independent Directors do not apply to your Company.

Public Deposits

During the year under review the company has not accepted any Deposit from public in the terms of section 73 to 76 of the Companies Act 2013, read with the companies (Acceptance of Deposits) Rules 2014. /cy\TS~/>X

Energy Conservation, Technology absorption and foreign exchange earnings and outgo

The particulars as prescribed under the provisions of the Companies Act 2013 read with Rules framed there under, are set out herein below:

a) Conservation of energy: Since there was Manufacturing Activity during the year under review the provision of section 134(3)(m) of the Companies Act, 2013, read with rule8(3) of the Companies (Account) Rules, 2014, regarding Conservation of energy are not applicable to the Company.

b) Technology Absorption: The Company has not made any technology absorption and updation during the year under review.

Details of changes in Directors and Key Managerial Personnel

During the year under review Mr. Pradeep Aggarwal has been appointed as director of the Company w.e.f. 25.08.2022 and Mrs. Rajani Ajay Kanoi was appointed as a Director of the Company w.e.f. 01.06.2023.

Environment & safety

The company is Conscious of the Importance of environmentally clean and safe operations. The Companys policy requires conduct of operations in such a manner, so as to ensure safety of all concerned, compliances environmental regulations and preservation of natural resources.

Human resources and industrial relations

The Company takes pride in the commitment, competence and dedication shown by its employees in all areas of business.

Foreign Currency Transactions

Foreign currency transactions are recorded at the rate of exchange prevailing on the date of transaction. At the year end, there are no other liabilities or assets denominated in foreign currency except as mentioned below. Exchange difference arising on actual payment/realization and year end restatement are adjusted to Statement of profit & loss in foreign exchange fluctuation account.

(Amount in 100 Rs.)

For Year ended 31.03.2023
PARTICULARS Amount Amount in INR
Foreign Exchange Outflow - Purchase of Spare Parts Eurol3.57 1,159.25
USD26.il 2159.76
Exchange Inflow Nil Nil

I

Explanation or Comments by the Board on Qualifications, Reservations, Adverse Remarks or Disclaimers made by Statutory Auditor in Audit Report

The Audit report does not contain any qualifications, reservations, adverse remarks or disclaimers.

The provisions relating to Secretarial Audit are not presently applicable to the company.

Material Changes and Commitments Affecting the Financial Position of the Company Occurred Between the end of the Financial Year to which the Financial Statements Relate and the Date of Report

There are no material changes and commitments affecting the financial position of the Company which have occurred between the end of the Financial Year of the company to which the financial statements relate and the date of this report.

Significant and Material Orders Passed by the Regulators or Courts or tribunals.

There were no significant or material orders passed by any governing authority of the company including regulators, courts or tribunals, which could affect the going concern status and the Companys operations in future.

Reporting of Fraud by Auditors Pursuant to Section 14302) of The Companies Act. 2013

There was no fraud reported by the Auditor to the Board.

Maintenance of Cost Records

The Maintenance of cost records has not been specified by the central government under subsection (1) of section 148 of the Companies Act, 2013, for the business activities carried out by the company.

Policy on Prevention of Sexual Harassment at Workplace

The Board of Directors of the Company has laid down a policy on prevention of sexual harassment at the workplace. A Complaint Committee has also been formed by the Board of Directors to look into the complaints received, if any. During the year, the Company did not receive any complaint under the said policy.

Disclosure under Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) act, 2013

Your Directors further state that during the year under review, there were no cases filed/pending pursuant to the Sexual harassment of Women at workplace (Prevention, Prohibition and Redressal) Act, 2013.

Risk Management Policy

The Company has a robust process of risk assessment whereby all the business risks are assessed on periodic basis by the management and appropriate actions are taken to mitigate the same.

Corporate Social Responsibility

The Company has not developed and implemented any Corporate Social Responsibility initiatives as the said provisions are not yet applicable to the Company.

Statutory disclosures on application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 during the year along with their status at the end of the financial year 2021-22.

During the under review no application was made or any proceeding is pending under the Insolvency and Bankruptcy Code, 2016.

Statutory disclosures on the details of difference amount of the valuation done at the time of one settlements and the valuation done while taking loan from the Banks and financial Institutions along with the reasons thereof.

During the under review no settlements have been done with banks or financial institutions.

Directors Responsibility Statement

To the best of knowledge and belief and according to the information and explanation obtained by them, your Directors make the following statement in term of section 134(3)(c) of the companies act, 2013:-

i) In the preparation of Annual Accounts, for the year ended March 31 st , 2023 the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

ii) 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 tjneXompany at the end of financial year, 31 st March, 2023 and of the Profit of the Co/iipaayTof the year ended on tharjdatK~ >x v

iii) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

iv) The annual accounts have been prepared on a going concern basis.

v) That the directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and

vi) The Directors had devised proper systems to ensure compliance with the provision of all applicable laws and that such systems are adequate and operating effectively.

Acknowledgements

The Directors would like to express their sincere appreciation for the assistance and co-operation received from the financial institutions, banks, government authorities, customers, vendors and members during the year under review. Your Directors also wish to place on record their deep sense of appointment for the committed services by the companys executive, staff & workers.

For and on behalf of the Board

MSAFE EQUIPMENTS PRIVATE LIMITED

FnrMFAFF Ffll IIPMFMT^ PRIVATF 1IMITFH For

AJAY KUMAR RANOI RUSHIL AGARWAL
DIRECTOR) (DIRECTOR)
DIN: - 08381615 DIN: - 08381616
A/103, OBEROI GARDEN-1 C-186, VIVEK VIHAR, PHASE-1
DATTANI PARK ROAD JHILMIL East Delhi DL 110095 IN
THAKUR VILLAGE
KANDIVALI EAST MUMBAI
MAHARASTRA, INDIA 400101

Place: New Delhi Date: 26-08-2023

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