To,
Dear Members,
Your Directors have pleasure in presenting the 8th Annual Report of Maximus
International Limited, the "Company" on business and operations of Company
along with the Audited Standalone and Consolidated Financial Statements for the Financial
Year ended 31st March 2023.
01. FINANCIAL HIGHLIGHTS
The financial performance of the Company for the year ended 31st March,
2023, on a Standalone and Consolidated basis, is summarized below: (Rs. in Lakh)
Particulars |
Standalone basis |
Consolidated basis |
|
2022-23 |
2021-22 |
2022-23 |
2021-22 |
Revenue from Operations |
1769.07 |
429.58 |
9973.88 |
6896.74 |
Other Income |
125.05 |
91.87 |
154.26 |
145.40 |
Total Income |
1,894.12 |
521.45 |
10128.14 |
7042.14 |
Cost of materials consumed |
|
|
6515.36 |
4975.43 |
Purchase of stock - in - Trade |
1,685.13 |
388.70 |
1662.10 |
388.70 |
Changes in inventories to |
|
|
|
|
finished goods and stock in |
|
|
|
|
trade |
(0.55) |
0.07 |
(78.78) |
35.73 |
Employee benefits expense |
41.72 |
37.80 |
416.06 |
388.13 |
Finance Cost |
16.22 |
16.23 |
164.83 |
130.06 |
Depreciation and amortization |
|
|
|
|
expense |
23.23 |
24.16 |
126.91 |
123.92 |
Other expenses |
59.23 |
75.22 |
531.27 |
484.92 |
Total expenses |
1,824.98 |
542.18 |
9337.75 |
6526.90 |
Profit /(Loss) before Tax |
69.14 |
(20.73) |
790.39 |
515.24 |
Less: Tax Expenses |
|
|
|
|
Current Tax |
19.37 |
3.28 |
64.98 |
55.65 |
Deferred Tax |
0.03 |
(0.93) |
2.38 |
(5.93) |
Excess or short provision of |
|
|
|
|
earlier years |
(5.75) |
(0.81) |
(5.75) |
(0.81) |
Net profit/(loss) for the year |
55.49 |
(22.27) |
728.78 |
466.35 |
Other Comprehensive |
|
|
|
|
income / (loss) (net of tax) |
|
58.46 |
49.71 |
68.60 |
Total Comprehensive |
|
|
|
|
income / (loss) for the year |
55.49 |
36.19 |
778.49 |
534.95 |
02. RESULTS OF OPERATIONS AND THE STATE OF
COMPANY'S AFFAIRS Operational Highlights
Maximus International Limited ('MIL') is engaged in the business of
importing and exporting lubricant oils, different types of base oils. The Company acts as
a Merchant Exporter and Sourcing Company with a niche focus on lubricants & base oils.
MIL has two Wholly Owned Subsidiaries - Maximus Global FZE ('MGF') and
MX Africa Limited ('MXAL').
MGF is located at United Arab Emirates (UAE) and registered with
Hamriyah Free Zone Authority, Sharjah. MGF is engaged in Marketing and Export of
specialty, industrial and automotive lubricants.
MXAL is located at Nairobi, Kenya. MXAL is a Marketing and Distribution
entity for specialty, industrial and automotive lubricants, specialty chemicals and other
value-added products.
Maximus Lubricants LLC ('MLL') is a Subsidiary of MGF and Step down
Subsidiary of MIL. MLL has a state-of-the-art manufacturing unit in Ras Al Khaimah, UAE
for specialty, industrial and automotive lubricants, specialty chemicals and other
value-added products.
MLL has a highly trained professional team and a robust distribution
network.
Quantum Lubricants (E.A.) Limited ('QLL') is Wholly owned Subsidiary of
MXAL and Wholly Owned Step down Subsidiary of MIL. QLL has a manufacturing facility for
specialty, industrial and automotive lubricants, specialty chemicals and other value-added
products.
Standalone Financial Performance
Total revenue from operations on a standalone basis for the current
year is 1,769.07 Lakhs as against 429.58 Lakhs in the previous year.
Net profit for the current year is 55.49 Lakhs as against Net loss
22.27 Lakhs in the previous year.
Earnings per share stood at 0.04 on face value of 1 each.
Consolidated Financial Performance
Total revenue from operations on a consolidated basis for the current
year is 9,973.88 Lakhs as against 6896.74 Lakhs in the previous year.
Net Profit for the current year is 728.78 Lakhs as against 466.35
Lakhs in the previous year.
Earnings per share stood at 0.55 on face value of 1 each.
03. INDIAN ACCOUNTING STANDARDS
The Financial Statements for the year ended on 31st March, 2023 have
been prepared in accordance with the Companies (Indian Accounting Standard) Rules, 2015,
prescribed under Section 133 of the Companies Act, 2013 ('the Act') and other recognized
accounting practices and policies to the extent applicable.
04. CONSOLIDATED FINANCIAL STATEMENTS
The Consolidated Financial Statements of your Company and its
Subsidiaries are prepared in accordance with Section 133 and other applicable provisions
of the Act as well as SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015 ('SEBI Listing Regulations') together with Auditors' Report thereon form part of this
Annual Report.
05. DIVIDEND
Your Directors have been planning to conserve the profits and continued
investment in the business of the Company, reason being no dividend is recommended for the
Financial Year 2022-23.
06. TRANSFER TO RESERVES
The Board of Directors have decided to retain the entire amount of
profit under Retained Earnings. Accordingly, your Company has not transferred any amount
to General Reserves for the year ended 31st March, 2023.
07. SUBSIDIARY COMPANIES
As on 31st March, 2023, your Company has following Subsidiaries/Step
down Subsidiaries.:
1. Maximus Global FZE - Wholly owned Subsidiary - in Sharjah - UAE
2. MX Africa Limited - Wholly owned Subsidiary - in Nairobi - Kenya
3. Maximus Lubricants LLC - Step down Subsidiary in RAK - UAE
(Subsidiary of Maximus Global FZE)
4. Quantum Lubricants (E.A.) Limited - Wholly owned Step down
Subsidiary - in Nairobi - Kenya (Wholly owned Subsidiary of MX Africa Limited) During the
Financial Year, your Board of Directors reviewed the affairs of the Subsidiaries/Step down
Subsidiaries. Pursuant to the provisions of Section 129(3) of the Act, a statement
containing salient features of Financial Performance of Subsidiaries/Step down
Subsidiaries in Form AOC-1 is furnished in ANNEXURE: 1 and attached to this
report.
Separate audited Financial Statements in respect of each of the
Subsidiaries/Step down Subsidiary Companies are open for inspection and are also available
on the website of your Company at www.maximusinternational.in.
Further, the Company does not have any joint venture or associate
companies during the year or at any time after the closure of the year and till the date
of the report. Further, the Company's policy on determining the material subsidiaries, as
approved by the Board is uploaded on the Company's website at www.maximusinternational.in.
08. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS OR COURTS
There are no significant and material orders passed during the year by
regulators or courts or tribunals impacting the going concern status and operations of the
Company in future.
09. REPORT ON CORPORATE GOVERNANCE
Pursuant to Regulation 34 read with Para C of Schedule V of the SEBI
Listing Regulations, the Corporate Governance Report of the Company for the year under
review and the Practicing Company Secretaries' Certificate regarding compliance of
conditions of Corporate Governance is annexed to this report as ANNEXURE: 2.
In compliance with the requirements of Regulation 17 of the SEBI
Listing Regulations, a certificate from the Managing Director and Chief Financial Officer
of the Company, who are responsible for the finance function, was placed before the Board.
All the Board Members and Senior Management Personnel of the Company
had affirmed compliance with the Code of Conduct for Board and Senior Management
Personnel. A declaration to this effect duly signed by the Managing Director has been
annexed as a part of the Corporate Governance Report.
10. BUSINESS RESPONSIBILITY REPORT
The Board of Directors of the Company hereby confirms that according to
the provisions of Regulation 34(2)(f) of the SEBI Listing Regulations, the Business
Responsibility Report is not mandatorily applicable to the Company for the year under
review ended on 31st March, 2023, hence not annexed with Annual Report.
11. DIRECTORS AND KEY MANAGERIAL PERSONNEL
During the year under review, Mr. Anand Muley (DIN: 08616809), resigned
as an Independent Director from the Board of the Company w.e.f. close of business hours on
30th May, 2022 as he was finding difficulty to pass an online proficiency self-assessment
test conducted by the Indian Institute of Corporate Affairs within a period of 2 years
from the date of inclusion of his name in the data bank. However, the Board of Directors
upon recommendation of Nomination and Remuneration Committee, appointed Mr. Anand Muley as
an Additional Director of the Company in the category of Non-executive Non-Independent
Director with effect from 31st May, 2022, liable to retire by rotation, subject to
approval of the members. Further, his appointment as a Director was approved by the
members through Postal Ballot through remote e-voting, the results of which were announced
on 11th July, 2022.
During the year under review, the Board of Directors of the Company
upon recommendation of Nomination and Remuneration Committee, appointed Ms. Divya Zalani
(DIN: 09429881) and Mr. Rahil Thaker (DIN: 07907715) as Independent Directors of the
Company for a term of 5 (five) consecutive years with effect from 31st December, 2021 to
30th December, 2026 (both days inclusive), not subject to retirement by rotation. Further,
their appointment as Independent Directors were approved by the members through Postal
Ballot through remote e-voting, the results of which were announced on 11th July, 2022.
Further in opinion of the Board, Ms. Divya Zalani and Mr. Rahil Thaker
who were appointed as Independent Directors during the Financial Year 2022-23 are persons
of integrity and have the relevant expertise, experience and proficiency as required under
sub-section (1) of Section 150 of the Act. In accordance with the requirements of the Act
and the Company's Articles of Association, Mr. Anand Muley (DIN: 08616809) retires by
rotation and is eligible for reappointment. Members' approval is being sought at the
ensuing Annual General Meeting ('AGM') for his reappointment.
Pursuant to the provisions of Sections 149 and 152 of the Act read with
the Companies (Appointment and Qualification of Directors) Rules, 2014, along with
Schedule IV to the Act and the SEBI Listing Regulations, Mr. Vinay Pandya (DIN: 08368828)
Independent Director, was appointed at the 4th AGM of the members held on 30th September,
2019, to hold office for a term of 5 (five) consecutive years with effect from 12th April,
2019 to 11th April, 2024, not liable to retire by rotation, on the Board of your Company.
Thus, the current term of Mr. Vinay Pandya as an Independent Director of the Company ends
on 11th April, 2024.
Considering his skills, background, experience, integrity, knowledge,
expertise, and contributions made over last four years as an Independent Director of the
Company and based on his performance evaluation, the Board believes that his continued
association as an Independent Director would be of immense benefit to the Company.
Accordingly, the Board of Directors of the Company based on the recommendation of the
Nomination and Remuneration Committee, re-appointed Mr. Vinay Pandya as an Independent
Director of the Company for the second consecutive term of 5 (five) years, i.e., from 12th
April, 2024 to 11th April, 2029 (both days inclusive) subject to the approval of members
through Special Resolution at the ensuing AGM.
Key Managerial Personnel:
In terms of Section 203 of the Act, the following are the Key
Managerial Personnel of the Company as on 31st March, 2023:
Mr. Deepak Raval - Chairman & Managing Director
Ms. Dharati Bhavsar - Company Secretary
Mr. Milind Joshi - Chief Financial Officer
12. MEETINGS OF BOARD OF DIRECTORS AND
COMMITTEES
The Board met 7 (seven) times during the Financial Year 2022-23, the
details of which are given in the Corporate Governance Report forming part of the Annual
Report. The maximum interval between any two meetings did not exceed 120 days, as
prescribed in the Act and the SEBI Listing Regulations.
Information on the Audit Committee, Nomination and Remuneration
Committee and Stakeholders Relationship Committee and meetings of those Committees held
during the year is given in the Corporate Governance Report.
13. DECLARATION BY INDEPENDENT DIRECTORS
All the Independent Directors of your Company have submitted their
declarations of independence, as required, pursuant to the provisions of Section 149(7) of
the Act, stating that they meet the criteria of independence, as provided in Section
149(6) of the Act and Regulation 16(1)(b) of the SEBI Listing Regulations and are not
disqualified from continuing as Independent Directors of your Company. None of the
Independent Directors held any equity shares of your Company during the Financial Year
ended 31st March, 2023.
None of the Directors had any relationships inter se. Further, all the
Independent Directors of your Company have confirmed their registration/renewal of
registration, on Independent Directors' Databank.
14. BOARD EVALUATION
Pursuant to the applicable provisions of the Act and the SEBI Listing
Regulations, the Board has carried out an annual performance evaluation of its own
performance, the directors individually as well as the evaluation of the working of its
Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship
Committee. The manner in which the evaluation has been carried out has been explained in
the Corporate Governance Report.
15. DIRECTORS' RESPONSIBILITY STATEMENT
Based on the framework of Internal Financial Controls and compliance
systems established and maintained by the Company, the work performed by the Internal
Auditors, Statutory Auditors and Secretarial Auditors, including the
Audit of Internal Financial Controls over financial reporting by the
Statutory Auditors and the reviews performed by Management and the relevant Board
Committees, including the Audit Committee, the Board is of the opinion that the Company's
internal financial controls were adequate and effective during Financial Year 2022-23.
Accordingly, pursuant to Section 134(5) of the Act, the Board of
Directors, to the best of its knowledge and ability, confirm that: i. in the preparation
of the Annual Financial Statements for the financial year ended 31st March, 2023, the
applicable accounting standards have been followed along with proper explanation relating
to material departures, if any. ii. they have selected such accounting policies and
applied them consistently and judgments and estimates have been made that are reasonable
and prudent so as to give a true and fair view of the state of affairs of the Company as
at 31st March, 2023 and of the profit of the Company for the period ended on that date.
iii. proper and sufficient care has been taken for the maintenance of adequate accounting
records in accordance with the provisions of the Act, 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. proper internal financial
controls were in place and that the financial controls were adequate and were operating
effectively. vi. systems to ensure compliance with the provisions of all applicable laws
were devised and in place and were adequate and operating effectively.
16. POLICY ON DIRECTORS' APPOINTMENT AND
REMUNERATION AND OTHER DETAILS
The Nomination and Remuneration Committee ('NRC') has been mandated to
oversee and develop competency requirements for the Board based on the industry
requirements and business strategy of the Company. The NRC reviews and evaluates the
profiles of potential candidates for appointment of Directors and meets them prior to
making recommendations for their nomination to the Board. Specific requirements for the
position, including expert knowledge expected, are communicated to the appointee.
It is affirmed that the remuneration paid to Directors, Key Managerial
Personnel and all other employees is in accordance with the Remuneration Policy of the
Company. The Company's policy on Directors' appointment and remuneration and other matters
provided in Section 178(3) of the Act is available on the website of the Company at
www.maximusinternational.in
17. RISK MANAGEMENT
The Company has a mechanism in place to identify, assess, monitor, and
mitigate various risks to key business objectives. Major risks identified by the
businesses and functions are systematically addressed through mitigating actions on a
continuing basis.
18. ANNUAL RETURN
Pursuant to the requirement under Section 92(3) of the Act, copy of the
Annual Return can be accessed on our website at www.maximusinternational.in.
19. RELATED PARTY TRANSACTIONS
During the year under review, no transaction with related parties was
in conflict with the interests of the Company. All Related Party Transactions are placed
on a quarterly basis before the Audit Committee and before the Board for the noting and
approval. Prior omnibus approval of the Audit Committee and the Board is obtained for the
transactions which are of a foreseeable and repetitive nature.
The policy on Related Party Transactions as approved by the Board can
be accessed on the Company's website at www.maximusinternational.in.
The particulars of contracts or arrangements with related parties
referred to in sub-section (1) of Section 188 of the Act in Form AOC-2 is annexed
herewith as ANNEXURE: 3 to this report.
20. REPORTING OF FRAUDS
During the year under review, the Statutory Auditors and Secretarial
Auditors have not reported any instances of frauds committed in the Company by its
officers or employees, to the Audit Committee under Section 143(12) of the Act details of
which needs to be mentioned in this Report.
21. MATERIAL CHANGES AND COMMITMENTS
There were no material changes and commitments affecting the financial
position of your Company between the end of the Financial Year 2022-23 and the date of
this report, which could have an impact on your Company's operation in the future or its
status as a "Going Concern".
22. CHANGE IN THE NATURE OF BUSINESS
There was no change in the nature of the business of your Company
during the Financial Year 2022-23.
23. DEPOSITS
The Company has not accepted deposits within the meaning of Section 73
and 74 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014 during the
year and hence there were no outstanding deposits and no amount remaining unclaimed with
the Company as on 31st March 2023.
24. PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS
The details of Loans, Investments and Guarantees covered under the
provisions of Section 186 of the Act are given in the Notes to the Financial Statements
forming part of the Annual Report.
25. DETAILS OF APPLICATION MADE OR ANY PROCEEDING
PENDING UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016
During the year under Review, neither any application was made, nor any
proceedings were pending under Insolvency and Bankruptcy Code, 2016.
26. THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF
THE VALUATION DONE AT THE TIME OF ONE-TIME SETTLEMENT AND THE VALUATION
DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS
THEREOF
There was no one-time settlement entered into with any Bank or
financial institutions in respect of any loan taken by the Company.
27. AUDITORS
27.1 STATUTORY AUDITORS
The present Statutory Auditors, M/s. CNK & Associates LLP,
Chartered Accountants (Firm Registration No. 101961W/ W-100036) ('CNK') were appointed at
the 6th Annual General Meeting ('AGM') of the Company held on 20th July, 2021 for a second
term of 5 (five) years i.e. from the conclusion of 6th AGM until the conclusion of 11th
AGM of the Company to be held in relation to the financial year ending on 31st March,
2026. As explained in the explanatory statement to the Notice of AGM, CNK vide its letter
dated 8th August, 2023 submitted resignation to the Board and Audit Committee giving the
detailed reasons, stating that the recent changes and amendments in the financial
reporting and disclosure requirements have resulted into performing additional audit
procedures. Considering the additional efforts and time involved, Statutory Auditors have
proposed to increase in the existing audit fee's structure. However, this hike was not
acceptable to the management of the Company and hence the resignation has to treated as
effective from close of business hours on 14th August, 2023.
CNK before resigning have completed Audit for the quarter ended on 30th
June, 2023 and had issued Limited Review Report for Unaudited Standalone and Consolidated
Financial Results for the quarter ended on 30th June, 2023, in compliance with the Section
V-D of Chapter V of SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated July
11, 2023.
Based on the recommendation of the Audit Committee, the Board of
Directors of the Company at its meeting held on 14th August, 2023 noted and accepted the
resignation of CNK. The Board also placed on record its appreciation to CNK for their
contribution to the Company with their audit processes and standards of auditing.
In this regard, after obtaining the consent and eligibility certificate
under Section 139(1) of the Act, the Board of Directors of the Company at their meeting
held on 14th August, 2023 appointed M/s. Shah Mehta and Bakshi, Chartered Accountants
(Firm Registration No. 103824W) ('SMB') as Statutory Auditors of the Company under Section
139(8)(i) of the Act, to fill casual vacancy consequent to the resignation of CNK.
As required by Section 139(8)(i) of the Act, the appointment is also to
be ratified and approved at a general meeting of the Company. Accordingly, the Board of
Directors recommends the said appointment for the ratification and approval of the
shareholders at the ensuing AGM of the Company.
Further, the Board on recommendation of the Audit Committee and subject
to the approval of the shareholders, approved the appointment of SMB as Statutory Auditors
of the Company for a term of 5 (five) consecutive years, from the conclusion of this 8th
AGM till the conclusion of the 13th AGM of the Company to be held in relation to the
financial year ending on 31st March, 2028 at such remuneration, including applicable taxes
and reimbursement of out-of-pocket expenses, as may be mutually agreed between the Board
of Directors of the Company and the Statutory Auditors.
Appropriate resolution seeking Members' approval for the appointment of
SMB as Statutory Auditors of the Company is appearing in the Notice conveying the ensuring
AGM of the Company.
STATUTORY AUDITORS' REPORT
The observations made by the Statutory Auditors in their report read
with the relevant notes as given in the notes to the financial statement for the Financial
Year ended on 31st March, 2023 are self- explanatory and are devoid of any reservation,
qualification or adverse remarks.
27.2 SECRETARIAL AUDITOR
Pursuant to the provisions of Section 204 of the Act read with the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and
Regulation 24A of the SEBI Listing Regulations, Mr. Hemang M. Mehta, Proprietor of M/s. H.
M. Mehta & Associates, Practicing Company Secretaries, Vadodara, Gujarat were
appointed as Secretarial Auditor on 30th May, 2022, to undertake the Secretarial Audit of
the Company for the Financial Year 2022-23.
SECRETARIAL AUDIT REPORT
The report of the Secretarial Auditor, in the prescribed Form MR-3 is
annexed herewith as ANNEXURE: 4. The Secretarial Auditors' Report for Financial
Year 2022-23 does not contain any qualification, reservation or adverse remark.
ANNUAL SECRETARIAL COMPLIANCE REPORT
A Secretarial Compliance Report for the Financial Year ended 31st
March, 2023 on compliance of all applicable SEBI Listing Regulations and
circulars/guidelines issued thereunder, was obtained from Mr. Hemang M. Mehta, Proprietor
of M/s. H. M. Mehta & Associates, Practicing Company Secretaries, Vadodara, Gujarat.
27.3 INTERNAL AUDITOR
M/s. DVG & Associates, Chartered Accountants, Vadodara (Firm
Registration No: 130882W) has been appointed as Internal Auditors for Financial Year
2022-23 under Section 138 of the Act read with Rule 13 of the Companies (Accounts) Rules,
2014.
28. COST AUDIT
Your Company is not required to maintain cost accounting records as
specified under Section 148(1) of the Act read with the Companies (Cost Records and Audit)
Rules, 2014.
29. VIGIL MECHANISM/WHISTLE BLOWER POLICY
The Company has established a Vigil Mechanism and adopted a vigil
mechanism policy for its directors and employees in order to ensure that the activities of
the Company and its employees are conducted in a fair and transparent manner by adoption
of highest standards of professionalism, honesty, integrity and ethical behavior. This
policy is posted on the website of Company at www.maximusinternational.in.
30. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has a formal system of internal control testing which
examines both the design effectiveness and operational effectiveness to ensure reliability
of financial and operational information and all statutory / regulatory compliances. The
Company has a strong monitoring and reporting process resulting in financial discipline
and accountability.
31. CHANGES IN SHARE CAPITAL
During the year under review, your Company sub-divided 1 (One) fully
paid-up Equity Share of face value 10/- each into 10 (Ten) fully paid-up Equity Shares
of face value of 1/ - each as on the record date fixed on 3rd October, 2022, pursuant to
the resolution passed by Members in the 7th AGM held on 19th September, 2022.
As on 31st March 2023, the paid-up equity share capital of your Company
stood at 12,57,20,000, consisting of 12,57,20,000 equity shares of 1/- each.
During the year under review, your Company has neither issued any
shares with differential voting rights nor has granted any stock options or sweat equity.
32. CORPORATE SOCIAL RESPONSIBILITY (CSR)
Provisions of Section 135 of the Act relating to the Corporate Social
Responsibility initiatives are not applicable to the Company.
33. TRANSFER OF UNCLAIMED DIVIDEND AND SHARES TO
INVESTORS EDUCTION AND PROTECTION FUND (IEPF)
Since no dividend has been declared by the Company, there was no
unpaid/unclaimed dividend and accordingly no amount transferred to the Investor Education
and Protection Fund, and the provisions of Section 125 of the Act do not apply.
34. PARTICULARS OF EMPLOYEES AND RELATED
DISCLOSURES
The information required pursuant to Section 197(12) read with Rule 5
(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
are provided in the ANNEXURE: 5 of the Annual Report. The Company has not appointed
any employee(s) in receipt of remuneration exceeding the limits specified under Rule
5 (2) of Companies (Appointment & Remuneration of Managerial
Personnel) Rules, 2014.
35. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF
WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company has zero tolerance for sexual harassment at workplace and
has adopted Policy on Prevention of Sexual Harassment at Workplace in line with the
requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013 and the rules made thereunder. The Policy aims to provide protection
to employees at workplace and prevent and redress complaints of sexual harassment and for
matters connected or incidental thereto, with the objective of providing a safe working
environment, where employees feel secure.
Following are the details of the complaints received by your Company
during Financial Year 2022-23:
Sr no |
Particulars |
Number |
1 |
No. of complaints received |
Nil |
2 |
No. of complaints disposed of |
N.A. |
3 |
No. of cases pending for more than |
|
|
90 days |
Nil |
A copy of the said policy is available on the website of the Company at
www.maximusinternational.in.
36. PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND
FOREIGN EXCHANGE
EARNINGS AND OUTGO
(A) Information on Conservation of energy as prescribed under Section
134(3)(m) of the Act, read with the Companies (Accounts) Rules, 2014 is not applicable to
the present activities of your Company and hence no annexure forms part of this report.
(B) Technology Absorption: The management keeps itself abreast of the
technological advancements in the industry and has adopted best in class transaction,
billing and accounting systems along with robust risk management solutions.
(C) Foreign Exchange Earnings and Outgo for the period under review was
as under:
1. Foreign Exchange Earning: 289.41 Lakhs
2. Foreign Exchange Outgo: 198.56 Lakhs
37. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management Discussion and Analysis Report for the year under review as
stipulated under Regulation 34(2)(e) of the SEBI Listing Regulations is presented in ANNEXURE:
6 and the same is for the part of this report.
38. COMPLIANCE WITH SECRETARIAL STANDARDS
Your Company is in compliance with the applicable Secretarial
Standards, issued by the Institute of Company Secretaries of India and approved by the
Central Government under Section 118(10) of the Act.
39. LISTING OF EQUITY SHARES
The equity shares of the Company are listed on the BSE Limited (BSE).
40. GREEN INITIATIVES
In commitment to keep in line with the Green Initiatives and going
beyond it, electronic copy of the Notice of 8th AGM of the Company including the Annual
Report for Financial Year 2022-23 are being sent to all Members whose e-mail addresses are
registered with the Company/ Depository Participant(s).
41. ACKNOWLEDGEMENT
Your directors express their gratitude to all external agencies for the
assistance, co-operation and guidance received. Your directors place on record their deep
sense of appreciation for the dedicated services rendered by the workforce of the Company.
|
For and on behalf of the Board |
|
For Maximus International Limited |
|
Deepak Raval |
Place: Vadodara |
Chairman & Managing Director |
Date: 14.08.2023 |
DIN: 01292764 |
|