Annual Report: 2023
ANNUAL REPORT and Accounts for the year ended 31st March 2023 for Milton Cycle Industries Ltd, Sonipat.
Board of Directors: The board consists of Vinod Buber (Whole Time Director, DIN: 09487600), Ashok Kumar Sharma (Director, DIN: 09345579), and Om Parkash Sharma (Director, DIN: 08777647).
Registered Office: The registered office is located at Milton premises, industrial area, Sonepat-131001 (Haryana).
Bankers: The company's banker is Punjab National Bank.
Auditors: Mehra Khanna & Co., Chartered Accountants, serves as the company's auditor, located in Delhi-110009.
Notice for Annual General Meeting: The 63rd Annual General Meeting of Milton Cycles Industries Limited will be held on Wednesday, 20th September, 2023 at 10:00 A.M. at Milton Premises, Industrial area, Sonepat-131001. The ordinary business of the meeting includes receiving, considering, and adopting the Audited Balance Sheet, Profit & Loss Account, and Cash Flow Statement for the financial year ended March 31, 2023, along with the reports of the Board of Directors and Auditors. A member entitled to attend and vote may appoint a proxy, who need not be a member of the company. The proxy instrument must be deposited at the registered office at least 48 hours before the meeting. Corporate members intending to send authorized representatives are requested to send a certified copy of the Board Resolution authorizing their representative to attend and vote. Members/Proxies/Authorized Representatives are requested to bring the enclosed attendance slip duly filled in and signed. The Proxy form shall be in Form No. MGT 11 pursuant to section 105(6) of the Companies Act 2013. Members are requested to bring their copies of the Report to the meeting. Valid applications for transfer of shares received on or before 10th September, 2023, will be registered in time for transferees. Members may register changes to their addresses/mandates with the Company on or before 10th September, 2023. No gifts, gift coupons, or cash will be distributed at the Meeting. All documents and the explanatory statement shall be open for inspection at the registered office during normal business hours (9.30am to 5.00pm) on all working days except Saturdays, up to and including the date of the 63rd AGM.
Director's Report: The Directors present their Sixty-Third Annual Report along with the audited accounts for the year ended 31st March, 2023.
Financial Performance:
The net profit for the year under review is Rs. 1,62,59,663 as against Rs. (3,71,39,913) in the previous year. Depreciation amounting to Rs 32,66,627 has been charged during the year as compared to Rs. 59,59,199 made during previous year.
Share Capital: The paid-up Equity Share Capital as at 31st March 2023 stood at Rs 42,00,000. The company has not issued any shares with differential voting rights nor has granted any stock options or sweat equity during the year. No Directors of the Company held instruments convertible into equity shares as of 31st March 2023.
Dividend: The Directors regret their inability to recommend any dividend on Equity Shares for the year ended 31st March 2023, in order to conserve resources.
Reserves: The company does not transfer any amount to the General Reserve.
Directors and Key Managerial Personnel: The Directors are Om Parkash Sharma, Ashok Kumar Sharma, and Vinod Buber (Whole Time Director). There was no change in the composition of directors during the year.
Independent Directors: All Independent Directors have given declarations of meeting independence criteria under the Companies Act, 2013 and SEBI Regulations, 2015. The Board believes the Independent Directors fulfill the specified conditions.
Employees: No employee received remuneration of Rs 1,02,00,000 per annum or Rs 8,50,000 per month or more, as per Companies Rules, 2014.
Meetings: Five Board Meetings were convened during the year. A meeting of Independent Directors was held on 03.03.2023.
Closure of Production: The company has stopped production of cycles and other items from 30-04-2021.
Audit: M/S MEHRA KHANNA & CO. continue to hold the office for 5 years as originally appointed.
Material Changes and Commitments: No material changes or commitments affecting the financial position of the Company occurred between the end of the financial year and the date of the report.
Orders by Regulators: No orders have been passed by regulators or courts or tribunals impacting the going concern status and company's operations in future.
Deposits: No deposits were accepted during the year, and no deposits remained unpaid or unclaimed at the end of the year.
Loans, Guarantees or Investments: The Company has not made any loans, guarantees or investments under section 186 of the Companies Act, 2013 during the year.
Related Party Transactions: All contracts and arrangements entered by the Company with related parties were in the ordinary course of business, and Section 188 of the Companies Act, 2013 is not applicable.
Sexual Harassment: The Company has adopted a policy on the prevention of sexual harassment at the workplace and did not receive any complaint during the period.
Technology Absorption: The company has not adopted any new technology.
Foreign Exchange: Both total foreign exchange earned and used during the year were NIL.
Human Resources: The Company treats human resources as important assets and invests in attraction, retention, and development of talent.
Directors' Responsibility Statement: The directors confirm that applicable accounting standards have been followed, accounting policies have been consistently applied, proper and sufficient care has been taken for the maintenance of adequate accounting records, the annual accounts have been prepared on a going concern basis, and proper systems have been devised to ensure compliance with all applicable laws.
Business Risk Management: Risk management is embedded in the Company's operating framework. The risk management framework is reviewed periodically by the Board.
Corporate Social Responsibility: Requirements relating to Corporate Social Responsibilities are not applicable.
Investor Education and Protection Fund: The provisions of Section 125(2) of the Companies Act, 2013 do not apply.
Subsidiary/Joint Venture/Associate Companies: The company does not have any associate company and joint ventures.
Internal Financial Controls: The Internal Financial Controls with reference to Financial Statement are found to be adequate by the Statutory Auditors of the Company.
Insolvency and Bankruptcy Code: Applications for bankruptcy order under INSOLVENCY AND BANKRUPTCY CODE 2016 has been filed against MILTON CYCLE INDUSTRIES LIMITED at Chandigarh Bench Of National Company Law Tribunal (NCLT).
Auditor's Report: The independent auditor's report states that the financial statements give a true and fair view in conformity with accounting principles generally accepted in India. The auditors have sought and obtained all necessary information and explanations. The Balance Sheet, Statement of Profit and Loss, and Statement of Cash Flows are in agreement with the books of account. The financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. The Company has following pending litigations which would impact its financial position: 41 Nos of MSME has filed case before MSME Council for outstanding Claim ofRs 65364218/- Plus Interest. 4 Nos of suppliers has filed case in NCLT for outstanding Claim ofRs. 79070480/- Plus Interest. The Company has an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2023.
Financial Statements (selected details):
The Statement of Profit and Loss Account shows a profit of 16,260 (in thousands) for the current period, compared to a loss of (37,140) for the previous period.
The Cash Flow Statement indicates negative cash flow from operating activities (83,031) and investing activities (69.065). Cash and cash equivalents at the end of the period is 1,238 vs. 15,518 from the beginning of the period.
Contingent Liabilities:
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