(For the Financial year ended on 31st March 2022)
To,
The Members
REETECH INTERNATIONAL CARGO AND COURIER LIMITED
(Formerly known as REETECH INTERNATIONAL CARGO AND COURIER PRIVATE LIMITED)
The Board of Directors are pleased to present the 14th Director's Report on
the business and operations of the Company together with the Audited Financial Statements
for the financial year ended 31st March, 2022 and on the state of affairs of
the Company.
CORPORATE OVERVIEW:
Our company was incorporated in the year 2008, in the name and style of M R Agriculture
Private Limited by the joint efforts of promoter-director's Mr. Mahendra Ahuja & Mrs.
Roma Ahuja. The Company started its operation in the year 2009-10. Initially the Company
was engaged in the business of agriculture goods such as Rice Milling, Rice Sorting, Dal
Milling, Dal Processing and Agriculture Products. In the year 2020, our promoter commenced
business of trading of coal and accordingly altered its main objects and name carried out
by the company and accordingly Memorandum of Association and Articles of association also
incorporated such alteration with effect from 15th of June, 2020 and Since then the
Company is engaged in the business of Trading of Imported Coal. In the year 2022, the
company has changed its name pursuant to conversion from private to public company, from
"Reetech International Cargo And Courier Private Limited " to "Reetech
International Cargo and Courier Limited". Our Promoter has a vision to look beyond
the ordinary; to foresee opportunities; to attain the unattainable; to create in-roads
into newer vistas of change and above all, to bridge the demand-supply gap for coal, the
world's fossil fuel.
Within a short span of time, Reetech has emerged as one of the recognised suppliers of
coal in the state of Chhattisgarh. We are based at Raipur, Chhattisgarh, and our
operations are spread across India, with a vide network of Customers. Our diversified
product portfolio comprises coal from Indonesia, South Africa and India, among other
origins. We supply our products to the customers in various sectors i.e., Power, Steel,
Rolling and other industries. An effective handling and transportation of the orders is
facilitated through Road transportation and Railway. In a very short span of time, our
Company has been able to recognize itself as a trusted name in the coal industries due to
its commitment to quality and reliability since its inception. Our Company is one of the
recognised traders of Coal and perform its operations from Gangavaram and other ports.
The company's revenue from operations from trading of imported coal as on 31st March,
2021 was Rs. 18.42 crore's which is increased to Rs. 116.89 crore's as on financial year
end 31st March, 2022.
FINANCIAL RESULTS:
The Company's Financial Performance on standalone and consolidated basis for the
financial year ended on 31st March, 2022 under review along with previous
year's figures are given hereunder:
|
Standalone (Rs. in Lac's) |
Consolidated (Rs. In Lac's) |
Particulars |
2021-22 |
2020-21 |
2021-22 |
2020-21 |
|
|
|
|
|
Net Sales |
11,373.97 |
1,840.26 |
11,373.97 |
1,840.26 |
Other Income |
334.12 |
2.15 |
334.12 |
2.15 |
Total Income |
11,708.09 |
1,842.41 |
11,708.09 |
1,842.41 |
Less-Total expenses |
(11,101.66) |
(1,801.91) |
(11,101.66) |
(1,801.91) |
Profit before taxation |
606.43 |
40.51 |
602.12 |
40.51 |
Less- Tax Expenses |
181.54 |
- |
181.54 |
- |
Deferred tax |
- |
- |
- |
- |
Profit after Taxation |
420.58 |
40.51 |
420.58 |
40.51 |
Share of profits from Associate company |
- |
- |
23.18 |
10.43 |
EPS (In Rs.)
PARTICULARS |
Standalone |
Consolidated |
Basic Earnings per Share |
81.12 |
7.18 |
85.59 |
9.82 |
TRANSFER TO RESERVES:
The appropriations to General Reserve for the Financial Year ended March 31, 2022 as
per the financial statements are:
|
(Amount Rs. in Crores) |
Particulars |
Standalone |
Consolidated |
Net profit for the year |
420.58 |
443.77 |
Balance of Reserve at the beginning of the year |
255.94 |
310.07 |
Transfer to General Reserve |
415.58 |
438.77 |
Balance of Reserve at the end of the year |
671.52 |
748.84 |
DIRECTORS:
Detailed below is the list of directors as on 31/03/2022:
Name of Director |
DIN |
Date of Appointment |
Mahendra Ahuja |
00247075 |
18/12/2008 |
Roma Ahuja |
00247153 |
18/12/2008 |
Vijay Kumar Khilnani |
09308716 |
07/09/2021 |
Mr. Vijay Kumar Khilnani was appointed as executive director on the Board of company.
In view of Section 152(6) of the Companies Act, 2013 and the rules made there under
read with the Articles of Association of the Company, not less than two-thirds of the
total number of directors of public company shall be liable to re the by rotation out of
which one-third shall accordingly re the at every ensuing annual general meeting
Director's declare that no directors are disqualified from being appointed as Director of
the Company under Section 164 of the Companies Act, 2013.
TRANSFER OF UNCLAMIED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:
The provisions of Section 125(2) of the Companies Act, 2013 do not apply as there was
no Dividend Declared and paid last year.
DECLARATION OF INDEPENDENT DIRECTORS (IF APPLICABLE)
The provisions of Section 149 pertaining to the appointment of Independent Directors do
not apply to our company during the year.
DEPOSITS
Your Company has not accepted any Deposits under the applicable provisions of Companies
Act, 2013 and is therefore not required to give any disclosure regarding the same.
INFORMATION PURSUANT TO RULE 5 (2) OF COMPANIES (APPOINTMENT & REMUNERATION OF
MANAGERIAL PERSONNEL) RULES. 2014 (IF APPLICABLE)
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.
CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION. FOREIGN EXCHANGE EARNINGS AND OUTGO (IF
APPLICABLE)
The information on conservation of energy and technology absorption under section
134(3)(m), of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014 is not
required to be given for the business segment in which your Company operates.
The Company did not have any foreign exchange earnings or outgo during the financial
year under review.
DIRECTORS' RESPONSIBILITY STATEMENT:
Pursuant to Section 134 (3) (c) read with Section 134 (5) of the Companies Act, 2013,
your Directors state that:
a. In the preparation of the annual accounts, the applicable accounting standards have
been followed with proper explanation relating to material departures, if any;
b. They have, in the selection of the accounting policies, consulted the Statutory
Auditors and have 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 as at 31st March, 2021 and of its Loss for the year ended on that date;
c. They have taken proper and sufficient care to the best of their knowledge and
ability for the maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities; and
d. They have prepared the annual accounts for the year ended 31st March,
2022 on a 'going concern' basis; and
e. They have devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.
AUDITOR'S REPORT ON STANALONE & CONSOLIDATED FINANCIAL STATEMENTS
The Independent Auditors Report on Standalone and Consolidated Financial statements of
the company along with the Annexure as issued by the Auditors are appended in this Annual
Report, wherein the Auditors have not made any qualification/ adverse remarks based on the
auditing.
STATUTORY AUDITORS:
Agrawal Sunil Kumar & Co. Chartered Accountant (FRN 007023C), have resigned from
the position of Statutory Auditors of the company dated 01st of July, 2022.
Thus pursuant to the provisions of Section 140 and read with Rule 8 of The Companies
(Audit & Auditors) Rules, 2014 and other applicable provisions of the Companies Act,
2013, the Board of directors passed the resolution on 04th day of July, 2022
and took note of the same.
Pursuant to sections 139, 140 and all other applicable provisions, if any, of the
Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014, M/s. Gupta
Agarwal & Associates, Chartered Accountants, Kolkata, having (FRN: 329001E) and
having office address at Imax, Lohia Square, 23, Gangadhar Banu Lane, 3rd
Floor, Room No. 3A, Kolkata 70012, being found eligible and qualified were appointed as
the statutory auditors of the company for the financial year 2021-22, to fill up the
casual vacancy caused by the resignation of existing auditors. The appointment of
Statutory Auditors is made on the recommendation of Board in its meeting dated 04th
July, 2022 and was approved by the members by way of ordinary resolution duly passed in
the extra-ordinary general meeting held on 9th day of July, 2022 for period
upto the ensuing annual general meeting of members of the company.
The office of Statutory Auditors, M/s. Gupta Agarwal & Associates, Chartered
Accountants, Kolkata, having (FRN: 329001E) is liable to re the in the ensuing annual
general meeting. Thus, pursuant to provisions of Section 139 and other applicable
provisions of the Companies Act, 2013 read with Companies (Audit and Auditors) Rules, 2014
and pursuant to the recommendations of the Audit Committee, M/s. Gupta Agarwal &
Associates, Chartered Accountants, Kolkata, having (Firm Registration No. 329001E) is
proposed to be re-appointment as the Statutory Auditors of the Company to hold office from
conclusion of 14th Annual General Meeting to the conclusion of 19th Annual General meeting
of the Company to be held in the year 2027, subject to approval of members in the ensuing
annual general meeting of the company.
COST RECORDS AND COST AUDIT
The provisions of section 148 of Companies Act, 2013 read with Companies (Cost Record
and Audit) Rules, 2014 which provides for maintenance of cost records and the audit of
such cost records are not applicable to your Company.
DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE AND PROVIDING VIGIL MECHANISM (IF
APPLICABLE)
The provisions of Section 177 of the Companies Act, 2013 read with Rule 6 and 7 of the
Companies (Meetings of the Board and its Powers) Rules, 2013 is not applicable to the
Company. Hence, disclosure pursuant to Section 177 (8) & (9) of the Companies Act,
2013 is not required during the year.
DISCLOSURE OF CASES RELATING TO SEXUAL HARASSMENT:
Your Company has formulated a Policy for prevention of Sexual Harassment of Women at
Work place namely 'Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Policy'.
During the financial year under review no case was filed under the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
DISCLOSURE ON SECRETARIAL STANDARD
The Directors have devised proper systems to ensure compliance with the provisions of
all applicable Secretarial Standard, as issued by ICSI, pursuant to the provision of
Section 118(10) of Companies Act, 2013 and that such systems are adequate and operating
effectively.
EXPLANATION OR COMMENTS ON QUALIFICATIONS. RESERVATIONS OR ADVERSE REMARKS OR
DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS
There was no qualifications, reservations or adverse remarks made by the either by the
Auditors or by the Practicing Company Secretary in their respective reports. The
Provisions relating to submission of Secretarial Audit Report is not applicable to the
Company.
BOARD MEETING
During the financial year under review 7 (Seven) Board meetings were held:
Sl. No. |
Date |
No. of Directors present |
1. |
14/06/2021 |
2 |
2. |
07/09/2021 |
2 |
3. |
28/10/2021 |
3 |
4. |
30/11/2021 |
3 |
5. |
21/01/2022 |
3 |
6. |
23/01/2022 |
3 |
7. |
15/02/2022 |
3 |
Attendance of Directors during the period under review:
Name of Director |
AGM held on 30th November, 2021 |
EOGM held on 15th Feb, 2022 |
Board meetings (BM) |
BM entitled to attend |
BM Attended |
% of attendance |
|
|
|
1 |
2 |
3 |
4 |
5 |
6 |
7 |
|
|
|
Mahendra Ahuja |
P |
P |
P |
P |
P |
P |
P |
P |
P |
7 |
7 |
100% |
Roma Ahuja |
P |
P |
P |
P |
P |
P |
P |
P |
P |
7 |
7 |
100% |
Vijay Khilnani |
- |
P |
- |
- |
P |
P |
P |
P |
P |
5 |
5 |
100% |
COMPANY'S POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION AND
DISCHARGE OF THEIR DUTIES
The provisions of Section 178(1) relating to constitution of Nomination and
Remuneration Committee are not applicable to the Company as on 31st March, 2022
and hence the Company has not devised any policy relating to appointment of Directors,
payment of Managerial remuneration, Directors qualifications, positive attributes,
independence of Directors and other related matters as provided under Section 178(3) of
the Companies Act, 2013.
DISCLOSURES OF AMOUNTS, IF ANY, TRANSFER TO ANY RESERVES
An amount of Rs. 420.58 Lacs has been transferred to General Reserve as per the
existing provisions of the Companies Act, 2013 and rules made there under.
SUBSIDIARIES.IOINT VENTURES AND ASSOCIATE COMPANIES:
Details of companies/entities which are subsidiary company, associates and joint
ventures, during the year under review, are as under:
M Ahuja Project (India) Private limited (MAPIPL) |
Associate Company |
MAPIPL, being an associate Company, having its registered office at Raipur (C.G.)
and is engaged in Trading of coal and construction related services. |
|
|
Your company holds 36.36 % i.e 28,75,402 equity shares in the share capital of MAPIPL. |
|
|
Profit/Loss for the year end: Rs. 63.75 Lacs |
|
|
Share of profit considered in consolidation Rs. 23.18 Lacs |
PERFORMANCE OF ASSOCIATE COMPANY
M Ahuja Project (India) Private Limited (MAPIPL) is an Associate Company, and is
engaged in the business of Construction of buildings and developments of land related
services and trading of Coal. The registered office is situated at Sai Kunj, Civil Lines,
Raipur, Chhattisgarh.
During the period under review, the revenue from operations of the Company stands at
Rs. 2.91 crores which is 93.43% decrease as compared to last year's revenue which was Rs.
44.29 crores but the Net profit after tax for the current year showed an increased by
54.99% as compared to last year.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES
ACT, 2013
The Company has made requisite disclosure as required pursuant to section 186 under the
provision of Companies Act, 2013 during the year. The required details forms the part of
financial statements and also disclosed in the independent audit report as on 31st
March, 2022.
STATE OF COMPANY'S AFFAIRS
Our Promoter has a vision to look beyond the ordinary; to foresee opportunities; to
attain the unattainable; to create in-roads into newer vistas of change and above all, to
bridge the demand-supply gap for coal, the world's fossil fuel. The company's revenue from
operations from trading of imported coal as on 31st March, 2021 was Rs. 18.42 crore's
which is increased to Rs. 116.89 crore's as on financial year end 31st March, 2022.
It is imperative that affair of our Company are managed in a fair and transparent
manner. This is vital to gain and retain the trust of our stakeholders.
MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY
OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENTS RELATE
AND THE DATE OF THE REPORT
The Following material changes and commitments have occurred between the end of the
financial year to which this financial statements relate and the date of the report and
their impact on financial position of the company are as follows:
1) Your Company was converted from a private limited company to public limited company
and the name of our Company was changed to "Reetech International Cargo and Courier
Limited" and a fresh certificate of incorporation consequent to conversion was issued
on April 12, 2022 by the Registrar of Companies, Chhattisgarh bearing Corporate
Identification Number U51100CT2008PLC020983.
The impact of the same is not determinable except increased the goodwill of company in
the market.
2) The company increased its's Authorised equity share capital from Rs.10,000,000 to
Rs. 60,000,000 of Rs.10/- each vide resolution passed in its members meeting dated 18st
June, 2022
The effect of the same shall be reflected in the Financial statements of the company
for Financial year end as on 31st of March 2023.
3) The Board of our Company has approved to raise funds through initial public offering
in the Board meeting held on 15th July 2022.
4) The members of our Company approved proposal of Board of Directors to raise funds
through initial public offering in the extra ordinary general meeting held on 01st August,
2022.
The Impact of the same will be observed in the Half yearly Financial Results as on 30th
September, 2022 of the company post IPO Listing of securities.
5) The Company issued 31,11,000 bonus Equity Shares in the proportion of 6:1 (6-Six)
fully paid equity shares of Rs.10/- each allotted against 1(One) Equity Shares of Rs.10/-
each vide resolution passed in members meeting dated 1st August, 2022 and allotted on 8th
August, 2022, effect of this bonus issue has been considered to calculate EPS.
The effect to this has resulted in Increase in Paid-up share capital of Company with
such amount and similarly reduction in reserves & surplus of the company which will be
reflected in the Financial year end as on 31st March, 2023.
6) Changes in our Board Structure after 31st March, 2022:
Sr. No. |
Directors |
Date of Event |
Event |
1 |
Mr. Mahendra Ahuja (DIN:00247075) |
June 11, 2022 |
Change in Designation from Non-Executive Director to Executive Director |
|
|
June 18, 2022 |
Appointed as Managing Director |
2 |
Ms. Roma Ahuja (DIN :00247153) |
June 11, 2022 |
Change in Designation from Non-Executive Director to Executive Director |
3 |
Mr. Vijay Kumar Khilnani (DIN:09308716) |
June 11, 2022 |
Change in Designation from Executive NonDirector to Executive Director |
4 |
Mr. Manish Kumar (DIN:09614422) |
June 18, 2022 |
Appointed as Independent Director |
5 |
Mr. Mukesh Chandwani (DIN:09616819) |
June 18, 2022 |
Appointed as Independent Director |
The following committees have been constituted on 15th of July, 2022 in
terms of SEBI (LODR) Regulations, 2015 and the Companies Act, 2013:
a) Audit Committee
b) Stakeholders' Relationship Committee
c) Nomination and Remuneration Committee
d) Corporate Social Responsibility Committee
STATEMENT INDICATING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT
The Company has developed and implemented a risk management policy. However, no element
of risk which in the opinion of the Board may threaten the existence of the Company has
been identified so far.
CORPORATE SOCIAL RESPONSIBILITY:
The Company has not developed and implemented any Corporate Social Responsibility
initiatives as the provisions of Section 135 of the Companies Act, 2013 are not applicable
to the company as on financial year ending on 31st March, 2022.
DETAILS OF SIGNIFICANT MATERIAL ORDERS PASSED BY THE REGULATORS / COURTS / TRIBUNAL
IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATION IN FUTURE
There are no significant material orders passed by the Regulators / Courts / Tribunal
which would impact the going concern status of the Company and its future operations.
Hence, disclosure pursuant to Rule 8 (5) (vii) of Companies (Accounts) Rules, 2014 is not
required.
DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE
FINANCIAL STATEMENTS PURSUANT TO RULE 8 (5) (viji) OF COMPANIES (ACCOUNTS) RULES, 2014:
The Company has an internal control system commensurate with the size of the Company
and the nature of its business.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES MADE PURSUANT TO
SECTION 188 OF THE COMPANIES ACT. 2013.
All related party transactions that were entered into during the financial year were on
an arm's length basis and in the ordinary course of business. There have been no
materially significant related party transactions between the Company and the Related
Parties except for those disclosed in the audited Financial Statements of the company.
REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS:
The business of the company is going well and it has great prospects for future. Your
Directors are optimistic about Company's business and hopeful of better performance with
increased revenue in next year.
Factors affecting our results of operations
Our company's future results of operations could be affected potentially by the
following factors:
Experience and Track Record
Repeat Business
Location Advantage
Satisfied Chain of Vendors
Progressive Employer
Experienced Promoters and Management
ACKNOWLEDGEMENTS:
The Directors wish to place on record their appreciation to the whole hearted help and
cooperation, the Company has received from the business associates, partners, vendors,
clients, government authorities, and bankers of the Company. Your Directors also wish to
place on record their deep sense of appreciation for the committed services by the
Company's executives, staff and employee's.
By order of the Board |
|
For, Reetech International Cargo And Courier Limited |
|
(Formerly Known as Reetech International Cargo And Courier Private Limited) |
|
Sd/- |
sd/- |
Mahendra Ahuja |
Roma Ahuja |
(Managing Director) |
(Director) |
DIN: - 00247075 |
DIN:- 00247153 |
Address:- Sai-Kunj, Kali Mata Mandir |
Address: - Sai-Kunj, Kali Mata Mandir |
Road, Katora Talab, Civil Lines, |
Road, Katora Talab, Civil Lines, |
Raipur, 492001 (C.G.) |
Raipur, 492001 (C.G.) |
Date: 08.08.2022 |
|
Place: Raipur (C.G.) |
|