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MFS Intercorp Limited — Annual Report 2025
Aug 29, 2025
63747_rns_2025-08-29_eb086e90-9a51-4324-a974-6fe3d8a58e69.pdf
Annual Report
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Date: 29/08/2025
To The Manager- CRD Bombay Stock Exchange Limited Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai-400001.
Scrip code - 513721
Dear Sir,
Sub.: Submission of Annual Report for the Financial Year 2024-2025
Dear Sir/Madam,
Pursuant to Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations), we hereby enclosed herewith Annual Report of the Company for the financial year 2024-25 along with Notice convening the Annual General Meeting of the Company.
This is for your information.
Thanking You.
Yours Faithfully,
For MFS Intercorp Limited
Kiran B Digitally signed by Vishwakarm Kiran B Vishwakarma Date: 2025.08.29 a 16:42:34 +05'30' Kiran Bharatsingh Vishwakarma Director DIN: 10526319
CIN: L27209DL1986PLC254555
E-mail: [email protected], www.muskanferro.com
Registered Office: Office No.5 1st Floor BLK B, PKT 3, Se 34, Rohini Landmark NA New Delhi 110042 Corporate Office: Office No. 109, First Floor, Arista, Bodakdev, Ahmedabad, Gujarat, 380054
MFS INTERCORP LIMITED
39[TH] ANNUAL REPORT
Board of Directors
Kiran Vishwakarma - Whole Time Director Meet Ratilal Khant - Non-Executive Independent Director Parth Mehta - Non-Executive Independent Director Mahima Ahuja - Non - Executive Non-Independent Woman Director Mr. Pritesh Ashvinbhai Patel - Non - Executive Non-Independent (w.e.f 01.06.2025) Mr. Satishkumar Suthar - Non - Executive Non-Independent (w.e.f 01.06.2025) Key Managerial Personnel Anita Chougule - Company Secretary (upto 14.02.2025) Dhipendra Rathod - Chief Financial Officer Ms. Sayali Nagnath Patil - Company Secretary & Compliance Officer (w.e.f 15.05.2025)
Statutory Auditors
M/s. H. G. Sarvaiya & Co. Chartered Accountants, Mumbai
Secretarial Auditor
M/s. S Bhattbhatt & Co., Practicing Company Secretary, Vadodara, Gujarat
Registered Office
Office No.5, 1st Floor BLK B, PKT 3, Se 34, Rohini Landmark, New Delhi-110042
Corporate office
109, 1[st] Floor, Arista, Bokaddev, Ahmedabad, 380054, Gujarat.
Share Transfer Agent
M/s. Satellite Corporate Services Private Limited B-302, Sony Apartment, Opp. St. Judge’s High School, Marg, lower off Andheri- Kurla Road, Jarimari, Sakinaka, Mumbai-400072. E Mail: [email protected] PH NO: +91-22-2852 0461/ 28520462
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INDEX
SR.
NO. CONTENTS PAGE NO.
1 Notice 3
2 Board Report 13
3 Secretarial Audit Report 21
4 Independent Auditors Report 24
5 Balance Sheet 32
6 Profit And Loss Account 33
7 Cash Flow Statement 34
8 Notes To Financial Statements 35
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NOTICE
NOTICE IS HEREBY GIVEN THAT THE ANNUAL GENERAL MEETING OF THE MEMBERS OF MFS INTERCORP LIMITED (“COMPANY”), WILL BE HELD ON FRIDAY, 26[TH] SEPTEMBER, 2025 AT 01.30 P.M. VIDEO CONFERENCING (“VC”) / OTHER AUDIO-VISUAL MEANS (“OAVM”) TO TRANSACT THE FOLLOWING BUSINESS:
Ordinary Business:
1. To receive, consider and adopt the Audited Financial Statements of the Company for the financial year ended 31[st] March, 2025, the Reports of the Board of Directors on the working and activities of the Company and the Auditor’s Report thereon.
Special Business:
2. Increase in the Authorized Share Capital and Consequent Alteration of Memorandum of Association
To consider and if thought fit, to pass with or without modification(s), the following Resolution as a Special Resolution:
“RESOLVED THAT in supersession of the resolution passed dated 28[th] October, 2024 through Postal Ballot for increasing the Authorised Share Capital of the Company, and pursuant to the provisions of Sections 13, 61 and 64 and other applicable provisions, if any, of the Companies Act, 2013, read with SS-2 Clause 11 Rescinding of Resolutions and the rules framed thereunder (including any statutory modification or re-enactment thereof for the time being in force), and in accordance with the provisions of the Articles of Association of the Company, consent of the members be and is hereby accorded to increase the Authorised Share Capital of the Company from m ₹5,00,00,000/- (Rupees Five Crores Only) divided into 50,00,000 (Fifty Lakhs) Equity Shares to ₹15,00,10,000/(Rupees Fifteen Crores Ten Thousand only) divided into 1,50,01,000 (One Crore Fifty Lakh One Thousand) Equity Shares of ₹10/each, subject to the approval of the statutory authority.
“RESOLVED FURTHER THAT the Memorandum of Association of the Company be and is hereby altered by substituting the existing Clause V thereof by the following new Clause V as under:
V. The Authorised Share Capital of the Company is ₹ 15,00,10,000/- (Rupees Fifteen Crores only) divided into 1,50,01,000 (One Crore Fifty Lakh One Thousand) Equity Shares of ₹10/- each.
“RESOLVED FURTHER THAT for the purpose of giving effect to the above resolutions, any of the Directors or Key Managerial Personnel of the Company be and are hereby severally authorised to do all such acts, deeds, matters and things and execute all such deeds, documents, instruments and writings as may be deemed necessary, expedient or desirable in this regard, including filing of forms and returns with the Registrar of Companies and payment of requisite fees.”
3. To Regularize the Appointment of Mr. Pritesh Ashvinbhai Patel (DIN: 11128769)
To consider and if thought fit, to pass the following resolution(s) as Special resolution:
“RESOLVED THAT in accordance with the provisions of Sections 149, 150, 152, 161(1) and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”), and the Rules made thereunder, read with Schedule IV of the Act and Regulation 16(1)(b), 17 and Regulation 25 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘the Listing Regulations”) (including and statutory modification(s) or re-enactment thereof for the time being in force) and pursuant to the recommendation of the Nomination and Remuneration Committee, Mr. Pritesh Ashvinbhai Patel (DIN: 11128769), who was appointed as an Additional Director, designated as Non-Executive Non- Independent Director of the Company by the Board of Directors of the Company with effect from 01st June, 2025, and who has submitted a declaration that he meets the criteria of Independence as provided in Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations, be and is hereby appointed as an Non-Executive NonIndependent Director of the Company, liable to retire by rotation, for a term of 5 (five) consecutive years with effect from 01st June, 2025 to 01st June, 2030.
RESOLVED FURTHER THAT any of the Directors of the Company or the Company Secretary of the Company be and are hereby severally authorized to do all such acts, deeds, matters and things as may be deemed necessary or expedient, including filing of requisite forms with Ministry of Corporate Affairs or submission of documents with any other authority, for the purpose of giving effect to this Resolution.
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4. To Regularize the Appointment of Mr. Satishkumar Suthar (DIN: 11128670)
To consider and if thought fit, to pass the following resolution(s) as Special resolution:
“RESOLVED THAT in accordance with the provisions of Sections 149, 150, 152, 161(1) and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”), and the Rules made thereunder, read with Schedule IV of the Act and Regulation 16(1)(b), 17 and Regulation 25 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘the Listing Regulations”) (including and statutory modification(s) or re-enactment thereof for the time being in force) and pursuant to the recommendation of the Nomination and Remuneration Committee, Mr. Satishkumar Suthar (DIN: 11128670), who was appointed as an Additional Director, designated as Non-Executive Non- Independent Director of the Company by the Board of Directors of the Company with effect from 01st June, 2025, and who has submitted a declaration that he meets the criteria of Independence as provided in Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations, be and is hereby appointed as an Non-Executive NonIndependent Director of the Company, liable to retire by rotation, for a term of 5 (five) consecutive years with effect from 01st June, 2025 to 01st June, 2030.
RESOLVED FURTHER THAT any of the Directors of the Company or the Company Secretary of the Company be and are hereby severally authorized to do all such acts, deeds, matters and things as may be deemed necessary or expedient, including filing of requisite forms with Ministry of Corporate Affairs or submission of documents with any other authority, for the purpose of giving effect to this Resolution.
5. To appoint Secretarial Auditor pursuant to Section 204 and all other applicable provisions of Companies Act, 2013, by passing with or without modification(s), the following resolution as an Ordinary Resolution:
"RESOLVED THAT pursuant to the provisions of Section 204 and other applicable provisions, if any, of the Companies Act, 2013 ("the Act"), read with Rule 9 of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014, (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), and Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, and based on the recommendation of the Audit Committee and the approval of the Board of Directors of the Company, Approval of the Board of Directors of the Company , Consent of the members be and is hereby accorded for appointment of Mr. Suhas bhattbhatt of M/s. S bhattbhatt & Co. , the Company Secretaries (M. No. A11975, COP No. 10427) as the Secretarial Auditor of the Company for a period of Five (5) year, commencing on April 01, 2025, until March 31, 2030, to conduct a Secretarial Audit of the Company and to furnish the Secretarial Audit Report."
" RESOLVED FURTHER THAT the Board of Directors of the Company be and are hereby authorized to fix the annual remuneration plus applicable taxes and out-of-pocket expenses payable to them during their tenure as the Secretarial Auditors of the Company, as determined by the Audit Committee in consultation with the said Secretarial Auditors."
" RESOLVED FURTHER THAT the Board of Directors be and are hereby authorized to take such steps and do all such acts, deeds, matters, and things as may be considered necessary, proper, and expedient to give effect to this Resolution."
For and on behalf of the Board of Directors
Place: Ahmedabad Date: 29/08/2025
Kiran Vishwakarma Whole Time Director DIN: 10526319
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NOTES:
E-Voting System – For Remote e-voting and e-voting during AGM
1. Pursuant to General Circular No. 20/2020 dated 5th May, 2020 issued by the Ministry of Corporate Affairs (“MCA”) read together with MCA General Circular Nos. 14 & 17/2020 dated 8th April, 2020 and 13th April, 2020 respectively and MCA General Circular No. 09/2023 dated 25th September, 2023 ("MCA Circulars"), the Company will be conducting this Annual General Meeting (“AGM” or “Meeting”) through Video Conferencing/Other Audio Visual Means (“VC”/“OAVM”).
2. The attendance of the Members attending the AGM/EGM through VC/OAVM will be counted for the purpose of ascertaining the quorum under Section 103 of the Companies Act, 2013.
3. Pursuant to MCA Circular No. 14/2020 dated April 08, 2020, the facility to appoint proxy to attend and cast vote for the members is not available for this AGM/EGM. However, in pursuance of Section 112 and Section 113 of the Companies Act, 2013, representatives of the members such as the President of India or the Governor of a State or body corporate can attend the AGM/EGM through VC/OAVM and cast their votes through e-voting.
4. In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020 dated April 13, 2020, the Notice calling the AGM has been uploaded on the website of the Company at www.muskanferro.com. The Notice can also be accessed from the websites of the Stock Exchanges i.e. BSE Limited at www.bseindia.com. The AGM Notice is also disseminated on the website of CDSL i.e. www.evotingindia.com.
5. Explanatory Statement, pursuant to Section 102 of the Companies Act, 2013 (‘the Act’), relating to the Special Business to be transacted at this Annual General Meeting (‘AGM’) is annexed.
6. Since this AGM will be held through Video Conferencing (‘VC’) / Other Audio-Visual Means (‘OAVM’), (a) Members will not be able to appoint proxies for the meeting, and (b) Attendance Slip & Route Map are not annexed to this Notice.
7. Corporate Members are requested to send a certified copy of the Board Resolution authorising their representative to attend this AGM, pursuant to Section 113 of the Act, through e-mail at [email protected], or by post to the Investor Service Centre of the Company Corporate Office at 109 1[st] Floor, Arista, Bokaddev, Ahmadabad, Gujarat 380054.
8. In terms of Section 108 of the Act read with Rule 20 of the Companies (Management and Administration) Rules, 2014, the Resolutions for consideration at this AGM will be transacted through remote e-voting (i.e. facility to cast vote prior to the AGM) and also e-voting during the AGM, for which purpose the Board of Directors of the Company (‘the Board’) have engaged the services of Central Depository Services Limited (‘CDSL’). The Board has appointed Mr. Suhas Bhattbhatt, Proprietor, M/s. S bhattbhatt & Co., Practising Company Secretary as the Scrutinizer to scrutinize the process of e-voting.
9. Remote e-voting will commence at 09.00 a.m. on 23[rd ] September, 2025 and will end at 5.00 p.m. on 25[th] September, 2025, when remote e-voting will be blocked by CDSL.
10. Voting rights will be reckoned on the paid-up value of shares registered in the name of the Members on 19[th] September, 2025 (cut-off date). Only those Members whose names are recorded in the Register of Members of the Company or in the Register of Beneficial Owners maintained by the Depositories as on the cut-off date will be entitled to cast their votes by remote e-voting or e- voting during the AGM. Those who are not Members on the cut-off date should accordingly treat this Notice as for information purposes only.
11. In conformity with the applicable regulatory requirements, the Notice of this AGM and the Report and Accounts 2025 are being sent only through electronic mode to those Members who have registered their e-mail addresses with the Company or with the Depositories.
12. Members who hold shares in the certificate form or who have not registered their e-mail addresses with the Company or with the Depositories and wish to receive the AGM Notice and the Report and Accounts 2025, or participate in the AGM, or cast their votes through remote e-voting or e-voting during the meeting, are required to register their e-mail addresses with the Company at [email protected]. Alternatively, Members may send a letter requesting for registration of their e-mail addresses, mentioning their name and DP ID & Client ID / folio number, through e-mail at [email protected]. Detailed instructions for participating in the AGM and for voting are provided hereunder.
13. Members who would like to express their views or ask questions with respect to the agenda items of the meeting will be required to register themselves as speaker by sending e-mail to the Executive & Company Secretary at [email protected]. from their registered e-mail address, mentioning their name, DP ID & Client ID / folio number and mobile number. Only those Members who have registered themselves as speaker by 10.30 a.m. on Friday, 19[th] September, 2025 will be able to speak at the meeting. The Company reserves the right to restrict the number of questions and number of speakers, depending upon availability
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of time, for smooth conduct of the AGM.
14. Further, Members who would like to have their questions / queries responded to during the AGM are requested to send such questions / queries in advance within the aforesaid time period.
15. Pursuant to Section 91 of the Act, the Register of Members and Share Transfer books will remain closed from 21[st] day of September, 2025 to 26[th] day of September, 2025 (both days inclusive) .
16. In case of any queries regarding the Annual Report, members may write to [email protected] to receive an email response. Members desiring any information relating to the financial statements at the meeting are requested to email to us at least 10 (Ten) days before the meeting to enable us to keep the information ready.
17. Members are requested to forward all Share Transfers and other communications/ correspondence to the Registrar & Share Transfer Agent (RTA) and are further requested to always quote their Folio Number in all correspondences with the Company.
18. Members holding shares in physical form are requested to notify immediately any change in their address or bank mandates to the Registrar & Share Transfer Agents quoting their Folio Number and Bank Account Details along with self-attested documentary proofs. Members holding shares in the dematerialized form may update such details with their respective Depository Participants.
19. The Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number (PAN) by every participant in the securities market. Members holding shares in electronic form are therefore requested to submit their respective PAN details to their respective Depository Participant with whom they have their demat account(s). Members holding shares in physical form can submit their PAN details to the Registrar & Share Transfer Agent of the Company - M/s. Satellite Corporate Services Pvt. Ltd.
20. Non Resident Indian members are requested to inform the Company's RTA, immediately of any change in their residential status on return to India for permanent settlement, their bank account maintained in India with complete name, branch, account type, account number and address of the bank with pin code, IFSC and MICR Code, as applicable, if such details were not furnished earlier.
21. The Notice of 39[th] Annual General Meeting and instructions for e-voting along with Assent / Dissent Form are being sent by electronic mode to all members whose email address are registered with the Company/Depository Participant(s).
22. Pursuant to the aforesaid Circular issued by Ministry of Corporate Affairs, shareholders who have not registered their email address may temporarily get their email address registered with the Company’s Registrar and Share Transfer Agent, M/s. Satellite Corporate Services Pvt. Ltd. at www.satellitecorporate.com. Post successful registration of the email, the shareholder would get soft copy of the notice and the procedure for e-voting along with the User ID and Password to enable e-voting at the ensuing AGM. In case of any queries, shareholder may write to [email protected]
23. In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020 dated April 13, 2020, the Notice calling the AGM has been uploaded on the website of the Company at www.muskanferro.com. The Notice can also be accessed from the websites of the Stock Exchanges i.e. BSE Limited at www.bseindia.com and the same is also available on the website of CDSL (agency for providing the Remote e-Voting facility) i.e. https://www.cdslindia.com/.
24. The facility for voting shall be made available at the venue of the Annual General Meeting and the members attending the meeting who have not already cast their vote by remote e-voting shall be able to exercise their right to vote at the Annual General Meeting. The members who have cast their vote by remote e-voting prior to the Annual General Meeting may also attend the Annual General Meeting but shall not be entitled to cast their vote again.
25. Pursuant to the provisions of Section 72 of the Act read with the Rules made there under, Members holding shares in single name may avail the facility of nomination in respect of shares held by them. Members holding shares in physical form may avail this facility by sending a nomination in the prescribed Form No. SH-13 duly filled to the Registrar and Transfer Agents, M/s. Satellite Corporate Services Pvt. Ltd. Members holding shares in electronic form may contact their respective Depository Participant(s) for availing this facility.
26. We request you to send an email on [email protected] to ensure that the annual report and other documents reach you on your preferred e-mail.
27. With the aim of curbing fraud and manipulation risk in physical transfer of securities, SEBI has notified the SEBI (Listing Obligations and Disclosure Requirements) (Fourth Amendment) Regulations, 2018 on June 8, 2018 to permit transfer of listed securities only in the dematerialized form with a depository. In view of the above and the inherent benefits of holding shares in electronic form, we urge the shareholders holding shares in physical form to opt for dematerialization .
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THE INTRUCTIONS OF SHAREHOLDERS FOR REMOTE E-VOTING AND E-VOTING DURING AGM AND JOINING MEETING THROUGH VC/OAVM ARE AS UNDER:
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(i)The voting period begins on 09.00 a.m. on 23rd September, 2025 and will end at 5.00 p.m. on 25th September, 2025. During this period, shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date (record date) of 19[th] September, 2025 may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.
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(ii)Shareholders who have already voted prior to the meeting date would not be entitled to vote at the meeting venue.
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(iii)Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 09.12.2020, under Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders’ resolutions. However, it has been observed that the participation by the public non-institutional shareholders/retail shareholders is at a negligible level.
Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed entities in India. This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the shareholders.
In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the demat account holders, by way of a single login credential, through their demat accounts/ websites of Depositories/ Depository Participants. Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.
Step 1: Access through Depositories CDSL/NSDL e-Voting system in case of individual shareholders holding shares in demat mode.
- (iv)In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.
Pursuant to above said SEBI Circular , Login method for e-Voting and joining virtual meetings for Individual shareholders holding securities in Demat mode are given below:
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Type of Login Method
shareholders
1) Users of who have opted for CDSL’s Easi / Easiest facility, can login through their
Individual existing user id and password. Option will be made available to reach e-Voting page without
Shareholders any further authentication. The URLs for users to login to Easi / Easiest are
holding securities https://web.cdslindia.com/myeasi/home/login or www.cdslindia.com and click on Login
in Demat mode icon and select New System Myeasi.
with CDSL
2) After successful login the Easi / Easiest user will be able to see the e-Voting Menu.
On clicking the e-voting menu, the user will be able to see his/her holdings alongwith links
of the respective e-Voting service provider i.e. CDSL/NSDL/ KARVY/ LINK INTIME as
per information provided by Issuer / Company. Additionally, we are providing links to e-
Voting Service Providers, so that the user can visit the e-Voting service providers’ site
directly.
3) If the user is not registered for Easi/Easiest, option to register is available
at https://web.cdslindia.com/myeasi./Registration/EasiRegistration
4) Alternatively, the user can directly access e-Voting page by providing Demat Account
Number and PAN No. from a link in www.cdslindia.com home page. The system will
authenticate the user by sending OTP on registered Mobile & Email as recorded in the
Demat Account. After successful authentication, user will be provided links for the
respective ESP where the e-Voting is in progress during or before the AGM.
5) If you are already registered for NSDL IDeAS facility, please visit the e-Services
Individual website of NSDL. Open web browser by typing the following URL:
Shareholders https://eservices.nsdl.com either on a Personal Computer or on a mobile. Once the home
holding securities page of e-Services is launched, click on the “Beneficial Owner” icon under “Login” which
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in demat mode is available under ‘IDeAS’ section. A new screen will open. You will have to enter your with NSDL User ID and Password. After successful authentication, you will be able to see e-Voting services. Click on “Access to e-Voting” under e-Voting services and you will be able to see e-Voting page. Click on company name or e-Voting service provider name and you will be re-directed to e-Voting service provider website for casting your vote during the remote e- Voting period or joining virtual meeting & voting during the meeting. 6) If the user is not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com. Select “Register Online for IDeAS “Portal or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp 7) Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Individual You can also login using the login credentials of your demat account through your Shareholders Depository Participant registered with NSDL/CDSL for e-Voting facility. After successful (holding securities login, you will be able to see e-Voting option. Once you click on e-Voting option, you will in demat mode) be redirected to NSDL/CDSL Depository site after successful authentication, wherein you login through their can see e-Voting feature. Click on company name or e-Voting service provider name and Depository you will be redirected to e-Voting service provider’s website for casting your vote during Participants the remote e-Voting period or joining virtual meeting & voting during the meeting.
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. CDSL and NSDL
| Login type | Helpdesk details |
|---|---|
| Individual Shareholders holding securities in Demat mode withCDSL |
Members facing any technical issue in login can contact CDSL helpdesk by sending a request at [email protected] or contact at 022- 23058738 and 022-23058542-43. |
| Individual Shareholders holding securities in Demat mode withNSDL |
Members facing any technical issue in login can contact NSDL helpdesk by sending a request at [email protected] or call at toll free no.: 1800 1020 990 and 1800 22 44 30. |
Step 2: Access through CDSL e-Voting system in case of shareholders holding shares in physical mode and non-individual shareholders in demat mode.
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(v)Login method for e-Voting and joining virtual meeting for shareholders other than individual shareholders & physical shareholders.
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1) The shareholders should log on to the e-voting website www.evotingindia.com.
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2) Click on “Shareholders” module.
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3) Now enter your User ID
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a. For CDSL: 16 digits beneficiary ID,
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b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
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c. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.
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4) Next enter the Image Verification as displayed and Click on Login.
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5) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier e-voting of any company, then your existing password is to be used.
- 6) If you are a first-time user follow the steps given below:
| For Shareholders holding shares in Demat Form other than individual and Physical Form | |
|---|---|
| PAN | Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both demat shareholders as well as physical shareholders) Shareholders who have not updated their PAN with the Company/Depository Participant are requested to use the sequence number sent by Company/RTA or contact Company/RTA. |
| Dividend Bank Details OR Date of Birth (DOB) |
Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat account or in the company records in order to login. If both the details are not recorded with the depository or company, please enter the member id / folio number in the Dividend Bank details field as mentioned in instruction (v). |
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(vi)After entering these details appropriately, click on “SUBMIT” tab.
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(vii)Shareholders holding shares in physical form will then directly reach the Company selection screen. However, shareholders 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 field. 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 confidential.
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(viii)For shareholders holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.
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(ix)Click on the EVSN for the relevant on which you choose to vote.
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(x)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.
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(xi)Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.
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(xii)After selecting the resolution, you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed. If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.
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(xiii)Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.
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(xiv)You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.
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(xv)If a demat account holder has forgotten the login password then Enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the system.
(xvi) Facility for Non – Individual Shareholders and Custodians –Remote Voting
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Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to
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www.evotingindia.com and register themselves in the “Corporates” module.
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A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to
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[email protected]. 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) for which they wish to vote on.
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The list of accounts linked in the login should be mailed to [email protected] and on approval of the accounts
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they would be able to cast their vote.
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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.
Alternatively, Non Individual shareholders are required to send the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the email address viz; [email protected]., if they have voted from individual tab & not uploaded same in the CDSL e- voting system for the scrutinizer to verify the same.
INSTRUCTIONS FOR SHAREHOLDERS ATTENDING THE AGM THROUGH VC/OAVM & E-VOTING DURING MEETING ARE AS UNDER:
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The procedure for attending meeting &e-Voting on the day of the AGM is same as the instructions mentioned above for Remote e-voting.
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The link for VC/OAVM to attend meeting will be available where the EVSN of Company will be displayed after successful login as per the instructions mentioned above for Remote e-voting.
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Shareholders who have voted through Remote e-Voting will be eligible to attend the meeting. However, they will not be eligible to vote at the AGM.
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Shareholders are encouraged to join the Meeting through Laptops / IPads for better experience.
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Further shareholders will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.
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Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.
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Only those shareholders, who are present in the AGM through VC/OAVM facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system available during the AGM.
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If any Votes are cast by the shareholders through the e-voting available during the AGM and if the same shareholders have not participated in the meeting through VC/OAVM facility, then the votes cast by such shareholders shall be considered invalid as the facility of e-voting during the meeting is available only to the shareholders attending the meeting.
PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL ADDRESSES ARE NOT REGISTERED WITH THE DEPOSITORIES FOR OBTAINING LOGIN CREDENTIALS FOR E-VOTING FOR THE RESOLUTIONS PROPOSED IN THIS NOTICE:
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For Physical shareholders- please provide necessary details like Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) by email to [email protected]
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For Demat shareholders -, please provide Demat account details (CDSL-16 digit beneficiary ID or NSDL-16 digit DPID + CLID), Name, client master or copy of Consolidated Account statement, PAN (self-attested scanned copy of PAN card), AADHAR (selfattested scanned copy of Aadhar Card) to [email protected]
If you have any queries or issues regarding attending AGM & e-Voting from the CDSL e-Voting System, you can write an email to [email protected] or contact at 022-23058738 and 022-23058542/43.
All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Manager, (CDSL,) Central Depository Services (India) Limited, A Wing, 25[th] Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to [email protected] or call on 022-23058542/43.
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EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013
Resolution 2
The Members of the Company had, through Postal Ballot on 28th October, 2024, approved the resolution for increasing the Authorised Share Capital of the Company from ₹5,00,00,000/- (Rupees Five Crores only) divided into 50,00,000 (Fifty Lakhs) Equity Shares of ₹10/- each to ₹15,00,00,000/- (Rupees Fifteen Crores only) divided into 1,50,00,000 (One Crore Fifty Lakhs) Equity Shares of ₹10/- each and consequential alteration of Clause V of the Memorandum of Association of the Company.
Subsequent to the passing of the above resolution, the Board of Directors reviewed the future capital requirements of the Company. Upon such review, it was considered appropriate to supersede the earlier resolution and to revise the proposed Authorised Share Capital. Accordingly, the Board proposes to increase the Authorised Share Capital of the Company from ₹5,00,00,000/- (Rupees Five Crores Only) divided into 50,00,000 (Fifty Lakhs) Equity Shares of ₹10/- each to ₹15,00,10,000/- (Rupees Fifteen Crores Ten Thousand Only) divided into 1,50,01,000 (One Crore Fifty Lakhs One Thousand) Equity Shares of ₹10/- each, by creation of additional 1,00,01,000 (One Crore One Thousand) Equity Shares of ₹10/- each.
Consequently, Clause V of the Memorandum of Association of the Company is required to be amended to reflect the revised Authorised Share Capital.
The proposed resolution is being placed before the members for approval, in supersession of the earlier resolution passed on 28th October, 2024.
None of the Directors, Key Managerial Personnel of the Company and their relatives are in any way concerned or interested, financially or otherwise, in the resolution, except to the extent of their shareholding in the Company, if any.
The Board recommends the resolution set out in the Notice for approval of the Members by way of a Special Resolution.
Resolution 3 &4
The Board of Directors of the Company, on the recommendation of the Nomination and Remuneration Committee, appointed Mr. Pritesh Ashvinbhai Patel (DIN: 11128769) and Mr. Satishkumar Suthar (DIN: 11128670) as Additional Directors of the Company with effect from 01st June, 2025, pursuant to Section 161(1) of the Companies Act, 2013 and Articles of Association of the Company. Accordingly, they hold office as Additional Directors up to the date of the ensuing General Meeting.
Both Mr. Patel and Mr. Suthar have submitted declarations confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (LODR) Regulations, 2015. Based on such confirmations and the recommendation of the Nomination and Remuneration Committee, the Board proposes their appointment as Non-Executive Non-Independent Directors of the Company, liable to retire by rotation, for a term of five (5) consecutive years commencing from 01st June, 2025 up to 01st June, 2030.
Their appointment will strengthen the Board with their professional expertise, strategic insights, and guidance in the best interest of the Company.
The Board recommends the resolutions set out at Item No. 3 and Item No. 4 of the Notice for approval of the Members as Special Resolutions.
Except Mr. Pritesh Ashvinbhai Patel and Mr. Satishkumar Suthar, being appointees, none of the Directors, Key Managerial Personnel of the Company and their relatives are concerned or interested, financially or otherwise, in the proposed resolutions.
Disclosure as required under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
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Particulars Mr. Pritesh Ashvinbhai Patel (DIN: 11128769) Mr. Satishkumar Suthar (DIN: 11128670)
Reason for change viz. Appointment of Mr. Pritesh Ashvinbhai Patel Appointment of Mr. Satishkumar Suthar
appointment, resignation, (DIN: 11128769) as an Additional Director in the (DIN: 11128670) as an Additional Director in
removal, death or capacity of NonExecutive Non-Independent the capacity of Non-Executive Non-
otherwise; Director for a term of 5 years. Independent Director for a term of 5 years.
Date of resignation - -
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==> picture [488 x 239] intentionally omitted <==
----- Start of picture text -----
Brief Profile Mr. Pritesh Ashvinbhai Patel is an accomplished Mr. Satishkumar Suthar is an experienced
professional with over 20 years of experience in engineering professional with over 15 years
business administration and enterprise of expertise in the field. He holds a Diploma
management. He has played a pivotal role in the in Engineering and has built a solid track
development and success of multiple ventures, record across various technical and
leveraging his deep understanding of operations, operational roles, demonstrating a deep
market trends, and strategic planning. With understanding of engineering principles,
foundational education at the primary level, Mr. project execution, and process optimization.
Patel has built an impressive career through Throughout his career, Mr. Suthar has
practical experience, entrepreneurial drive, and a contributed significantly to the success of
strong work ethic. His leadership style is rooted in multiple engineering projects, showcasing a
handson involvement and a deep commitment to strong commitment to quality, innovation,
delivering results. He is widely regarded for his and efficiency. His practical experience,
pragmatic approach, operational insight, and combined with technical acumen, positions
people-oriented management. him as a valuable resource for strategic
planning and operational oversight.
Disclosure of relationships Not related to any director Not related to any director
between the Directors
Other Directorship and - -
category
Shareholding NIL NIL
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Resolution No. 5
This explanatory statement is provided in accordance with Regulation 36(5) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"). In accordance with the provisions of Section 204 and other applicable provisions of the Companies Act, 2013, read with Rule 9 of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force) ("the Act"), every listed company and certain other prescribed categories of companies are required to annex a Secretarial Audit Report, issued by a Practicing Company Secretary, to their Board's report, prepared under Section 134(3) of the Act.
Furthermore, pursuant to recent amendments to Regulation 24A of the SEBI Listing Regulations, every listed entity is required to conduct a Secretarial Audit and annex the Secretarial Audit Report to its annual report. Additionally, a listed entity must appoint a Secretarial Audit firm for a maximum of two terms of five consecutive years, with shareholder approval to be obtained at the Annual General Meeting. Accordingly, based on the recommendation of the Audit Committee, the Board of Directors has approved the appointment of Mr. Suhas bhattbhatt of M/s. S bhattbhatt & Co., the Company Secretaries (M. No. A11975, COP No. 10427), Practicing Company Secretaries, peer reviewed bearing No.1660/2022, as the Secretarial Auditors of the Company for a period of Five years, commencing from April 1, 2025, to March 31, 2030. The appointment is subject to shareholders' approval at the Annual General Meeting.
Proposed appointment, if made, will be in compliance with the provisions of the Act and the SEBI Listing Regulations. Accordingly, the consent of the shareholders is sought for the appointment Mr. Suhas bhattbhatt of M/s. S bhattbhatt & Co., as the Secretarial Auditors of the Company.
The Board of Directors recommends the resolution for approval by the Members, as set out at Item No. 5 of the Notice. None of the Directors, Key Managerial Personnel (KMP), or their relatives have any financial or other interest in the proposed resolution.
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To, The Members of MFS Intercorp Limited
BOARD’S REPORT
Your directors presenting the Board’s Report of your Company together with the Audited Financial Statements for the financial year ended 31[st] March, 2025.
Financial Statements:
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(Rs. in Lakhs)
Particulars Current Year Current Year
2024-25 2023-24
Total Income 29.37 0
Total Expenses 30.16 1.95
Profit/Loss before Finance Cost and Depreciation (0.79) (1.95)
Less : Finance Cost --
Profit/Loss before Depreciation (0.79) (1.95)
Less : Depreciation --
Profit/(Loss) before Tax (0.79) (1.95)
Provision for Tax
- Current Tax --
- Deferred Tax --
Balance of Profit/(Loss) for the year (0.79) (1.95)
Earning per equity share: (0.02) (0.05)
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Basic & Diluted (Rs.10/ each)
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Performance Review
During the year the company has generated income of 29.37 Lakhs and as a result of that the Company has incurred loss of Rs. (0.79) Lakhs in 2024-25.
Dividend
No dividend recommended by the Board of directors for the Financial Year ended 31[st] March, 2025.
Transfer to General Reserve
In view of accumulated losses, no transfer is proposed to be made to Reserves.
Increase of Capital
During the year under review, the Board of Directors approved an increase in the Authorised Share Capital of the Company from ₹5,00,00,000/- (Rupees Five Crores only), divided into 50,00,000 (Fifty Lakhs) Equity Shares of ₹10/each, to ₹15,00,00,000/- (Rupees Fifteen Crores only), divided into 1,50,00,000 (One Crore Fifty Lakhs) Equity Shares of ₹10/- each. Consequent to the said increase, the Memorandum of Association of the Company was also proposed to be altered, subject to the approval of the Members of the Company.
Material Changes and Commitments, if any, affecting the Financial Position of the Company
During the period under review, there were no material changes and commitments made by company which affect the financial position of the company.
Subsidiary / Associates Companies
The Company does not have any Subsidiary, Joint venture or Associate Company. Hence, statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures pursuant to first proviso to subsection (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014 under Form AOC-1, is not applicable to the Company.
Fund Raising
During the year under review, the Board of Directors, in-principle, approved the proposal to raise funds through the issue and allotment of up to 1,01,50,000 (One Crore One Lakh Fifty Thousand) Warrants of the Company at a minimum price of ₹11/- (Rupees Eleven only) per Warrant (including premium), in accordance with the pricing guidelines prescribed under Chapter V of SEBI (ICDR) Regulations, 2018. Each Warrant shall entitle the holder to apply for and be allotted one Equity Share of the face value of ₹10/- (Rupees Ten only) of the Company, within a period of 18 (Eighteen) months from the date of allotment of such Warrants. The said proposal is currently under process of approval with the Stock Exchange, BSE Limited.
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Adequacy of internal financial controls
The Company has in place adequate and effective Internal Financial Controls with reference to financial statements. During the year, such controls were tested and upgraded and no reportable material weaknesses in the design or operation were observed.
Particulars of Loans, Guarantees or Investments
During the year under review, your Company has not directly or indirectly -
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Given any loan to any person or other body corporate other than usual advances envisaged in a contract of supply of materials, if any;
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Given any guarantee or provided security in connection with a loan to any other body corporate or person; and
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Acquired by way of subscription, purchase or otherwise, the securities of any other body corporate.
Particulars of Contracts or Arrangements with Related Parties
No related party transaction(s) entered into during the financial year. The Company has not entered into any contract, arrangement or transaction with any related party which could be considered as material as defined under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
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 is furnished as Annexure –A to this report.
Directors and Key Managerial Personnel
Mr. Pritesh Ashvinbhai Patel -Non-Executive Non-Independent Director (w.e.f. 01.06.2025) Mr. Satishkumar Suthar -Non-Executive Non-Independent Director (w.e.f. 01.06.2025) Mrs. Anita Chougule -Company Secretary & Compliance Officer (w.e.f. 21.06.2024) (Up to 09.02.2025)
Board Evaluation
The Board of Directors has carried out an annual evaluation of its own performance, Board and the Corporate Governance requirements as committees and Individual Directors pursuant to the provisions of the Act prescribed by Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations 2015 (“SEBI Listing Regulations”).
The performance of the Board was evaluated by the Board after seeking inputs from all the Directors on the basis of the criteria such as the Board composition and structure, effectiveness of Board processes, information and functioning, etc.
Familiarization Program for the Independent Directors
In compliance with the requirements of SEBI LODR Regulations, 2015, the Company has put in place a familiarization program for the Independent Directors to familiarize them with their role, rights and responsibilities as Directors, the working of the Company, nature of the industry in which the Company operates, business model, etc.
Policy on Directors’ Appointment and Remuneration and other details
The Nomination and Remuneration Committee has laid down the criteria for Directors appointment and remuneration including criteria for determining qualification, positive attributes and independence of a Director. The following attributes/criteria for selection have been laid by the Board on the recommendation of the Committee:
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the candidate should possess the positive attributes such as leadership, entrepreneurship, business advisor or such other attributes which in the opinion of the Committee are in the interest of the Company;
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the candidate should be free from any disqualification as provided under Sections 164 and 167 of the Companies Act, 2013;
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the candidate should meet the conditions of being independent as stipulated under the Companies Act, 2013 and Listing Agreement entered into with Stock Exchanges, in case of appointment as an independent director; and
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the candidate should possess appropriate educational qualification, skills, experience and knowledge in one or more fields of finance, law, management, sales, marketing, administration, corporate governance, technical operations, infrastructure or such other areas or disciplines which are relevant for the Company’s business.
Number of Meetings of the Board
During the year under review, 9 (Nine) board meetings were held on 30.05.2024, 21.06.2024, 13.08.2024, 26.09.2024, 14.11.2024 and 14.02.2025.
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Extract of Annual Return
A copy of the Annual Return as required under Section 92(3) and Section 134(3) (a) of the Act has been placed on the Company’s website. The web-link as required under the Act is as under: http://www.muskanferro.com
Audit Committee
The Audit Committee of the Board of Directors meets the criteria laid down under Section 177 of the Companies Act, 2013, read with Regulation 18 of Securities and Exchange Board of India (Listing Obligation and Disclosure Requirement) Regulation, 2015 in the terms of reference to the Audit Committee.
The Audit Committee of the Company presently comprises of three members being Mr. Meet Khant, Mr. Parth Mehta and Ms. Mahima Ahuja. Changes were made in accordance with rules and regulations.
Nomination and Remuneration Committee
The Nomination and Remuneration Committee of the Board of Directors meets the criteria laid down under Section 178 of the Companies Act, 2013, read with Regulation 19 of Securities and Exchange Board of India (Listing Obligation and Disclosure Requirement) Regulation, 2015 in the terms of reference to the Audit Committee.
The Audit Committee of the Company presently comprises of three members being Mr. Meet Khant, Mr. Parth Mehta and Ms. Mahima Ahuja. Changes were made in accordance with rules and regulations.
Stakeholder Relation Committee
The Stakeholder Relation Committee of the Board of Directors meets the criteria laid down under Section 179 of the Companies Act, 2013, read with Regulation 20 of Securities and Exchange Board of India (Listing Obligation and Disclosure Requirement) Regulation, 2015 in the terms of reference to the Audit Committee.
The Audit Committee of the Company presently comprises of three members being Mr. Meet Khant, Mr. Parth Mehta and Ms. Mahima Ahuja. Changes were made in accordance with rules and regulations.
Management Discussion and Analysis Report
In terms of the provisions of Regulation 34 of the SEBI (Listing Obligations and Disclosures Requirements) Regulation 2015, the Management Discussion and Analysis has been given hereunder;
- Global Economic and Industry Overview
The global manufacturing sector entered 2025 on a subdued note with the J.P. Morgan Global Manufacturing PMI easing to 50.3 in March 2025 from 50.6 in February 2025, reflecting only marginal improvements in operating conditions. Global crude steel production stood at 301.96 million tonnes (MnT) in January–February 2025, registering a 2.2% decline year-on-year, largely due to contraction in China, Japan, USA and Russia.
Despite this, India remained a bright spot, achieving 6.8% growth in crude steel production (26.37 MnT, Jan– Feb 2025) and accounting for 8.7% of world crude steel output, making it the second-largest producer. Global steel demand is forecast to grow by just 1.2% in 2025, while India’s demand is expected to surge by 8.5%, driven by infrastructure development and urbanization.
- Indian Steel Industry Performance
The Indian steel sector demonstrated resilience and growth during April–February 2024–25:
Crude steel production: 138.22 MnT (↑5.2% YoY) Finished steel production: 132.89 MnT (↑5.0% YoY) Consumption: 137.82 MnT (↑11.3% YoY), led by infrastructure and construction sectors Imports: 8.98 MnT (↑15.8% YoY), primarily flat steel products
Exports: 4.40 MnT (↓33.7% YoY), reflecting competitive global pricing pressures
India has emerged as a net importer of steel in FY 2024–25 due to strong domestic demand outpacing production growth.
- Business Overview of MFS Intercorp Limited
MFS Intercorp Limited, a BSE-listed entity headquartered in India, operates within the iron and steel industry, focusing on trading, processing, and allied steel-related activities. The Company’s operations are closely aligned with industry fundamentals, benefitting from India’s infrastructure-led growth story.
During FY 2024–25, the Company maintained stable performance despite volatility in global steel prices and
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raw material costs. Its trading and processing operations were supported by domestic demand growth, particularly from infrastructure, engineering, and real estate sectors.
Opportunities and Threats;
Opportunities
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Rising domestic demand (↑8.5% in 2025) supported by Government initiatives like Gati Shakti, PM Awas Yojana, and higher infrastructure spending.
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Expanding role of private players in meeting incremental steel requirements.
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India’s position as the fastest-growing steel-consuming market offers strong growth potential for midsized players like MFS Intercorp.
Threats
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Volatility in global steel and raw material prices (iron ore, coking coal).
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Rising imports creating competitive pressures.
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Global uncertainties including geopolitical conflicts (Russia–Ukraine war) and trade tariffs may impact exports and margins.
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Risks and Concerns
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Price volatility in raw materials like iron ore, pellets, and coking coal directly impacts margins.
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Currency fluctuations affecting import/export competitiveness.
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Regulatory risks including safeguard duties and environmental norms.
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High dependence on cyclical sectors such as construction, infrastructure, and automobiles.
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Outlook
Looking ahead, MFS Intercorp Limited is poised to benefit from India’s robust steel demand growth trajectory. The Company will continue to strengthen its presence in trading, processing, and allied value-chain activities by:
Leveraging long-term relationships with suppliers and customers. Enhancing operational efficiencies and cost optimization. Exploring opportunities in value-added steel products.
While global uncertainties may keep exports subdued, the strong domestic market fundamentals and infrastructure push are expected to support steady growth for the Company in FY 2025–26.
- Internal Control Systems and Adequacy
The Company has adequate internal control systems commensurate with the size and nature of its business. These systems ensure reliable financial reporting, compliance with applicable laws and regulations, and efficient utilization of resources.
- Human Resources and Industrial Relations
MFS Intercorp Limited recognizes its workforce as a key asset. During the year under review, the Company maintained cordial industrial relations and continued to focus on employee training, safety, and welfare.
- Details of significant changes (i.e. change of 25% or more as compared to the immediately previous financial year) in key financial ratios, along with detailed explanations therefore:
| Particulars | FY24-25 | FY23-24 | Reason for Change |
|---|---|---|---|
| Debtors Turnover | N.A | N.A | Not applicable as the Company has no sales income during FY 2024-25. |
| Inventory Turnover | N.A | N.A | Not applicable as there is no stock in hand and no sales income for FY 2024-25. |
| Interest Coverage Ratio |
N.A | N.A | Not applicable as there were no interest expenses during FY 2024-25. |
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The decrease in Current Ratio is due to reclassification of
investments. The Company realized Loans & Advances and
invested the proceeds in Sweep FD Accounts, which are
Current Ratio 16.92 270.42 reflected under Current Investments as part of Current Assets.
Debt-Equity Ratio N.A N.A Not applicable as the Company has no outstanding debt.
Operating Profit
Margin N.A N.A Not applicable as there is no sales income during FY 2024-25.
Net Profit Margin N.A N.A Not applicable as there is no sales income during FY 2024-25.
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- Return on Net Worth
The Return on Net Worth of the Company stood at 0.26% in FY 2024-25 , as compared to 0.03% in FY 202324 . The improvement was primarily driven by better cost management and marginal increase in income levels.
During FY 2024-25, Revenue from Operations amounted to ₹29.37 lakhs as against Nil in FY 2023-24, while Total Expenses rose to ₹30.16 lakhs from ₹1.95 lakhs in the previous year, mainly due to higher employee benefits and other expenses. Consequently, the Company reported a Net Loss of ₹0.79 lakhs in FY 2024-25 compared to a Net Loss of ₹1.95 lakhs in FY 2023-24 , reflecting a reduction in overall loss.
Despite the continuing losses, the narrowing of deficit and improvement in operational income translated into a positive movement in Return on Net Worth , thereby reflecting the Company’s efforts towards stabilizing its performance and improving financial efficiency.
Risk Management
The Company has in place a Risk Management Policy pursuant to Section 134 of the Companies Act. It establishes various levels of accountability and each significant risk.
Corporate Social Responsibility (CSR)
The Company does not fall in any of the Criteria of Section 135 of the Companies Act, 2015 read with the Companies (Corporate Social Responsibility Policy) Rules 2014 and hence the company does not require to comply the same.
Policy on Prevention, Prohibition and Redressal of Sexual Harassment at Workplace
The Company has zero tolerance for sexual harassment at the workplace and has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at the Work place, in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules there under. The Policy aims to provide protection to employees at the workplace and prevent and redress complaints of sexual harassment and for matters connected or incidental thereto, with the objective of providing a safe working environment, where employees feel secure. All employees of the Company, those of contractors as well as trainees are covered under this Policy.
No complaint was received from any employee during the financial year 2024-2025 and hence no complaint is outstanding as on 31.03.2025 for redressal.
Vigil Mechanism/ Whistle Blower Policy
There is a Whistle Blower Policy in the Company and that no personnel have been denied access to the Chairman of the Audit Committee. The policy provides for adequate safeguards against victimization of persons who use vigil mechanism.
Code of Conduct
The Board has laid down a code of conduct for board members and senior management personnel of the Company. The code incorporates the duties of independent directors as laid down in the Companies Act, 2013. The said code of conduct is posted on Company’s website (the website is under maintenance). The Board members and senior management personnel have affirmed compliance with the said code of conduct.
Prevention of Insider Trading
The Board has adopted a revised Code of Prevention of Insider Trading based on the SEBI (Prohibition of Insider Trading) Regulations, 2015. The same has been placed on the website of the Company (the website is under maintenance. You can get the same through an Email). All the Directors, senior management employees and other employees who have access to the unpublished price sensitive information of the Company are governed by this code. During the year under Report, there has been due compliance with the said code of conduct for prevention of insider trading.
Corporate Governance
As per SEBI LODR, Compliance with the provisions of regulation 17 through 27 and clauses (b) to of sub – regulations
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46 and Para C, D and E of schedule V is not mandatory for the time being, in respect of the following class of Companies:
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a) Companies having paid –up equity share capital not exceeding Rs.10 crore and Net Worth not exceeding Rs.25 Crore, as on the last day of previous financial year;
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b) The listed entity which has listed its specified securities on the SME Exchange;
As such our Company falls in the ambit of aforesaid exemption, consequently Corporate Governance does not forms part of the Annual Report for the Financial Year 2024-25. However, the Company is following industry best corporate governance standards.
Human Resources
The human resource plays a vital role in the growth and success of an organization. The Company has maintained cordial and harmonious relations with employees across various locations.
Deposits from Public
The Company has not accepted any deposits from public and as such, no amount on account of principal or interest on deposits from public, was outstanding as on the date of the balance sheet.
Conservation of Energy, Technology Absorption, Foreign Exchange Earnings
Outgo Technology absorption: NIL
Foreign Exchange earnings and outgo: NIL
Particulars of Employees and Remuneration
Pursuant to the Rule 5(2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, no employee of the Company was paid remuneration exceeding the prescribed limits, during the financial year 2024-25.
Share Capital
The paid-up equity share capital of the Company as at 31[st] March, 2025 is Rs.4,32,49,000. The Company currently has no outstanding shares issued with differential rights, sweat equity or ESOS.
Auditors
Statutory Auditors:
M/s. H. G. Sarvaiya & Co, Chartered Accountants, (Firm Registration No: 115705W) who are the statutory auditors of the Company, were appointed at the 38[th] Annual General Meeting to hold office till the conclusion of 43[rd] Annual General Meeting.
The report issued by M/s. H. G. Sarvaiya & Co., Chartered Accountants, (Firm Registration No: 115705W), Statutory Auditor for FY 2024-25 forms part of this report.
The observations made by the Auditors’ in their Auditors’ Report and the Notes on Accounts referred to in the Auditors’ Report are self-explanatory and do not call for any further comments.
Secretarial Auditors:
Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors of the Company had appointed M/s. S Bhattbhatt & Co. to undertake the Secretarial Audit of the Company for the year ended March 31, 2025. The Secretarial Audit Report is annexed as Annexure B .
Cost Auditors:
Your Company does not require to get its cost records audited by the qualified Cost Auditors, in view of nonapplicability. No appointment of Cost Auditors has been made.
Directors’ Responsibility Statement
Pursuant to section 134(5) of the Companies Act, 2013, the board of directors, to the best of their knowledge and ability, confirm that:
a) in the preparation of annual accounts for the year ended March 31, 2025, the applicable accounting standards read with requirements set out under Schedule III to the Act, have been followed and there are no material departures from the same;
b) they have 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 March 31, 2025 and of the Profit of the Company for the year ended on that date;
18
c) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d) they have prepared the annual accounts on a ‘going concern’ basis;
e) they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and
f) they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.
Acknowledgement
The Board places on record its deep appreciation for the continued support received from various clients, vendors and suppliers and Bankers, Government Authorities, Employees at all levels and Stakeholders, in furthering the interest of the Company.
For MFS Intercorp Limited
Kiran Vishwakarma Chairman & Director DIN: 10526319
19
ANNEXURE – A TO THE BOARD’S REPORT
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 transactions under third proviso thereto.
(I) Details of contracts or arrangements or transactions NOT at arm’s length basis :
==> picture [446 x 97] intentionally omitted <==
----- Start of picture text -----
Name(s) Nature of Duration of Salient terms of Date(s) Amount Date on which the
of the contracts/ the the contracts or of paid as special resolution
related arrangeme Contracts / Arrangements or approval advance, was passed in
party and nts/ arrangement Transactions by the if any General Meeting as
nature of transaction s/ including value, if Board required under first
relations s transactions any proviso to Section
hip 188.
Not Applicable
----- End of picture text -----
(II) Details of material contracts or arrangement or transactions at arm’s length basis: Name(s) of the Nature of Duration Salient terms Date(s) of Amoun Date on which related party contracts/ of of the contracts approval by t paid the special and nature of arrangement Contracts or the Board as resolution was relationship s / arrangements advanc passed in / arrangem or transactions es General Meeting transactions ents / including the , if any as required under transactio value, if any, First proviso to n s per Section 188. Annum Not Applicable
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FORM NO. MR-3
SECRETARIAL AUDIT REPORT FOR THE FINANCIAL YEAR ENDED 31[ST] MARCH, 2025
[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, MFS Intercorp Limited
We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by MFS Intercorp Limited (hereinafter called ‘the Company’). Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my opinion thereon.
Based on our verification of the MFS Intercorp Limited’s books, papers, minute books, forms and returns filed and other records maintained by the company and also the information provided by the company, its officers, agents and authorized representatives during the conduct of secretarial audit and as per the explanations given to us and the representations made by the Management, we hereby report that in our opinion, the Company has, during the audit period covering the financial year ended on 31[st] March, 2025 generally complied with the statutory provisions 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 filed and other records made available to us and maintained by MFS Intercorp Limited (“the Company”) for the financial year ended on 31[st] March, 2025, according to the applicable provisions of:
-
i. The Companies Act, 2013 (‘the Act’) and the rules made there under, as applicable;
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ii. The Securities Contract (Regulation) Act, 1956 (‘SCRA’) and the rules made there under;
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iii. The Depositories Act, 1996 and the Regulations and Bye-laws framed there under;
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iv. Foreign Exchange Management Act, 1999 and the rules and regulations made there under to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings (Not Applicable to the Company during audit period);
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v. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’) to the extent applicable to the Company:
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a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
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b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
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c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009/2018:
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d) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 (Not Applicable to the Company during audit period);
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e) 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; (Not Applicable to the Company during the audit period);
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f) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998; (Not applicable to the company during the audit period);
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g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; (Not applicable to the company during the audit period);
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h) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 / Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014; (Not Applicable to the Company during the audit period);
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vi. Other laws specifically applicable to the Company
We have also examined compliance with the applicable clauses of the following:
- 1) Secretarial Standards issued by The Institute of Company Secretaries of India; and 2) The Listing Agreements entered into by the Company with BSE Limited read with the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirement) Regulations, 2015.
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During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, and Standards etc. except that following: -
The Company has not adhered to the requirements stipulated under Regulation 46 & 47 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. This non-compliance reflects a lapse in meeting essential disclosure and reporting obligations.
Several event-based E-Forms, which were required to be filed with the Registrar of Companies (ROC) during the audit period, have not been submitted in a timely manner. This indicates a lack of adherence to regulatory filing requirements.
The Company has received a communication from the Stock Exchange regarding a pending penalty amounting to Rs.1,09,58,660/- as of 04[th] October 2025. Immediate action is required to address this financial obligation.
It was observed that the Non-Applicability Certificate filed by the Company was inadequate as per Section II-B of SEBI Master Circular SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated July 11, 2023.
The Company had not submitted the Statement of Impact of Audit Qualifications or the Declaration of Unmodified Audit Report in XBRL format for the financial year ended 31st March, 2024.
We further report that:
The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, NonExecutive Directors, Independent Directors and Key Managerial Personnel.
-
Mrs. Anita Chougule (M. No.: A47929) was appointed as Company Secretary & Compliance Officer w.e.f.
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21st June, 2024 and resigned w.e.f. 9th February, 2025.
The Authorised Share Capital of the Company was increased from ₹5 Crores to ₹15 Crores with consequential alteration in the Memorandum of Association.
The Board approved, in-principle, the proposal for raising funds through issue of up to 1,01,50,000 Warrants at ₹11/- each in accordance with SEBI (ICDR) Regulations, 2018.
We further report that there are adequate system and processes in the company commensurate with size and operation of the Company to monitor and ensure the Compliance with applicable laws, rules, regulation and guidelines.
We further report that during the audit period there were no instances of
-
a) Public / Rights / Debentures / Sweat Equity
-
b) Redemption / Buy Back of Securities
-
c) Merger / Amalgamation / Re-construction etc.
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d) Foreign Technical Collaboration / Equity Participation
For S Bhattbhatt & Co, Practicing Company Secretaries
Sd/Suhas Bhattbhatt Mem. No: A11975, COP: 10427 UDIN: A011975G001070142 Peer Review No:1660/2022
Date:23/08/2025 Place: Vadodara
Note: This report is to be read with my letter of same date that is annexed as Annexure I and forms an integral part of this report.
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Annexure I
To, The Members, MFS Intercorp Limited
My report of even date is to be read along with this letter:
-
Maintenance of secretarial records is the responsibility of management of the Company. My responsibility is to express an opinion on these secretarial records based on my audit.
-
I 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 verification was done on test basis to ensure that correct facts are reflected in secretarial records. I believe that the processes and practices, I followed to provide a reasonable basis for my opinion.
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I have not verified the correctness and appropriateness of financial records and books of accounts of the company.
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Wherever required, I have obtained the Management Representation about the compliance of laws, rules and regulations and happening of events, etc.
-
The compliance of the provisions of corporate and other applicable laws, rules and regulations, standards are the responsibility of the management. My examination was limited to the verification of procedures on test basis.
-
The Secretarial Audit Report is neither an assurance as to the future viability.
For S Bhattbhatt & Co, Practicing Company Secretaries
Sd/-
Suhas Bhattbhatt Mem. No: A11975, COP: 10427 UDIN: A011975G001070142 Peer Review No:1660/2022
Date:23/08/2025 Place: Vadodara
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INDEPENDENT AUDITOR’S REPORT
To the Members of MFS Intercorp Limited Report on the Audit of the Financial Statements
Opinion
We have audited the accompanying financial statements of MFS Intercorp Limited (“the Company”), which comprise the balance sheet as at March 31, 2025, the statement of profit and loss, and the statement of cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information.
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Companies Act, 2013, as amended (the “Act”) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2025, and its Profit/Loss and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on the financial statements.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Standalone Financial Statements for the financial year ended 31st March, 2025. These matters were addressed in the context of our audit of the Standalone Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
No items were classified as key audit matters. Except for matters described in the basis for opinion and material uncertainty relating to going concern paragraph we have determined that there are no other Key audit matters to communicate in our audit report.
Our opinion is not qualified in respect of this matter.
Other Information
The Company's Board of Directors are responsible for the other information. The other information comprises the information included in the Company’s Board of Director’s Report but does not include the financial statements and our auditor’s report thereon.
Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements, or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information; we are required to report that fact. We have nothing to report in this regard.
Responsibilities of Management and Those Charged With Governance for the Financial Statements
The Company’s Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance, and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the accounting standards specified under section 133 of the Act read with the Companies (Accounting Standards) Rules, 2021. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of 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; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the
24
accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the management and the Board of Directors are responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
The Board of Directors are also responsible for overseeing the company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
-
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the adequacy and operating effectiveness of the company’s internal controls.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of the management and Board of Directors use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
• Materiality is the magnitude of misstatement in the financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatement in the financial statements.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
Report on Other Legal and Regulatory Requirements
- As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the “Annexure A”, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
25
-
As required by Section 143(3) of the Act, we 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 purposes of our audit;
-
(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;
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(c) The balance sheet, the statement of profit and loss, and the statement of cash flows dealt with by this Report are in agreement with the books of account ;
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(d) In our opinion, the aforesaid financial statements comply with the Indian accounting standards specified under section 133 of the Act read with the Companies (Accounting Standards) Rules, 2021;
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(e) On the basis of the written representations received from the directors as on 31st March, 2025 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2025 from being appointed as a director in terms of Section 164 (2) of the Act;
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(f) With respect to the adequacy of the internal financial controls over financial reporting of the company and other operating effectiveness of such controls refer to our separate Report in “Annexure B” to this report;
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(g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
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i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements.
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ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
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iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
iv. (a) The management has represented that, to the best of its knowledge and belief, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other persons or entities, including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever (“Ultimate Beneficiaries”) by or on behalf of the Company, or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries. (this option to be used when the Company has not funded in the capacity of a Funding Party)
(b) The management has represented, that, to the best of its knowledge and belief, no funds have been received by the Company from any persons or entities, including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the company shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries. (this option to be used when the Company has not received funds in the capacity of intermediary)
(c) Based on audit procedures that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11(e) contain any material misstatement.
- v. The Company has neither declared nor paid any dividend during the year.
vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books of account using accounting software which has a feature of recording audit trail (edit log) facility is applicable to the Company with effect from April 1, 2023, and accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014 is in accordance for the financial year ended March 31, 2025.
For M/s. H. G. Sarvaiya & Co. Chartered Accountants Firm’s Registration No. 115705W
Hasmukhbhai G. Sarvaiya Chartered Accountant UDIN: 25045038BMGPZJ2565 Membership Number: 045038
Date: 30[th] May, 2025 Place: Ahmedabad
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ANNEXURE “A” TO INDEPENDENT AUDITOR’S REPORT
Annexure A referred to in Paragraph 1 of Report on Other Legal and Regulatory Requirements in our Auditor's Report of even date on the financial statements for the year ended 31st March, 2025 of MFS Intercorp Limited.
To the best of our information and according to the explanations provided to us by the Company and the books of account and records examined by us in the normal course of audit, we state that:
-
i) In respect of the Company’s property, plant and equipment, right-of-use assets and intangible assets:
-
a) Company’s property, plant and equipment, right-of-use assets and intangible assets;
-
A) The Company has maintained proper records showing full particulars, including quantitative details and situation of property, plant and equipment and relevant details of right-of-use assets.
-
B) The Company has maintained proper records showing full particulars of intangible assets.
-
b) The Company has a program of physical verification of property, plant and equipment and right-of-use assets is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, certain property, plant and equipment and right-of-use assets were due for verification during the year and were physically verified by the Management during the year. According to the information and explanations given to us, no material discrepancies were noticed on such verification.
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c) The particulars of the title deeds of the immovable properties held by the Company are provided in the following Schedule: The Company has no immovable property as on the date of the balance sheet. Hence reporting under clause 3(i)(c) of the Order is not applicable.
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d) The Company has not revalued any of its property, plant and equipment (including right-of-use assets) and intangible assets during the year. Hence reporting under clause 3(i)(d) of the Order is not applicable.
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e) No proceedings have been initiated during the year or are pending against the Company as at March 31, 2025 for holding any Benami property under the Benami Transactions (Prohibition) Act, 1988 (as amended in 2016) and rules made thereunder.
-
ii) In respect of the Company’s Inventory:
-
a) The Company has no Inventory. Hence reporting under clause 3(ii)(a) of the Order is not applicable. b) In our opinion, according to the information and explanations given to us and on the basis of our examination of the records, the Company has not been sanctioned working capital limit in excess of Rs. 5 crores on the basis of security of current assets, in aggregate, at any point of time during the year from banks and financial institutions and hence reporting under clause 3(ii)(b) of the Order is not applicable to the Company.
-
iii) In respect of Investment made by the Company in, provided any guarantee or security or granted any loans or advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or any other parties:
-
a) There are no investments made by the Company in, provided any guarantee or security or granted any loans or advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or any other parties. Hence reporting under clause 3(iii)(a) of the Order is not applicable.
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b) The investment made, guarantee provided, security given and the terms and conditions of the grant of all loans and advances in the nature of loans and guarantees provided are in the ordinary course of business and in our opinion, prima facie, not prejudicial to the Company's interest.
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c) In respect of loans and advances in the nature of loans granted by the Company, the schedule of repayment of principal and payment of interest has been stipulated and the repayments or receipts are regular.
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d) According to information and explanations given to us and based on the audit procedures performed, in respect of loans granted by the Company, there is no overdue amount remaining outstanding as at the balance sheet date.
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e) No loans granted by the Company which had fallen due during the year, that have been renewed or extended or fresh loans granted to settle the overdue of existing loans given to the same parties.
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f) According to information and explanations given to us and based on the audit procedures performed, the Company has not granted any loans either repayable on demand or without specifying any terms or period of repayment during the year. Hence, reporting under clause 3(iii)(f) of the Order is not applicable.
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iv) The Company has complied with the provisions of Sections 185 and 186 of the Companies Act, 2013 in respect of loans granted, investments made and guarantees and securities provided, as applicable.
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v) The Company has not accepted any deposit or amounts which are deemed to be deposits. Hence reporting under clause 3(v) of the Order is not applicable.
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vi) The maintenance of cost records has not been specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013 for the business activities carried out by the Company. Hence reporting under clause (vi) of the Order is not applicable to the Company.
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vii) In respect of Company’s statutory dues:
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a) In our opinion, the Company has generally been regular in depositing undisputed statutory dues, including Goods and Services tax, Provident Fund, Employees’ State Insurance, Income Tax, Sales Tax, Service Tax, duty of Custom, duty of Excise, Value Added Tax, Cess and other material statutory dues applicable to it with the appropriate authorities.
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b) There were no statutory dues mentioned in the above sub-clause (a) which have not been deposited in arrears as at March 31, 2025 on account of any dispute.
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viii) There were no transactions not recorded in the books of accounts that have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).
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ix) In respect of any Loans or Borrowings taken by the Company:
-
a) The Company has not defaulted in repayment of loans or other borrowings or in the payment of interest thereon to any lender.
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b) The Company has not been declared willful defaulter by any bank or financial institution or government or any government authority or any other lender.
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c) To the best of our knowledge and belief, in our opinion, term loans availed by the Company were, applied by the Company during the year for the purposes for which the loans were obtained. Hence reporting under clause 3(ix)(c) of the Order is not applicable.
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d) On an overall examination of the financial statements of the Company has not raised any funds on short term and have, prima facie, utilized the same for any purpose other than to fulfil its short term requirements. Hence reporting under this clause xi(d) of The Order is not applicable to the Company.
-
e) On an overall examination of the financial statements of the Company, the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries, joint ventures or associate companies. Hence reporting under clause 3(ix)(e) of the Order is not applicable.
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f) The Company has not raised any loans during the year on the pledge of it’s subsidiaries, joint ventures or associate companies. Hence reporting under clause 3(ix)(f) of the Order is not applicable.
-
x) In respect of Company’s Public Offer or Private Allotments:
-
a) The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) during the year. Hence reporting under clause 3(x)(a) of the Order is not applicable.
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b) The Company during the year, has not made any preferential allotment or private placement of shares or convertible debentures (fully or partly or optionally). Hence reporting under clause 3(x)(b) of the Order is not applicable.
-
xi) In respect Company’s Fraud Reporting:
-
a) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the Standalone Financial Statements and according to the information and explanations given by the management, No fraud by the Company and no material fraud on the Company has been noticed or reported during the year.
-
b) No report under sub-section (12) of section 143 of the Companies Act has been filed in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors)Rules, 2014 with the Central Government, during the year and upto the date of this report.
-
c) No whistle blower complaints have been received by the Company during the year and upto the date of this report.
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xii) The Company is not a Nidhi Company. Hence reporting under clause (xii) of the Order is not applicable.
-
xiii) In our opinion, the Company is in compliance with Section 177 and 188 of the Companies Act, 2013 with respect to applicable transactions with the related parties and the details of related party transactions have been disclosed in the Financial Statements wherever and in the manner applicable.
-
xiv) In respect Company’s Internal Auditing:
-
a) The Company has an adequate internal audit system commensurate with the size and the nature of its business. b) We have considered the internal audit reports for the year under audit, issued to the Company during the year and till date, in determining the nature, timing and extent of our audit procedures.
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- xv) In our opinion, during the year the Company has not entered into any non-cash transactions with its Directors or persons connected with its directors and hence provisions of section 192 of the Companies Act, 2013 are not applicable to the Company. Hence reporting under clause 3(xv) of the Order is not applicable.
xvi) In respect Company’s Financial Dealings: The reporting under clause clause 3(xvi) of the Order is not applicable.
-
xvii) Based on our examination of the records and according to the information and explanation given to us, the Company has not incurred cash losses during the financial year and in the immediately preceding financial year.
-
xviii) There has been no resignation of the statutory auditors of the Company during the year.
-
xix) On the basis of the financial ratios, ageing and expected dates of realisation of financial assets and payment of financial liabilities, other information accompanying the financial statements and our knowledge of the Board of Directors and Management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report indicating that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due.
-
xx) In respect Company’s Corporate Social Responsibilities; The Provisions of section 135 of the said Act are not applicable to the Company. Hence reporting under clause 3(xx) of the Order is not applicable.
For M/s. H. G. Sarvaiya & Co. Chartered Accountants Firm’s Registration No. 115705W
Prop. Hasmukhbhai G. Sarvaiya Chartered Accountant UDIN: 25045038BMGPZJ2565 Membership Number: 045038
Place: Ahemdabad Date: 30[th] May, 2025
29
ANNEXURE “B” TO THE INDEPENDENT AUDITOR’S REPORT
Report on the Internal Financial Controls under Clause (i) of sub-section 3 of Section 143 of the Companies Act, 2013 ('the Act').
We have audited the Internal Financial Controls with reference to Standalone financial statements of MFS Intercorp Limited ('the Company') as of 31st March, 2025 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date
Management's Responsibility for Internal Financial Controls
The Company's management is responsible for establishing and maintaining internal financial controls based on the internal control with reference to financial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the "Guidance Note") issued by the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the Company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records and the timely preparation of reliable financial information, as required under the Companies Act, 2013.
Auditors' Responsibility
Our responsibility is to express an opinion on the Company's internal financial controls with reference to financial statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the 'Guidance Note') and the Standards on Auditing, both issued by ICAI and deemed to be prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance-about whether adequate internal financial controls over financial reporting were established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system with reference to financial statements and their operating effectiveness. Our audit of internal financial controls with reference to financial statements included obtaining an understanding of internal financial controls with reference to financial statements, assessing the risk that a material weakness exists and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors' judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company's internal financial controls system with reference to financial statements.
Meaning of Internal Financial Controls with reference to Financial Statements
A company's internal financial control with reference to financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
A company's internal financial control with reference to financial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles and that receipts and expenditures of the Company are being made only in accordance with authorizations of the Management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company's assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls with reference to Financial Statements
Because of the inherent limitations of internal financial controls with reference to financial statements, including the possibility of collusion or improper management or override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to financial statements to future periods are subject to the risk that the internal financial control with reference to financial statements may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.
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Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls system with reference to standalone financial statements and such internal financial controls with reference to standalone financial statements were operating effectively as at 31st March, 2025 based on the internal control with reference to financial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the ICAI.
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered
Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on the financial statements.
For M/s. H. G. Sarvaiya & Co. Chartered Accountants Firm’s Registration No. 115705W
Prop. Hasmukhbhai G. Sarvaiya Chartered Accountant UDIN: 25045038BMGPZJ2565 Membership Number: 045038
Date: 30[th] May, 2025 Place: Ahmedabad
31
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STATEMENT OF ASSETS AND LIABILITIES (Rs. In Lakh)
As at As at
Particulars NOTES
3/31/2025 3/31/2024
ASSETS
1 Non-current assets
a Property, Plant and Equipment 1 3.20 -
b Financial Assets - -
i Investments - -
ii Trade receivables - -
iii Loans 2 - -
- -
iv Others (to be specified)
- -
c Deferred Tax Assets (net)
d Other Non—current assets 3 45.03 45.03
Total Non-current assets 48.23 45.03
2 Current assets
a Inventories - -
b Financial Assets - -
i Trade receivables 4 511.94 501.20
ii Cash and cash equivalents 5 15.42 11.76
iii Loans 0.42 -
c Other current assets 0.70 -
Total Current assets 528.48 512.96
Total Assets 576.71 557.99
EQUITY AND LIABILITIES
1 Equity
a Equity Share capital 6 432.49 432.49
b Other Equity 7 -318.71 -317.92
Total Equity 113.78 114.57
2 LIABILITIES
a Non-current liabilities - -
i Financial Liabilities - -
- -
a. Borrowings
- -
ii Deferred tax liabilities (Net)
iii Other Non-current liabilities 6.32 6.32
Total Non-Current Liabilities 6.32 6.32
b Current liabilities - -
i Financial Liabilities - -
- -
a.Borrowings
b.Trade payables 8 445.77 437.10
c.Other financial liabilities 9 - -
ii Other cuirent liabilities 9.54 -
iii Current Tax Liabilities (Net) 1.30 -
Total Current Liabilities 456.61 437.10
Total Liabilities 462.93 443.42
TOTAL EQUITY AND LIABILITIES 576.71 557.99
For M/s. H. G. Sarvaiya & Co. MFS InterCorp Limited
Chartered Accountants
Firm’s Registration No. 115705W Vishwakarma Kiran Dhipendra Rathod
Chairman & Director CFO
DIN: 10526319
Prop. Hasmukhbhai G. Sarvaiya
Chartered Accountant Khant Meet Ratilal Sayali Nagnath Patil
UDIN: 25045038BMGPZJ2565 Independt Director CS
Membership Number: 045038 DIN: 10526325
Date: 30th May, 2025
Place: Ahmedabad
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| Profit and Loss Account | Profit and Loss Account | Profit and Loss Account | Profit and Loss Account |
|---|---|---|---|
| Particulars | Notes | 31/03/2025 | 31/03/2024 |
| Revenue from Operations Other Income Total Income (I + II) Expenses (a) Cost of Materials Consumed (b) Purchase of Stock-in- Trade (c) Change In Inventories of finished goods, Work-In- Progress and Stock- In- Trade (d)Employee benefits expenses (e)Finance costs (f)Depreciation & Amortization Expenses (g) Provision for diminution in long investment (h)Other Expenses Total Expenses |
10 11 13 12 1 14 |
29.37 0.00 29.37 0.00 1.00 0.00 12.86 0.00 0.15 0.00 16.15 30.16 |
0.00 0.00 0.00 0.00 0.00 0.00 0.50 0.00 0.00 0.00 1.45 1.95 |
| Profit before exceptional Items and tax ( III-IV) Exceptional Items Profit before Tax (V - VI) 1)Current Tax 2) Deferred Tax Total Tax Expenses Profit / (Loss) for the period from continuing operations (VII-VIII) Profit/(loss) from discontinued operations Tax expenses of discontinued operations Profit/(loss) from discontinued operations (after tax) (X-XI) Net Profit/(Loss) for the period (IX+XII) Other comprehensive income A (i) Items that will not be reclassified to profit or loss (ii) Income tax relating to items that will not be reclassified to profit or loss B (i) Items that will be reclassified to profit or loss (ii) Income tax relating to items that will not be reclassified to profit or loss Total Comprehensive Income for the period (XIII+XIV) (Comparing Profit/(Loss) and other Comprehensive Income for the period) Paid up Equity Share Capital (Face Value Rs. 10/- Each) Other Equity Earning per equity share 1) Basic 2) Diluted |
-0.79 0.00 -0.79 0.00 0.00 0.00 -0.79 0.00 0.00 0.00 -0.79 0.00 0.00 0.00 0.00 -0.79 432.49 0.00 -0.02 -0.02 |
-1.95 0.00 -1.95 0.00 0.00 0.00 -1.95 0.00 0.00 0.00 -1.95 0.00 0.00 0.00 0.00 -1.95 432.49 0.00 -0.05 -0.05 |
|
| For M/s. H. G. Sarvaiya & Co. MFS InterCorp Limited Chartered Accountants Firm’s Registration No. 115705W Vishwakarma Kiran Dhipendra Rathod Chairman & Director CFO DIN: 10526319 Prop. Hasmukhbhai G. Sarvaiya Chartered Accountant Khant Meet Ratilal Sayali Nagnath Patil UDIN: 25045038BMGPZJ2565 Independt Director CS Membership Number: 045038 DIN: 10526325 Date: 30th May, 2025 Place: Ahmedabad |
33
| Cash Flow Statement | ||
| Particulars | **As at 31 March 2025 ** | As at 31 March 2024 |
| Cash flows from Operating Activities Profit before tax for the Year Adjustments to reconcile net profit to net cash provided by operating activities Depreciation and Amortization Interest Income Operating profit / (loss) before working capital changes Movements in Working Capital: (Increase)/decrease in trade receivables (Increase)/decrease in other current assets Increase/(decrease) in other non current liabilities Increase/(decrease) in Trade Payable Increase/(decrease) in current tax liabilities Increase/(decrease) in Other financial liabilities Increase/(decrease) in Other current liabilities Increase/(decrease) in Provisions Net Cash Generated From/ (Used in) operations Tax paid (net of refunds) Net Cash From/(Used in ) Operating Activities (A) Cash Flows from Investing Activities (Increase)/decrease in Fixed Asset Loans Interest Income Net cash from/(Used in) Investing Activities (B) Cash flows from Financing Activities Borrowings Net cash from/(Used in) Financing Activities (C) Increase in Cash and Cash Equivalents during the year (A+B+C) Cash and Cash Equivalents at the beginning of the year Cash and Cash Equivalents at the end of the year |
-0.79 - 0.15 - -0.64 -10.74 -1.12 - 8.67 1.30 - 9.54 - 7.01 - 7.01 -3.35 - - -3.35 - - 3.66 11.76 15.42 |
-1.95 - - - -1.95 - - 6.32 24.25 -5.59 -18.66 -6.32 - -1.95 - -1.95 - - - - - - -1.95 13.71 11.76 |
| The above Cash Flow Statement has been prepared under the “Indirect Method” as set out in the (a) Indian Accounting Standard (Ind AS-7) - Statement of Cash Flow. Note: |
||
| For M/s. H. G. Sarvaiya & Co. MFS InterCorp Limited Chartered Accountants Firm’s Registration No. 115705W Vishwakarma Kiran Dhipendra Rathod Chairman & Director CFO Prop. Hasmukhbhai G. Sarvaiya DIN: 10526319 Chartered Accountant UDIN: 25045038BMGPZJ2565 Khant Meet Ratilal Sayali Nagnath Patil Membership Number: 045038 Independt Director CS Date: 30th May, 2025 DIN: 10526325 Place: Ahmedabad |
For M/s. H. G. Sarvaiya & Co. Chartered Accountants Firm’s Registration No. 115705W
Prop. Hasmukhbhai G. Sarvaiya Chartered Accountant UDIN: 25045038BMGPZJ2565 Membership Number: 045038 Date: 30th May, 2025 Place: Ahmedabad
MFS InterCorp Limited
Vishwakarma Kiran Dhipendra Rathod Chairman & Director CFO DIN: 10526319
Khant Meet Ratilal Sayali Nagnath Patil Independt Director CS DIN: 10526325
34
NOTE 1: FINANCIAL ASSETS- INVESTMENTS
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(RS. In Lakh)
Gross Block (Fair Market) Accumulated Depreciation Net Book Value
Property, Plant and Equipments As at 01.04.2024 Add/ (Del) As at 31.3.2025 Up to 31.03.2024 For the year 31.03.2025Up to 31.3.2025As At 31.3.2024As At
CCTV Camera 12-02-2025 0.00 2.54 2.54 0.00 0.15 0.15 2.39 0.00
Television 31-03-2025 0.00 0.81 0.81 0.00 0.00 0.00 0.81 0.00
Total 0.00 3.35 3.35 0.00 0.15 0.15 3.20 0.00
NOTE 2 : FINANCIAL ASSETS –LOANS
Particulars F.Y. 2024-25 F.Y. 2023-24
Loans to Others: 0 0
(Unsecured, Considered Good) 0 0
Total 0 0
NOTE 3 : OTHER NON-CURRENT ASSETS
Particulars F.Y. 2024-25 F.Y. 2023-24
Pre-Operating Expense 45.03 45.03
Total 45.03 45.03
NOTE 4 : FINANCIAL ASSETS- TRADE RECEIVABLES
Particulars F.Y. 2024-25 F.Y. 2023-24
Trade Receivables 511.94 501.2
Total 511.94 501.2
2024-25
TRADE RECEIVABLES
DEBIT CREDIT
Advance from Customer - 1.38
care call service Limited 124.59 -
Daxon Realty Limited - 0.01
Mannibhadra aggro Private Limited 125.86 -
Neopolitan Pizza 126.55 -
Patel & Patel E- Commerce pvt Ltd. 124.20 -
Samanvay Homes 0.09 -
The Bliss Group 12.04 -
Total 513.33 1.39
NOTE 5 : FINANCIAL ASSETS- CASH AND CASH EQUIVALENT
Particulars F.Y. 2024-25 F.Y. 2023-24
Balances with Bank 0.09
0.76
Cash in hand 14.66 11.67
Total 15.42 13.71
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NOTE 6: EQUITY SHARE CAPITAL
| NOTE 6: EQUITY SHARE CAPITAL | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Particulars | F.Y. 2024-25 | F.Y. 2023-24 | |||||||||
| A. Authorized: | No. | Rs. | No. | Rs. | |||||||
| Equity shares of Rs. 10/- each | 5000000 | 50000000 | 5000000 | 50000000 | |||||||
| Total | 5000000 | 50000000 | 5000000 | 50000000 | |||||||
| B. Issued, Subscribed & Fully Paid-up: | |||||||||||
| Equity shares of Rs. 10/- each | 4324900 | 43249000 | 4324900 | 43249000 | |||||||
| Total | 4324900 | 43249000 | 4324900 | 43249000 | |||||||
| (i)DETAILS OF SHAREHOLDING IN EXCESS OF 5% | |||||||||||
| Name of Shareholder | F.Y. 2024-25 | F.Y. 2023-24 | |||||||||
| No. | % | No. | % | ||||||||
| NIL | - | - | - | - |
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NOTE 7: OTHER EQUITY
Particulars F.Y. 2024-25 F.Y. 2023-24
(a) Capital reserve 0 0
(b) Security Premium 0 0
(C) Retained Earnings -318.71 -317.92
Total -318.71 -317.92
NOTE: 8 TRADE PAYABLES
Particulars F.Y. 2024-25 F.Y. 2023-24
1 Trade Payables 445.77 437.1
445.77 437.1
2024-25
TRADE PAYABLES
DEBIT CREDIT
Employees - 5.24
BSE Limited - 0.12
CDSL - 0.3
Dhimant Jayantilal Danak - 0.63
DNL Core Designed Limited - 108.68
Gujrat Aqua Industriel Limited - 109.62
Malhotra Daxaben Maganbhai - 0.14
Nayak Mohnish Maheshbhai - 0.48
Prince K Dosaliya & Co. - 0.53
Sanjana Properties Pvt Ltd - 116.67
Saral Flamebird - 0.10
Scorplus Global OutSourcing Pvt Ltd - 102.12
Torrent Power - 0.18
Vihaan-VT Infotech Private Limited - 0.96
Total - 445.77
NOTE: 9 OTHER FINANCIAL LIABILITIES
Particulars F.Y. 2024-25 F.Y. 2023-24
1 Other Financial Liabilities 0 0
Total 0 0
NOTE: 10 REVENUE FROM OPERATION
Particulars F.Y. 2024-25 F.Y. 2023-24
1 Revenue from operations 29.37 0
Total 29.37 0
NOTE : 11 OTHER INCOME
Particulars F.Y. 2024-25 F.Y. 2023-24
Other Income 0 0
Total 0 0
NOTE : 12 EMPLOYMENT BENEFIT EXPENSES
Particulars F.Y. 2024-25 F.Y. 2023-24
Salaries & Wages 12.86 0.5
Total 12.86 0.5
NOTE : 13 FINANCIAL COST
Particulars F.Y. 2024-25 F.Y. 2023-24
Interest Expense 0 0
Bank Charges 0 0
Total 0 0
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NOTE: 14 OTHER EXPENSES
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Particulars F.Y. 2024-25 F.Y. 2023-24
Annual Custody Fees Depository 0.78 0.36
Audit Fees 0.5 0
BSE Listing Fees 3.1 0
Misc. Expenses 0.26 0.19
Professional & Legal Fees 0.23 0.4
ROC Fees 0.24 0.5
Office Expenses 0.2 0
Rent Expenses 0.63 0
Director Remuneration 10 0
Electricitty Expenses 0.21 0
Total 16.15 1.45
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37
MFS INTERCORP LIMITED
NOTE:
Y. E.: 31-03-2025
SIGNIFICANT ACCOUNTING POLICIES:
- Basis of Accounting:
The Company maintains its accounts on accrual basis on historical cost convention in accordance with generally accepted accounting principles (GAAP) in India and in compliance with the requirements of the Companies Act, 2013.
- Revenue Recognition:
The company follows practice of accounting for all income and expenditure on accrual basis.
-
Provision for Current and Deferred Tax:
-
a. Tax expenses comprise both current tax and deferred tax. Provision for the current income tax is made on the basis of relevant provision of the Income Tax Act, 1961 as applicable to the financial year.
-
b. Deferred Tax resulting from the “Timing Difference” between book profit and taxable profit is accounted for under the liability method, at the current rate of tax, to the extent that the timing differences are expected to crystallize. Deferred tax assets are recognized only to the extent that there is reasonable certainty that the asset can be realized in future. Deferred tax assets are reviewed at each balance sheet date and is written down or written up to reflect the amount that is reasonably or virtually certain, as the case may be, to be realized.
-
Provision for Contingent Liabilities and Contingent Assets: Provisions involving substantial degree of estimation in measurement are recognized when there is a present obligation as a result of past events and it is probable that there will be an outflow of resources. Contingent Liabilities are not recognized but are disclosed in the notes. Contingent Assets are neither recognized nor disclosed in the financial statements.
-
Miscellaneous Expenditure:
Pre-operative expenses are amortized over a period of five years.
- Earning Per Share (EPS)
| Sr. No. |
Particulars | 31.03.2025 | 31.03.2024 |
|---|---|---|---|
| I | Net Profit/(Loss) after tax available for equity shareholder in Rupees | -0.79 | -1.95 |
| ii | Weighted average no of Equity Shares for basic and diluted EPS | 4324900 | 4324900 |
| iii | Nominal Value of Equity Shares in Rupees | 10 | 10 |
| iv | Basic / Diluted Earning per Share in Rupees | 0 | 0 |
| Contin | gent Liabilities: NIL (P.Y. NIL) |
-
Contingent Liabilities :
-
Related Party Disclosure under Accounting Standard 18 (AS 18) :
-
A) List of related parties as identified by the management are as under :
-
I) Enterprises that directly or indirectly control (through subsidiaries) or are controlled by or are under common control with the reporting enterprise : None
-
II) Associates, Joint Ventures of the reporting entity, investing party or venture in respect of which reporting enterprise is an associate or a joint venture : None
-
III) Individual owing, directly or indirectly an interest in voting power of reporting enterprise that gives them control or significant influence over the enterprise, and relative of any such individual : Nil
-
IV) Key Management Personnel (KMP) and their relatives;
Mr. Vishwakarma Kiran Whole Time Director Mr. Dhipendra Rathod Chief Financial Officer Ms. Komal Potekar Company Secretary and Compliance Officer
38
-
V) Enterprises over which any person described III and IV is able to exercise significant influence: No
-
B) The following transaction were carried out with the related parties:
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Sr. Particular Key management Enterprises over which
No personnel and their KMP, with their
relatives relatives, is able to
exercise significant
influence
2025 2024 2025 2024
1 Balance Outstanding as on
31.03.2025
Receivable - - - -
Payable 40,000
2 Loans / Advances Given - - -
3 Loans/Advances recovered - - - -
4 Services given - - - -
5 Balances W/off / W/back - - - -
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9. Deferred Tax Asset
In accordance with the provisions of Accounting Standard (AS22) issued by The Institute of Chartered Accountants of India pertaining to accounting of taxes on income, in view of the company not expecting any taxable profits in near future, no deferred tax asset is recognized. The details of the same areas under:
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Particular AS AT AS AT
31.03.2025 31.03.2024
- -
Deferred Tax Liability
Deferred Tax Assets on account of:
- -
Carried Forward Losses as per Income Tax
Net Deferred Tax Asset - -
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-
Segment wise details, as required by AS-17 Segment Reporting are not furnished as the management is of the opinion that it does not have any geographical / business segment that is subject to different kind of risk, return or opportunities.
-
Previous year figures are given in bracket and have been regrouped / rearranged wherever necessary to make them comparable.
For M/s. H. G. Sarvaiya & Co. Chartered Accountants Firm’s Registration No. 115705W
Prop. Hasmukhbhai G. Sarvaiya Chartered Accountant UDIN: 25045038BMGPZJ2565 Membership Number: 045038
MFS Intercorp Limited
Vishwakarma Kiran Dhipendra Rathod Chairman & Director CFO DIN: 10526319
Khant Meet Ratilal Sayali Patil Independent Director CS DIN: 10526325
Date: 30th May, 2025 Place: Ahmedabad
39