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Tankup Engineers Ltd. Directors Report
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You can view full text of the latest Director's Report for the company.
Market Cap. (Rs.) 246.83 Cr. P/BV 32.63 Book Value (Rs.) 14.29
52 Week High/Low (Rs.) 495/153 FV/ML 10/1000 P/E(X) 162.03
Bookclosure EPS (Rs.) 2.88 Div Yield (%) 0.00
Year End :2024-03 

Your directors have the pleasure m presenting the Fourth Annual Report of the Company together with audited statements of account for the financial year ended 314' March 2024.

1. FINANCIAL RESULTS AND OPERATIONS

(Amount in Rupees)

Standalone

Particulars

Yearended

31.03.2024

Year ended

31.03.2023

Rs.

Rs.

Revenue including other income

39,5433.439.90

1134.93,89632

Expenditure

1636.14.518.87

10,70.09,277.06

Pro! it/ (Loss) before Depreciation and lax

3,17/88,921.03

1.14.84,619.26

Less: Depreciation

15,98.747.00

20.08,013.00

Proht/Loss before Tax

3,01,90,174.03

94.76,606.26

Less: Tax Expenses including deferred tax

53.72.969

15,99,58430

Net Prolit/(Loss) toi the year

2, >18,17.205.03

78.77,02236

2. PERFORMANCE REVIEW AND STATE OF COMPANY'S AFFAIRS

Financials:

During the year under report, your company lias earned an income including other income of Rs. 19,54,33,439.90/ - as compared to tire previous year's income of Rs. 11 .S4.93.896.32/ . The Company incurred an expenditure of Rs. 1636,44,518-87/- as against the previous year's amount of Rs. 10,70,09,277.06/ -. The depreciation provided during the year was Ks. 15,98,747.00/- as against the previous year's depreciation ot Rs. 20,08.013.00/-. As a result, die company Incurred a net profit of Rs. 2,48,17,205.03/ as against the previous year's not profit of Rs. 78,77,022.26/ .

3. Cl 1ANGEIN THE NATURE OE BUSINESS. IF ANY

There has been no change in the nature ot the business ot the Company during die year under review.

However, after die closure of Financial Year 2023-24 die status of the company is changed from Private Limited to Public Limited with effect from 24"' July 2024.

4. HOLDING, SUBSIDIARY, IQ1NT VENTURE OR ASSOC1ATE COMPANY

The Company does not liave any Subsidiary, Joint Ventures, or Associate Companies but lias a holding entity, Tank-Up Petio Ventures LLP and die details of the same am given below:

s.

No-

Name and Address of the

Company

Holdin^Subsidiary/ JV/Associate

% of Shares held

Applicable Section

1.

Tank-Up Petro Ventures LLP

Holding

99.96%

2(46)

5. IN FORMA MON ABOU1 MIL FINANCIAL PERFORMANCE / FINANCIAL POSH ION OF THE SUBSIDIARIES/ ASSOCIATES:

Theie were no Subsidiaries or associate companies ot die company during tire financial year 2023-

24.

6. NAMES OF THE COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS Sl.HMDIAKII S, JOIN I VI \ il.KlsUK ASSOC IAN l OMI’AMI S Dl.KINt, HU YEAR,

Theie were no companies which liave become or ceased to be the subsidiaries, Joint Ventures or associate companies during the year.

7. TRANSFER TO RESERVES

During die year under review, your Company has not transferred any amount to General Reserve.

8. CONSTITUTION OF THE BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

As on 31st March 2024, die Board comprises ot the following Directors and Key Managerial Personnel:

Name of Directors

Designation

Mr. Gaurav Lath

Diiectoi

Mrs. Pankhuri Lath

Director

During the year under review there has been no change in the Constitution ot Board ot Directors and Key Managerial Personnel.

However, alter the closure ot Financial Year 2023-24 the tollowmg clvanges took place in the constitution oi the Board ot Directors and in the Key Maitagenal Personnel of the Company:

• Appointment oi Mr. Govind Prasad as additional director ot tire company w.e.t. 01“ April 2024

• Appointment ot Mrs. Pankliuri lath as Chief Financial Officer (CFO) ot tlie company w.e.f. 05* July 2024

• Appointment oi Mr. Rajat Srivastava as Company Secretary (CS) k Compliance Othcer ol the company w.ei. 05“ July 2024

• Regularization of Mr. Govind Prasad Leith as chairman and non-executive director oi tlie companv w.ei. 06“ August 2024

• Change in designation of Mr. Gaurav Lath from Executive Director to Managing Director of the companv w.ei. 06“ August 2024

• Change in designation of Mis. Pankliuri Lath from Executive Director to Whole-tune Director oi the company w.e.f. 06* August 2024

• Appointment of Mr. Subodh Dakwale as non-executive diiectoi of the company w.e.f. 06* August 2024

• Appointment of Mr. Rakesh Gupta as independent director of the company w.ei. 06* August 2024

• Appointment oi Mr. Biajesh Kumai Singh as independent director oi the companv w.ei. 06* August 2024

i. BOARD MEETINGS HELD DURING THE YEAR

Duimg the period under review, the Board oi Directors have met 6 (Six) times In a year l.e., 01.04.2023, 24.07.2023, 14.08.2023, 16.10.2023, 15.01.2024 and 18.03.2024. Tlie maximum time gap

between any two meetings did not exceed 120 days.

S. No.

Name of Directors

Designation

N umber of Board Meetings entitled to attend

No. of meetings attended by each Director

1.

Mi. Gaurav La Hi

Director

6

6

2.

Mrs. Pankhuri Lath

Din?ctor

6

6

10. COMMITTEES OF THE BOARD AND POLICIES

The Company b no I required to constitute tlie Audit Committee, Nomination and Remuneration Committee & Corporate Social Responsibility Committee ol tlie Board, as the Company does not meet the criteria laid down tor mandatorily forming such committees as per the requirement ot the Companies Act, 2013 read with rules made there under, during the year wider review.

Accordingly, the Company was not required to irame the Vigil Mechanism/ Whistle Blower Policy, Nomination, and Remuneration Policy, and Corporate Social Responsibility policy.

However, the Company has a system m place for the identitication ot elements ot risk that are associated with the accomplishment ol objectives, operations, development, revenue, and regulations, and appropriate measures are taken, wherever required to mitigate such risks beioreliand as j>er the risk management policy ot the Company

11. ANNUAL EVALUATION BY THE BOARD

Tlie Board is not required to evaluate its own performance as tlie Company does not meet the criteria laid down for mandatory evaluation of the Board during tlie period under review.

12. SHARE CAPITAL Authorised Share Capital

During tlie year under review the following changes took plate in tlie Authorised Share Capital of tlie Company:

The Authorized Share Capital of tlie Company has been increased from Rs. 25,00.000/- (Rupees Twenty five laklis only) divided into 2,50,000 (Two lakh fifty thousand) Equity Shares of the face value of Rs. 10/ (Rupees Ten only) each to Rs. 10X10,00,000/- (Rupees Ten Crore only) divided into 1,00,00.000 (One Ciore) Equity Shares ot tlie face value ot Rs. 10/ - (Rupees Ten only) each.

Paid-Up Shan* Capital

During the year tuidei review there has been no change in tlie Paid up Share Capital ol the Company.

However, alter the closure ot Financial Year 2023-24 the tollowuig changes took place ui tlie Paid-up Share Capital of the Company:

The Paid-Up Share Capital ol the Company has been increased from Rs. 25,00,000/ (Rupees Twenty-live Lakhs Only) divided into 2,50X)CO (Two lakh titty thousand) Equity Shares ot the face value ot Rs. 10/ - (Rupees Ten only) each to Rs 3,90,00,000/- (Rupees Three Crore Ninety Lakh Only) divided into .39,00,000 (Thirty-Nine Lakh) Equity Shares of the Face value ol Rs. 10/ (Rupees Ten Only) each m the following maiuiers:

14. PARTICULARS OF EMPLOYEES

None of the employees have received remuneration exceeding the limit as stated in Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

Further, the remuneration received by the Directors of the Company is part of the notes to accounts of the financial statements of the Company.

15. DEPOSITS

The Company has not accepted any public deposits and as such, no amount on account of principal or interest on public deposits was outstanding as on the date of the balance sheet.

16. DIVIDEND ON EQUITY SHARES

Your directors do not propose any dividend on the shares of the Company for the financial year ended on 31st March 2024.

17. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

The provisions of Section 125(2) of the Companies Act, 2013 do not apply as there was no dividend declared and paid last year.

18. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, the Directors hereby confirm that:

(i) in the preparation of the annual accounts, the applicable accounting standards had been followed with proper explanation relating to material departures;

(ii) they have, selected such accounting policies in consultation with Statutory Auditors and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year 31st March, 2024 and of the profit and loss of the company for the financial year;

(iii) they have taken proper and sufficient care, to the best of their knowledge and ability, for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities;

(iv) The annual accounts of the Company have been prepared on a going concern basis.

(v) The Directors have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and

(vi) they had advised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

(iii) they have taken proper and sufficient care, to the best of their knowledge and ability, for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and foi preventing and detecting frauds and other irregularities;

(iv) The annual accounts of the Company have been prepared on a going concern basis.

(v) Tlie Directors have laid down Internal tinanctal controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and

(vi) they had advised proper systems to ensure compliance with the provisions ot all applicable laws and that such systems were adequate and operating effectively.

19. DECLARATION OF INDEPENDENCE OF DIRECTORS

Tit© provisions of Section 149 of the Companies Act, 2013 pertaining to the appointment of independent Directors are not applicable on the Company dining the period under review.

20. ALQ2UQBS

The members of tlx- Company in their Annual General Meeting held on 30* September, 2022 have approved the appointment of M/s. Seth & Associates, Chartered Accountants (Firm Registration No. 001167C) as Statutory Auditors ot the Company to hold office for a period of !> years commencing horn the conclusion of that Annual General Meeting upto the 6* consecutive Annual General Meeting of the Company.

21. AUDITOR'S REPORT

The reports given by lire Statutory Auditors' on the iinandal statements ot the Company for the financial year ended 31’* March, 2024 form part ot the Annual Report, lliere have been no qualifications, reservations, or adverse remarks made by the Statutory Auditors in their reports.

22. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB- SECTION 021 OF SECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO CENTRAL GOVERNMENT.

During the year under review', the statutory auditor has not reported to the board, under Section 143(12) ot the Companies Act, 2013, any instances of fraud committed against the Company by its officers ot employees, the details of wrhich would need to lie mentioned in the Board's report.

23. MA1NTA1NENCE COST RECORS UNDER SECTION 148 Hi Cost Audit is not applicable to your Company.

24. SECRETARIAL AUDITOR REPORT

The Secretarial Audit is not applicable on the Company as per the section 20-1(1) ot the Companies Act 2013 read with rule 9 of the Companies (Appointment and remuneration ot Managerial Personnel) Rules. 2014.

25. SIGNIFICANT AND MATERIAL ORDERS

There are no significant or material orders passed by the regulators, courts, or tribunals haying an impact on the future operations ol the Company or its going concern status,

26. PARTICULARS OF LOANS. GUARANTEES. OR INVESTMENTS UNDER SECTION 186

The Company has not made any Loans, guarantees and investment tor tire FY 2023-24.

27. WEBLINK OF ANNUAL RETURN

Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rules, 2014, the annual return is uploaded on the website ot the Company and the same can be accessed at https://www.tankup.co io/financial/

28. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES REFERRED TO IN SECTION 188(1)

During the yew under review, tire C ompany lias entered uito contracts or arrangements with related parties covered under Section 188(1) of the Companies Act, 2013. The details are disclosed In Form AOC-2 marked as Annex ure-II.

Furtlter, related party transactions entered by the Company as per AS-18 issued by ICAI are the part ot notes to accounts of the financial statements ot tire Company.

29. MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT:

No material changes and commitments affecting the financial position of the Company occurred between the end of the financial war to which these financial statements relate and the date ot this report.

However, after the closure of the Financial Year 2023-24, the Company lias been converted from Private Limited Company to Public Limited Company and consequent upon conversion into Public Limited Company, the name ot the Company has teen changed from "Tankup Engineers Private Limited" to "Tankup Engineers limited" and fresh certificate of incorporation dated 24th July, 2024 has been issued.

30. CORPORATE SOCIAL RESPONSIBILITY

The Company lws not developed and implemented any Corporate Social Responsibility Initiatives as the provisions oi Section 135(1) ol the Companies Act, 2013 read with Companies (Coiporate Social Responsibility Policy) Rules, 2014 are not applicable on the Company.

31. PARTICULARS REGARDING CONSERVATION OF ENERGY ETC. UNDER SECTION 134f3Hml OF THE COMPANIES ACT, 2013 AND RUt 1;S MADE THEREIN

Tire particulars as prescribed under Section 134 (3)(m) of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014 regarding Conservation oi Energy, Technology Absorption aie provided .is under:

A. CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION:

Conservation of energy:

The Board has been constantly endeavouring towards conservation ot power and other rare resources.

Technology Absorption:

The Company lias access and implemented regarding conservation ot energy and technology absorption wherever applicable. The Board lias been constantly endeavouring for implementation of advanced tecluiologies.

B. FOREIGN EXCHANGE EARNINGS /OUTGO

In accordance with the provisions of 134 (3)(m) of the Companies Act, 2013 read with Companies' (Accounts) Rules, 2014, the information relating to Foreign Exchange Earnings and Outgo is provided as under.

Particulars

2023-24

2022-23

Rs.

Rs.

Foreign Exchange Earnings in (Rs.)

Nil

Nil

Foreign Exchange Outgo (Rs.)

23,63337.50

6,76,826.25

32. ADEQUACY OF INTERNAL CONTROLS

The Company's internal control systems are commensurate with the nature and size of the Company.

33. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION. PROHIBITION. AND REDRESSALl ACT. 2013

The Company lias always believed in providing a sate and harassment tree workplace tor every individual working in premises and always endeavors to create and provide an environment that is free from discrimination and harassment including sexual harassment.

During tire year ended 31*' March, 2024, tire Company lias not received any complaint pertaining to sexual harassment.

34. COmmAJ E.....INSOLVENCY. .JBJESOLyilQN.... PROCESS. INITIATED UNDER THE

INSOLVENCY AND BANKRUPTCY CODE. 2016 flBCl:

Theie is no application filed for corporate insolvency resolution process, by a financial or operational creditor or In’ the company ttselt under the IBC before the NCLT.

35. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS:

During the year under review, there has been no one tune settlement of loans taken front banks and financial institutions.

36. COMPLIANCE WITH SECRETARIAL STANDARDS

Tire Company has complied with the applicable Secretarial Standards.

37. APPRECIATION

Your director's place on records therr appreciation tor the valuable suppor t and cooperation ot the Company's Bankers, Government Agencies, Customers, Suppliers, Shareholders, and other statutory authorities, who have reposed their continued trust and confidence in the Company.


 
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