Dear Members,
The Board of Directors hereby submits the report of the business and operations of your
Company, along with the audited financial statements, for the financial year ended March
31, 2025.
Financial Results
The performance of the company for the financial year ended March 31, 2025 is
summarized below:
(Figures in Rs.)
| ITEM |
As on 31st March, 2025 |
As on 31st March, 2024 |
| Sales & other Income |
36,08,907.00 |
35,45,795.75 |
| Expenditure |
18,02,979.00 |
14,26,604.60 |
| Profit / Loss before depreciation and tax |
18,05,928.00 |
21,19,191.15 |
| Depreciation |
4,543.00 |
0.00 |
| Tax |
98,017.00 |
2,05,052.00 |
| MAT Credit Entitlement |
0.00 |
0.00 |
| Deferred tax |
(30.00) |
(780.00) |
| Profit / Loss after tax and depreciation |
17,03,398.00 |
19,14,919.15 |
Dividend
Considering the present conditions of business and growth stage of Company, The Board
of Directors of the company has decided not to recommend any dividend for the Financial
Year 2024-25. The management being optimistic about the return from business activities
has proposed to plough back profit into the business activities of the Company.
Transfer to Reserves
During the year under review, the company has transferred Rs.17,01,820/- to the General
Reserve.
Share Capital
There were no changes in the Share Capital structure of the Company, during the
financial year under review.
Operations and Business Performance
Your Company has achieved Net profit of Rs. 17,03,398.00/- in the current financial
year 2024-25 as in compare to net profit of Rs. 19,14,919.15/- for the previous fiscal.
There were no plan of new projects of business.
Material Changes and Commitments Affecting Financial Position
There have been no material changes and commitments affecting the financial position of
the Company between the end of the financial year and the date of this report.
Subsidiaries, Joint Ventures, and Associate Companies
There were no Subsidiaries, Joint Ventures, and Associate Companies at the end of year
under review.
Directors, KMP and Meetings
? There were no changes in composition of the Board and KMP during the year under
review.
? The Company has received necessary declaration from independent director under
Section 149(7) of the Companies Act, 2013, that they meets the criteria of independence
laid down in Section 149(6) of the Companies Act, 2013 and Regulations 25 of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015.
? During the financial year ended 31st March, 2025, the Board met 5 (five),
on following dates 30.05.2024, 14.05.2024, 03.09.2024, 14.11.2024, 13.02.2025.
The maximum interval between any two consecutive meetings did not exceed 120 days,
thereby complying with the requirements of Section 173 of the Companies Act, 2013, and
Regulation 17(2) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
The details of attendance of each Director at the Board meetings are provided in the
Corporate Governance Report, forming part of this Annual Report.
Mrs. Kalpana Singh, Director of the Company, who is liable to retire by rotation at the
Annual General Meeting and being eligible offered herself for reappointment.
Committees of the Board
Currently, the Board has three committees: The Audit Committee, the Shareholder's/
Investor's
Grievance Committee, the Nomination and Remuneration Committee. A detailed note on the
composition of the Board and its committees is provided in the corporate governance report
section. Confirm that the composition and terms of reference are in line with SEBI and
Companies Act provisions.
Audit Committee/Nomination And Remuneration Committee/ Stakeholder Relationship
Committee
The details of various committees and their functions are part of Corporate Governance
Report.
Directors' responsibility statement
As required under Section 134(5) of the Companies Act, 2013, the Directors of the
Company hereby states that:
i. In the preparation of the annual accounts for the year ended 31st March
2025, the applicable accounting standards had been followed along with proper explanation
relating to material departures.
ii. The Directors had 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 and Loss of the company for that period.
iii.The Directors had taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of this Act for safeguarding the
assets of the company and for preventing and detecting fraud and other irregularities.
iv. The Directors had prepared the annual accounts on a Going Concern Basis.
v. The Directors had laid down internal financial controls to be followed by the
company and that such internal financial controls are adequate and were operating
effectively; and
vi. The Directors had devised proper system to ensure compliance with the provisions of
all applicable laws and such system were adequate and operating effectively.
Auditors and Auditor's Report
i. Statutory Auditors
M/s KARMV AND COMPANY, Chartered Accountants FRN: 023022N was appointed to audit
books of accounts for financial year 2024-26 and issue reports for quarterly financial
results as per SEBI (LODR) Regulations, 2015 in Annual General Meeting held on 30th
September, 2024 till the conclusion 48th Annual General Meeting of the company
will continue as statutory auditor to audit books of accounts for two consecutive
financial year 2024-25 & 2025-26 and issue reports for quarterly financial results as
per SEBI (LODR) Regulations, 2015.
The Notes on financial statement referred to in the Auditors' Report are
self-explanatory and do not call for any further comments. The Auditors' Report does not
contain any qualification, reservation or adverse remark except remarks upon the
investment made in a company under same management.
The said Auditor's Report is attached with this Report as Annexure IV.
The response to the auditor's remarks
Remarks: With respect to audit report for the financial years 2024-25, the Auditor
made remarks upon investment of Rs.2.00 Crores in M/s One City Promoters Private Limited
(real estate company) made by the company in the financial year 2013-14.
Response: The Company has made investment of Rs.2.00 Crores in One City Promoters
Pvt. Ltd. with a view to invest in the future project of the said company. The Company has
informed that they are looking for viable project to start in future and the money
invested is safe and thus the money invested by us is not prejudice to the interest of the
company. ii. Secretarial Auditors
The Company has appointed & obtained Secretarial Audit Report as required under
Section 204(1) of the Companies Act, 2013 from M/s. Deepak Somaiya & Co, Company
Secretaries in practice. The said Report in form MR-3 is attached with this Report
as Annexure III.
Corporate Social Responsibility (CSR)
The Company has not developed and implemented any Corporate Social Responsibility
initiatives as the said provisions are not applicable to the Company.
Corporate Governance Report:
Our Corporate Governance philosophy
Corporate Governance is about maximizing shareholder value legally, ethically and
sustainably. The goal of corporate governance is to ensure fairness for every stakeholder.
We believe sound corporate governance is critical to enhance and retain investor trust. We
always seek to ensure that our performance is driven by integrity. Our Board exercises its
fiduciary responsibilities in the widest sense of the term. Our disclosures seek to attain
the best practices in international corporate governance. We also endeavor to enhance
long-term shareholder values and respect minority rights in all our business decisions.
Pursuant to Regulation 34(3) read with Schedule V of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, the Company has complied
with all the requirements relating to corporate governance extend to its applicability and
a Corporate Governance report has also been formed part of Annual Report as Annexure-I.
Management Discussion and Analysis
The Management Discussion and Analysis Report as required under Regulation 34(2)(e) of
SEBI (LODR) Regulations
i. Economic Overview
India remained one of the fastest-growing major economies, recording a GDP growth rate
of approximately 6.5% in FY 2024 25. Government focus on infrastructure development,
digitalization, manufacturing growth (under Make in India), and policy reforms contributed
to macroeconomic stability. ii. Industry Structure and Developments
The trading and investment sector continued to evolve with key trends such as
automation, digital transformation, regulatory reforms, global outsourcing etc.
iii. Company Overview and Business Performance
Your Company is engaged in the business of trading and investment and has consistently
focused on cost optimization and looking for new business opportunity in coming future.
iv. Opportunities and Threats
Opportunities:
The Company is poised to benefit from the growing domestic market and government
initiatives. Additionally, increasing technology adoption and a shift towards sustainable
practices offer new avenues for growth, enabling expansion and enhanced operational
efficiency.
Threats:
Key challenges include fluctuating raw material prices, supply chain disruptions, and
intense market competition, which could impact profitability. Changes in regulatory
policies and geopolitical risks also pose potential hurdles to business stability.
v. Risks Management Policy
The Company has a risk management policy, which from time to time, is reviewed by the
Audit Committee of Directors as well as by the Board of Directors. The Policy is reviewed
quarterly by assessing the threats and opportunities. The Policy is designed to provide
the categorization of risk into threat and its cause, impact, treatment and control
measures. As part of the Risk Management policy, the relevant parameters for protection of
environment, safety of operations and health of people at work and monitored regularly
with reference to statutory regulations and guidelines defined by the Company.
vi. Internal Control Systems and Their Adequacy
The Board has adopted policies and procedures for ensuring the orderly and efficient
conduct of its business, including adherence to the Company's policies, the safeguarding
of its assets, the prevention and detection of frauds and errors, the accuracy and
completeness of the accounting records and the timely preparation of reliable financial
disclosures..
vii. Financial Performance (Standalone)
| ITEM |
As on 31st March, 2025 |
As on 31st March, 2024 |
| Sales & other Income |
36,08,907.00 |
35,45,795.75 |
| Profit / Loss before depreciation and tax |
18,05,928.00 |
21,19,191.15 |
| Earnings before Tax |
18,01,385.00 |
21,19,191.00 |
| Profit / Loss after tax and depreciation |
17,03,398.00 |
19,14,919.15 |
| Earnings Per Share |
0.344 |
0.386 |
viii. Human Resources and Industrial Relations
Employee's relations continue to be cordial during the year.
ix. Energy Conservation, Technology Absorption, Foreign Exchange Earning and Outgo
The information required under Section 134(3)(m) of the Companies Act, 2013 and rule
8(3) of Companies (Accounts)Rules, 2014, relating to the conservation of Energy and
Technology Absorption are not applicable on the Company.
x. Outlook for FY 2025 26
The Company remains cautiously optimistic about the future and will continue to focus
on:
? Existing product development
? Operational efficiency and cost optimization
? Strategic partnerships and expansion
? Enhancing stakeholder value
However, external risks such as inflation, interest rate fluctuations, and global
uncertainty will be monitored closely.
xi. Cautionary Statement
Statements in the Management Discussion and Analysis describing the Company's
objectives, projections, estimates, expectations, or predictions may be
"forward-looking statements" within the meaning of applicable securities laws
and regulations. Actual results could differ materially due to economic conditions,
government policies, industry dynamics, and other factors beyond the
Company's control.
Policy on Director's appointment and remuneration
The Current policy is to have an appropriate mix of Executive, Non-Executive and
Independent Directors to maintain the independence of the Board and separate its function
of governance and management. On March 31, 2025, the Board consists of five members, three
of whom are Executive/Non-executive Director.
The policy of the Company on director's appointment and remuneration, including
criteria for determining qualifications, positive attributes, independence of a director
and other matters, as required under sub- section (3) of Section 178 of the Companies Act,
2013, is available on our website (http://www.multipurposetrading.in/). We affirm that the
remuneration paid to the directors is as per the terms laid out in nomination and
remuneration policy of the Company.
The company has not paid any remuneration to directors and had complied with Section
197(12) of the Companies Act read with Rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014.
Related Party Transactions and details of Loans, Guarantees, Investment &
Securities Provided
Details of Related Party Transactions and Details of Loans, Guarantees and Investments
covered under the provisions of Section 188 and 186 of the Companies Act, 2013
respectively are given in the notes to the Financial Statements attached to the Directors'
Report.
Significant and material orders
There are no significant and material orders passed by the regulator or courts or
tribunal impacting the going concern status and Company's operations in future.
Extract of annual return
In accordance with section 134(3)(a) of the Companies Act, 2013 and rules made there
under, the annual report is available on the Company's website www.Multipurposetrading.in
and an extract of the annual return in the prescribed format is also appended as Annexure
-II to the Board's report.
Secretarial Standards
The Company has complied with applicable Secretarial Standards issued by the Institute
of Company Secretaries of India (ICSI).
Liquidity
We continue to be debt-free and maintain sufficient cash to meet our strategic
objectives. We understand that liquidity in the Balance Sheet has to balance between
earning adequate returns and the need to cover financial and business risks. Liquidity
enables us to make a rapid shift in direction, if there is a market demand. We believe
that our working capital is sufficient to meet our current requirements.
Deposits
The company had neither invited nor accepted any deposits from the public within the
meaning of the Companies (Acceptance of Deposits) Rules 2014.
Board diversity
The Company recognizes and embraces the importance of a diverse board in its success.
We believe that a truly diverse board will leverage differences in thought, perspective,
knowledge, skill, regional and industry experience, cultural and geographical background,
age, ethnicity, race and gender, which will help us retain our competitive advantage.
Board Evaluation
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, mandates that
the Board shall monitor and review the Board evaluation framework. The framework includes
the evaluation of directors on various parameters such as:
? Board dynamics and relationships
? Information flows
? Decision-making
? Relationship with stakeholders
? Company performance and strategy
? Tracking Board and Committee's effectiveness
? Peer evaluation
The Companies Act, 2013 states that a formal annual evaluation needs to be made by the
Board of its own performance and that of its committees and individual directors. Schedule
IV of the Companies Act, 2013 states that the performance evaluation of independent
director shall be done by the entire Board of Directors, excluding the director being
evaluated.
The evaluation of all the directors and the Board as a whole was conducted based on the
criteria and framework adopted by the Board. The evaluation process has been explained in
the Corporate Governance report. The Board approved the evaluation results as collated by
the nomination and remuneration committee.
Familiarization program for independent directors
All independent directors inducted into the Board attend an orientation program. The
details of training and familiarization program are provided in the Corporate Governance
report and is also available on our website.
Listing Agreement
The Securities and Exchange Board of India (SEBI), on September 2, 2015 issued SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 with the aim to
consolidate and streamline the provisions of the Listing Agreement for different segments
of capital markets top ensure better enforceability. The Company has entered into the
listing agreement with BSE Limited.
Transfer of unclaimed dividend to Investor Education and Protection Fund
Since there was no unpaid/unclaimed Dividend declared and paid last year, the
provisions of Section 125 of the Companies Act, 2013 do not apply
Code of Conduct
The Board of Directors has laid down a Code of Conduct applicable to the Board of
Directors and Senior Management. All the Board Members and Senior Management personnel
have affirmed compliance with the code of conduct.
General
Your Directors state that no disclosure or reporting is required in respect of the
following items as there were no transactions on these items during the year under review:
? Details relating to deposits covered under Chapter V of the Act.
? Issue of equity shares with differential rights as to dividend, voting or otherwise.
? Issue of shares (including sweat equity shares) to employees of the Company under any
scheme save and except ESOS referred to in this Report.
? Neither the Managing Director nor the Whole time Directors of the Company receive any
remuneration or commission from any of its subsidiaries. ? No significant or material
orders were passed by the Regulators or Courts or Tribunals which impact the going concern
status and Company's operations in future.
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.
Acknowledgements
Your Directors wish to record their sincere gratitude for our valued Business
associates, shareholders, Bankers, regulatory and other stakeholders for the continuous
co-operation, support and assistance extended by them. We place on record our appreciation
of the commitment, dedication and hard work put in by employees of the Company. We also
thank our members for the continued support received from them.
|
By Order of the Board |
|
For Multipurpose Trading and Agencies Ltd. |
| Place: New Delhi |
|
| Date: 30/05/2025 |
S/d |
|
Ashish Singh |
|
Chairman & Director |
|
DIN: 00066423 |
|
Add: B-1 Kalindi Colony, New Delhi-65 |