tarrif cine finance ltd Management discussions


MANAGEMENT DISCUSSION AND ANALYSIS

SPV GLOBAL TRADING LIMITED

SPV Global Trading Limited currently has a spectrum of non-ferrous metals which serves the copper alloy manufacturing industry, which in turn serves many industries such as Automobiles, Electricals, Electronics, horological, coinage, etc.

For Financial Year 2022-23 on a consolidated basis, the Companys profit after tax stood at Rs. 671.12 lakhs as against profit of Rs. 3,296.71 lakhs in the previous year thereby decreased in profits as compared to the previous year.

ECONOMIC & INDUSTRY OVERVIEW:

Copper is very essential metal for economic activity and even more so to the modern society. Infrastructure development in major countries such as China and India and the global trend towards cleaner energy will continue to support growth in copper demand. Copper is one of the most recycled of all the metals. Virtually all products made from copper can be recycled and recycled copper loses none of its physical and chemical properties.

OPPORTUNITIES AND THREATS:

Opportunity

* Growing copper demand within country

* Buoyancy in world copper prices

* Good Opportunity due to upcoming market of electrical vehicles

Threat

* Volatility in LME Copper price affecting turnover/profitability

* Increasing cost of inputs e Attrition of skilled manpower

* Risk in existing non-profitable business

? Cheaper substitute for copper

INDUSTRY OUTLOOK:

The Indian economy continues to wrestle with the second wave of the pandemic and operates with cautious optimism. Going by current assessment, the second waves toll is mainly in terms of the hit to domestic demand Copper demand is expected to grow at 7% -8% in India. The growing demand from the power sector in view of Government laying thrust on renewable energy and increasing demand from the households for consumer durables will increase demand for copper in India.

RISKS AND CONCERNS:

The Company has laid down risk management framework keeping the Companys objectives, growth strategy and process complexities arising out of its business operations. Risk management in organization is a continuous process of identifying, assessing and managing all the opportunities, threats and risks faced by the company to achieve its goals.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has internal control systems and procedures commensurate with its size and nature of business. The Company has in place delegation of authority, policies and manuals approved by the Board.

VI. SEGMENT WISE OR PRODUCT WISE PERFORMANCE:

The Company is engaged solely in trading activity segment and all activities of the Company revolve around this business.

DISCUSSION ON FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE: The financial performance for FY 2022-23 vis-a-vis FY 2021-22 is summarized below:

{Amountin Lakh)

Particulars 2022-23 2021-22 2022-23 2021-22

Standalone

Consolidated

Revenue from Operations 2,719.25 376.98 59,775.98 53,274.68
Other Income 46.90 47.40 164.61 587.69
Total Revenue 2,766.14 424.38 59,940.59 53,862.37
Profit/(Loss) before Tax 67.37 7.02 1,003.84 4,452.05
Add/ (Less): Current Tax 20.48 4.88 201.76 787.28
Add/ (Less): Deferred Tax 3.13 (2.02) 130.12 377.26
Liability/ Assets
Add/ (Less): Taxation of earlier years - 0.02 0.85 (9.19)
Profit/(Loss) After Tax 43.76 4.15 671.12 3,296.71
Add: Other Comprehensive Income (0.27) 0.55 (18.48) (5.28)
Total Comprehensive Income for the Year 43.49 4.69 652.64 3,291.43
Profit Attributable to Owner of The Company - - 338.08 1,665.17
Profit Attributable to Non- Controlling Interests - - 333.04 1,631.54

VII. MATERIAL DEVELOPMENTS IN HUMAN RESOURCES / INDUSTRIAL RELATIONS FRONT

INCLUDING NUMBER OF PEOPLE EMPLOYED

Manpower

As on 31.3.2023, the manpower of the Company was 2 (Two).

Employee Relations

During the year, the Employee Relations continued to be harmonious and peaceful in all Units of the Company and have contributed immensely towards smooth functioning of the Company.

Human Resource Development

Training and Development, based on identified needs is given due priority by the Company for all levels of employees to increase employee effectiveness, employee utilization and productivity as well as to usher in a culture of innovation and creativity with emphasis on deciphering problem-solving skills.

KEY FINANCIAL RATIOS AND DETAILS OF SIGNIFICANT CHANGES THEREIN (I.E. CHANGE OF 25% OR MORE AS COMPARED TO THE IMMEDIATELY PREVIOUS FINANCIAL YEAR) ALONG WITH DETAILED EXPLANATIONS THEREOF: During the year under a review there were no significant changes increase from 25 % or more as Compared to the Immediately previous Financial Year.

d >4
Sr. No. : Key Financial Ratio FY 2022-23 : FY 2021- 22 : Reason for significant changes (i.e.,change of 25% or more)
1 Debtors Turnover - - No Debtors O/Sin 21_22
2 Inventory Turnover N. A. N. A. N. A.
3 Interest Coverage Ratio Nil Nil N.A.
: Current Ratio 1.79 0.06 Current assets has decreased there is no debtor balance outstanding as compared to last year
5 : Debt Equity Ratio NA 0.06 As there is no debt the ratio is not applicable in current year
6 Net Profit Margin (%) 1.61% 1.10% : Sales is increased so profit increased

DETAILS OF ANY CHANGE IN RETURN ON NET WORTH AS COMPARED TO THE IMMEDIATELY PREVIOUS FINANCIAL YEAR ALONG WITH A DETAILED EXPLANATION THEREOF:

Return on Net Worth for Financial Year 2022-23 is 4% as against 25% in Financial Year 2021- 22.

Xl. DISCLOSURE OF ACCOUNTING TREATMENT:

Your Company has prepared its financial statements for F.Y. 2022-23 in accordance with the Indian Accounting Standards {Ind AS) issued by the Institute of Chartered Accountants of India (ICAI) and as per Section 133 of the Companies Act, 2013 read with Rule 3 of the Companies {Indian Accounting Standards) Rules, 2015 and Companies {India Accounting Standards) {Amendment Rules), 2016. The implementation of Ind AS is a major change in the accounting

treatment.

Xi. CAUTIONARY STATEMENT:

The Statements in this Management Discussion and Analysis Report describing the Companys objectives, projections, estimates and expectations may be forward looking statements within the meaning of applicable laws and regulations. Actual results might differ materially from those expressed or implied.

The Company is not under any obligation to publicly amend, modify or revise any forward- looking statements on the basis of any subsequent developments, information or events.

ANNEXURE-B FORM NO. MR-3

SECRETARIAL AUDIT REPORT

For the financial year ended 31? March, 2023 [Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To,

The Members,

SPV Global Trading Limited, 28/30, Anant Wadi Bhuleshwar, Mumbai-400002

: have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by SPV Global Trading Limited, CIN No: L27100MH1985PLC035268 (hereinafter called the Company). Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating the corporate conducts/ statutory compliances and expressing my opinion thereon.

Based on verification of the Companys books, papers, minute books, forms and returns filed and other records maintained by the Company, the information to the extent provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, the explanations and clarifications given to us and the representations made by the Management, : hereby report that in my opinion, the Company has during the audit period covering the financial year ended on 31% March, 2023, generally complied with the statutory provisions listed hereunder and also that the Company has proper Board processes and compliance mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

: have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on 31% March, 2023, according to the applicable provisions of:

(i) The Companies Act, 2013 (the Act) and the Rules made thereunder;

(ii) The Securities Contracts (Regulation) Act, 1956 (SCRA) and the Rules made thereunder; (iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;

(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made there under to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings; {v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (“SEBI Act”), as applicable:-

a. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2018; b. The Securities and Exchange Board of India {Listing Obligations and Disclosure Requirements) Regulations, 2018; c. The Securities and Exchange Board of India, (Prohibition of Insider Trading) Regulations, 2018; d. The Securities and Exchange Board of India {Issue of Capital and Disclosure Requirements) Regulations, 2018; e. The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999; f. The Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014; g. The Securities and Exchange Board of India {Issue and Listing of Debt Securities) Regulations, 2008; h. The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client; i. The Securities and Exchange Board of India {Delisting of Equity Shares) Regulations, 2018; j. The Securities and Exchange Board of India {Buyback of Securities) Regulations, 2018; and

(vi) Other specific business/industry related laws that are applicable to the company are as follows: e The Mines Act, 1952 and eo The Mines and Minerals (Regulation and Development) Act, 1957

: have also examined compliance with the applicable clauses of the Secretarial Standards issued by The Institute of Company Secretaries of India;

: report that during the year under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards etc. mentioned as above.

: further report that the Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors.

Adequate notice is given to all Directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.

Majority decision is carried through while the dissenting members views are captured and recorded as part of the minutes.

: further report that there are adequate systems and processes in the company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

: further report that during the audit period there were no instance of: (i) Redemption / buy-back of securities.

(ii) Major decisions taken by the members in pursuance to Section 180 of the Companies Act, 2013. (iii) Foreign technical collaborations.

This report is to be read with my letter of even date which is annexed as Annexure : and forms an integral part of this report.

FOR JAJODIA & ASSOCIATES
Sd/-
. Priti Jajodia
Place: Mumbai
Company Secretary in Practice
Date: 29" August, 2023 M.No.: 36944 CP No.: 19900
UDIN: A036944E000884978