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TWENTY EIGHT ANNUAL REPORT 2015 - 2016
MAPLLE INFRAPROJECTS LTD.(CIN NO: L25209MH1988PLC048084 )
maplle
MAPLLE INFRAPROJECTS LIMITED
TWENTY EIGHT ANNUAL REPORT (2015-2016)
MAPLLE INFRAPROJECTS LIMITED
BOARD OF DIRECTORS
AUDITORS
M/s. Mak & Associates
Chartered Accountants
REGISTERED OFFICE
G-1, Parekh Plaza,Vallabhbhai Road,Vile Parle (West),Mumbai-400 056Email: [email protected]: www.mapllegroup.co.in
CONTENTS
1. Notice to the Members 1
2. Director's Report & Annexure 10
3. Management Discussion & Analyses 36
4. Audit Report 43
5. Annexure to Auditor's Report 45
6. Balance Sheet 47
7. Profit & Loss Account 48
8. Notes to the Accounts 50
Registration no: 3060-C
Mr. Atul L. Parekh Managing Director (DIN No. 1280456)
Mr. Aditya Parekh Non executive Director (DIN No. 01485535) Mr. Ravi Seth Non executive Independent Director (DIN No. 02427404) Mr. Jaysukh Mashru Non executive Independent Director (DIN No. 02652516)
MAPLLE INFRAPROJECTS LIMITED
NOTICE TO THE MEMBERS
thNOTICE is hereby given that the 28 Annual General Meeting of the Members of MAPLLE thINFRAPROJECTS LIMITED will be held on Friday, 30 September 2016 at 10.30 a.m. at G-1, Parekh Plaza,
Vallabhbhai Road, Vile Parle (West), Mumbai – 400 056 to transact, with or without modication(s) the following business:
ORDINARY BUSINESS:
1. To receive, consider and adopt the nancial statements of the Company which includes the audited st Balance Sheet as at 31 March, 2016, the Statement of Prot and Loss and Cash Flow Statement for
the year ended on that date and the reports of the Board of Directors and Auditors thereon.
2. To appoint a director in place of Mr. Atul Parekh, who retires from ofce by rotation, and being eligible offers himself for re-appointment.
3. To appoint a Director in place of Mr. Aditya Parekh, (DIN 01485535) who retires by rotation and being eligible, offers himself for re-appointment.
4. To appoint Auditors and x their remuneration and in this regard to consider and, if thought t, to pass
with or without modications, the following resolution as an Ordinary resolution:
“RESOLVED THAT pursuant to the provisions of Section 139, 142 and all other relevant provisions of the Companies Act, 2013 and the Rules made thereunder, (including any statutory modication(s) or re-enactment(s) thereof for the time being in force), the appointment of M/s. MAK & Associates, Chartered Accountants, Mumbai (Firm Registration Number 3060C) as Statutory Auditors of the Company, by resolution passed at the 26th AGM until the conclusion of 29th AGM, be and is hereby ratied for the balance term and accordingly they continue to hold ofce from the conclusion of the 28th AGM until the conclusion of the 29th AGM on such remuneration as may be agreed upon by the Audit Committee/ Board of Directors in consultation with the Auditors.”
SPECIAL BUSINESS:
5. AS A ORDINARY RESOLUTION: “RESOLVED THAT in supersession to all earlier resolutions and subject to such approvals, consents and sanctions as may be necessary and further subject to such terms, conditions, stipulations and restrictions as may be imposed by the authorities while granting such approvals, consents, and sanctions, the consent of the Members be and is hereby accorded pursuant to the provisions of Sections 198, 269, 309, 310, 311, Schedule XIII and all other applicable provisions, if any, of the Companies Act, 1956 for re-appointment of Mr. Atul Parekh as Chairman & Managing Director of the Company on fresh terms for a period of 5 [Five] years w.e.f. June 28, 2016 at a consolidated remuneration not exceeding Rs.2,50,000/- p.m.
FURTHER RESOLVED THAT specic Powers be and are hereby given to the Board of Directors of the Company to decide his remuneration from time to time within the overall ceiling not exceeding Rs.2,50,000/- p.m. and is hereby specically approved with liberty to the board of the Company to alter and vary the terms and conditions in such manner as may be agreed to between the Board and MR. Atul Parekh so as not to exceed the limits as specied in schedule XIII read with other applicable provisions, if any, of the Act or any amendments thereto or enactment thereof.
FURTHER RESOLVED THAT the Board of Directors be and it is hereby authorised to take all such steps and do all such acts and deeds as may be necessary to give effect to the above Resolution.
FURTHER RESOLVED THAT the Board be and is hereby authorised to x, alter and vary the terms
ANNUAL REPORT 2015 – 2016
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and conditions of the appointment provided however that the remuneration payable shall not exceed the limits mentioned above and the limits specied in Schedule XIII of the Companies Act, 1956 as existing or as amended, modied or re-enacted from time to time and further in the event of sufcient prots in any year to pay maximum permissible remuneration as provided in Section 198 of the Companies Act, 1956.”
MINIMUM REMUNERATION:
The remuneration as above including perquisites shall nevertheless be paid as minimum remuneration in the event of absence or inadequacy of prots in any nancial year subject to the condition that the remuneration shall not without the approval of the Central Government, if required, exceed the limits specied in Schedule XIII computed on the basis of the effective capital of the Company as dened in the explanation under Para 3 of Section II to Schedule XIII of the Companies Act 1956 as in force for the time being or as amended in the future.
Registered Ofce: For and on behalf of the BoardG-1, Parekh Plaza, Vallabhbhai Road, MAPLLE INFRAPROJECTS LIMITEDVile Parle (West)Mumbai - 400 056. SD/- Atul Parekh
thDate : 30 May, 2016. Managing Director (DIN: 01280456)
MAPLLE INFRAPROJECTS LIMITED
2
NOTES:
1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE AGM IS ENTITLED TO APPOINT ONE OR MORE PROXIES TO ATTEND AND VOTE IN THE MEETING INSTEAD OF HIMSELF/HERSELF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY.
THE INSTRUMENT APPOINTING THE PROXY, DULY COMPLETED, MUST BE DEPOSITED AT THE COMPANY’S REGISTERED OFFICE NOT LESS THAN 48 HOURS BEFORE THE COMMENCEMENT OF THE MEETING. A PROXY FORM FOR THE AGM IS ENCLOSED.
A person can act as a proxy on behalf of members not exceeding fty and holding in the aggregate not more than ten percent of the total share capital of the Company carrying voting rights. A member holding more than ten percent of the total share capital of the Company carrying voting rights may appoint a single person as proxy and such person shal l not act as a proxy for any other person or shareholder.
2. The business set out in the Notice will be transacted through electronic voting system and the Company is providing facility for voting by electronic means. Instructions and other information relating to e-voting are given in this Notice under Note No. 21. The Company will also send communication relating to remote e-voting which inter alia would contain details about User ID and password along with a copy of this Notice to the members, separately.
3. The Explanatory Statement pursuant to Section 102(1) of the Companies Act, 2013 read with Rule 22 of the Companies (Management and Administration) rules, 2014, setting out all material facts and the reasons for the proposed Special Resolutions are appended herein.
4. Corporate members intending to send their authorized representatives to attend the Meeting pursuant to Section 113 of the Companies Act, 2013 are requested to send to the Company a certied copy of the relevant Board Resolution together with their respective specimen signatures authorizing their representative(s) to attend and vote on their behalf at the Meeting.
5. In case of joint holders attending the Meeting, only such joint holder who is higher in order of names will be entitled to vote.
6. A statement giving the details of the Directors seeking reappointment, nature of their expertise in specic functional areas, names of the companies in which they hold directorships, memberships / chairmanships for Board / Committees, shareholding and relationship between Directors inter-se as stipulated in Clause 49 of the Listing Agreement with Stock Exchange, are provided in the Annexure.
7. The Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the Companies Act, 2013, will be available for inspection by the members at the AGM.
8. The Register of Members and the Share Transfer Books of the Company will remain closed from th th Monday, 26 September, 2016 to Friday, 30 September, 2016 (both days inclusive) for determining the
names of members eligible for dividend on Equity Shares, if declared at the Annual General Meeting. 9. Members desirous of seeking any information concerning the Accounts of the Company are requested to address their queries in writing to the Company at least seven days before the date of the meeting so that the requested information can be made available at the time of the meeting.
10. Members / Proxies are requested to please bring their copies of the Annual Report to the meeting.
11. The Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number (PAN) by every participant in securities market. Members holding shares in electronic
ANNUAL REPORT 2015 – 2016
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form are, therefore, requested to submit their PAN to the Depository Participants with whom they maintain their demat accounts. Members holding shares in physical form should submit their PAN to the Registrar/Company.
12. The shares of the Company are listed on BSE Limited , Delhi Stock Exchange Limited and Ahmedabad Stock Exchange Limited.
13. In view of Circular issued by the SEBI for appointing common agency for both the modes of transfers i.e. physical as well as Demat, the Company has already appointed M/s. Adroit Corporate Services Private Limited as Registrar & Transfer Agent for both the modes of transfer i.e. physical as well as Demat. Members are therefore requested to send their grievances to them for early disposal at the address given below.
Adroit Corporate Services Private Limited [Unit: Maplle Infraprojects Limited]
st 19, Jaffer Bhai Industrial Estate,1 Floor, Makwana Road, Marol Naka, Andheri (East), Mumbai – 400 059. Tel: 28594060/6060 E-mail: [email protected]
14. Members holding Shares in physical form are requested to notify immediately any change in their address with PIN CODE to the Registrar and Transfer Agent of the Company at the address given below AND in case their shares are held in Demat, this information should be passed on directly to their respective Depository Participants and not to the Company.
15. Relevant documents referred to in the Notice and in the Explanatory Statements are open for inspection at the registered ofce of the Company during ofce hours on all working days except public holidays between 11.00 a.m. and 1.00 p.m. upto the date of the Annual General Meeting.
16. Members/Proxies holding their Shares in physical mode are requested to ll the enclosed attendance slip and handover the same at the entrance with signature. In the absence thereof, they may not be admitted to the meeting venue.
17. Members who are holding shares in dematerialized form are requested to bring their Client ID and DP ID numbers for easy identication at the meeting.
18. In all correspondence with the Company, members are requested to quote their Folio No. and in case their shares are held in Demat form, they must quote their Client ID and DP ID numbers.
19. The Company is concerned about the environment and utilizes natural resources in a sustainable way. We request you to update your email address with the Depository Participant to enable us to send you the quarterly reports and other communications via email.
20. Members who have not registered their e-mail addresses so far are requested to register their e-mail address for receiving all communication including Annual Report, Notices, Circulars, etc. from the Company electronically.
21. Voting through electronic means:
SHAREHOLDER INSTRUCTIONS FOR E-VOTING i. Pursuant to Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 as amended by the Companies (Management and Administration) Amendment Rules, 2015 and Clause 35B of the Listing Agreement, the Company will be providing members facility to exercise their right to vote on resolutions proposed to be considered at the ensuing Annual General Meeting (AGM) by electronic means
MAPLLE INFRAPROJECTS LIMITED
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and the business may be transacted through e-voting services. The facility of casting the votes by the members using an electronic voting system from a place other than venue of the AGM (“remote e-voting”) will be provided by Central Depository Securities Limited (CDSL). The detailed procedure to be followed in this regard has been given below. The members are requested to go through them carefully.
ii. The Board of Directors of the Company has appointed Mr. Prabhat Maheshwari, Partner, GMJ & Associates, Company Secretaries, Mumbai as Scrutinizer to scrutinise the e-voting and remote e-voting process in a fair and transparent manner and he has communicated his willingness to be appointed and will be available for same purpose.
iii. The facility for voting through e-voting system shall be made available at the Meeting and the members attending the Meeting who have not cast their vote by remote e-voting shall be able to vote at the Meeting through e-voting.
iv. The members who have cast their vote by remote e-voting may also attend the Meeting but shall not be entitled to cast their vote again.
v. The Company has engaged the services of Central Depository Services Limited (CDSL) as the Agency to provide e-voting facility.
vi. Voting rights shall be reckoned on the paid up value of shares registered in the name of the member / benecial owner (in case of electronic shareholding) as on the cut-off date i.e.
rd Saturday, 23 September, 2016.
vii. A person, whose name is recorded in the register of members or in the register of benecial rd owners maintained by the depositories as on the cut-off date, i.e Saturday, 23 September, 2016
only shall be entitled to avail the facility of e-voting / remote e-voting.
viii. Any person who becomes a member of the Company after dispatch of the Notice of the Meeting rd and holding shares as on the cut-off date i.e. Saturday, 23 September, 2016 may obtain the
User ID and password from Adroit Corporate Services Private Limited (Registrars & Transfer Agents of the Company).
ix. The Scrutinizer, after scrutinising the votes cast at the meeting and through remote e-voting, will, not later than three days of conclusion of the Meeting, make a consolidated scrutinizer’s report and submit the same to the Chairman. The results declared along with the consolidated scrutinizer’s report shall be placed on the website of the Company (www.mapllegroup.co.in) and on the website of CDSL https://www.evotingindia.com. The results shall simultaneously be communicated to the Stock Exchange.
x. Subject to receipt of requisite number of votes, the Resolutions shall be deemed th to be passed on the date of the Meeting, i.e. 30 September,2016.
xi. The instructions for members voting electronically are as under:
h The voting period begins on Tuesday, 27 September, 2016 at 9.00 a.m. (IST) and ends on th Thursday, 29 September, 2016 at 5.00 p.m. (IST) During this period shareholders of the
Company, holding shares either in physical form or in dematerialized form, as on the cut-off date rd (record date) of 23 September, 2016 may cast their vote electronically. The e-voting module
shall be disabled by CDSL for voting thereafter.
a. Log on to the e-voting website www.evotingindia.com during the voting period b. Click on “Shareholders” tab
ANNUAL REPORT 2015 – 2016
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c. Now, select the “MAPLLE INFRAPROJECTS LIMITED” from the drop down menu and click on “SUBMIT”
d. Now Enter your User ID
i) For CDSL: 16 digits beneciary ID, ii) For NSDL: 8 Character DP ID followed by 8 Digits Client ID, (to be deleted) iii) Members holding shares in Physical Form should enter Folio Number registered with the Company.
e. Next enter the Image Verication as displayed and Click on Login.
f. If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier voting of any company, then your existing password is to be used.
g. If you are a rst time user follow the steps given below:
For Members holding shares in Demat Form and Physical Form
PAN* Enter your 10 d ig i t a lpha-numer ic *PAN issued by Income Tax Department (Appl icable for both demat s h a r e h o l d e r s a s w e l l a s p h y s i c a l s h a r e h o l d e r s ) · Members who have not updated their PAN with the Company/Depository Participant are requested to use the rst two letters of their name and the last 8 digits of the demat account/fol io number in the PAN eld. In case the folio number is less than 8 digits enter the applicable number of 0’s before the number after the rst two characters of the name in CAPITAL letters. Eg. If your name is Ramesh Kumar with folio number 100 then enter RA00000100 in the PAN eld.
DOB# Enter the Date of Bir th as recorded in your demat account or in the company records for the said demat account or folio in dd/mm/yyyy format.
DividendBankDetails# Enter the Dividend Bank Details as recorded in your demat account or in the company records for the said demat account or fo l io . • P lease enter the DOB or Dividend Bank Details in order to login. If the details are notrecorded with the depository or company please enter the number of shares held by you as on the cut off date in the Dividend Bank details eld.
h. After entering these details appropriately, click on “SUBMIT” tab.
i. Members holding shares in physical form will then reach directly the Company selection screen. However, members holding shares in demat form will now reach Password Creation’ menu wherein they are required to mandatorily enter their login password in the new password eld. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password condential.
MAPLLE INFRAPROJECTS LIMITED
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j. For Members holding shares in physical form, the details can be used only for e- voting on the resolutions contained in this Notice.
k. Click on the EVSN for “MAPLLE INFRAPROJECTS LIMITED”
l. On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.
m. Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.
n. After selecting the resolution you have decided to vote on, click on “SUBMIT”. A conrmation box will be displayed. If you wish to conrm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.
o. Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.
p. You can also take out print of the voting done by you by clicking on “Click here to print” option on the Voting page.
q. If Demat account holder has forgotten the changed password then Enter the User ID and the image verication code and click on Forgot Password & enter the details as prompted by the system.
r. Note for Non – Individual Shareholders and Custodians
l Non – Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodian are required to log on to https://www.evotingindia.co.in and register themselves as Corporate.
l A scanned copy of the Registration Form bearing the stamp and sign of the entity to [email protected].
l After receiving the login details a compliance user should be created using the admin login and password. The Compliance user would be able to link the account(s) which they wish to vote on.
l The list of accounts should be mailed to [email protected] and on approval of the accounts they would be able to cast their vote.
l A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.
s. In case you have any queries or issues regarding e-voting, you may refer the Frequently Asked Questions (“FAQs”) and e-voting manual available at www.evotingindia.com, under help section or write an email to [email protected].
ANNUAL REPORT 2015 – 2016
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Annexure to Notice
Explanatory Statement pursuant to the provisions of Section 173 (2) of the Companies Act, 1956.
Item 5:
MR. Atul Parekh is Chairman & Managing Director of the Company.
It is proposed to re- appointment of Atul Parekh as per the provisions contained in Schedule XIII of the Companies Act, 1956.
Remuneration committee has already cleared the proposed terms of re-appointment of Mr. Atul Parekh and also remuneration to be paid to him as per the provisions contained in Schedule XIII of the Companies Act, 1956.
It is also proposed to give Liberty to the Board of Directors to vary the terms so that in the event of Company earning sufcient prots in any year, the Company can pay maximum permissible remuneration as provided in Section 198 of the Companies Act, 1956.
Mr. Atul Parekh is associated with the Company since incorporation.
Looking at the time and other efforts put in by Mr. Atul Parekh and the experience he has, the Board recommends the resolutions be passed by the members of the Company.
Mr. Atul Parekh may be deemed to be interested in the respective resolutions as the respective resolutions are related to him.
Your Directors recommend the Special Resolution for your approval.
Registered Ofce: For and on behalf of the BoardG-1, Parekh Plaza, Vallabhbhai Road, MAPLLE INFRAPROJECTS LIMITEDVile Parle (West)Mumbai - 400 056. SD/- Atul Parekh
thDate : 30 May, 2016. Managing Director (DIN: 01280456)
MAPLLE INFRAPROJECTS LIMITED
8
DETAILS OF DIRECTORS SEEKING RE-APPOINTMENT PURSUANT TO CLAUSE 49 OF THE LISTING AGREEMENT
Name of the Director. Mr. Atul Parekh
Date of Birth. 22.03.1956
Date of Appointment. Since incorporation
Expertise in any specic functional Area. 30 Years in Real Estate Development & Administration
Qualication B.A
Directorships held in other companies. Maple Realtors Pvt. Ltd.(Excluding foreign- Companies.) Maple Communications Pvt. Ltd. Maple Publications Pvt. Ltd. Parekh Laminates Pvt. Ltd. Parekhsons Builders Pvt. Ltd. Kesaria Securities Services Pvt. Ltd. Basera Securities Services Pvt. Ltd.
Committee position held in other Companies. N. A.
No. of shares held in the company 478710Relationship with other directors
Aditya Atul Parekh Son Ravi Kumar Seth NoneJaysukh Maganlal Mashru None
Registered Ofce:Parekh Plaza, Vallabhbhai Road, Vile Parle (West)Mumbai - 400 056.
thDated: 30 May, 2016
For MAPLLE INFRAPROJECTS LIMITED
SD/-Atul Parekh – Managing Director (DIN: 01280456)
Name Mr. Aditya Parekh
Directors Identication Number (DIN) 01485535
Age 33 Years
Qualication B.A., U.S.A
Expertise in Specic Area Economics and Business Administration
Date of rst Appointment on the thBoard of the Company 30 April, 2006
Shareholding in Maplle Infraprojects Limited 30,000
List of Directorship held in other companies Nil
ANNUAL REPORT 2015 – 2016
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DIRECTORS' REPORT
thYour Directors have great pleasure in presenting the 28 Annual Report together with the Audited Accounts stfor the year ended 31 March, 2016.
1. FINANCIAL PERFORMANCE /HIGHLIGHTS:
Particulars Year ended Year ended 31.03.2016 31.03.2015 (In Rs.) (In Rs.)
Total Revenue 84,634,590 18,890,779
Prot Before Depreciation and amortizatio 3,187,313 1,125,410
depreciation and amortization 1,111,994 756,895
Prot Befor exceptional Item & tax 2,075,319 368,515
Exceptional Items 376,620 -138,663
Prot Before Tax 1,698,699 233,992
Tax Expense 298,185 95,329
Net Prot after tax 1,400,514 138,663
0
100
-100
200
300
400
500
600
700
800
900
Tex Revenue
ProfitBefore Dep.
and amor.
depreciationsand
amortization
ProfitBefore
exceptionalitem & tax.
ProfitBefore tax.
Tax Expense
NetProfitafter tax
exceptionalitem
Figure in Lacs 31.03.2016
Figure in Lacs 31.03.2015
MAPLLE INFRAPROJECTS LIMITED
10
2. OPERATIONAL REVIEW & STATE OF AFFAIRS:
Total revenue of your Company, during the year under review is Rs. 846.35 lacs as against the total revenue of 188.91 lacs in the previous year. Your Company has been able to earn net prot after tax of 14.00 lacs for the year as against the net prot after tax of 1.38 lacs in the previous year.
The Phase I of Jogeshwari project commenced in the last year. During the year under review almost 55% of this building is completed. The Company has received encouraging response from the buyers and during the year under review almost 60% of the saleable area is sold. Looking at the buyers response Company is hopeful of selling the entire project in Financial Year 2016-17. As against earlier projection of completing the work in December 2017, the Company expects to complete the work in June 2017. Fur ther, the Company has rece ived 2 approva ls fo r Phase I I o f Jogeshwari project and nal approval is expected by October 2016 as against earlier estimate of getting the approval in December 2016. The Directors are hopeful of starting the second phase of Jogeshwari in nancial year 2016-17. The Company has also applied for approvals of Juhu project and Directors are working hard to ensure that this project also starts in Financial Year 2016-17.
3. DIVIDEND & TRANSFER TO RESERVES:
To consolidate the nancial position of the Company, the Board does not propose any dividend for the st year ended 31 March, 2016. The Board does not propose to transfer any amount to General
Reserves for the aforesaid nancial year.
4. SHARE CAPITAL OF THE COMPANY:
During the year under review, there is no change in the Share Capital of the Company. The Paid up Equity Share Capital as at 31st March, 2016 was Rs. 52,602,000/- divided into 5,260,200 Equity shares, having face value of Rs. 10/- each fully paid up.
5. SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES:
The Company does not have any subsidiaries, joint ventures or associate companies.
6. CHANGE IN THE NATURE OF BUSINESS:
There was no change in the nature of business activities during the nancial year 2015-16.
7. BOARD OF DIRECTORS:
Your Company has four Directors of which two are Independent Directors
All Independent Directors have given declaration that they meet the criteria of independence as laid under Section 149(6) of the Companies Act, 2013 and Clause 49 of Listing Agreement.
8. DIRECTORS RESPONSIBILITY STATEMENT:
To the best of our knowledge and belief and according to the information and explanations obtained, Directors make the following statement in terms of Section 134 (3)(c) of the Companies Act, 2013:
(a) that in the preparation of the Annual Accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures, if any;
ANNUAL REPORT 2015 – 2016
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(b) that the Directors had selected such accounting policies and 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 at the end of the nancial year and of the prot and loss of the company for that period;
(c) the Directors had taken proper and sufcient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
(d) the Directors had prepared the annual accounts on a going concern basis;
(e) the Directors, had laid down internal nancial controls to be followed by the company and that such internal nancial controls are adequate and were operating effectively and
(f) the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
9. COMMITTEES OF THE BOARD:
9.1 AUDIT COMMITTEE:
The Company has a qualied and independent Audit Committee comprising of Independent and Executive Directors constituted in compliance with the provisions of Section 177 of the Companies Act, 2013 and the Listing Agreement with the Stock Exchange. The Audit Committee acts in accordance with the terms of reference specied from time to time by the Board.
The particulars of Members of Audit Committee and their attendance at the Meetings are as under:
Name of the Designation Category of Directorship No. of Meetings Director during the year
Held Attended
Mr. Ravi Seth Chairman Non-Executive, 0 0 Independent Director
Mr. Jaysukh Mashru Member Non-Executive, 5 5 Independent Director
Mr. Aditya Parekh Member Executive Director 5 5
The Audit Committee meetings were held on 30.05.2015, 20.07.2015, 19.10.2015, 18.01.2016 and 21.03.2016 and all the members of Audit Committee were present.
9.2 NOMINATION AND REMUNERATION COMMITTEE:
The Company has constituted Nomination And Remuneration Committee
The particulars of Members of Nomination & Remuneration Committee and their attendance at the Meetings are as under:
MAPLLE INFRAPROJECTS LIMITED
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Name of the Director Designation Category of Directorship No. of Meetings during the year
Held Attended
Mr. Jaysukh Mashru Chairman Non-Executive, 1 1 Independent Director Mr. Ravi Seth Member Non-Executive, 1 0 Independent Director Mr. Aditya Parekh Member Executive Director 1 1
The Nomination & Remuneration Committee meeting was held on 30.05.2015 and all the members of Nomination & Remuneration Committee were present.
9.3 STAKEHOLDERS RELATIONSHIP COMMITTEE:
The Board of Directors of the Company has constituted Share Holders Grievance/ Share Transfer Committee as per the provisions of Section 178 of the Companies Act, 2013. The Committee has been constituted to strengthen the investor relations and to inter-alia, look into issues relating to shareholders grievances pertaining to transfer of shares, non- receipt of declared dividends, non- receipt of Annual Report, issues concerning de-materialization etc.
The particulars of Members of Stakeholders Relationship Committee and their attendance at the Meetings are as under:
Name of the Director Designation Category of Directorship No. of Meetings during the year
Held Attended
Mr. Atul Parekh Chairman Executive Director 5 5
Mr. Aditya Parekh Member Non-Executive Director 5 5
Mr. Jaysukh Mashru Member Non-Executive, Independent Director 5 5
The Stakeholders Relationship Committee meetings were held on 30.05.2015, 20.07.2015, 1 9.10.2015, 18.01.2016 and 21.03.2016 all the members of Stakeholders Relationship Committee were present.
Details of Investors Complaints received during the year:
Sr. No. Nature of Complaints Received Pending Disposed
1. Non receipt of Annual Report - - -
2. Non receipt of Share Certificates after transfer - - -
3. Non receipt of Demat Rejected S/C’s - - -
4. Others - - -
Total - - -
ANNUAL REPORT 2015 – 2016
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There were no complaints pending for action as on 31st March, 2016.
10. VIGIL MECHANISM / WHISTLE BLOWER POLICY:
The Company has a Vigil Mechanism / Whistle Blower policy to report genuine concerns, grievances, frauds and mismanagements, if any. The Vigil Mechanism /Whistle Blower policy has been posted on the website of the Company http://www.mapllegroup.co.in
11. BOARD EVALUATION:
Pursuant to the provisions of the Companies Act, 2013 and Clause 49 of the Listing Agreement, the Board has carried out an evaluation after taking into consideration various aspects of the Board’s functioning, composition of the Board and its Committees, culture, execution and performance of specic duties, remuneration, obligations and governance.
The performance evaluation of the Independent Directors was completed. The performance evaluation of the Chairman and Managing Director was carried out by the Independent Directors at their meeting held on 30.05.2016. The Board of Directors expressed their satisfaction with the evaluation process.
The Company has held 9 Board meetings as on 30.05.2015, 01.07.2015, 20.07.2015, 29.07.2015, 19.10.2015, 18.01.2016, 30.01.2016, 21.03.2016, 28.03.2016 during the nancial year under review. The details are as follows:
Name of the Director Category of Directorship No. of meetings during the year
Held Attended
Mr. Atul Lalitbhai Parekh Executive , Managing Director 9 9
Mr. Ravi Kumar Kishan Chand Seth Non-executive ,Independent Director 9 2
Mr. Jaysukh Maganlal Mashru Non-Executive, Independent Director 9 9
Mr. Aditya Atul Parekh Non-executive ,Director 9 9
REMUNERATION AND SITTING FEES.
The details of Remuneration paid or Sitting fees paid as applicable are as follows : (In Rs.)
Name of the Director Category of Remuneration paid Sitting fees paid Directorship to the Director to the Director
Mr. Atul Lalitbhai Parekh Executive , Managing Director 18,00,000.00 NA
Mr. Ravi Kumar Kishan Chand Seth Non-executive , Independent Director NA -
Mr. Jaysukh Maganlal Mashru Non-Executive, Independent Director NA -
Mr. Aditya Atul Parekh Non-executive ,Director - NA
MAPLLE INFRAPROJECTS LIMITED
14
12. CODE OF CONDUCT :
Your Company is committed to conducting its business in accordance with the applicable laws, rules and regulations and highest standards of business ethics. In recognition thereof, the Board of Directors has implemented a Code of Conduct for adherence by the Directors (including Independent Directors), Senior Management Personnel and Employees of the Company. This will help in dealing with ethical issues and also foster a culture of accountability and integrity. The Code has been posted on the Company’s website www.mapllegroup.co.in
All the Board Members and Senior Management Personnel have conrmed compliance with the Code.
13. FIXED DEPOSITS:
Your Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.
14. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS: The Company has not made loans or given guarantees or made any investments, during the nancial year 2015-16, therefore, the provisions of section 186 of the Companies Act, 2013 are not attracted.
15. S I G N I F I C A N T A N D M AT E R I A L O R D E R S PA S S E D B Y T H E R E G U L ATO R S OR COURTS:
There are no signicant and material orders passed by the Regulators or Courts that would impact the going status of the Company and its future operations.
16. EXTRACT OF ANNUAL RETURN:
The details forming part of the extract of the Annual Return in form MGT-9, as required under Section 92 of the Companies Act, 2013, is included in this Report as Annexure ‘A’ and forms an integral part of this Report.
17. RELATED PARTY TRANSACTIONS:
The disclosure in Form AOC-2 is given as per Annexure ‘B’. Further, there are no materially signicant related party transactions made by the company with Promoters, Key Managerial Personnel or other designated persons which may have potential conict with interest of the company at large.
18. STATUTORY AUDITOR:
M/s MAK & Associates, Chartered Accountants, (Firm Registration No 3060-C) were appointed as th the Statutory Auditors of the Company at the AGM held on 29 September, 2014 to hold ofce until the
conclusion of the third consecutive AGM, are recommended for ratication of appointment for the Financial Year 2016-17. As required under the provisions of Section 139 and 142 of the Companies Act, 2013, the Company has obtained written conrmation from M/s MAK & Associates, that their appointment, if made, would be in conformity with the limits specied in the said Section.
19. SECRETARIAL AUDIT:
Pursuant to provisions of Section 204 of the Companies Act, 2013 and the Rules made thereunder, the Company has appointed GMJ & Associates to undertake the Secretarial Audit of the Company. The Secretarial Audit report is annexed herewith as and forms an integral part to this Report.Annexure ‘C’
ANNUAL REPORT 2015 – 2016
15
20. COST AUDIT :
Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with Rules made thereunder, Cost Audit is not applicable to the Company.
21. AUDITOR’S REPORT/ SECRETARIAL AUDIT REPORT :
The observations of the auditors contained in their Report have been adequately dealt with in the Notes to the Accounts which are self explanatory and, therefore, do not call for any further comments.
As required under section 204 (1) of the Companies Act, 2013 the Company has obtained a secretarial audit report. The Secretarial Auditor has made certain observations in the report with regards to appointment of Women Director, non-ling of documents with the Stock exchange and appointment of Key Managerial Personnel. The Company is under the process of complying with the same and would ensure in future that all the provisions are complied to the fullest extent.
22. SEXUAL HARASSMENT POLICY:
The Company has constituted an Internal Complaint Committee as required under Section 4 of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules made thereunder. During the year under review, no complaints were reported.
23. RISK MANAGEMENT POLICY:
Your Company recognizes that risk is an integral part of business and is committed to managing the risks in a proactive and efcient manner; your Company periodically assesses risks in the internal and external environment, along with the cost of treating risks and incorporates risk treatment plans in its strategy, business and operational plans.
During the year, your Directors has framed a Risk Management Policy (a) to ensure that all the current and future material risk exposures of the Company are identied, assessed, quantied, appropriately mitigated, minimized and managed i.e. to ensure adequate systems for risk management (b) to establish a framework for the company’s risk management process and to ensure its implementation (c) to enable compliance with appropriate regulations, wherever applicable, through the adoption of best practices (d) to assure business growth with nancial stability.
There are no risks which threaten the existence of the Company.
24. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:
The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The scope and authority of the Internal Audit function is dened by the Audit Committee. To maintain its objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee of the Board & to the Managing Director.
Based on the report of internal audit function, the Company undertakes corrective action in their respective areas and thereby strengthens the controls. Signicant audit observations and recommendations along with corrective actions thereon are presented to the Audit Committee of the Board.
25. DEPOSITORY SERVICES:
The Company’s Equity Shares have been admitted to the depository mechanism of the Central Depository Services Limited (CDSL). The Company has been allotted ISIN No. INE809D01010
MAPLLE INFRAPROJECTS LIMITED
16
Shareholders’ therefore are requested to take full benet of the same and lodge their holdings with Depository Participants [DPs] with whom they have their Demat Accounts for getting their holdings in electronic form.
26. PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO:
As there were no business activities during the year under review, the requisite information with regard to conservation of energy and technology absorption as required under Section 134 of the Companies Act, 2013 read with Companies (Account) Rules, 2014 is not applicable to the Company during the year under review.
The Company has not earned and spent any Foreign Exchange during the Financial Year 2015 – 2016.
27. PARTICULARS OF EMPLOYEES:
The information required pursuant to Section 197 read with Rule 5 of Companies (Appointment and Remuneration of Managerial Personnel), 2014 is not applicable.
28. CORPORATE GOVERNANCE & MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
The Amended Clause 49 of the Listing Agreement on Corporate Governance is not applicable to the Company for the Financial Year 2015-16 and Management Discussion And Analysis Report is attached as Annexure ‘C’
29. LISTING:
The Shares of the Company are listed on the Stock Exchanges at BSE Limited, Delhi and Ahmedabad. The trading in the share is suspended. The Directors have completed most of the formalities to get the suspension revoked and are hopeful of getting the suspension revoked soon.
30. EVENTS SUBSEQUENT TO THE DATE OF FINANCIAL STATEMENTS:
There were no material changes and commitments, affecting the nancial position of the company which have occurred between the end of the nancial year of the company to which the nancial statements related and the date of the report . 31. CORPORATE SOCIAL RESPONSIBILITY:
The Provisions of Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibi l i ty Policy) Rules 2014, were not applicable to the Company for the Financial Year 2015-16.
32. ENVIRONMENT AND SAFETY:
The Company is aware o f the impor tance o f env i ronmenta l ly c lean and safe operations. The Company’s policy requires conduct of operations in such a manner, so as to ensure safety of all concerned, compliances, environmental regulations and preservation of natural resources at the Plant.
ANNUAL REPORT 2015 – 2016
17
33. ACKNOWLEDGMENT:
The Directors wish to convey their appreciation to the Company’s shareholders, customers, suppliers, bankers and distributors for the support they have given to the Company and the condence, which they have reposed in its management and the employees for the commitment and dedication shown by them. Registered Ofce: For and on behalf of the BoardG-1, Parekh Plaza, MAPLLE INFRAPROJECTS LIMITEDVallabhbhai Road, Vile Parle (West)Mumbai - 400 056. SD/- Atul Parekh
thDate : 30 May, 2016. Managing Director (DIN: 01280456)
MAPLLE INFRAPROJECTS LIMITED
18
Annexure - A
FORM NO. MGT 9
Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1)
of the Company (Management & Administration ) Rules, 2014.
EXTRACT OF ANNUAL RETURN
As on the nancial year ended on March 2016
I
i
ii
iii
iv
v
vi
vii
REGISTRATION & OTHER DETAILS:
II. PRINCIPAL BUSINESS ACTIVITY OF THE COMPANY
All the business activities contributing 10 % or more of the total turnoverof the company shall be stated:-
Income from Construction Projects
Name and Description of main products / services
Income from Construction Projects
NIC Code of the Product / service
43299
% to total turnover of the company
95.19
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES -
No. of Companies for which information is being lled
N.A.
S. No.
S. No.
NAME AND ADDRESS OF THE COMPANY
CIN/GLNHOLDING/
SUBSIDIARY /ASSOCIATE
% of shares
held
Applicable Section
NA
CIN
Registration Date
Name of the Company
Category of the Company
Address :
Town / City :
State :
Country Name :
Telephone (with STD Code) :
Fax Number :
Email Address :
Website, if any:
Whether listed company
Name of RTA:
Address :
Town / City :
State :
Pin Code:
Telephone :
Fax Number :
Email Address :
L25209MH1988PLC048084
12.07.1988
Maplle Infraprojects Limited
Company limited by shares
G-1, Parekh Plaza, Vallabhbhai Road
Vile Parle (West), Mumbai 400 056
Maharashtra
India
022 - 26124411
022-26126595
www.mapllegroup.co.in
Yes
Adroit Corporate Service Pvt. Ltd.
19/20 Jaferbhoy Industrial Estate, 1st Floor,
Makwana Road, Marol Naka , Mumbai 400 059
Maharashtra
400 059
022 -28594060
Address of the Registered ofce & contact details
Name and Address of Registrar & Transfer Agents ( RTA ):-
ANNUAL REPORT 2015 – 2016
19
0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
9750
0 0 097
500
9750
0 0 0 097
500
0 0 012
2620
0 029
6310
1377
920
2900
430 0 0 0
1200
00 0 0 0 0 012
0000
3433
00 0
1390
670
2090
00
1993
0021
4227
022
6227
0 0 0 051
6270
0
0 0 012
2620
0 029
6310
1377
920
2900
430 0 0 0
1200
00 0 0 0 0 012
0000
3433
00 0
1488
170
2090
00
1993
0022
3977
023
5977
0 0 0 052
6020
0
0.00
0.00
23.3
10.
005.
6326
.20
55.1
4
0.00
0.00
0.00
2.28
0.00
0.00
0.00
0.00
0.00
2.28
6.53
0.00
28.2
93.
97
3.79
42.5
844
.86 0 0 0
100
0.00
0.00
0.00
0.17
0.00
0.00
0.00
0.17
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
-0.0
10.
00
-0.1
60.
00
0.00
-0.1
7-0
.17 0 0 0 0
No
.of
Sh
ares
hel
d a
t th
e b
egin
nin
g o
f th
e ye
arN
o.o
f S
har
es h
eld
at
the
end
of
the
year
% C
hang
e du
ring
the
year
% o
f To
tal
Sha
res
Cat
egor
y of
Sha
reho
lder
s
A.
Pro
mo
ters
(1)
Ind
ian
a) In
divi
dual
/HU
Fb)
Cen
tral
Gov
t. c)
Sta
te G
ovt(
s)d)
Bod
ies
Cor
p.e)
Ban
ks /F
If)
Any
oth
erf-
1) D
IRE
CTO
RS
RE
LAT
IVE
Sf-
2) D
IRE
CTO
RS
Tota
l Sh
areh
old
ing
of
pro
mo
ter
(A)
- B.P
ub
lic S
har
eho
ldin
g(1
) In
stit
uti
on
sa)
Mut
ual F
unds
b) B
anks
/ F
Ic)
Cen
tral
Gov
t.d)
Sta
te G
ovt(
s)e)
Ven
ture
Cap
ital F
unds
f) In
sura
nce
Com
pani
esg)
FIIs
h) F
orei
gn V
entu
re C
apita
l Fun
dsi)
Oth
ers
(Spe
cify
)S
ub
-to
tal (
B)
(1)
- (2)
No
n -
Inst
itu
tio
ns
a) B
odie
s C
orp.
i) In
dian
ii) O
vers
eas
b) In
divi
dual
s i)
Indi
vidu
al s
hare
hold
ers
hold
ing
nom
inal
sha
re c
apita
l upt
o R
s.1
lakh
ii)
Indi
vidu
al s
hare
hold
ers
hold
ing
nom
inal
sha
re c
apita
l in
excd
ess
of R
s.1
lakh
c) O
ther
s (S
peci
fy)
c-1)
NO
N R
ES
IDE
NT
IND
IAN
S(I
ND
IVID
UA
LS)
Su
b-t
ota
l (B
)(2)
Tota
l Pu
blic
Sh
areh
old
ing
(B)=
(B
)(1)
+(B
)(2)
C. S
har
es h
eld
by
Cu
sto
dia
n f
or
GD
Rs
& A
DR
s.P
rom
oter
and
Pro
mot
er G
roup
P
ublic
-S
ub
-to
tal (
C)
Gra
nd
To
tal (
A+B
+C)
SH
AR
EH
OL
DIN
G P
AT
TE
RN
(Eq
uit
y S
hare
Cap
ital B
reaku
p a
s P
erc
en
tag
e o
f To
tal E
qu
ity)
MA
PL
LE
IN
FR
AP
RO
JE
CT
S L
IMIT
ED
-
Cate
go
ry-w
ise S
hare
Ho
ldin
g
Dem
atP
hysi
cal
Tota
lP
hysi
cal
Dem
at%
of
Tota
l S
hare
sTo
tal
0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
500 0
9420
0 0 094
700
9470
0 0 0 094
700
0 0 012
1720
0 029
6310
1377
920
2891
430 0 0 0
1200
00 0 0 0 0 012
0000
3433
00 0
1402
470
2090
00
1993
0021
5407
022
7407
0 0 0 051
6550
0
0 0 012
1720
0 029
6310
1377
920
2891
430 0 0 0
1200
00 0 0 0 0 012
0000
3438
00 0
1496
670
2090
00
1993
0022
4877
023
6877
0 0 0 052
6020
0
0.00
0.00
0.00
23.1
40.
005.
6326
.20
54.9
7
0.00
0.00
0.00
2.28
0.00
0.00
0.00
0.00
0.00
2.28
6.54
0.00
28.4
53.
97
3.79
42.7
545
.03 0 0 0
100
20
Shareholding of Promoters
Sl No.
Shareholder’s Name
No.of Shares held at the beginning of the year
No. of Shares
No. of Shares
% of total Shares of
the company
% of total Shares of
the company
%of Shares Pledged /
encumbered to
total shares
%of Shares Pledged /
encumbered to
total shares
No.of Shares held at the end of the year
% Change during
the year
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
LALIT T.PAREKH
ADITYA A. PAREKH
LALITBHAI T PAREKH
SHIVKUMAR C. ACHHARYA
ASHMI PAREKH
ATUL L. PAREKH
SIPISTA COMMUNICATIONS PVT LTD
DADAR PLYWOOD PVT LIMITED
PAREKH LAMINATES PVT LTD
PAREKHSONS BUILDERS PVT LIMITED
NILESH L. PAREKH
LATA S. ACHHARYA
SOHA N PAREKH
SIPISTA PUBLICATIONS PVT LTD
NIRALI A. PAREKH
PANKAJ T. PAREKH
KULIN NALINKANT SHAH
SIPISTA CONSTRUCTIONS PVT LTD
SHIV N.PAREKH
SANJAY S. ACHHARYA
SHIV N PAREKH
RANJANABEN L PAREKH
LALIT T. PAREKH
MAPLE PUBLICATIONS PVT LTD
MAPLE REALTORS PVT LTD
MAPLE COMMUNICATIONS PVT LTD
MAPLE REALTORS PVT LTD
Total
19200
30000
244200
10000
50000
478710
255400
150000
150000
150000
471500
10000
25000
255400
30000
10
500
256400
4800
10000
15000
50000
225310
0
0
0
0
2891430
0.37
0.57
4.64
0.19
0.95
9.10
4.86
2.85
2.85
2.85
8.96
0.19
0.48
4.86
0.57
0.00
0.01
4.87
0.09
0.19
0.29
0.95
4.28
0.00
0.00
0.00
0.00
54.97
19200
30000
244200
10000
50000
478710
0
150000
150000
150000
471500
10000
25000
0
30000
10
500
0
4800
10000
15000
50000
225310
255400
9000
255400
256400
2900430
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.37
0.57
4.64
0.19
0.95
9.10
0.00
2.85
2.85
2.85
8.96
0.19
0.48
0.00
0.57
0.00
0.01
0.00
0.09
0.19
0.29
0.95
4.28
4.86
0.17
4.86
4.87
55.14
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
-4.86
0.00
0.00
0.00
0.00
0.00
0.00
-4.86
0.00
0.00
0.00
-4.87
0.00
0.00
0.00
0.00
0.00
4.86
0.17
4.86
4.87
0.17
21
Dat
e w
ise
Incr
ease
/ D
ecre
ase
in P
rom
oter
s S
hare
hol
ding
dur
ing
the
year
Dat
e w
ise
Incr
ease
/ D
ecre
ase
in P
rom
oter
s S
hare
hol
ding
dur
ing
the
year
Dat
e w
ise
Incr
ease
/ D
ecre
ase
in P
rom
oter
s S
hare
hol
ding
dur
ing
the
year
Dat
e w
ise
Incr
ease
/ D
ecre
ase
in P
rom
oter
s S
hare
hol
ding
dur
ing
the
year
Ch
an
ge i
n P
rom
ote
r’s S
ha
reh
old
ing
( p
leas
e s
pecif
y, if
th
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is n
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Nam
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s
At
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ise
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At
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year
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ise
Incr
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At
the
En
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At
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year
Dat
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ise
Incr
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ase
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oter
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At
the
En
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ar
Par
ticu
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As
On
Dat
eN
o. o
f S
har
es%
of
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l sh
ares
o
f th
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mp
any
No
. of
shar
es%
of
tota
l sh
ares
o
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mp
any
Cu
mu
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ve S
har
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du
rin
g t
he
year�
No
.of
Sh
ares
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t th
e b
egin
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g o
f th
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ar�
At
the
beg
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year
At
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ar
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the
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year
Dat
e w
ise
Incr
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/ D
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ase
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rom
oter
s S
hare
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ing
the
year
At
the
En
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f th
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ar
At
the
beg
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of
the
year
At
the
En
d o
f th
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ar
At
the
beg
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ing
of
the
year
At
the
En
d o
f th
e ye
ar
At
the
beg
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ing
of
the
year
At
the
En
d o
f th
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ar
PAR
EK
H L
AM
INA
TE
S P
VT
LT
D
SA
NJA
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. AC
HH
AR
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SH
IVK
UM
AR
C. A
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1 2 3 4 5 6 7 8
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22
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En
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0.00
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0.57
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5000
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5000
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500
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11 12 13 14 15 169 10
23
Ch
an
ge i
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Incr
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18 19 20 21 22 23 24 25
Dat
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DA
DA
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LIM
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D01
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31/0
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16
1500
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17
LA
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24
Ch
an
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27
Dat
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26S
IPIS
TA C
ON
ST
RU
CT
ION
S P
VT
LT
D01
/04/
2015
20/1
1/20
15
31/0
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0
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25
Share
hold
ing P
attern
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p ten S
hare
hold
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irect
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1 2 3 4 5 6 7 8
BH
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BH
UP
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DR
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SAT
PA
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RE
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THE
STAT
E IN
DU
STR
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AND
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STM
ENT
CO
RP
1/4/
2015
31/0
3/20
16
1/4/
2015
31/0
3/20
16
1/4/
2015
31/0
3/20
16
1/4/
2015
31/0
3/20
16
1/4/
2015
31/0
3/20
16
1/4/
2015
31/0
3/20
16
1/4/
2015
31/0
3/20
16
1/4/
2015
31/0
3/20
16
2480
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0
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0
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00
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0.47
NIL
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0.34
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5.70
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0.80
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0.50
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1.90
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0.35
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2.28
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2.28
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26
Share
hold
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attern
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p ten S
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er
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irect
ors
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No
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s O
n D
ate
No
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tal s
har
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lati
ve S
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ldin
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year�
No
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egin
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e of
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year
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9 10
VIR
AL
SU
RE
SH
SH
AH
WIS
DO
M H
OLD
ING
S P
VT
LTD
1/4/
2015
31/0
3/20
16
1/4/
2015
31/0
3/20
16
1980
0
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1620
0
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0.38
NIL
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1980
0
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0
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No.
of s
hare
s at
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begi
nnin
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2014
) /
end
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1-03
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5)
% o
f tot
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the
com
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otal
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res
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Sr.
No.
Nam
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27
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1
28
A. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD
1
2
3
4
5
Gross salary
(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961
(c) Prots in lieu of salary under section 17(3) Income- tax Act, 1961
Stock Option
Sweat Equity
Commission
- as % of prot
- others, specify
Others, please specify
Total (A)
Ceiling as per the Act
-
-
-
-
-
-
-
-
-
-
-
18.00 18.00
18.00 18.00
-
-
-
-
-
-
-
-
-
Sl. no. Particulars of RemunerationAtul Parekh- Managing Director Total Amount
Name of MD/WTD/ Manager
B. Remuneration to other directors:
1
2
Fee for attending board committee meetings
Commission
Others, please specify
Total (1)
Other Non-Executive Directors
Fee for attending board committee meetings
Commission
Others, please specify
Total (2)
Total (B)=(1+2)
Total Managerial Remuneration
Overall Ceiling as per the Act
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Name of Directors
ADITYA ATUL
PAREKH
RAVI KUMAR KISHAN CHAND
SETH
JAYSUKH MAGANLAL
MASHRUSl. no.
Independent Directors
MAPLLE INFRAPROJECTS LIMITED
29
C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD
1
2
3
4
5
Gross salary
(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961
(c) Prots in lieu of salary under section 17(3) Income- tax Act, 1961
Stock Option
Sweat Equity
Commission
- as % of prot
- others, specify
Others, please specify
Total (A)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Sl. no. Particulars of RemunerationCEO Company Secretary
Key Managerial Personnel
VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:
A. COMPANY
B. DIRECTORS
Penalty
Penalty
Penalty
Punishment
Punishment
Punishment
Compounding
Compounding
Compounding
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Details of Penalty / Punishment/
Compounding fees imposed
Authority[RD / NCLT/
COURT]Type
Appeal made,if any (give
Details)
C. OTHER OFFICERS IN DEFAULT
ANNUAL REPORT 2015 – 2016
30
ANNEXURE ‘B’
FORM NO. AOC -2(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the
Companies (Accounts) Rules, 2014.
Form for Disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub section (1) of section 188 of the Companies Act, 2013 including certain arm’s length transaction under third proviso thereto.
1. Details of contracts or arrangements or transactions not at Arm’s length basis. NA2. Details of contracts or arrangements or transactions at Arm’s length basis.
Particulars
Name (s) of the related party & nature of relationship
Nature of contracts / arrangements /transaction
Duration of the contracts/ arrangements/transaction
Salient terms of the contracts or arrangements or transaction including the value, if any
Date of approval by the Board
Amount paid as advances, if any
(1)
Ashmi Parekh
Rent
Repetitive during the year
Rs. 6,00,000.
th26 May, 2015
Nil
(2)
Nirali Parekh
Salary
Repetitive during the year
Rs. 1,80,000.
26th May, 2015
Nil
Registered Ofce: For and on behalf of the BoardG-1, Parekh Plaza, Vallabhbhai Road, MAPLLE INFRAPROJECTS LIMITEDVile Parle (West)Mumbai - 400 056. SD/- Atul Parekh - Managing Director � (DIN: 01280456)
thDate : 30 May, 2016.
MAPLLE INFRAPROJECTS LIMITED
31
Annexure - C
FORM NO. MR - 3
SECRETARIAL AUDIT REPORTST FOR THE FINANCIAL YEAR ENDED 31 MARCH, 2016
(Pursuant to section 204(1) of the Companies Act, 2013 and Rule No.9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
To, The Members,Maplle Infraprojects LimitedG-1, Parekh Plaza, Vallabh Bhai Road,Vile Parle (West),Mumbai - 400 056.
We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Maplle Infraprojects Limited (hereinafter called “the company”). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.
Based on our verication of the company’s books, papers, minute books, forms and returns led and other records maintained by the company and also the information provided by the Company, its ofcers, agents and authorized representatives during the conduct of secretarial audit, we hereby report that in our opinion,
stthe company has, during the audit period covering the nancial year ended on 31 March, 2016 complied with the statutory provisions of the applicable acts listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter :
We have examined the books, papers, minute books, forms and returns led and other records maintained stby the Company, for the nancial year ended on 31 March, 2016 according to the provisions of:
i. The Companies Act, 2013 and the rules made thereunder;ii. The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;iii. The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;iv. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (“SEBI Act”), viz: a. The Securities and Exchange Board of India (Substantial acquisition of Shares and Takeover) Regulations, 2011; b. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015; c. The Securities and Exchange Board of India (Registrars to an issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client;
We further report that the Company has a compliance system in place and we have examined the relevant documents and records with respect to other Acts as applicable which are as under:
v. Other applicable acts: a. The Development Control Regulations for Greater Mumbai, 1991 b. The Maharashtra Ownership Flats Act, 1963 c. The Employees State Insurance Act, 1948. d. The Minimum Wages Act, 1948. e. The Payment of Bonus Act, 1965. f. The Payment of Wages Act, 1936. g. The Child Labour (Prohibition and Regulation) Act, 1986.
ANNUAL REPORT 2015 – 2016
32
h. The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. i. The Environment (Protection Act), 1986. j. The Bombay Shops & Establishment Act, 1948. k. The Central Sales Tax Act, 1956 & other applicable state Sales Tax Acts l. The Professional Tax Act, 1975. m. The Income Tax Act, 1961. n. The Finance Act, 1994 (Service Tax). We have also examined compliance with the applicable clauses of the following: i. Secretarial Standards with respect to Board and General Meetings (SS-1 and SS-2) specied by The Institute of Company Secretaries of India; ii. The Listing Agreement entered into by the Company with Stock Exchanges; iii. The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above subject to the following observations:
1. The company has not complied with the provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 including Listing Fees to the Stock Exchanges.2. The Company has not complied with the provisions of Section 203 of The Companies Act, 2013 in respect of appointment of Key Managerial Personnel [KMP] i.e. MD/WTD, CFO & Company Secretary. 3. The Company has not complied with the provisions of Section 138 of The Companies Act, 2013 in respect of appointment of Internal Auditor.4. As per Section 77 of The Companies Act, 2013, it is the duty of the Company to Register Charge with the Registrar of Companies. However, the Company has not registered Charge for the Borrowings made during the year 2015-16.5. The Company has not complied with the provisions of The Securities and Exchange Board of India (Substantial acquisition of Shares and Takeover) Regulations, 2011.
th6. The Board of Director’s at their meeting held on 28 March, 2016 appointed Secretarial Auditors for the nancial year 2015-2016. However, Form MGT-14 was not led for appointment of Secretarial Auditors.7. The Company has taken Unsecured Loan from the relative of the Director’s which is not in the compliance of the Section 73 of The Companies Act, 2013.
We further report that :
The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. However, as per Rule 3 of Companies (Appointment and Qualications of Directors) Rules, 2014, the Company was required to appoint atleast one woman Director within one year from the commencement of the Companies Act, 2013. However, the Company has not appointed any woman Director
Adequate notice is given to all Directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance and a system exists for seeking and obtaining further information and clarications on the agenda items before the meeting and for meaningful participation at the meeting.
All decisions are carried out unanimously at Board Meetings and Committee Meetings and recorded in the minutes of the meetings of the Board of Directors or Committee of the Board, as the case may be.
MAPLLE INFRAPROJECTS LIMITED
33
We further report that there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.
We further report that during the year under report, the company has not undertaken any actions having a major bearing on the company’s affairs in pursuance of the above referred laws, rules, regulations, guidelines, standard etc.
For GMJ & ASSOCIATES Company Secretaries
SD/- [CS P. MAHESHWARI]PARTNERFCS No.: 2405COP No. : 1432
PLACE : MUMBAI THDATE : 30 MAY, 2016
Note: This report is to be read with our letter of even date that is annexed as Annexure I and forms an integral part of this report.
ANNUAL REPORT 2015 – 2016
34
‘ANNEXURE I’To, The Members, Maplle Infraprojects LimitedG-1, Parekh Plaza, Vallabh Bhai Road,Vile Parle (West),Mumbai - 400 056.
Our report of even date is to be read along with this letter.
1. Maintenance of secretarial records is the responsibility of management of the Company. Our responsibility is to express an opinion on these secretarial records based on our audit.
2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the Secretarial records. The verication was done on test basis to ensure that correct facts are reected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.
3. We have not veried the correctness and appropriateness of nancial records and books of accounts of the Company.
4. Wherever required, we have obtained the Management Representation about the compliance of laws, rules and regulations and happening of events, etc.
5. The compliance of the provisions of corporate and other applicable laws, rules and regulations, standards is the responsibility of the management. Our examination was limited to the verication of procedures on test basis.
6. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efcacy or effectiveness with which the management has conducted the affairs of the Company.
For GMJ & ASSOCIATES Company Secretaries
SD/- [CS P. MAHESHWARI]PARTNERFCS No.: 2405COP No. : 1432
PLACE : MUMBAI THDATE : 30 MAY, 2016
MAPLLE INFRAPROJECTS LIMITED
35
MANAGEMENT DISCUSSIONS & ANALYSIS
Management discussion and analysis report is given in a separate section forming part of the Directors’ Report in this annual report.
1. STEPS FOR PREVENTION OF INSIDE TRADING
In compliance of the SEBI (Prevention of insider Trading) Regulations as amended in 2002, the Company has issued comprehensive guidelines advising and cautioning management staff and other relevant business associates on the procedure to be followed while dealing in equity shares of the Company and disclosure requirements in this regard. Company believes that “The Code of Internal Procedure and Conduct” and ‘The Code of Corporate Disclosures Policies’ framed by it in this regard will help in ensuring compliance of the amended SEBI regulations.
2. DISCLOSURES:
The necessary disclosures regarding the transactions entered into with the related parties are given in the notes to the accounts. There were no transactions of the material value with related parties viz., Promoters, Directors, or the Management or Relatives having any potential conict with the interest of the company.
3. NON-COMPLIANCES:
There were no instances of non compliance on any matter related to the capital market during the last three years. No penalties or strictures were imposed on the company by any Stock Exchange or SEBI or any other statutory authority on any matter related to capital market during last three years.
Details of compliance with mandatory requirement and adoption of non mandatory requirement.
The Company has complied with all mandatory requirement of Clause 49 of the Listing Agreement with the Stock Exchange and has implemented the following non mandatory requirements:
(i) AUDIT QUALIFICATION:
It is always the companies endeavour to present unqualied nancial statements. There are no audit qualications in the company’s nancial statement for the year under review.
(ii) TRAINING OF BOARD MEMBERS: Directors are fully briefed about all business related matters risks assessment market conditions of the product manufactured by the company, competition and new initiative proposed by the company.
4. CEO / CFO CERTIFICATION: As required under Clause 49 of the Listing Agreement a Certicate duly signed by Mr. Atul Parekh, Managing Director has been obtained. The certicate is annexed to this report.
5. DECLARATION: I, Mr. Atul Parekh, Chairman and Managing Director of Maplle Infraprojects Limited hereby afrm and declare, to the best of my knowledge and belief, and on behalf of the Board of Directors of the Company and senior management personnel, that:
The Board of Directors has laid down a code of conduct for all Board members and senior management of the Company [‘the code of conduct’] and the code of conduct has been complied with.
ANNUAL REPORT 2015 – 2016
36
6. GENERAL BODY MEETINGS: The last three Annual General Meetings were held as under:
Financial Year Date Time Venue 31.03.2015 30.09.2015 10.30 a.m. Parekh Plaza, Vallabhbhai Road, Vile Parle (West), Mumbai – 400 056
31.03.2014 29.09.2014 10.30 a.m. Parekh Plaza, Vallabhbhai Road, Vile Parle (West), Mumbai – 400 056
31.03.2013 30.09.2013 10.00 a.m. Parekh Plaza, Vallabhbhai Road, Vile Parle (West), Mumbai – 400 056
7. SPECIAL RESOLUTION PASSED IN THE PREVIOUS THREE GENERAL MEETING ARE AS BELOW:
2012-13 - N.A.
2013-14 : a) Appointment of Mr. Ravikumar Seth (Din no: 02427404) as an Independent Director , for a term of 5 years commencing from April 01 2014 to March 31, 2019 as per the
provisions of Section 149 and 152 and other applicable provisions of the Companies Act 2013 and the Rules made thereunder with Schedule IV of the said Act.
b) Appointment of Mr. Jaysukh Mashru (Din no: 02652516) as an Independent Director , for a term of 5 years commencing from April 01 2014 to March 31, 2019 as per the
provisions of Section 149 and 152 and other applicable provisions of the Companies Act 2013 and the Rules made thereunder with Schedule IV of the said Act.
c) Ratify appointment of Mr. Atul Parekh (Din no: 01280456) as the Managing Director for a term of 5 years commencing from June 29, 2011 as per the provisions of Section
196 and 197, and other applicable provisions of the Companies Act 2013 and the Rules made thereunder with Schedule V of the said Act.
d) In suppression of the earlier resolutions passed, authorising the Board of Directors under Section 180(1)(c) of the Companies Act, 2013 and other applicable provisions, if any, of the Companies Act, 2013, (including any statutory modications or re- enactments thereof for the lime being in force) and the Articles of Association of the Company for borrowing, whether by way of Term Loan I Equipment Finance I Cash Credit facilities/ Project nance or the like from time to time, any sum or sums at its discretion from Financial Institutions I Banks/ Others on such terms and conditions and with or without security as the Board of Directors may think t, which together with the moneys already borrowed by the Company (apart from temporary loans obtained from the bankers of the Company in the ordinary course of business) not exceeding in the aggregate at any time exceed Rs. 25 Crores (Rupees Twenty Five Crores Only).
e) Authorising the Board of Directors pursuant to Section 180(1)(a) of the Companies Act, 2013 and other applicable provisions, if any, of the C o m p a n i e s A c t , 2 0 1 3 t o c r e a t e s u c h c h a r g e s , m o r t g a g e s a n d hypothecations on such movable and immovable propert ies of the Company, both present and future and in such manner as the Board may deem t, together with the power to take over the substantial assets of the Company in certain events in favour of the Financial Institutions/Banks/any other investing agencies/trustees for the holders of debentures/bonds/other instruments which may be issued to and
MAPLLE INFRAPROJECTS LIMITED
37
subscribed by all or any other person(s) bodies corporate by way of private placement or otherwise, to secure rupee/foreign currency loans, debentures, bonds or other instruments (hereinafter collectively referred to as “Loans”) provided that the total amount of Loans together with interest thereon, additional interest, compound interest, costs, charges, expenses and all other monies payable by the Company in respect of the said Loans, not exceeding, at any time exceed Rs. 25 Crores (Rupees Twenty Five Crores Only).
2014-15 - “RESOLVED THAT pursuant to the prov is ions of sect ion 5 and 14 of Companies Act, 2013 (‘the Act’), Schedule I made thereunder, read with the Companies (Incorporation) Rules, 2014 and all other applicable provisions, if any, of the Act (including any statutory modication(s) or re-enactment thereof for the time being in force), the new set of Articles of Association pursuant to the Act primarily based on the Form of Table F under the Act, be and is hereby approved and adopted as new set of Articles of Association in the place of existing Articles of Association of the Company. RESOLVED FURTHER THAT for the purpose of giving full effect to this resolution, the Board be and is hereby authorised on behalf of the Company to do all such acts, deeds, matters and things as it may, in its absolute discretion, deem necessary, expedient, proper or desirable and to settle all questions, difculties or doubts that may arise in this regard at any stage without requiring the Board to secure any further consent or approval of the Members of the Company to the end and intent that they shall be deemed to have given their approval thereto expressly by the authority of this resolution.
RESOLVED FURTHER THAT the Board be and are hereby jointly or severally authorized to do all such acts, deeds and things that may be necessary, proper, expedient or incidental for the purpose of giving effect to the aforesaid resolution.”
All the matters as set out in the respective notices were passed by the shareholders. No special resolution was required to be put through postal ballot at last Annual General Meeting nor is proposed for ensuing Annual General Meeting.
8. DISCLOSURES: (i) No funds have been raised through issue of equity or debt in the form of public or rights or preferential issues during the year under review.
(ii) Though there is no formal Whistle Blower Policy, the company takes cognizance of complainants made and suggestions given by the employees and others. Even anonymous complaints are looked into and whenever necessary, suitable corrective steps are taken. No employees of the company have been denied access to the Audit Committee of the Board of Directors of the company.
(iii) The company has a periodic review and reporting to the Board of Directors of the company of risk assessment by senior executives with a view to minimize risk.
(iv) Certicate from Mr. Atul L. Parekh, Managing Director in terms of clause 49 (V) of the listing st agreements with the stock exchanges for the nancial year ended 31 March 2016 was
th placed before the board of directors of the company in its meeting held on 30 May 2016. 9. MEANS OF COMMUNICATION (i) Quarterly results are submitted to the stock exchanges where the shares of the company are listed.
(ii) All items required to be covered in the Management Discussion and Analysis has been included in the Annexure to the Directors’ Report.
ANNUAL REPORT 2015 – 2016
38
(iii) No formal presentat ions were made to the inst i tu t ional investors and analysts during the year under review.
(iv) The Company has its own website i.e. www.maplleinfraproects.com and all the vital information relating to the Company and its products are displayed on the web site.
10. GENERAL SHAREHOLDERS INFORMATION:
th10.1. ANNUAL GENERAL MEETING : 28 Annual General Meeting.th DAY & DATE : 30 September, 2016.
TIME : 10.30 A.M. VENUE : G-1, Parekh Plaza, Vallabhbhai Road Vile Parle (west), Mumbai-400 056.
10.2. FINANCIAL CALENDAR:
* Financial reporting for the quarter ended June 30, 2016 : 21st July, 2016 * Financial reporting for the quarter ended Sept.30, 2016 : End October, 2016 * Financial reporting for the quarter ended Dec. 31, 2016 : End January, 2017 * Financial reporting for the year ended March 31, 2017 : Mid May 2017 * Annual General Meeting for the year ended March 31, 2017 : End Sept., 2017
th10.3. DATE OF BOOK CLOSURE : From 26 September 2016 to th 30 September 2016
(Both days inclusive).
10.4. LISTING: Equity Shares Listed on Script Code: 531200 (suspended presently) i) Bombay Stock Exchange Ltd. ii) The Delhi Stock Exchange Ltd. iii) Ahmedabad Stock Exchange,
10.5. STOCK CODE OF THE COMPANY: Bombay Stock Exchange Ltd Scrip Name : Maplle Infraprojects Limited Scrip Code : 531200. Electronic Mode : INE809D01010.
10.6 STOCK PRICES DATA & PERFORMANCE IN COMPARISION TO BSE SENSEX: [AS OBTAINED FROM BSE WEBSITE]
During the whole year 2015-2016, the Shares of the Company were not traded on Stock Exchange, hence the information is not available.
Last traded price on 09.10.2015 Rs. 12.22 - per share in Direct transaction.
10.7. REGISTRAR & TRANFER AGENTS UNDER PHYSICAL AND DEMAT MODE: ADROIT CORPORATE SERVICE PVT. LTD. 19/20, Jaferbhoy Industrial Estate, 1st oor, Makwana Road, Marol Naka, Mumbai - 400 059. email : [email protected]
MAPLLE INFRAPROJECTS LIMITED
39
10.8. SHARE TRANSFER SYSTEM: Share transfer requests are received at the registered ofce of the company as well as directly at RTA’s ofce. RTA does the verication and processing of documents. In order to comply with the requirements of SEBI’s circular Nos. SMD/POLICY/CIR-10/02 dated May 7, 2002 to effect transfer of shares within one month, the RTA has been authorised to process, approve and effect transfer of shares on behalf of the company at fortnightly intervals. The share certicates duly endorsed for transfer are returned to shareholders within stipulated time of 30 days.
The turnaround time for completion of transfer of shares in physical mode is generally 15 days, if the documents are clear in all respects.
10.9. COMPLIANCE OFFICER:
Mr. Atul Parekh.
st10.10. Share Holding Pattern as on 31 March 2016:
Category No. of Share held % of Share holding
A. Holding of Promoter and Promoter Group
1. Promoter Group i) Directors 1377920 26.20 ii) Directors & Relatives 296310 5.63 iii) Bodies Corporate 1217200 23.14
2. Foreign 0.00 0.00
Sub Total: A (1+2) 2891430 54.97 B. Public Shareholding Pattern
1. Institutions
i) Central Govt./State Govt. 120000 2.28 2. Non-Institutions i) Bodies Corporate 343800 6.54 ii) Individuals – upto Rs. 1 Lakh 1496670 28.45 iii) Individuals - excess of Rs. 1 Lakh 209000 3.97 iv) NRIs 199300 3.79 Sub Total: B (1+2) 2368770 45.03
Grand Total (A+B) 5260200 100.00
ANNUAL REPORT 2015 – 2016
40
ST10.11. DISTRIBUTION OF SHAREHOLDING AS ON 31 MARCH, 2016:
No. of Equity No. of No. of Shares % of Equity Shares held Shareholders held Capital Upto 100 52 4840 0.09
101-500 627 288150 5.48
501-1000 810 701600 13.34
1001-2000 134 215000 4.09
2001-3000 34 89410 1.70
3001-4000 11 40100 0.76
4001-5000 25 118900 2.26
5001-10000 23 193800 3.68
10001 - 20000 23 374900 7.13
20001 – 50000 10 310100 5.90
50001 & Above 15 2923400 55.58
Total 1764 5260200 100
10.12. DEMATERIALISATION OF SHARES:th Trading in equity shares of the Company is permitted only in dematerialized form with effect from 29 th January, 2001 as per notication issued by Security Exchange Board of India (SEBI). As on 30
May, 2016 out of total Equity Capital 83700 i.e. 1.59% Shares are held in dematerialized form with CDSL. As per the request of many share holders the company is in the process of obtaining registration of NSDL.
Transfer cum Demat facility is available to all shareholders of the Company who request for such facility.
10.13 OUTSTANDING GDRs/ ADRs/ WARRANTS OR ANY CONVERTIBLE INSTRUMENTS: The Company has not issued any GDRs / ADRs / Warrants or any other convertible instruments.
10.14. ADDRESS FOR CORRESPONDENCE: Maplle Infraprojects Limited G-1, Parekh Plaza, Vallabhbhai Road, Vile Parle (West), Mumbai-400 056 Email : [email protected] Telephone Nos: +91 22 26124411 / 10 Fax No : +91 22 26106595
10.15. COMPLIANCE: A certicate has been obtained from the Statutory Auditors of the company regarding compliance of conditions of Corporate Governance and is attached to this report.
MAPLLE INFRAPROJECTS LIMITED
41
11. CODE OF CONDUCT FOR BOARD MEMBERS AND SENIOR MENAGEMENT:
The board of directors has laid down the Code of Conduct for all the board members and members of senior management of the company. Certicate from the Managing Director afrming compliance of the said code by all the board members and members of senior management of the company to whom the code is applicable is annexed separately to this report.
12. NON-MANDATORY REQUIREMENTS (i) CHAIRMAN OF THE BOARD: The company has an Executive Chairman and hence the requirement pertaining to reimbursement of expenses to a non-executive chairman does not arise. (ii) REMUNERATION COMMITTEE: Please refer item no. 9.2 of Directors Report. (iii) SHAREHOLDERS RIGHTS: The company furnishes the quarterly and half yearly results on receipt of a request from the shareholders. (iv) POSTAL BALLOT: The provision relating to Postal Ballot will be complied with in respect of matters, wherever applicable.
Registered Ofce: For and on behalf of the BoardG-1, Parekh Plaza, Vallabhbhai Road, MAPLLE INFRAPROJECTS LIMITEDVile Parle (West)Mumbai - 400 056. SD/- Atul Parekh
thDate : 30 May, 2016. Managing Director (DIN: 01280456)
ANNUAL REPORT 2015 – 2016
42
INDEPENDENT AUDITOR’S REPORT
To The Members of Maplle Infraprojects Limited
Report on the Financial Statements
We have audited the accompanying nancial statements of Maplle Infraprojects Limited, which comprise the Balance Sheet as at March 31, 2016, the Statement of Prot and Loss and Cash Flow Statement for the year then ended, and a summary of signicant accounting policies and other explanatory information.
Management’s Responsibility for the Financial Statements
The management and Board of Directors of the Company are responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (‘the act’) with respect to the preparation of these nancial statements that give a true and fair view of the nancial position, nancial performance and cash ows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specied under Section 133 of the Act, read with rule 7 of Companies (Accounts) Rules, 2014. This responsibility includes 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 frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; design, implementation and maintenance of adequate internal nancial controls, that are operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the nancial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on these nancial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder. We conducted our audit in accordance with the Standards on Auditing specied under Section 143(10) of the Act.
Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the nancial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the nancial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the nancial statements, whether due to fraud o error. In making those risk assessments, the auditor considers internal nancial control relevant to the Company’s preparation of the nancial statements, that give a true and fair view, in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal nancial controls system over nancial reporting and the operating effectiveness of such controls An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Company’s management and Board of Directors, as well as evaluating the overall presentation of the nancial statements.
We believe that the audit evidence we have obtained is sufcient and appropriate to provide a basis for our audit opinion.
MAPLLE INFRAPROJECTS LIMITED
43
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid nancial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:
sta.� In the case of Balance Sheet, of the state of affairs of the Company as at 31 March 2016.
b.� In the case of Statement of Prot and Loss Prots of the company, for the year ended on that date; and
c.� In the case of Cash Flow statement, of the cash ows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
As required by the Companies (Auditor’s Report) Order, 2015 (“the Order”) issued by the Central Government of India in terms of sub-section (11) of section143 of the Act, we give in the Annexure a statement on the matters Specied in paragraphs 3 and 4 of the Order.
As required by section 143(3) of the Act, we further report that:
a.� we have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;b.� in our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books;c.� the Balance Sheet, Statement of Prot and Loss, and Cash Flow Statement dealt with by this Report are in agreement with the books of account;d.� in our opinion, the aforesaid nancial statements comply with the applicable Accounting Standards specied under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules 2014e.� on the basis of written representations received from the directors as on March 31, 2016, and taken on record by the Board of Directors, none of the directors is disqualied as on March 31, 2016, from being appointed as a director in terms of Section 164(2) of the Actf.� In our opinion and to the best of our information and according to the explanations given to us, we report as under with respect to other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014: i.� The Company does not have any pending litigations which would impact its nancial position; ii.� The Company did not have any long-term contracts including derivative contracts; as such the question of commenting on any material foreseeable losses thereon does not arise; iii.� There has not been an occasion in case of the Company during the year under report to transfer any sums to the Investor Education and Protection Fund. The question of delay in transferring such sums does not arise.
For MAK & ASSOCIATESChartered AccountantsFirm Registration No 3060C
SD/-L.K. KHATRIPartner (M.NO.073345) Place: Mumbai
thDated: 30 May 2016
ANNUAL REPORT 2015 – 2016
44
Annexure referred to in Our Report of even date to the members of Maplle Infraprojects Limited on the accounts of the company for the year ended
31st March, 2016
On the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of our audit, we report that:
(i)� (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of xed assets;
(b) As explained to us, xed assets have been physically veried by the management at regular intervals; as informed to us no material discrepancies were noticed on such verication;
(ii)� (a) The Company does not have any stocks/inventories except work in progress at site, which also includes small stocks of building materials.
(b) As informed by the management, the stocks are veried by the management during regular intervals. In our opinion and according to the information and explanations given to us, the procedures of physical verication of other inventories followed by the management are reasonable and adequate in relation to the size of the company and nature of its business.
(c) The Company has maintained proper records of inventories. As explained to us, however no devaluation in the value could be accounted for deterioration in quality and value of stocks in during the year by the management. However there was no material discrepancies noticed on physical verication of inventory as compared to book records. (iii)� The company has neither taken, nor granted any loans, in the nature of loan, either secured or unsecured to/from companies, rms or other parties covered in the register maintained under section 189 of the Act.
However there were nancial transactions with such parties, which have been squared up at the end of the year, and in our opinion and according to explanations given to us, the amount transacted is in regular course of business and is without any interest, and other terms and conditions are not prima facie prejudicial to the interest of the company.
(iv)� In our opinion and according to the information and explanations given to us, there is adequate internal control system commensurate with the size of the Company and the nature of its business, for the purchase of xed assets and for the sale of services. Further, on the basis of our examination of the books and records of the Company and according to the information and explanations given to us, no major weakness has not been noticed or reported.
(v) The Company has not accepted any deposits from the public covered under Section 73 to 76 of the Companies Act, 2013.
(vi) As informed to us, the Central Government has not prescribed maintenance of cost records under sub- section (1) of Section 148 of the Act.
(vii)� (a) According to the information and explanations given to us and based on the records of the company examined by us, the company has not been regular i n depos i t i ng the und ispu ted s ta tu to ry dues , inc lud ing Prov iden t Fund , , Employees’ State Insurance, Income-tax, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty and other material statutory dues, as applicable, with the appropriate authorities in India. ; According to information and explanat ions given to us, the fol lowing undisputed amounts payable in
MAPLLE INFRAPROJECTS LIMITED
45
respect of the aforesaid dues were outstanding as at 31st March, 2016 for a period of more than six months from the date of becoming payable:
VAT 4% Rs. 119472.26 (2008-09) Professional Tax Rs. 120675.00 (2008-09 to Nov. 2015) TDS Rs. 378112.00 (Nov. 2015 onwards)
(b) According to the information and explanations given to us and based on the records of the company examined by us, there are no dues of Income Tax, Wealth Tax, Service Tax, Sales Tax, Customs Duty and Excise Duty which have not been deposited on account of any disputes.
(c) There has not been an occasion in case of the Company during the year under report to transfer any sums to the Investor Education and Protection Fund. The question of reporting delay in transferring such sums does not arise.
(viii)� The Company has not incurred any cash losses during the year, or in the immediate preceding nancial year. The accumulated losses of the company at the end of nancial year are Rs. 26115507/-, which are more than 50% of the Net worth of the company.
(ix)� The company has availed working capital nance for its ongoing real estate projects during the year and there is no default in repayment of interest or principal dues. Besides, the company has also availed temporary overdraft facilities against xed deposits. Further the company has not issued any debentures.
(x)� In our opinion, and according to the information and explanations given to us, the Company has not given any guarantee for loan taken by others from any bank or nancial institution during the year.
(xi)� In our opinion, and according to the information and explanations given to us, the company has raised term loans from Banks and NBFC’s for purchase of vehicles, during the year.
(xii)� During the course of our examination of the books and records of the company, carried in accordance with the auditing standards generally accepted in India, we have neither come across any instance of fraud on or by the Company noticed or reported during the course of our audit nor have we been informed of any such instance by the Management
For MAK & ASSOCIATES Chartered Accountants Firm Registration No 3060C
SD/-L.K. KHATRIPartner (M.No. 073345) Place: MUMBAI
thDated: 30 May, 2016
ANNUAL REPORT 2015 – 2016
46
I. EQUITY AND LIABILITIES� � �� � �(1) Shareholder’s Funds� � � (a) Share Capital� 2� 52,602,000 52,602,000 .00 (b) Reserves and Surplus 3 (26,115,507) (27,516,021)� (c) Money received against share warrants� � -� -(2) Share application money pending allotment� � -� -(3) Non-Current Liabilities� � � (a) Long-term borrowings� 4� 43,778,217 12,453,067 � (b) Deferred tax liabilities (Net)� � -� - (c) Other Long term liabilities� � -� - (d) Long term provisions� � -� -(4) Current Liabilities� 5� � (a) Short-term borrowings� � -� 57,389,402 32,896,623 (b) Trade payables� � � 55,425,940 38,963,665 � (c) Other current liabilities� � � 1,666,085 1,192,839 � (d) Short-term provisions� � � 298,185 95,329 �
Total� � 185,044,323 110,687,502 � II. Assets� � �(1) Non-current assets� 6� � (a) Fixed assets� � � (i) Tangible assets� � � 13,785,571 29,23,933� (ii) Intangible assets� � � - 11,95,590� (iii) Capital work-in-progress� � -� - - (iv) Intangible assets under development� � -� - - (b) Non-current investments� � -� - - (c) Deferred tax assets (net)� � -� - - (d) Long term loans and advances� 7� 1,123,000 11,25,731� (e) Other non-current assets� � -� - -(2) Current assets� 8� � (a) Current investments� � -� - (b) Inventories� � � 69,422,988 8,42,90,644� (c) Trade receivables� � � 84,500,000 35,48,650� (d) Cash and cash equivalents� � � 342,835 6,80,856� (e) Short-term loans and advances� � � 15,869,929 1,69,22,098� (f) Other current assets� � -� - Total� � 185,044,323 110,687,502 �
SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO THE ACCOUNTS� 1� �
MAPLLE INFRAPROJECTS LIMITED(Formerly known as Maple Infraprojects Ltd.)
Balance Sheet as at 31st March, 2016
Particulars Note No. AMOUNT as at31st March 2016
AMOUNT as at31st March 2015
As per Our Report of Even DateFor MAK & AssociatesChartered Accountants
(Registration No. 3060-C)
Sd/-L K Khatri
PartnerM.NO. 073345
Mumbai, Dated: 30th May 2016
For and On Behalf of Board
Sd/- Sd/-���
Atul L. Parekh Aditya A. ParekhDirector Director
Mumbai, Dated: 30th May 2016
MAPLLE INFRAPROJECTS LIMITED
47
MAPLLE INFRAPROJECTS LIMITED(Formerly known as Maple Infraprojects Ltd.)
Prot and Loss statement for the year ended 31st March, 2016
I. Revenue from operations� 9� 84,500,000 18,873,750�II. Other Income� 10� 134,590 17,029�
III. Total Revenue (I +II)� � 84,634,590 1,88,90,779�
IV. Expenses:� � � Cost of materials consumed� 11� 58,662,988 3,94,34,473� Changes in inventories of nished goods, work-in-progress and Stock-in-Trade� 12� 14,867,656 (2,83,74,880)� Employee benet expense� 13� 2,976,911 17,56,362 Financial costs� 14� 972,601 6,40,885 Depreciation and amortization expense� 15� 1,111,994 7,56,895 Other expenses� 16� 3,967,122 43,08,529
Total Expenses� � 82,559,271 1,85,22,264
V. Prot before exceptional and extraordinary items and tax (III - IV)� � 2,075,319 3,68,515 VI. Exceptional Items� � -� 376,620 VII. Prot before extraordinary items and tax (V - VI)� � 1,698,699 3,68,515 VIII. Extraordinary Items� � -� -IX. Prot before tax (VII - VIII)� � 1,698,699 3,68,515 X. Tax expense:� � � (1) Current tax� � � 298,185 95,329 (2) Deferred tax� � 1,34,523 XI. Prot(Loss) from the period from continuing operations (IX - X)� � 1,400,514 1,38,663 XII. Prot/(Loss) from discontinuing operations� � � -� -XIII. Tax expense of discounting operations� � -� -XIV. Prot/(Loss) from Discontinuing operations (XII - XIII)� � � -� -XV. Prot/(Loss) for the period (XI + XIV)� � � 1,400,514 1,38,663 XVI. Earning per equity share:� � � (1) Basic� � � 0.27 0.03 (2) Diluted� � -�
SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO THE ACCOUNTS� 1� �
Particulars Note No. AMOUNT as at31st March 2016
AMOUNT as at31st March 2015
As per Our Report of Even DateFor MAK & AssociatesChartered Accountants
(Registration No. 3060-C)
Sd/-L K Khatri
PartnerM.NO. 073345
Mumbai, Dated: 30th May 2016
For and On Behalf of Board
Sd/- Sd/-���
Atul L. Parekh Aditya A. ParekhDirector Director
Mumbai, Dated: 30th May 2016
ANNUAL REPORT 2015 – 2016
48
Auditor’s Certicate We have examined the attached Cash Flow Statement of Maplle Infraprojects Limited (Formerly known as Maple Infraprojects Limited) for the year ended on 31st March, 2016. The statement has been prepared by the Company in accordance with the listing requirements of the listing agreement with the stock exchange and is based on and derived from audited accounts of the company for the year ended on 31st March 2016.
For MAK & AssociatesChartered Accountants(Registration No. 3060-C)
Sd/-L K KhatriPartnerM.NO. 073345Mumbai, Dated: 30th May 2016
CASH FLOW STATEMENT FOR THE YEAR ENDED ON 31ST MARCH, 2016
Sd/- Sd/-���
Atul L. Parekh Aditya A. ParekhDirector Director
Mumbai, Dated: 30th May 2016
PARTICULARS� 31.03.2016 31.03.2015
A. CASH FLOW FROM OPERATING ACTIVITIES Net prot before tax and extraordinary items 1,698,699 368,515 Adjustments for : Depreciation 1,111,994 756,895 Interest Paid 972,601 640,885 Income Tax (298,185) (95,329) Amortization of Deferred Expenditure 1,195,590 -
Operating Prots before working capital changes 4,680,699 1,670,966 Adjustments for : Decrease / (increase) in Stocks and work in progress 14,867,656 (28,374,880) Decrease/ (Increase) in Trade & Other Receivables (incl.Advances) (79,899,181) 5,407,951 Decrease/ (Increase) in Security Deposits Given (Nett) 2,731 - Decrease/ (Increase) in Short Term Avances Given (Nett) Increase/ (Decrease) Other Liabilities 17,138,377 (8,294,623) Cash Generated from operation (43,209,719) (29,590,586) Provisions written back 1,075,280 - Cash ow from extra ordinary items - -
Net Cash from Operating Activities (A) (44,284,999) (29,590,586)
B. CASH FLOW FROM INVESTING ACTIVITIES Sale/Purchases of Fixed Assets (10,898,352) (197,789) Trade Investments/ Other Investments - - Movement of Loans 31,325,150 31,462,382 Interest/ other income - - Net Cash used in Investing activities (B) 20,426,799 31,264,593
C. CASH FLOW FROM FINANCING ACTIVITIES Repayment of Long Term Borrowings - (492,408) Proceeds from short term borrowings 24,492,780 - Interest paid (972,601) (640,885) Net cash used in nancing activities ( C ) 23,520,179 (1,133,293)
D. Net Increase in Cash or Cash equivelents (338,021) 540,714 Cash & cash Equivelent at 31st March 2015 opening balance 680,856 140,142 Cash & cash Equivelent at 31st March 2016 closing balance 342,835 680,856
MAPLLE INFRAPROJECTS LIMITED
49
SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO THE ACCOUNTS STOF THE YEAR ENDED ON 31 MARCH, 2016
Note No.1SIGNIFICANT ACCOUNTING POLICIES:
1.1� The nancial statements have been prepared under historical cost convention in accordance with the generally accepted accounting principles and the provisions of the Companies Act, 2013 as adopted consistently by the company.
1.2� FIXED ASSETS AND DEPRECIATION: a.� Fixed Assets are stated at Cost. b.� Depreciation on Fixed Assets is provided on the Straight Line Method based on their useful life as specied from time to time in Schedule II to the Companies Act, 2013. c.� Depreciation on additions to assets or on sale of assets is calculated pro-rata from the date of such addition or up to the date of such sale, as the case may be.
1.3� INVESTMENTS Investments are stated at the cost of acquisition.
1.4� VALUATION OF INVENTORIES� Inventories are valued at cost, other than nished goods, which are valued at lower of cost or market value.
1.5� INCOME AND EXPENDITURE� Revenue/Income and cost/expenditures are generally accounted on accrual basis as they are earned or incurred, except those with signicant uncertainties.� �1.6 REVENUE RECOGNITION The Company follows percentage completion method for accounting of construction contracts/projects. The revenue under a construction project is recognized with reference to the stage of completion of the contract activity at the end of each accounting period. The stage of completion is determined as a proportion of cost incurred-to-date to the total estimated contract cost. Provision is made for foreseeable losses when current estimates of total contract costs and revenues indicate a loss.
Sale of Goods is recognized on transfer of property in goods as per agreed terms. Sales represent the invoice value of goods sold.� �1.7� RETIREMENT BENEFITS a.� The company does not have employees who have completed more than ve years of service and is hence of the opinion that the provisions of the Payment of Gratuity Act, 1972 are not applicable.
b.� The monetary value of Leave encashment benet is provided on the assumption that such benet is payable at end of the year.�1.8� DEFERRED REVENUE EXPENSES: a.� Deferred revenue expenses are written off over a period of three years, beginning from the nancial year in which incurred. b.� Preliminary expenses and Public Issue expenses are to be written off over a period of Ten years.
ANNUAL REPORT 2015 – 2016
50
Amount as Amount as at 31-Mar-2016 at 31-Mar-2015 Note No. 2SHARE CAPITALAuthorised:55,00,000 Eqity Shares Of Rs.10/- each 55,000,000 55,000,000[Previous year 55,00,000 Equity Shares of Rs. 10/- each]Issued, Subscribed and Paidup52,60,200 Equity Shares Of Rs.10/-each 52,602,000 52,602,000 [Previous year 52,60,200 Equity Shares of Rs. 10/- each]Total 52,602,000 52,602,000
Note No. 3RESERVES AND SURPLUSProt and Loss AccountBalance Brought forward for the year (27,516,021) (27,654,684)Add: Prot for the Year 1,400,514 138,663
Balance for the year carried to Balance Sheet (26,115,507) (27,516,021)
Note No. 4NON CURRENT LIABILITIESLONG TERM BORROWINGSa. SecuredTerm Loan from Union Bank of IndiaSecured against Mortgage of project land at CTS 252, 252/1 to 35 of Village Bandivali, 31,016,223 10,818,433 Jogeshwari (East) Mumbai, WIP of project and receivables of saleable area of the Project. Also Unit No. G-1 /A Mourya Landmark-3, Mourya Classic of Navkar Premises Co-op Society Ltd. New Link Road, Andheri, Mumbai and also Guranteed by the Directors Mr. Atul L parekh and Mr. Aditya Parekh and M/s Basera Security services Pvt. Ltd. The Loan is repayable in 12 Monthly instalments from Dec. 2015.Car Loan from AUDI FinanceSecured against Hypotheca�on of Car and Payble in monthly Instalements and Guaranteed by one of the Director 4,324,800 1,634,634 Car Loan from Union Bank of IndiaSecured against Hypotheca�on of Car and Payble in monthly 7,437,194 - Instalements and Guaranteed by one of the DirectorOver Dra� from Union bank of IndiaAgainst Fixed Deposits 1,000,000 b. Unsecured - - Total 43,778,217 12,453,067 Note No. 5CURRENT LIABILITIESShort-term borrowings From UNION BANK OF INDIA Overdraft Secured against Fixed Deposits from 1,816,604 1,252,673 Mrs. Ashmi Parekh wife of Director From Directors and rela�ves of Director 42,065,038 28,655,550 [See Note No. 27 for Details]From Others 13,507,760 2,988,399 57,389,402 32,896,623 Trade payables - Sundry Creditors 7,106,563 5,978,040 - Advances from Customers 48,319,377 32,985,625 Sub-Total 55,425,940 38,963,665 Other current liabilities - Government Dues and Payables 1,666,085 1,192,839 Short-term provisions - - Provision for Income Tax 298,185 95,329
Grand Total 57,390,210 40,251,834 Note No. 6NON CURRENT ASSETSa. TANGIBLE FIXED ASSETS Gross block 5,041,283 4,843,494 Additions during the Year (Net) 10,898,352 197,789 Sub-Total 15,939,635 5,041,283 Less: Depreciation upto date (Net) 2,154,064 2,117,350 Net block 13,785,571 2,923,933 [See Note No. 6a for Detailed informa�on annexed seperately]
MAPLLE INFRAPROJECTS LIMITED
51
�DEPRECIATION OF FIXED ASSETS
PARTICULARS COMPUTER COMPUTER (Server & network) OFFICE EQUIPMENT VEHICLES FURNITURE & FITTINGS AIR CONDITIONERS TOTAL PREVIOUS YEAR
COST AS AT
01.04.15
201,833
92,776
54,915
4,372,354
223,800
95,605
5,041,283
4,843,494
Additions During the Yr
87,298
34,350
-
14,228,604
-
-
14,350,252
-
Deletions During the yr
-
-
-
3,451,900
-
-
3,451,900
-
BAL. AS AT
31.03.16
289,131
127,126
54,915
15,149,058
223,800
95,605
15,939,635
4,843,494
GROSS BLOCK
UPTO 31.03.15
111,605
14,156
52,169
1,676,848
223,800
38,772
2,117,350
917,014
FOR THE PERIOD
24,861
15,969
-
1,063,119
-
8,045
1,111,994
443,440
DEPRECIATION
Deduc- tions
-
-
-
1,075,280
-
-
1,075,280
-
NET BLOCK
AS ON 31.03.16
136,466
30,125
52,169
1,664,687
223,800
46,817
2,154,064
1,360,454
AS ON 31.03.16
152,665
97,001
2,746
13,484,371
-
48,788
13,785,571
3,483,040
AS ON 31.03.15
90,228
78,620
2,746
2,695,506
-
56,833
2,923,933
3,926,480
NOTE: 6.1��������
ANNUAL REPORT 2015 – 2016
52
b. INTANGIBLE ASSETS Market Development Expenditures Balance Brought forward from previous year 1,195,590 1,195,590 Expenditure capitalized during the year - - Sub-Total 1,195,590 1,195,590 Less: Expenses amortized and charged to Prot and Loss 1,195,590 - Statement during the year
Total - 1,195,590
Note No. 7LONG TERM LOANS AND ADVANCESUnscured, considered GoodSecurity deposits - Security deposits 123,000 125,731 - Rent deposit 1,000,000 1,000,000 [With one of the relative of the Directors]
Total 1,123,000 1,125,731
Note No. 8CURRENT ASSETSa. INVENTORIES(As Valued and cer�fied by management)(i) Stocks of Goods traded - - (ii) Work in Progress Construction Projects Under Development - - (a) Project Borivali (Samhita) Opening Balance 15,172,350 15,172,350 Cost Incurred during the year 102,731 - Less: Final cost of construction charged to Prot & Loss Account for the year as project is completed 15,275,081 - Balance Cost of Work in Progress at Borivali Site - 15,172,350
(b) Project Jogeshwari (Maple Plaza) Opening Balance 40,875,557 16,787,911 Cost Incurred during the year 57,490,340 34,984,626 Balance Cost of Work in Progress at Jogeshwari Site 98,365,897 51,772,537 Less: Proportionate cost of construction charged to Prot & Loss Account for the year against revenue receipts 58,255,563 10,896,980 Balance Cost of Work in Progress at Jogeshwari (Maple Plaza) Site 40,110,334 40,875,557
(c) Project Juhu (Maple IV) Opening Balance 28,242,737 23,955,503 Cost Incurred during the uear 1,069,917 4,287,234 Balance Cost of Work in Progress at Maple IV Site 29,312,654 28,242,737 Sub-Total Work in progress 69,422,988 84,290,644
Total 69,422,988 84,290,644
b. TRADE RECEIVABLES [Unscured Considered Good) - Outstanding for a period more then six months from the - 134,840 date due for payment - Others 84,500,000 3,413,810 Total 84,500,000 3,548,650
Amount as at 31-Mar-2016
Amount as at 31-Mar-2015
MAPLLE INFRAPROJECTS LIMITED
53
c. CASH & CASH EQUIVELENTS BANK BALANCES 857 380 On current Account with Scheduled Commercial BanksCash On Hand 39,978 278,476 Fixed Depsoit 302,000 402,000 With Scheduled Commercial banksTotal 342,835 680,856
d. SHORT TERM LOANS & ADVANCES Advances receivable in cash or kind Unsecured Considered good (i) Loans & Advances to related parties - - [See Note No.27 For details] (ii) Other Trade Advances 14,695,105 15,733,049 (iii) Other recoverables 1,174,824 1,189,049 Total 15,869,929 16,922,098
GRAND TOTAL OF CURRENT ASSETS 170,135,753 105,442,248
Note No. 9REVENUE FROM OPERATIONS - Sales of Transferable Development Rights - - - Income From Construction project completed/construction 84,500,000 17,500,000 - Income From small Construction work - 483,750 - Brokerage on TDR/property deals - 890,000 Total 84,500,000 18,873,750
Note No. 10OTHER INCOMEMisc. Income 100,000 - Sundry Bal. W.off 8,790 17,029 Dismentling receipts - - Interest on Fixed Deposits 25,800 -
Total 134,590 17,029 Note No. 11COST OF MATERIALS CONSUMEDCost on Construction/ Materials consumed - 162,613 A. PROJECT SAMHITA-BORIVALI Purchases for construction Materials Boriwali project - - Sub-total - - Development expenditures Misc. site exp. - - Legal Expenses 102,731 - Total 102,731 - Add: Dismentling Receipts reverted - - Total 102,731 - PROJECT JOGESHWARI (MAPLE PLAZA) Land 3,857,580 200,000 Purchase of Construction Materials 21,565,828 3,876,961 Legal exp Deptt. fee etc 1,735,690 5,387,122 Construction Expenses 16,005,656 11,489,483 Brokerage - 75,000 Compensation 299,000 3,157,000 Misc. expenses 516,134 415,059 Professional fee (Architect & others) 1,492,610 1,638,406 Electricity Expenses 479,383 57,020 Rent 4,648,500 5,666,500 Security Charges 329,771 269,919 Sales Promotion 89,091 386,914 Water Charges 39,000 - Interest and Finance charges on the Project 6,814,457 2,365,242 Sub-Total 57,872,700 34,984,626 Less: Dismentling receipts 382,360 - Less: Expenses reverted back - --Total 57,490,340 34,984,626
Amount as at 31-Mar-2016
Amount as at 31-Mar-2015
ANNUAL REPORT 2015 – 2016
54
PROJECT JUHU (MAPLE IV) Land - 585,000 Purchase of Construction Materials - - Legal Expenses Deptt. Fee etc 102,750 1,125,000 Professional fee 22,472 2,441,854 Architect Fee 955,620 135,200 Misc. expenses - 180 Electricity Expenses - - Sub-Total 1,080,842 4,287,234 Less: Expenses written back 10,925 - Total 1,069,917 4,287,234 Total Cost on Projects under development (a) 58,662,988 39,434,473
Total 58,662,988 39,434,473
Note No. 12CHANGES IN STOCKS IN TRADE, WORK-IN-PROGRESS &INVENTORIESOpening Balance of work in Progress 84,290,644 55,915,764 Clsoing balance of work in progress 69,422,988 84,290,644
Total 14,867,656 (28,374,880)
Note No. 13EMPLOYEES BENEFITS EXPENSEDirector's Remuneration 1,800,000 900,000 Salary and Wages 1,167,284 848,593 Staff Welfare expenses 9,627 7,769
Total 2,976,911 1,756,362
Note No. 14FINANCIAL COSTSBank Charges 76,462 77,574 Interest and Finance Charges 896,139 563,311
Total 972,601 640,885 Note No. 15DEPRECIATION & AMORTIZATION OF EXPENSESDepreciation for the year 1,111,994 756,895 [See Details as per Detailed Note on 6a Tangible Fixed assets]Total 1,111,994 756,895
Note No. 16OTHER EXPENSESTravelling & Conveyance Expenses 449,053 2,027,439 Stationery & Printing Exp. 94,218 74,887 Auditor's Remuneration 120,000 76,000 [See Details on Note No. 23]Rent ofce Premises 600,000 600,000 Courier and Postage expenses 24,516 46,102 Vehicle Running and Maintenance Expenses 627,512 580,970 Legal & Professional Exp 147,781 210,664 Repair & Maintainance Expenses 91,766 74,848 Telephone Expenses 198,498 196,123 Electricity Expenses 78,100 81,715 Market Development Expenditure amortized 1,195,590 - Miscelleneous Expenses 340,087 339,780
Total 3,967,122 4,308,529
Amount as at 31-Mar-2016
Amount as at 31-Mar-2015
MAPLLE INFRAPROJECTS LIMITED
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1.9� FOREIGN CURRENCY TRANSACTIONS� Sales, Purchases and other expenses in Foreign Currency are converted at the rate prevailing on the date of transactions.
� 2015-2016� 2014-201517.� Estimated amount of Contracts remaining to be Executed on Capital Account and not provided for (Net of Advances)� NIL� NIL
18.� Contingent Liabilities not provided for NIL� NIL
19.� Additional Information
a.� CIF Value of Imports Rs. Nil Rs. Nil b.� Expenditures in Foreign Currency on Traveling Rs. Nil� Rs. Nil c.� Earnings in Foreign Currency� � Rs. Nil Rs. Nil
20.� a. Sales of Traded Goods TDR (Sq. Mtrs) Nil Nil� Nil Nil b. Purchases of Traded Goods TDR (Sq. Mtrs) Nil Nil� Nil Nil � �21.� Managerial remuneration� Rs. 18,00,000.00� Rs. 9,00,000/-
22.� Balances in Debtor’s, Creditors and Deposits accounts are subject to conrmation. The adjustments, if any, in respect of such conrmation or any consequent scrutiny arising there from, will be made in the subsequent year.
23.� Remuneration to Auditors� � 2015-16 2014-2015
1� Audit Fee�� Rs. 90000.00 � Rs. 60000.00
2� Tax Audit fee� � Rs. 20000.00� � Rs. 10000.00
3� Other services� � Rs. 10000.00� � Rs. 6000.00�
24.� In the opinion of the Board of Directors, the current assets, loans and advances have a value on realization in ordinary course of Business. At least equal to the amount at which they are stated.
25.� Taxation In compliance with the Accounting Standard (AS) 22 “Accounting for Taxes on Income” the company has provided Income-Tax of Rs. 298185/-.
ANNUAL REPORT 2015 – 2016
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26.� Earnings Per share� � � � � 2015-16� 2014-15
Net Prot /Loss after Tax but before Prior Year Tax Adjustments if any – used as numerator in Calculating basic/diluted Earnings per Share 1400514 138663
Number of Equity Shares 5260200 5260200 (Face value Rs. 10/-)
Earnings Per Share (Basic and Diluted)� � 0.27 0.03
27.� Related Party Disclosures:
A. Relationship
Associate companies� Directors & relatives
MAPLE PUBLICATIONS PVT LTD� ATUL PAREKH�
PAREKH LAMINATES PVT LTD� ASHMI PAREKH
MAPLE COMMUNICATIONS PVT. LTD.� NIRALI PAREKH
MAPLLE INFRAPROJECTS LTD� ASHMI PAREKH & OTHERS
PAREKHSONS BUILDERS PVT. LTD.� ATUL L. PAREKH HUF
MAPLE REALTORS PVT LTD� ADITYA PAREKH
BASERA SECURITY SERVICES PVT LTD�
KESARIYA SECURITY SERVICES PVT LTD�
B. Related Party Transactions
� 2015-16� 2014-15
a.� Interest PaidPaid to Mrs. Ashmi Parekh Wife of One of the director� 1500000� 1500000
b.� Rent paidPaid to Mrs. Ashmi Parekh Wife of One of the director� 600000� 600000
c.� RemunerationPaid to Director Mr. Atul Parekh� 1800000� 900000
d.� SalaryPaid to Nirali Parekh Daughter of one of the director� 180000� 180000
e.� Short Term Loans/advances
MAPLLE INFRAPROJECTS LIMITED
57
2015-16� 2014-15
� Balance a Maximum Balance Maximum � � � � � � as at Balance as at Balance 31.3.2016 during the 31.3.2015 during the� � � year yearLoans Taken� � � �
Mr. Atul L Parekh� 4713980 5569298� 2215550� 3173728
Mrs. Ashmi A Parekh� 10000000� 10000000� 10000000� 10000000
M/s Ashmi Parekh & Others� 17768000� 17768000� 16446734� ---�
Mrs. Nirali Parekh� 194225� 194225� 0� 0
Basera Security Services Pvt. Ltd.� 0� 0� 0� 524880
Kesaria Security Services Pvt. Ltd.� 0� 0� 0� 121500
Maple Realtors Pvt. Ltd.� 498831� 9184713� 0� 0
Parekh Laminates Pvt. Ltd.� 0� 0� 0� 258400
Maple Communications Pvt. Ltd.� 8883002� 8883002� 0� 1743325
Parekhsons Builders Pvt. Ltd.� 0� 1715400� 0� 1085500
Loans Given (Unsecured Considered Good)� � � �
Short Term Advances� � � �
M/s Ashmi Parekh & Others� 0� 0� 0� 190000
Mrs. Ashmi Parekh� 1154778� 0� 0� 1343656
Mr. Aditya Parekh� 0� 155000� 0� 895684
Parekh Laminates Pvt. Ltd.� 0� 505800� 0� 0
Maple Publications Pvt. Ltd.� 0� 150800� 0� 1075000
Maple Realtors Pvt. Ltd.� 0� 0� 0� 5098600
Basera Security Services Pvt. Ltd.� 0� 40979� 0� 0
Kesaria Security Services Pvt. Ltd.� 0� 2220� 0� 0
Parekhsons Builders Pvt. Ltd.� 0� � 0� 190000
ANNUAL REPORT 2015 – 2016
58
28.� Segment Reporting The company had been engaged in real estate development activit ies as well t rading of Transferrable development Rights (TDRs). Consider ing real estate development and dealing in TDRs, related to real estates, company has only one single segment of real estates and therefore no separate segment reporting is furnished.
29.� As per Best estimates of the management, no provision is required to be made as p e r A c c o u n t i n g S t a n d a r d ( A S 2 9 ) “ P r o v i s i o n s , C o n t i n g e n t L i a b i l i t i e s a n d Contingent Assets” issued by the Institute of Chartered Accountants of India, in respect of any present obligation as a result of past event that could lead to a probable outow of resources, which would be required to settle the obligation.
30.� Previous year gures have been re-grouped/ re-arranged/ re-worked wherever necessary. Figures in brackets pertain to previous year.
As per our report of even date.� � For and on Behalf of the Board
For MAK & Associates�� � � SD/-� � �Chartered Accountants� � � � Atul L. Parekh[Registration No. 3060-C] Director
SD/- SD/-L.K. Khatri Aditya A. ParekhPartner�� � � � � DirectorM. No. 073345 Mumbai,� � � � � � Mumbai
th thDated: 30 May 2016� � � � Dated: 30 May 2016
MAPLLE INFRAPROJECTS LIMITED
59
ANNUAL REPORT 2015 – 2016
60
Members Folio No. : _______________________
I/We of _________________________________________ of __________________________________________
Being member/members of the above named company, hereby appoint ________________ of ________________
falling him ______________________________________ of _____________________________________ as my/our proxy to attend and vote for me/us on my/our behalf at the 28th Annual General Meeting held on Wednesday, 30th September, 2016, at 10.30 a.m. at the Regd. Office of the company, G-1, Parekh Plaza, Vallabhbhai Road, Vile Parle (W), Mumbai - 400 056 or any adjournment thereof.
MAPLLE INFRAPROJECTS LIMITED
Regd. Office : G-1, Parekh Plaza,Vallabhbhai Road,Vile Parle (West),Mumbai-400 056.
DP ID No. Client ID No.
PROXY FORM
MAPLLE INFRAPROJECTS LIMITED
Regd. Office : G-1, Parekh Plaza,Vallabhbhai Road,Vile Parle (West),Mumbai-400 056.
(To be handed over all the entrance of the meeting hall)
Name of Shareholder (in BLOCK LETTERS) _________________________________________________________
Member Folio Number : _________________________________________________________________________
Name of the Proxy (IN BLOCK LETTERS)to be filled if the Proxy attends instead of the Member
No. of Shares held __________________________
I hereby record my presence at the 28th ANNUAL GENERAL MEETING held on Wednesday, 30th September, 2016, at 10.30 a.m. at the Regd. Office of the company, G-1, Parekh Plaza, Vallabhbhai Road, Vile Parle (W), Mumbai – 400 056.
Signature of Shareholder / Proxy
DP ID No. Client ID No.
ATTENDANCE SLIP
Note : 1. The instruments of Proxy form shall be deposited at the Registered office of the Company not less than 48 hours before holding of the meeting. 2. The form should be signed across the stamp as per specimen signature registered with the Company. 3. A proxy need not be a member of the Company.
Signed the ___________________day of __________________2015
Date : ________________________
Rs. 1/-Revenue
Stamp
(Formerly known as Maple Infraprojects Limited.)
(Formerly known as Maple Infraprojects Limited.)
maplle
61
if undelivered please return to : Adroit Corporate Service Pvt. Ltd. (Unit : MAPLLE INFRAPROJECTS LTD.)19/20, Jaferbhoy Industrial Estate, 1st Floor, Makwana Road, Marol, Naka, Mumbai - 400 059.
Book - Post
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