Mohindra Fasteners Limited Unlisted Shares

Annual Report Summary

MFL, Mohindra Fasteners Limited, will hold its 28th Annual General Meeting on Wednesday, September 28th, 2022, at 11:30 AM through Video Conferencing (VC) or Other Audio-Visual Means (OAVM).

Board of Directors:

• The Board includes Mr. Deepak Arneja (Chairman Cum Managing Director & CEO), Mr. Ravinder Mohan Juneja (Managing Director), Mr. Ranbir Singh Narang (Non - Executive Director, appointed w.e.f. 13/08/2022), Mr. Vinod Kumar (Non - Executive & Independent Director), Mr. Ved Prakash Chaudhry (Non - Executive & Independent Director), Mrs. Shamoli Thakur (Non - Executive & Independent Director), Mr. Sunil Mishra (Chief Financial Officer), and Ms. Nidhi Pathak (Company Secretary & Compliance Officer). Mr. Gagandeep Singh Narang resigned w.e.f. 01/08/2022.

Corporate Information:

• Directors: Mr. Sudhir Arneja and Mr. Anurag Arneja (Operations).
• General Managers: Mr. Dheeraj Juneja (SCM) and Mr. Prateek Arneja (Sales & Marketing).
• Auditors: M/s B. L. Khandelwal & Co (Statutory Auditor), M/s Anand Nimesh & Associates (Secretarial Auditor), and M/s Sanjay Kumar Garg & Associates (Cost Auditor).
• Registrar & Share Transfer Agent: Skyline Financial Services Private Limited.
• Banker: The Karnataka Bank Limited.
• Work Places include Registered and Corporate offices, as well as four Manufacturing Units located on Delhi-Rohtak Road, Haryana.

Chairman’s Message:

• The Financial Year 2021-2022 began with the Coronavirus pandemic, peaking in the first quarter. MFL ensured timely support to employees and communities. The company achieved the highest turnover and profitability levels since its inception.
• The company weathered the pandemic by embracing a new operating model, focusing on exports.
• MFL's net profit was Rs. 1244.70 lakhs for the year 2022, compared to Rs. 1038.06 lakhs in 2021 (a growth of about 20%). Total revenue was Rs. 136,80.67 lakhs in 2022, against Rs. 108,38.54 lakhs in 2021 (over 25% growth).
• Export sales were Rs. 10219.61 lakhs in 2022, compared to Rs. 7385.48 lakhs in 2021 (over 38% growth).
• EBITDA for the year ended March 31, 2022, was Rs. 1920.84 lakhs, against Rs. 1764.18 lakhs in 2021 (over 8% growth).
• Earnings per share (EPS) was Rs. 23.00 in 2022, compared to Rs. 19.38 in the previous year.
• The company's green field project at IMT Rohtak, Haryana is progressing with trial runs planned for September 2022. Business operations in the new Plant III will start tentatively by October of this year.
• An interim dividend of ₹4 (40%) for the financial year 2021-22 was declared.
• ICRA Limited has issued ‘[ICRA] BBB(Stable)’ rating for the company's Long Term Bank facilities, and ‘[ICRA] A3+’ for Short Term Bank facilities.

Notice of Annual General Meeting - Ordinary Business:

• Receive, consider and adopt the Standalone and Consolidated Audited Financial Statements for the year ended 31st March, 2022.
• Confirm the payment of an Interim Dividend aggregating to Rs. 4.00 per equity share for the financial year ended March 31, 2022.
• Appoint a Director in place of Mr. Ravinder Mohan Juneja, who retires by rotation and being eligible, offers himself for re-appointment.
• Approve the re-appointment of M/s B. L. Khandelwal & Co., New Delhi as Statutory Auditors of the Company.

Special Business:

• Ratify the remuneration payable to the Cost Auditor for the financial year ending 31st March, 2023.
• Appoint Mr. Ranbir Singh Narang (DIN: 00250927) as a Non-Executive & Non-Independent Director of the Company.
• Approve the remuneration payable to Mr. Sudhir Arneja (Director-Operations) holding an office or place of profit in the Company.
• Approve the remuneration payable to Mr. Dheeraj Juneja (General Manager - SCM) holding an office or place of profit in the Company. The maximum remuneration for both Mr. Arneja and Mr. Juneja is 40 Lakhs/- per annum.

Other Key Information:

• The register of members and share transfer books will be closed from Thursday, September 22, 2022, to Wednesday, September 28, 2022, inclusive.
• Dividends not claimed for seven consecutive years are liable to be transferred to the Investor Education and Protection Fund (IEPF).
• The remote e-voting period begins on Friday 23rd September, 2022 at 09:00 A.M. and ends on Tuesday 27th September, 2022 at 05:00 P.M.

Management Discussion and Analysis:

• Domestic sales decreased by 7% to Rs. 2999.25 lakhs.
• The green field project at IMT Rohtak, Haryana, is progressing well and the business operations & activities in the new Plant III would tentatively start by October of this year.
• A joint venture, KK Mohindra Fastenings Pvt. Ltd., was formed in November 2021 with Keller & Kalmbach Holding GmbH & Co. KG.
• The Company transferred 2000 shares during the financial year 2021-22 to the IEPF Authority.
• MFL's operations conform to EN ISO 9001:2015 and IATF 16949:2016 Certifications.
• The metallurgical Laboratory is certified as per ISO 17025:2017 norms.
• Mr. Gagandeep Singh Narang resigned as Non-Executive Director with effect from 01/08/2022.
• The Company has appointed Mr. Anand Kumar Singh as Scrutiniser.
• ICRA Limited had issued ‘[ICRA] BBB(stable)’ rating for the Rs. 19.00 Crores long term debt facilities, and ‘[ICRA] A3+’ for the Rs. 20.00 Crores short-term debt.
• The Company is listed at Metropolitan Stock Exchange of India Limited (MSEI).
• The top three customers accounted for 40% of revenue.
• The number of permanent employees on the pay rolls were 328 as on 31st March, 2022.

Directors’ Report - Joint Venture: *KK Mohindra Fastenings Pvt. Ltd. has not yet commenced operations.