The Board presents 05th Annual Report of the Company 'MAXVOLT ENERGY INDUSTRIES
LIMITED' on the business and operations of the Company together with the Audited Financial
Statements for the financial year ended on March 31, 2024 ("the year under review" or "the
year" or "FY 2023-24"]. The performance of the Company has been referred to whenever
required.
This report is in accordance with the applicable provisions of the Companies Act, 2013 ("the
Act"].
1. Financial Highlights
The financial highlights are set out below: (In Rs.)
|
Particulars
|
Standalone
|
Standalone
|
|
Year ended
|
March 31,2024
|
March 31,2023
|
|
Total Revenue
|
48,37,14,940.00
|
13,67,95,080.00
|
|
Other Income
|
23,89,240.00
|
23,40,610.00
|
|
Total Income
|
48,61,04,180.00
|
13,91,35,700.00
|
|
Less: Total Expenditure
|
41,83,49,800.00
|
13,12,12,200.00
|
|
Profit before depreciation finance Costs & tax
|
6,77,54,380.00
|
79,23,500.00
|
|
Less: Depreciation & amortization expenses
|
16,96,720.00
|
16,95,580.00
|
|
Less: Finance Costs
|
42,92,010.00
|
27,92,030.00
|
|
Profit/(Loss] before tax
|
6,17,65,650.00
|
34,35,890.00
|
|
Less: Provision for Tax
|
1,54,41,410.00
|
5,60,000.00
|
|
Add: Deferred Tax Liability
|
2,07,190,00
|
(1,63,830.00)
|
|
Profit for the year
(before adjustment of Minority of interest/
Associates)
|
4,61,17,040.00
|
30,39,710.00
|
|
Pre-acquisition profit
|
-
|
-
|
|
Minority interest
|
-
|
-
|
|
Profit for the year
(After adjustment of Minority of interest/
Associates)
|
4,61,17,040.00
|
30,39,710.00
|
2. State of the Company's Affairs/Re view of Operations
During the financial year 2023-24, total revenue increased to Rs. 48,37,14,940 against Rs.
13,67,95,080 in the previous year, thereby registering an increase of Total Revenue by
353.6%. The Profit after tax (PAT) for the current year has increased to Rs. 4,61,17,040
against 30,39,710 Lakhs in the previous year, thereby registering an increase in Profit after
tax by 1517.15%.
The company is taking effective steps to improve the performance of the Company through
growth in revenue, managing costs, strategic marketing, increasing brand awareness and
brand equity through advertising campaigns etc.
3. Share Capital
During the year under review, there have been changes in the Share Capital of the Company:
A) Issue of equity shares: The Company has issued 1137188 equity shares through private
placement and right issue basis during the period under review.
B) Issue of Bonus shares: The Company has issued 6306740 Equity shares during the period
under review.
C) Issue of employee stock options: The Company has not issued any employee stock option
during the period under review.
D) Provision of money by company for purchase of its own shares by employees or by trustees
for the benefit of employees: The Company has not made any provision for purchase of its
own shares by employees or by trustees for the benefit of employees.
4. Dividend
In order to conserve cash and ensure liquidity for the operations for the Financial Year 2023-
24, the Board of Directors decided not to recommend any dividend to the shareholders for the
Financial Year 2023-24.
5. Reserves
The board of directors has decided to transfer the entire amount of profit into the reserve
account for the year ended March 31, 2024.
6. Public Deposits
During the year under review, your Company has neither invited nor accepted any fixed
deposits from the public within the meaning of Section 73 of the Companies Act, 2013 read
with the Companies (Acceptance of Deposits) Rules, 2014.
7. Particulars of Loans, Guarantees and Investments
During the year, the Company has neither provided any loan or guarantees nor invested in
any security under section 186 of the Companies Act, 2013.
8. Subsidiaries/ Joint Ventures/Associates
The Company has not Subsidiary / Joint Ventures (JV's) and Associate Companies within the
meaning of Section 2(6) of the Companies Act, 2013.
9. Board Evaluation
Pursuant to the provisions of Section 134(3) (p) of the Act, and Rules made thereunder, the
Board has carried the evaluation of its own performance, performance of Individual
Directors, including the Chairman of the Board on the basis of attendance, contribution and
various criteria. The evaluation of the working of the Board, experience and expertise,
performance of specific duties and obligations etc. were carried out. The Directors expressed
their satisfaction with the evaluation process and outcome.
10. Compliance with Secretarial standards
During the Financial Year, the Company has complied with secretarial standards issued by
the Institute of Company Secretaries of India.
11. Human Resources
The company's Human Resources (HR) management practices ensure fair and reasonable
processes that are compliant with regulatory and governance requirements. The company
has developed a management framework that focuses on holistic growth of employees and
aids them with tools that help in continuously learning and the development of new skills.
As a growing enterprise, the company's HR policies and Industry-leading remuneration
practices aim to attract and retain top talent, thus supporting the company's long-term
strategy and driving a sustainable performance.
Finding, retaining and developing the right talent has always been a core strategy in order
to maintain high-productivity and a value-driven organizational culture. The company finds
it imperative to follow policies and regulations that produce an unbiased and safe working
environment.
In the last fiscal year, the company focused on building systems and tolls that help track
career paths, provide guidance to develop new skills, educate employees on varied topics
and recognize and reward top performers.
12. Extract of Annual Return
Pursuant to Section 92(3) of the Act, the Annual Return for the financial Year ended on
31st March 2024 shall be uploaded on the website of the Company and can be accessed
through the link https:/www.maxvoltenergy.com.
13. Board Diversity
|
S. No. of Meeting
|
DAY
|
DATE
|
|
01/2023-24
|
Saturday
|
01st April,2023
|
|
02/2023-24
|
Friday
|
07th April,2023
|
|
03/2023-24
|
Saturday
|
15th April,2023
|
|
04/2023-24
|
Wednesday
|
24th May, 2023
|
|
05/2023-24
|
Thursday
|
08th June 2023
|
|
06/2023-24
|
Saturday
|
02nd Sept 2023
|
|
07/2023-24
|
Saturday
|
30th Sept 2023
|
|
08/2023-24
|
Thursday
|
12th Oct 2023
|
|
09/2023-24
|
Friday
|
20th Oct 2023
|
|
10/2023-24
|
Monday
|
27th Nov 2023
|
|
11/2023-24
|
Tuesday
|
02nd Jan 2024
|
|
12/2023-24
|
Friday
|
05th Jan 2024
|
|
13/2023-24
|
Monday
|
08th Jan 2024
|
|
14/2023-24
|
Friday
|
02nd Feb 2024
|
|
15/2023-24
|
Wednesday
|
28th Feb 2024
|
|
16/2023-24
|
Friday
|
01st March 2024
|
|
17/2023-24
|
Wednesday
|
13th March 2024
|
|
18/2023-24
|
Friday
|
22nd March 2024
|
|
19/2023-24
|
Wednesday
|
27th March 2024
|
The Company recognizes and embraces the importance of a diverse board in its success. The
Company believes 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 the Company to retain its
competitive advantage. The Board has adopted the Board Diversity Policy which sets out the
approach to diversity of the Board of Directors.
14. Declaration by Independent Directors
The company has received the necessary declaration from each of the Independent Directors
under section 149(7) of the company’s act, 2013 that he/she meets the criteria of
Independence laid down in Section 149(6) of the Companies Act, 2013. Based on such
confirmation/ declarations, in the opinion of the board, the independent Directors of our
company fulfill the conditions specified under the Act, the rules made there under and
Listing Regulations and are independent of the Management of the company.
15. Board Meetings
During the year under review total Nineteen (19) Board Meetings were held and the gap
between two meetings did not exceed 120 days. The Board meetings were held on:
16. Audit Committee
The Company is not meeting the criteria as prescribed under rule 4of the Companies
(Appointment and Qualification of Directors) Rules, 2014, hence the provisions of Section
177 of the Companies Act, 2013 are not applicable to the Company.
17. Nomination & Remuneration Committee
The Company is not meeting the criteria as prescribed under rule 4 of the Companies
(Appointment and Qualification of Directors) Rules, 2014, hence the provisions of Section
178 of the Companies Act, 2013 are not applicable to the Company.
18. Director's and Key Managerial Personnel
18.1 APPOINTMENT AND TENURE
The directors of the Company are appointed by the shareholders at General Meetings. All
Executive Directors, except Independent Directors, are subject to retirement by rotation and
at every Annual General Meeting, l/3rd of such Directors as are liable to retire by rotation,
if eligible, generally offer themselves for re-election, in accordance with the provisions of
section 152 of the Companies Act, 2013 and that of the Articles of Association of the
company. The executive Directors on the Board serve in accordance with the terms of their
contracts of services with the Company.
18.2 BOARD COMPOSITION, CATEGORY OF DIRECTORS, MEETING AND ATTENDANCE
RECORD OF EACH DIRECTORS:
The company has a balanced Mix of executive and Non-executive Independent Directors. As
on March 31, 2024, the board of directors comprises of 2 Directors and both are Executive
directors, The Company has appointed three (3) independent Directors to the Board on 10th
of April 2024. All independent Directors are persons of eminence and bring a wide range of
expertise and experience to the Board thereby ensuring the best interest of stakeholders and
the company.
All Independent Directors meet with the criteria of Independence as prescribed under sub¬
section (6) of section 149 of the Act.
No Director is related to any other director on the board in terms of the definition of
"relative" as defined in section 2(77) of the companies Act, 2013. None of the Directors on
the Board are Director/Independent Director of more than seven listed entities and none of
the Whole-time Directors are independent Directors of any Listed Company.
The details of composition of the Board as at March 31, 2024, the attendance record of the
Directors at the Board Meetings held during financial year 2023-24.
|
s.
No
|
Name of
Director
|
DIN
|
Designation Initial Date No. of
of Board
appointme Meeting
nt s to be
Held
|
No. of
Board
meeti
ngs
attend
ed
|
Attendan
ce at the
last AGM
|
|
1
|
Mr. Vishal
|
07842571
|
Whole-Time 09/02/2021 19
|
19
|
Present
|
| |
Gupta
|
|
Director
|
|
|
|
2
|
Mr.
|
07645099
|
Whole-Time 29/11/2022 19
|
19
|
Present
|
| |
Bhuvneshwar
|
Director
|
|
|
| |
Pal Singh
|
|
|
|
|
|
3
|
Mr. Preet
|
10371737
|
Independent 10/04/2024
|
-
|
-
|
| |
Kumar
|
|
Director
|
|
|
|
4
|
Ms. Kavita
|
10584521
|
Independent 10/04/2024
|
-
|
-
|
| |
Dixit
|
|
Director
|
|
|
|
5
|
Ms. Neha
|
10585638
|
Independent 10/04/2024
|
-
|
-
|
| |
Yadav
|
|
Director
|
|
|
Executive Director
Mr. Vishal Gupta (Whole-time Director], Mr. Bhuvneshwar Pal Singh (Whole-time Director)
directors on the board as on 31st March 2024. There is no change in the composition of executive
director of the Company in Financial Year 2023-24.
Independent Director
The term of Mr. Preet Kumar as Independent Director of five year from April 10, 2024 to April
10, 2029. Hence there is no requirement for re-appointment of the same.
The term of Ms. Kavita Dixit as Independent Director of one year from April 10th 2024 to April
10th 2025. Hence there is no requirement for re-appointment of the same.
The term of Ms. Neha Yadav as Independent Director of five year from April 10, 2024 to April
10, 2029. Hence there is no requirement for re-appointment of the same.
Director's retiring by Rotation
In accordance with the Act and the Article of Association of the Company, Mr. Vishal Gupta,
Whole-time Director (DIN: 07842571) is liable to retire by rotation at the ensuing AGM and,
being eligible, has offered himself for re-appointment as the Director. Accordingly, the re¬
appointment of Mr. Vishal Gupta as Whole-time Director is being placed for the approval of the
Members at the ensuing AGM. A brief profile of Mr. Vishal Gupta along with other related
information forms part of the Notice convening the ensuing AGM.
Key Managerial Personnel
The company changed its legal status from Maxvolt Energy Industries Private Limited to
Maxvolt Energy Industries Limited on August 27, 2024, the Company is in process of
appointing the Key Managerial Personnel as per the Companies Act, 2013.
19. Related Party Transactions
All Transactions with the related parties are placed before the board of Directors ("the Board"]
for its approval. All related party transactions that were entered into during FY 2023-24 were
on an arm's length basis and were in the ordinary course of business and in accordance with
the provisions of the Act and the rules made there under.
During the year there are no materially significant related party transactions made by the
Company with Promoters, Directors, or other designated persons which may have a potential
conflict with the interest of the Company at large. Accordingly, no disclosure is made in respect
of related party transactions in Form AOC-2 in terms of Section 134 of the Act and Rules framed
there under.
20. Auditors
20.1. STATUTORY AUDITORS
S Yadav & Co., Chartered Accountants (Firm Registration No. 019841C) was Statutory Auditors
of the Company for the financial year 2023-24, was appointed in 01st Annual General Meeting
of the Company to hold the office till the conclusion of 06thAnnual General Meeting of the
Company.
Auditors' Report
The Report of Auditors of the Company S Yadav & Co., Chartered Accountants on the Annual
Accounts of the Company. The report contains a qualified opinion on the accounts of the
Company from the Statutory Auditors. The notes on Financial Statements referred to in the
Auditors' Report are self-explanatory and need no further comments.
Report on frauds u/s 143 (12) of the Act
The Auditors during the performance of their duties have not identified any offence of fraud
committed by the Company or its officers or employees. Therefore, no frauds have been
reported to the Central Government under Section 143 (12) of the Act.
20.2. INTERNAL AUDITOR
The Company is not meeting the criteria of Section 138 of the Companies Act, 2013, with Rule
13 of the Companies (Accounts) Rules, 2014. Hence the provisions of Section 138 of the
Companies Act, 2013 are not applicable to the Company.
20.3. SECRETARIAL AUDITORS
The Company is not meeting the criteria of Section 204 of Act and the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014. Hence the provisions
of Section 204 of the Companies Act, 2013 are not applicable to the Company.
21. Particulars of Employees
The Company is not triggered the provisions of Section 197(12) of the Act read with Rules
5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014. Hence the provisions of Section 197(12) of the Companies Act, 2013 are not
applicable to the Company.
22. Corporate Social Responsibility
The objective of the Company’s Corporate Social Responsibility ('CSR') initiatives is to
improve the quality of life of communities through long-term value creation for all
stakeholders. The Company's CSR policy provides guidelines to conduct CSR activities of the
Company. The Company continues to address societal challenges through societal
development programs and remains focused on improving the quality of life.
During the year under review, the Company has crossed the threshold limit related to the
applicability of CSR Provisions. The Board ensures that during the year 2024-25, it will comply
with all rules and regulations related to the provisions contained in section 135 of the
Companies Act.
23. Energy conservation, Technology absorption and foreign exchange earnings and
outgo
(A) Conservation of Energy-
(i) The Steps taken or impact on conservation of Energy: The Company operates in such
sector in which it has limited scope for undertaking energy conservation exercises, but
nevertheless continues to emphasise work practices that result in conservation of energy.
(ii) The Steps taken by the Company for utilising alternate sources of Energy: NIL
(iii) The capital investment on energy conservation equipment: NIL
(B) Technology absorption-
(i) The efforts made towards technology absorption: NIL
(ii) The benefits derived like product improvement, cost reduction, product development
or import substitution: NIL
(iii) In case of imported technology (imported during the last three years reckoned from the
beginning of the financial Year): NIL
(iv) The expenditure incurred on Research and Development: NIL
(C) Foreign exchange earnings and Outgo:
Foreign exchange earnings: NIL
Foreign exchange outgo: 6,36,88,615.62
24. Risk Management & Internal Control System and their Adequacy
Risk Management
The Company has identified the various risk factors which may affect the Company. The Company
has also developed and implemented a suitable policy to mitigate the risks.
Internal control system & their adequacy
Internal financial controls are an integral part of the risk management process, addressing
financial and financial reporting risks. The internal financial controls have been documented
and embedded in the business processes. The Company has laid down internal financial
controls, through a combination of entity level controls, process level controls and IT general
controls, inter-alia, to ensure orderly and efficient conduct of business, including adherence
to the Company's policies and procedures, accuracy and completeness of accounting records
and timely preparation and reporting of reliable financial statements/information,
safeguarding of assets, prevention and detection of frauds and errors.
The Company maintains appropriate systems of internal controls, including monitoring
procedures, to ensure that all assets and investments are safeguard against loss from
unauthorized use or disposition. Company policies, guidelines and procedures provide for
adequate checks and balances and are meant to ensure that all transactions are authorized,
recorded and reported correctly.
25. Vigil Mechanism
The requirement of establishment of Vigil mechanism as per section 178(8) of the Companies
Act, 2013 is not applicable to the Company.
26. Directors' Responsibility Statement
Pursuant to Section 134(5) of the Act, the Directors state that:
a) In the preparation of the annual accounts for the financial year 2023-24, the applicable
accounting standards have been followed along with proper explanation relating to
material departures, if any.
b) Appropriate accounting policies have been selected and applied consistently and have
made judgements and estimates that are reasonable and prudent, so as to give a true and
fair view of the state of affairs of the Company as at March 31, 2024 and of the profit and
loss of the Company for the year ended March 31, 2024.
c) 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.
d) The annual accounts for the financial year ended March 31, 2024 have been prepared on a
going concern basis.
e) Proper internal financial controls were followed by the Company and such internal
financial controls are adequate and were operating effectively.
f) Proper systems are devised to ensure compliance with the provisions of all applicable laws
and that such systems were adequate and operating effectively.
27. POLICY ON SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
Prevention of Sexual Harassment (POSH) the Company continues to follow all the statutory
requirements and guidelines in line with the provisions of the Sexual Harassment of Women
at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules framed
thereunder. The POSH Committee established as per the statutory requirements, continues to
operate in every Unit and at the registered office. In case of any instances, employees are
advised to approach the internal Committee and appropriate action in this regard is initiated
post detailed review of the matter. The Company stands strong against any kind of sexual
harassment and has zero tolerance for sexual harassment at workplace.
During the year under review Company has not received complaints of sexual harassment
from any employee of the Company.
28. MATERIAL CHANGES AND COMMITMENTS AFTER THE END OF FINANCIAL YEAR
1. Change in Registered office of the Company: During the period under review, the
Company has changed its registered office from A-52, New Ashok Nagar, New Delhi -
110096 to F-108, Plot No. 1 F/F United Plaza, Community Centre, Karkardooma,
New Delhi - 110092.
2. Conversion of Private limited to Limited: The Company has changed its legal status
from MAX VOLT ENERGY INDUSTRIES PRIVATE LIMITED to MAXVOLT ENERGY
INDUSTRIES LIMITED on August 27, 2024.
29. SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS OR COURTS
No significant and material orders were passed by regulators or courts or tribunals.
30. SECRETARIAL STANDARDS
During the year under review, your Company has complied with the Secretarial Standards 1
and 2 on meetings of the Board of Directors and on General Meetings, respectively, issued
by the Institute of Company Secretaries of India with effect from 1st October 2017 and
notified by the Ministry of Corporate Affairs, in terms of Section 118 (10) of the Act.
31. APPRECIATIONS AND ACKNOWLEDGEMENT
We thank our customers, business partners, suppliers, bankers and shareholders for their
continued support during the year. We thank the Government of India, the State
Governments where we have business operations and other government agencies for their
support and look forward to their continued support in the future.
Your Directors are also happy to place on record their sincere appreciation to the co¬
operation, commitments & contribution extended by all the employees of the "Maxvolt"
Family & look forward to enjoying their continued support & co- operation.
On behalf of the Board of Directors
MAXVOLT ENERGY INDURTRIES
LIMITED
Place: New Delhi Vishal Gupta Bhuvneshwar Pal Singh
Date: 02.09.2024 Director Director
DIN:07842571 DIN:07645099
|