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Menon Bearings Ltd AGM Information 2021

Jul 30, 2021

59339_rns_2021-07-30_57c9c2a5-8aa2-4c21-96d2-853446513538.pdf

AGM Information

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MENON BEARINGS LIMITED

30th July, 2021

To, Manager (CRD) BSE Limited Phiroze JeejeebhoyTowers, DalalStreet, Mumbai - 400001 Scrip Code: 523828

To,

Manager - Listing Department National Stock Exchange of India Ltd Exchange Plaza, BandraKurla Complex Bandra (East), Mumbai - 400051 Symbol- MENONBE

Dear Sir,

Sub.: Proceedings of 301bAnnual General Meeting held on Friday, 3011t July, 2021.

Pursuanttothe provisions of Regulation 30 read with Schedule Ill of the SEBI(Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith the proceedings of the 30th Annual General Meeting (AGM) of the members of the Company held on Friday, 30th July, 2021 at11.00 am conducted through Video Conferencing (VC) / Other Audio Visual Means (OAVM)and copy of the presentation made to the members of the Company during the AGM.

You are requested to kindly take the same on record.

Thanking you

Yours faithfully

ForMenon Bearings Limited

. Neha Harolikar Company Secretary &Compliance Officer MembershipNo.: A40901

End.: As stated above.

REGD. OFFICE & WORKS: MIDC, GOKUL SHIRGAON, KOLHAPUR - 416234. INDIA Phones: + 91 231 2672279/533/487 Fax: + 91 231 2672278

E-mail: [email protected] Visit us at: http : " www.menonbearings.in CIN: L29130PN1991PLC062352

MENON BEARINGS LIMITED

PROCEEDINGS OF THE 30THANNUAL GENERAL MEETING OF THE COMPANYHELD ON FRIDAY, 30TH IULY, 2021

In view of continuing COVID-19 pandemic situation, the 30thAlUlUai General Meeting (AGM) of the Company was held on Friday, 30th July, 2021 at 11.00 A.M. through Video Conferencing (VC) / Other Audio Visual Means (OAVM)in accordancewith General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020,20/2020 dated May OS, 2020 and 02/2021 dated January 13, 2021 issued by Ministry of Corporate.Affairs ('MCA Circulars'jand Circular No. SEBI/HO/CFD/CMD1jCIR/P/2020/79 dated May 12, 2020 and Circular No. SEBI/HO/CFD/CMD2/CIR/Pj2021/11 dated January 15, 2021 issued by the Securities and Exchange Board of India (,SEBI Circulars '),

TIle meeting commenced at 1L15AM and concluded at 12:35 P.M.

Mr. Nitin Menon, Executive Chairman of the Company, chaired the meeting.

Total 65 members attended AGM through Video Conferenc:ing (VC) / Other Audio Visual Means (OAVM) ..

As the requisite quorum was present, the Chairman called the meeting to order. Mr. ArunAradhye, Whole Time Director and Chief Financial Officer of the Company, introduced the Board Members, Key Managerial Personnel and Auditors present in the meeting through Video Conferencing (VC) / Other Audio Visual Means (OAVM). He informed the members that:

  • The Notice convening the 30thAGM and the Annual Report containing the Audited Financial Statements of the Company for the financial year ended 31st March, 2021 along with Directors' Report and Auditors' Report thereon along with relevant annexures have been circulated to the members of the Company through email within the statutory time period.
  • This meeting is being held through VC/ OA VM in accordance with the circulars issued by the MCA and the SEB!. Participation of members through video conference is reckoned f~)fthe purpose of ascertaining the quorum as per the circulars issued by MCA and Section 103 of the Companies Act, 2013

REGD. OF.FICE & WORKS: MIDC, GOKUL SHIRGAON, KOLHAPUR - 416234. INDIA Phones: + 91 231 2672279/533/487 Fax: + 91 231 2672278

E-mail: [email protected] Visit us at : http://www.menonbearings.in CIN: L29130PN1991PLC062352

.,

  • Since the Statutory Auditors' Report did not contain any qualifications, reservations or adverse remarks or disclaimer, it was not required to be read.
  • The attention of the members was drawn to the observations and comments made by the Secretarial Auditors in their Report andalso to the explanation provided in the Directors' Report on the same.

With the permission of the shareholders present, the notice of the AGM was taken asread,

Mr. R. D. Dixit, Managing Director of the Company made presentation and briefed the members about the progress and achievements of the Company during the last financial year and future plans of the Company.

Clarifications Were provided by Mr. Nitin Menon, Executive Chairman, Mr. R.D. Dixit, Managing Director arid M:r; Aruri Aradhye, Whole Tirne Director & Chief Financial Officer of the Company on the queries raised by the members.

Ms. Neha Harolikar - Company Secretary & Compliance Officer of the Company informed that:

As per the provisions of Section 108 of the Companies Act, 2013 read with Companies (Management and Administrative) Rules, 2014 and Regulation 44 of the SEEr (Listing Obligations and Disclosure Requirements) Regulations, 2015, and Secretarial Standard-2 on General Meetings (S5-2) issued by lCSl, the Company had provided remote e-voting facility to its members to vote on resolutions placed in this 30th Annual General Meeting. Further, Members who have not cast their vote electronically through remote e-voting facility and who are participating in this meeting will have an opportunity to cast their votes through the e-voting system provided by Link Intime India Pvt. Ltd. as made available during the meeting and will remain open till 15 minutes after the conclusion of the 30th AGM.

CS Manish Baldeva, Proprietor of Mis. M Baldeva Associates, Company Secretaries, Thane have been appointed as Scrutinizer to scrutinize the voting through electronic means (i.e. remote e-voting and e-voting at the meeting) in a fair and transparent manner.

REGD. OfFICE & WORKS: MIDC, GOKUL SHIRGAON, KOLHAPUR - 416234. INDIA Phones: + 91 231 2672 2791 533/487 Fax: + 91231 2672278

E-mail: [email protected] Visit us at; http://www.menonbearings.in CIN:L29130PN1991PLC062352

"

The following items of business, as set out inthe Notice convening 30thAGM dated 14thMay, 2021, were transacted at the meeting: .

Item Agendaitems Type of
No. Resolution
1. Adoptionof the Audited Financial Statements of the Company for Ordinary
31stMarch,the Financial Year ended2021 along with reportsof
Board of Directors and Auditors'thereon.
2. Taking note of payment of interim dividendpaid for the financialyear ended 31stMarch, 2021. Ordinary
3. in place of Mr.Appointmentof a directorArunAradhye(DIN: Ordinary
whoretiredby rotationandbeingeligible,offered03052587),
himself for re-appointmentas director.
SPECIAL BUSINESS •.
4;··· Approvalofremunerationpayableto Mj s. C. S.Adawadkar& OrdinaryI
Co., CostAuditors,Pune(FRN: 100401)for thefinancialyear I
,2021-22. I
5. of Mr.AppointmentM.L. ShindeasanIndependentNon- Special
Executive Director of the Company.
6. Approvalofpaymentof remunerationpayabletoNitinMr. Special
Menon,ExecutiveChairmanandWholeTimeDirectorof the
. Company.
7. Approvalfor remunerationpayable to Mr. R. D Dixit, Managing Special
Director of the Company.

Ms. Neha Harolikar further informed the members present that the consolidatedresults of remote e-voting and e-voting at the AGM will be declared within 2 working days of conclusion of the AGMand will be made available on the Company's website www.menonbearings.inandon the website of Link Intime India Pvt. Ltd. viz.https:!! instavote.linkintime.co.in and the same will be communicated to the Stock Exchanges viz., BSE Ltd. and National Stock Exchange of India Limited, where the shares of the Company are listed.

REGD. OF.FICE & WORKS: MIDC, GOKUL SHIRGAON, KOLHAPUR - 416 234. INDIA Phones: + 91 231 2672279/533/487 Fax: + 91 231 2672278

E-mail: [email protected] Visit us at; http://www.menonbearings.in CIN : L29130PN1991 PLC062352

MENON BEARINGS LIMITED

MENON BEARINGS

The meeting ended with a vote of thanks to the Chair.

ForMenon Bearings Limited

~~

Neha Harolikar Company Secretary &CompIiance.Officer MembershipNo.: A40901

REGD. OF.FICE & WORKS: MIDC, GOKUL SHIRGAON, KOLHAPUR - 416 234. INDIA Phones: + 91 231 2672279/533/487 Fax: + 91 2312672278

E-mail: [email protected] Visit us at ; http://www.menonbearings.in CIN : L29130PN1 991 PLC062352

We live in challenging times, and we hope & pray that you and your family are safe and in good health. We all need to continue to take care.

REVIEW OF INDUSTRY-2020-21

Positive Long Term Growth Story for Auto Component Industry

Fastest growing industry in India

Emerging as Global hub for Sourcing

Shift from other countries to India

REVIEW OF INDUSTRY-2020-21

Most Challenging Year for Automobiles & Components FY 2020-21 :

Declining sales figures vis-à-vis the previous few years owing to weak domestic demand due to Covid-19 in parts of the Country & abroad.

IMPACT OF COVID-19 PANDEMIC

Significant Long Term Impact on lives and livelihoods

Reduction

in GDP Unemployment Supply Chain Disruptions

Covid pandemic continue, However, slowly but surely, we are trying to come back to what would be the new normal.

Positive Performance despite Challenges

Operations restored to normal levels from May 2020

Export & Tractor Segment are doing very well

Good performance across parameters despite challenges

Uncertain Times

Certain Growth.

Total Income 150.90 cr 140.35 cr 8%
Profit Before Tax 24.87 cr 19.61 cr 27%
Profit after Tax 18.80 cr 14.40 cr 30%
EBITDA 35.93 cr 31.05 cr 16%
Earnings Per Share Rs. 3.35 Rs. 2.57 30%

2020-21 2019-20

KEY FINANCIAL RATIOS

2020-21 2019-20 % Change

Our risk mitigation
efforts resulted in
your Company
performing
well on all
parameters
Inventory Turnover 9.21 8.51 8%
Interest Coverage Ratio 10.06 6.80 48%
Current Ratio 1.84 1.79 3%
Debt Equity Ratio 0.30 0.44 -32%
Operating Profit Margin % 18.85% 17.22% 9%
Net Profit Margin % 12.46% 10.26% 21%
Return on net worth 19.04% 16.32% 17%

Production

up

19%

Sustaining Growth into the Next Normal

DETAILS OF PRODUCTION ACHIEVED

Total Quantity Production
Up to 31st March, 2021 28.7 Million Pieces
Up to 31st March, 2020 24.1 Million Pieces

up from Rs. 140 Crs. to Rs. 151 Crs. Total Income

Despite loosing more than a month in complete lockdown & washout of Q1, and pandemic situation throughout the year 2020-21

EBITDA

( helped by Significant cost control measures and increasing exports )

exponential growth in exports on account of 4 new customers

Raw Material Costs Increase impact on profitability minimized by

Maintaining Quality Standard

Proactive Cost Control

Increasing productivity and efficiency

Exports Tractors Aftermarket

Though the tremors of lockdown and pandemic were felt by Aluminum division to some extent, Bimetal parts (Bearings & Bushes) did fairly well.

EXISTING PLANT LOCATIONS

Menon Bearings Ltd. Main Plant MIDC, Gokul Shirgaon, Kolhapur. India

Menon Alkop (Division of Menon Bearings Ltd.) Kagal, MIDC, Kolhapur, India

Menon Bearings Ltd. Plant Two MIDC, Gokul Shirgaon, Kolhapur. India

Acquired New Land at MIDC, Gokul Shirgaon, Kolhapur to set up its new plant 8,990 sq. Mtr

Strategic focus for F.Y. 2021-22

Exploring new destinations for export of goods

Identification of new customers

Development of new products for After Market

To increase share of business with existing customers

New segments (like PTFE Bushes, Large Die Bearings etc.)

Total Wealth Creation

Particulars 2020-21

Interim Dividend 150%
Total Payout 840.60 Lakhs
% to Net Profit 45%

Total Dividend Payout Since Inception 1452 %

Resulting into Payout of 87.59 Crs.

( incl. taxes )

DIVIDEND HISTORY

Month wise Share Price Movement

Stakeholders Wealth

As On Shares Market Cap
31st March, 1994 46,70,000( of Rs.10/- each ) 7 Cr.
July, 2021 5,60,40,000( of Re. 1/- each ) 472 Cr.

Wealth Multiplied by 67 times

Listed on BSE & NSE

Capex Investment Plan

2020 - 21 15.6 cr ( Actual )

2021 - 22 12.0 cr

Capacity Increase - 72 Lacs Pieces per year Approx. sale Value - Rs. 25 Crs.

Performance Q1 2021-22 Total Income of Rs. 4703.90 Lakhs

Profit of Rs. 845.92 Lakhs before tax i.e 18%

& EBITDA of 24%.

GO GREEN

Shareholders in Dmat Mode

90 %

( 95% of total Share Capital of the Company)

We request remaining shareholders to demat their shares to help Company in its endeavour to Go Green

18,000 plus

Shareholders as on date

We request shareholder to update their

  • Recent bank account details
  • Email ID
  • PAN & Adhar details (in case of Physical Shareholding) in order to ensure smooth functioning.