MOLIND ENGINEERING LIMITED

{INFORMATION MEMORANDUM}

.".'

1

S1. No Particulars Description

1 Name of the Company Molind Engineering Limited2 CINNO L29199PB 1960PLC0088933 Date of incorporation 23/06/19604 Place of incorporation Kolkata5 Registered Office A-7, Phase- 3, Industrial Estate,Mohali-160 051

Punjab6 Corporate office A-7, Phase- 3, Industrial Estate,Mohali-160 051

Punjab7 PAN AACCM1633J8 Industry 1 Sector Manufacture of machinery and equipment

N.E.C9 Place of location of plant Mohali10 Major products of the Machine &Spares for cigarette, Capsule, Packing

Company industries11 Names of the Stock Exchanges 1. Delhi Stock Exchange (DSE)

where the Company is 2. Ludhiana Stock Exchange eLSE)currently Listed

12 Tel No. 0172-2225628,222432613 Fax No. 0172-222563014 E-Mail moie1mh1@gmail.com15 Website www.moiengineering.com16 Company Secretary & Akash Gupta

Compliance Officer17 Registrar and Skyline Financial Services Private Limited and

Share Transfer Agent & D-153A, I" Floor, Okhla Industrial Area,Address Phase-I, New Delhi-l l 0020

18 Email (for Investor admin@skylinerta.comGrievances): :

For MOLIN

2

SL PARTICULARS PAGENO. NO.

1 Definitions, Abbreviations and Industry Related Terms 4-5

2 Certain Conventions, Use of Market Data, Forward 6-7Looking Statement

3 Risk Factors 8\

4 General Information And History of the company 9-11

5 Capital Structure 12-13

6 Share Holding Pattern 14-27

7 Management of the company 28-29

8 Other General Information 30

9 Financial Information 31-33

10 Material Documents For Inspection 34

11 Declaration 34

3

1. DEFINITIONS. ABBREVIATIONS AND INDUSTRY RELATEDTERMS

Term Description

The Company" or "Molind Engineering Limited", a Company incorporated"Company" or" our underCompany" "MEL" or Companies Act, 1956, and currently having its Registered"Molind Engineering Office at A-7, Phase- 3, Industrial Estate,Mohali-160 051Limited" Puniab.Actl Companies Act Companies Act, 2013 and/or 1956 including amendments

theretoAGM Annual General MeetingArticles Articles of Association of the CompanyAuditors The Statutory Auditors of the CompanyAS Accounting StandardsBoard of Directors I Board of Directors of the "Molind Engineering Limited"Board I DirectorsCSR Corporate Social ResponsibilitiesCDSL Central Depository Service (India) LimitedDSE Delhi Stock ExchangeDepository Act The Depositories Act, 1996 as amended from time to timeDepository A Depository registered with SEBI under the SEBI

(Depositories & Participants) Regulations, 1996 asamended from time to time

DP Depository Participant

DIN Director Identification Number

Director(s) Directors on the Board of Molind Engineering Limited

EGM Extraordinary general meeting

EPS Earnings per equity shareEquity Shares Equity shares of the company ofRs. 101- each unless

otherwise specified in the context thereofEquity Shareholders Equity Shareholders of the CompanyFEMA Foreign Exchange Management Act, 1999 read with rules

and regulations there under and amendments theretoFinancial year I fiscal I The twelve months ended March 31 of a particular year,F.Y unless otherwise statedFC Foreign currencyFDI Foreign Direct Investment

FI Financial InstitutionFII Foreign Institutional Investor registered with SEBI under

for MOLl~m\NG UM\iEO 4

applicable laws.HUF Hindu Undivided FamilyInformation This document as filed with the Stock Exchanges is knownMemorandum as and referred to as the Information MemorandumIndia ReQublic of IndiaIT Act Income Tax Act, 1961 and subsequent amendments

theretoICAI The Institute of Chartered Accountants of IndiaICSI The Institute of Companies Secretaries ofIndiaLSE Ludhiana Stock ExchangeMD Managing DirectorMOA Memorandum of Association of " Molind Engineering

Limited"NSDL National Securities Depository LimitedPAT Profit after tax

PBT Profit Before TaxPAN Permanent Account NumberRBI Reserve Bank of IndiaROC Registrar of Companies, ChandigarhRs. / Rupees Indian RupeesSCRA Securities Contracts (Regulation) Act, 1956 and rules

thereof.SCRR Securities Contracts (Regulation) Rules, 1957 and rules

thereof.SEBI Securities and Exchange Board of IndiaSEBIAct Securities and Exchange Board of India Act, 1992 and

rulesthereof.

5

2. CERTAIN CONVENTIONS; USE OFMARKET DATA

Unless indicated otherwise, the financial data in this Information Memorandum is derivedfrom our financial statements prepared in accordance with the relevant and applicableAccounting Standards and the Companies Act, 2013 and 1956, as amended from time totime.

Unless stated otherwise the financial year commences on April 1st and ends on 31stMarch, so all references to a particular financial year are to the twelve-month periodended 31st March of that year. Any discrepancies in any table between the total and thesums of the amounts mentioned are due to rounding off.

The information in this information memorandum has been taken from FinancialStatements and annual Reports of the Company and Directors' Report and AuditorsReports thereon and some other information pertaining to industry has been derived from,government websites and other reliable sources. We believe that industry data used in thisInformation Memorandum is reliable though it has not been independently verified by thecompany.

FORWARD LOOKING STATEMENT

Statements included in this Information Memorandum which contains words or phrasessuch as "will" , "aim" , "will likely result" , "believe" , "expect" , "will continue" ,"anticipate", "estimate", "intend", "plan", "contemplate", "seek to", "future","objective", "goal", "project", " should", "will pursue" and similar expression orvariations of such expressions, that are "forward-looking statements" and involve risksand uncertainties.

All forward looking statements are subject to risks, uncertainties and assumptions thatcould cause actual results to differ materially from those contemplated by the relevantforward looking statement. Important factors that could cause actual results to differmaterially from our expectations including others are as follows:-

>- General economic and business conditions in India and other countries;>- Our ability to successfully implement our strategy, our growth and expansion

plans and technological changes;>- Changes in the value of the Indian Rupee and other currency changes;>- The occurrence of natural disasters or calamities.>- Changes in laws and regulations in India>- Changes in political conditions in India;>- The Loss of our Key Employees and Staff.

6

)r- Any adverse outcome in the legal proceedings in which the Company is involved.)r- The Company's ability to meet its capital expenditure requirements;

For further discussion of factors that could cause our actual results to differ, see the sectiontitled "Risk Factors". By their nature, certain risk disclosures are only estimates and couldbe materially different from what actually occur in the future. As a result, actual futuregains or losses could materially differ from those that have been estimated.

We do not have any obligations to, and do not intend to, update or otherwise revise anystatements reflecting circumstances arising after the date hereof or to reflect the occurrenceof underlying events, even if the underlying assumptions do not fruition.

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3. RISKFACTORS

INTRODUCTION

This is only a summary. Investor should read the following summary with the Risk Factorsmentioned and the more detailed information about us and our fmancial statementsincluded elsewhere in this Information Memorandum. Unless specified or quantified in therelevant risk factors below, we are not in the position to quantify the financial or otherimplication of any of the risks described in this section. The numbering of the risk factorshas been done to facilitate ease of reading and reference and does not in any mannerindicate the importance of one risk over another.

An investment in equity shares involves a high degree of risk. You should consider carefullyall of the following information in this Information Memorandum, including the risks anduncertainties described below. If any of the following risks actually occur, our business,fmancial condition and results of operations could suffer, the trading price of our equityshares could decline, and you may lose all or part of your investment.

RISK FACTORS

Risks relating to our Industry are:

~ Certain regulatory approval is required for conducting our business and failure toobtain or retain them in the timely manner, or at all, may adversely affect ouroperations.

~ We are subject to regulatory and legal risk which may adversely affect our business.~ Our growth depends on the sustained growth of the Indian economy. An economic

slowdown in India and abroad could have direct impact on our operations andprofitability.

~ Political instability or changes in the government could delay further liberalization ofthe Indian economy and adversely affect economic conditions in India generally,which could impact our business.

~ Civil unrest, terrorist attacks and war would affect our business.~ Our business may be adversely impacted by natural calamities or unfavorable

climatic changes~ Change in Government of India's Economic Liberalization policies may hinder

prices of our equity shares~ Change in Tax laws in India (i.e. service tax and income tax) may increase tax

liabilities of the company inversely affecting PAT.~ Change in economic regulations and laws may also affect the company adversely.

8

4. GENERAL INFORMATION AND HISTORY OF THE COMPANY

BRIEF HISTORY ABOUT THE COMPANY

The Company "Molind Engineering Limited" was originally incorporated by the name of"Molins Of India Private Limited" on June 23, 1960 in the state of West Bengal, as aprivate Limited company under the provision of Companies Act, 1956 and became a publicCompany in March, 1961 pursuant to Section 43A of the Companies Act, 1956. The Namewas then changed to MOl Engineering Limited w.e.f. 07thFebruary 1989 and to MOLINDEngineering Limited on 12thMay, 2004.

The Registered office of the Company was shifted from state of West Bengal to A - 7,Indsutrial Estate, Mohali - 160051, Punjab -India, after orders of the Company Law Boarddated 02.12.1988.

BACKGROUND

"Molind Engineering Limited", UK based machine manufacturer for Tobacco industry.Since 1997, under control by Indian management, the company, has since focused &diversified with strong interest in manufacturing precision machinery to cater tobacco aswell as non-tobacco sector of the industry. The Company's manufacturing facility is locatedin Punjab, spread over an area of 10 acres with factory layout to embody the fullrequirement of a production unit from receipt of raw material to dispatch.

BUSINESS ACTIVITY

The Main objects of the Company are to carry on the business of engineers, manufacturerand fabricator of and dealer in machinery and spare parts, tool-makers, brass founders,metal workers, boiler makers, mill wrights, machinist, iron and steel makers and convertors,smiths, wood-workers, metallurgist, electrician, fitters, wire drawers, tube makers,galvanizers, japanners, annealers, enamellers, electroplaters, painters, packing casemanufacturers and carriers.

The company design, develop, produce Capsule Making Machine, Detergent / Toilet SoapWrapping Machines, General Purpose Wrapping Machines, General Purpose Collating andParcelling Machines, Pharmaceutical Machines, Pharmaceutical Strips Inspecting,Collating and Counting Machines, Pharmaceutical Strips Cartoning machines, CigaretteMaking and Packing Machines, Cigarette Filter Rod Making Machines, Cigarette FilterRod Assembling Machines, Cigarette Packet Collating and Parcelling Machines, Cigarette

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Wrapping Machines, Spares for all MOl brand of machines, and market various types ofcustomised machines as per customer's requirement.OUR MISSION

Our mission is to lead a world by providing good quality services with the help of marketresearch and knowing our customer's requirements in order to satisfy them. Our prominentconsideration is the health of our customers. So we always focus on providing the healthy,nutritious and hygienic products.

OUR VISION

To be one of the top most prestigious and trustworthy Proteins company by providing goodand standardized quality and various kind of services to maintain a healthy and long lastingrelations with our customers. Customer satisfaction will lead to increase in the proficiencyof the company's work and and our company will defmitely keep on modifying its productsto suit everyone's requirement.

OUR VALUES

We believe in working with full dedication, providing excellent and on time services to ourcustomers. We are here to assist our customers as our customers are the most prominentpart for our company.

LISTING OF EQUITY SHARES ON METROPOLITAN STOCK EXCHANGE OF INDIALIMITED (MSEI)

Equity Shares of the Company are proposed to be listed and to be traded on MSEI. Suchadmission for trading will be subject to fulfillment by the Company of listing criteria andsubject to such other terms and conditions as may be prescribed by MSEl at the time of theapplication by the Company seeking listing.

DEFAULT OR PROHIBITION BY SEB!, MINISTRY OF CORPORATE AFFAIRS OR BYANY OTHER AUTHORITY

Neither the company, its directors or promoters of such companies appears in the defaulterslist on the website of SEBl, watch out investors, Ministry of Corporate Affair nor have beenprohibited from accessing the capital markets under any order or direction passed by SEBI.

LISTING

Application is being made to MSEl for permission to deal in and for an official quotation ofthe Equity Shares of the company. The company has taken steps for completion ofnecessary formalities for direct listing of its shares and commencement of trading at theMSEI.

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STOCK EXCHANGES WHERE COMPANY IS LISTED

a) Delhi Stock Exchange Limitedb) Ludhiana Stock Exchange Limited

AUDITORS

Ashwani K Gupta & AssociatesChartered AccountantAddress: H. No. 1044-A, Sector 2, Panchkula

REGISTRAR OF COMPANIES, CHANDIGARH

Corporate bhawan, Plot No.4 B,Sector 27 B, Madhya Marg,Chandigarh - 160019

11

5. CAPITAL STRUCTURE

SHARE CAPITAL STRUCTURE OF THE COMPANY

Paid Up Equity Share of Target No. of Shares / % of Shares/ votingCompany Voting Rights rights

Authorised Capital 50,00,000Issued and Subscribed Capital 25,35,000Fully Paid up Equity Shares 25,35,000 100%Partly Paid up Equity Shares - -Total Paid Up Equity Shares 25,35,000 100%Total Voting Rights in Target Company 25,35,000 100%

DETAILS OF THE CHANGES IN THE SHARE CAPITAL OF THE MOLINDENGINEERING LIMITED SINCE INCORPORATION ARE AS FOLLOWS

Date of No. of Cumulative Mode of Identity of AllotteesAllotment Shares paid up Allotment

issued capital01.07.1960 2 2 Allotted for cash Subscriber to the

Memorandum ofAssociation

30.03.1961 132998 133000 Allotted for cash VST Co. Ltd., NTCLtd., GTC (P) Ltd.,GPI Ltd., ImperialTobacco Co. Ltd.,

30.03.1961 1714 134714 Against supply of Molins Machinespaint & Ltd.machinerY

25.05.1961 9203 143917 Against supply of Molins Machinespaint & Ltd.machinery

17.08.1961 10348 154265 Against supply of Molins Machinespaint & Ltd.machinery

17.08.1961 5735 160000 Allotted for cash Molins MachinesLtd.

01.09.1969 756948 916948 Allotted for cash Imperial TobaccoCompany, VazirSultan TobaccoCompany_ Ltd.,

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Golder TobaccoCompany Pvt. Ltd.Molins OrganisationLtd. UK

05.03.1973 83052 1000000 Allotted for cash Public Shareholders11.05.1982 400000 1400000 Allotted for cash Bonus Issue30.09.2004 270000 1670000 Allotted for cash Preferential

Allotment to existingpromoters pursuantto BIFR Scheme

30.09.2005 865000 2535000 Allotted for cash PreferentialAllotment to existingpromoters pursuantto BIFR Scheme

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6. SHAREHOLDING PATTERN AS ON 31-03-2016

Quarter ended on: 3rt March, 2016

DSE, LSE Name of the company: Molind Engineering Limited

Partly paid up shares:- No. of partly As a % of total' As a % of totalpaid up shares no. of partly no. shares of

paid-up shares the company

Held by the promoter I promoter 0 0 0group

Held by public 0 0 0

Total

Outstanding convertible securities> No. of As a % of total As a % of totaloutstanding no. of no. shares of thesecurities outstanding company,

convertible assuming fullsecurities conversion of

securities

Held by the promoter Ipromoter 0 0 0group

Held by public 0 0 0

Total

Warrants:- No. of As a % of total As a % of totalwarrants no. of warrants no. shares of the

company,assuming fullconversion ofwarrants

Held by the promoter/promoter 0 0 0group

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\Held by public 0 0 0

Total 0 0 0

Total paid-up capital of the 2535000company, assuming full conversionof warrants and convertiblesecurities

Cat Category of Shareholder No Total No. of Total shareholding as Shares pledged ore- percentage to total otherwisegor of Number Shares encumberedy No. of shares

Share of held in

Co Asa%of As a%of Number As a%de

Hoder shares demat (A+B) (A+B+C) of.form (IX)=(VIll)

(I)(IV) (VI) (Vll) Shares I(JV)*100

(V)(II) (Ill) (VIll)

(A) Shareholding of: Promoterand promoter group

(1) Indian

(a) Individuals/HUF 0 0 0 0 0 0 0

(b) Centrall State 0 0 0 0 0 0 0Govemment(s)

(c) Bodies Corporate 1 1893820 0 74.71 74.71 0 0

(d) Financial Institutions/Bank 0 0 0 0 0 0 0

(e) Any Other (Specify) 0 0 0 0 0 0 0

Sub-Total (A) (1) 1 1893820 0 74.71 74.71 0 0

(2) Foreign

(a) Individuals(Non-resident 0 0 0 0 0 0 0Individuasls/F oreignIndividuals)

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(b) Bodies Corporate 0 0 0 0 0 0 0

(c) Institutions 0 0 0 0 0 0 0

(d) Any Other (Specify) 0 0 0 0 0 0 0

Sub-Total (A) (2) 0 0 0 0 0 0 0

Total Shareholding of: 1 1893820 0 74.71 74.71 0 0Promoter and promotergroup A=(A)(1)+(A)(2)

(B) Public Shareholding

(1) Institutions

(a) Mutual Funds/UTI 0 0 0 0 0 0 0

(b) Financial Institutions/Barn 3 1820 0 0.07 0.07 0 0

(c) Central/State 0 0 0 0 0 0 0Government(s)

(d) Venture Capital Fund 0 0 0 0 0 0 0

(e) Insurance Companies 0 0 0 0 0 0 0

(f) Foreign Institutional 0 0 0 0 0 0 0Investors

(g) Foreign Venture Capital 0 0 0 0 0 0 0Investors

(h) Any Other (Specify) 0 0 0 0 0 0 0

Sub-Total (B) (1) 3 1820 0 0.07 0.07 0 0

(2) Non-Institutions

(a) Bodies Corporate 41 214866 0 8.48 8.48 0 0

(b) Individuals 2247 289494 0 11.42 11.42 0 0

i. Individual shareholdersholding nominal sharecapital upto Rs.1 Lakh

ii Individual shareholdersholding nominal share

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capital in excess of Rs.1Lakh

2 135000 0 5.33 5.33 0 0

(c) Any Other (Specify) 0 0 0 0 0 0 0

Sub-Total (B) (2) 2290 639360 0 25.22 25.22 0 0

Total public Shareholding 2293 641180 0 25.29 25.29 0 0B=(B)(I)+(B)(2)

Total (A)+(B) 2294 2535000 0 100 100 0 0

(c) Shares held by custodian 0 0 0 0 0 0 0and against whichDepository receipts havebeen issued

Grand Total (A)+(B)+(C) 2294 2535000 0 100 100 0 0

( I ) ( B Shareholding of securities(including shares, warrant, convertiblesecurities) of persons belonging to category "Promoter and Promoter Group"

Sr. Name Of Details of Encumbered Detail of warrants Detail of convertible Totalshareholder Shares Held Shares securities shares(including

No. underling shares

lNo. of IAs a% lNo. !As a IAs a % lNo. of !As a % of jNo. of ~a%ofassuming full

shares pf Yo pf ~arrant Total no. of convertible Total no. of conversion of

held ~ warrants of securities convertible warrants andprand prand he same securities of convertible[Ictal ~otal class he same class securities) as a % ofA)+(B)+ A)+(B)+ diluted share capitalC) C) of

Sub-lause

I) (a)

1 lRoyal 1893820 74.71 0 0 0 00 0 0 0 74.71lBeveragesIPrivateiLimited

~otal 1893820 74.71 0 0 0 00 0 0 0 0

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(I)(c) Shareholding of securities(including shares, warrant, convertiblesecurities) of Persons belonging to category "public" & holding more than 1%of the total no. of shares

Sr. IName Of shareholder \No. of \As a % of Detail of Detail of convertible /Total shares(includingshares warrants securities lunderling shares

No. held tIotal no. assuming fullof shares \No. ol!As a % of 1N0. of lAs a % of \conversion of warrants

twarra [fotal no. convertible tIotal no. of land convertiblents pf securities onvertible securities) as a % of

warrants lIteld securities ofktiluted share capitalpfthe he samesame class class

1 !Kamal Arora 70000 2.76 0 0 0 0 2.76

2 jvijyant Jaiswal 65000 2.56 0 0 0 0 2.56

rrotal 135000 5.33 0 0 0 0 5.33

(I)(d) Shareholding of securities(including shares, warrant, convertible securities)of Persons (to gather with PAC) belonging to category "public" & holding morethan 5% of the total no. of shares

Sr. \Name Of shareholder 1N0. of !As a % of Detail of warrants Detail of convertible rrotalland the persons shares

~otal no.securities sharesiincluding

No. acting in concert \held ~mderling shares~PAC) with them Jofshares 1N0. ol!As a % of 1N0. of !As a % of assuming full

~arra frotal no. of convertible [rotal no. of conversion of~ts warrants of securities \convertible ~arrants and

/the same class /held securities of converriblehe same class securities) as a %

of diluted sharecapital

1 rr<iwi Wines and 191705 7.57 0 0 0 0 7.57Beverages Private~imited

ITotal 191705 7.57 0 0 0 0 7.57

(I) (e) Details of locked- in Shares

18

S1. Name of Shareholder No. of Shares Held Shares as Percentage oftotal number of Shares

No. (i.e. Grand Total(A)+(B)+(C) indicatedin statement at Para (I)(a) above

NIL

Total

( IT ) ( a ) Details of Depository Receipts

Sr. Type of Outstanding lNumber of Numbers Of Shares underlyingDR (ADRs, GDRS, \Outstanding DRs Shares Outstanding DRs as a

No. SDRS Etc. Underlying Percentage Of totalOutstanding number of shares {i.eDRs Grand Total (A) + (B) +

(C) indicated instatement at para (I) (a)above}

NIL

Total

(ll)(b) Details of Depository Receipts, where underlying Iof total no. of shares.

I

Sr.

Etc.

~ncU"esunderlying Outstandingas a Percentage Of total

•• •.• '••• 1110:::. of shares {i.e Grand(A) + (B) + (C) indicated

No.

Total

NIL

19

Cat Categ N No. No. No. Total Share Number of No. Shareh Number Number Numegor oryof os of of of nos. holdi Voting Rights of olding , of of Shares bery shareh fully Part share shares ngas held in each Shar asa% Locked pledged of

older of paid ly s held a% class of es assumi in shares or equitsh up paid under of securities Und ngfull otherwis yar equi -up lying total erlyi convers e shareeh ty equi Depo no. ng ion of encumber s01 shar ty sitory of Out convert ed heldde es shar Recei share No of T stan ible N As N Asa inrs held es pts s Voting ot ding securiti o. a o. %of dema

held (calc al con es (as a (a) % (a) total terialulate CI CI T as verti percent of Shar izedd as as as 0 a ble age of tot es formper s: se t % seen diluted al heldSCR E g: a of ritie share Sha (b)R, qu y I (A s capital) res

1957) ity + (incl helAsa B udin Asa% d%of + g of (b)(A+B C) War (A+B++C2) rant C2)

(I) (II) (II (IV) (V) (VI) (VII)=( (VIII) (IX) (X) (XI);; (XII) (XIII) (XIV)I) IV)+(V (VII)+(

)+ X)

( Promo 1 1893 a 18938 74.71 a 74.71 a a a a aA) ter & 820 20

Promoter

(B Public 22 6411 0 64118 25.29 0 25.29 0 0 090 80 a

(C NonPromoter-NanPublic

(C Shares a 0 a a NA a NA 0 0 01) under!

yingDRs

(C Shares 0 0 0 0 0 0 0 0 02) held

byEmployeeTrustsTotal 22 2535 0 25350 100 0 100 0 0 0 0 a

91 000 00

20

Number of Votingnos. Rights held in each class u

pai shares shares ng% of securities ,as a shares my d- under held calcul res % or be

rs up lying ated Un assumi otherwis requ Depos as per derl ngfull e of

up ity itory SCRR yin conver encumber eqequ sha Recei ,1957 g sion of ed uitity res pts Asa No of Voting Tota Out convert No Asa No. A ysha hel %of Rights lasa sta ible %of (a) s shres d (A+B %of ndi securiti (a) total a arhel +C2) Cia CI Tot Tota ng es (as a Shar % esd ss as aI I con percent es of he

X s Voti vert age of held to Idyng ible diluted (b) ta in

right sec share I des urit capital) sh m

ies asa ar at(ine %of e enludi A+B+ s a1ing C2 h zWa el edrra d fornts) (b m

(1) (n (IV) (V) (VI) (Vll) (Vlll) (IX) (X) (XI)= (XU) (XllI) (X(n 1) =(IV) (Vli)+( IV) +(V)+ X) )

(VI)

Indian

(a Indiv 0 0 0 0 0.00 0 0.00 0 0.00 0 O. 0) idual 0

fRin 0duUndevidedFami

(b Centr 0 0 0 0 0.00 0 00 0 0.00 0 o. 0) al 0

Gove 0rnmentiStatenGovernme

(c Fina 0 0 0 0 0.00 0 0.00 0 0.00 0 O. 0) ncial 0

Instit 0

21

-- ) Other

r--382 820 0

(Spec 0 0ity)ROY ~ 189 0 1893 74.71 74.71 0 0.00 0 O. 0AL - 382 820 0t'--

BEV '<1' 0 0ERA r:I<

UGES

~PRlVATELIMlTEDSub 1 189 0 1893 74.71 0 74.71 0 0.00 0 O. 0Total 382 820 0(A)(l 0 0)

2 Foreign

(a lndiv 0 0 0 0 0.00 0 0.00 0 0.00 0 O. 0) idual 0

INon 0ResidentlndividualIForemglndividual

(b Gove 0 0 0 0 0.00 0 0.00 0 0.00 0 O. 0) rnme 0

nt 0(c lnstit 0 0 0 0 0.00 a 0.00 a 0.00 a o. 0) ution 0

s 0(d Forei 0 0 0 0 0.00 a 0.00 a 0.00 0 O. 0) gn a

Portf 0oliolnvestor

(e Any 0 0 a 0 0.00 0.00 0 0.00 0 O. 0) Other 0

(Spec 0ity)Sub a a a 0 0.00 a 0.00 0 0.00 0 o. aTotal 0(A)(2 0)Total 1 189 a 1893 74.71 a 74.71 0 0.00 0 O. 0Share 382 820 0holdi 0 0ngofPromoter

22

-and

-e,

PromoterGroup(A)=(A)(l)+(A)(21

(a) 0 0 0 0 0 U U U U .'\

Fund A00

(b) Ventur 0 0 0 0 0 0 0 0 0 N 0e ACapital 0Funds 0

(c) Altema 0 0 0 0 0 0 0 0 0 N 0te AInvest 0ment 0Funds

(d Foreig 0 0 0 0 0 0 0 0 0 N 0) n A

Ventur 0e 0

23;.

of nos. ehol Shares mbeshar fully share shares ding pledged or rofeh paid up s held % es ,asa otherwise equiolde up equit unde calcu Unde % encumbered ty

olders r equit y rlyin late d No of Voting Tot rlyin assum N As No Asa shary share g as Rights al g ing 0 a %of es

share s Depo per asa Outs full % (N total helds held sitor SCR Cl Cl To % tandi conver (a of ot shares in

held y R, ass ass tal of ng sion ) tot ap held demRecei 1957 X Y Tot conv of al pli (Not aterpts Asa al ertibI conver Sh ca applic iali

%of Vot e tible ar ble able) I cd(A+ ing secur securit es ) (b) forB+C righ ities ies (as hel (a) m2) ts (inel a d

udin percen (b)g tage

Warr ofants) dilute

dsharecapital

(I) (II) (III) (IV) (V) (VII)= (VIII) (IX) (X) (XI)= (XII) (Xill) (XI(IV)+( (VII)+ V)V)+(V (X)

. Investor

(e) Foreig 0 0 0 0 0 0 0 0 0 N 0n APortfoli 00 0Investors

(f) Finane 3 1820 0 1820 0.07 0 0.07 0 0 N 0ial AInstitut 0ions/B 0anks

(g) Insura 0 0 0 0 0 0 0 0 0 N 0nee ACampa 0nies 0

(h Provid 0 0 0 0 0 0 0 0 0 N 0) end A

Fundi 0Pensio 0nsFunds

(i) Any 0 0 0 0 0 0 0 0 0 N 0Other ASpecify 0

0Sub 3 1820 0 1820 0.07 0 0.07 0 0 N 0. Total A(B)(l) 0

02 . Central 0 0 0 0 0 0 0 0 0 N 0

Gover Anment 0IState 0GovernmentIPresident ofIndiaSub 0 0 0 0 0 0 0 0 0 N 0Total A(B)(2) 0

03 Non-

Institutions

(a) 1. 224 2894 0 28942 11.4 0 11.42 0 0 0 0.00 0Individ 5 24 4 2ual 0Shareh 0oldersholdingNominalShareCapitalUpto2Lacs

24

· 2. 2 1350 0 13500 5.33 0 5.33 0 0 N 0Individ 00 0 Aual 0Shareh 0oldersholdingNominalShareCapitalAbove2 LacsKAM 7000 0 70000 2.76 0 2.76 0 0 N 0AL 0 AAROR 0A 0VIJYA 6500 0 65000 2.56 0 2.56 0 0 N 0NT 0 AJAISW 0AL 0

(b) NBFCs 0 0 0 0 0 0 0 0 0 N 0Registe Ared 0with 0RBI

(c) Emplo 0 0 0 0 0 0 0 0 0 N 0yee ATrusts 0

0(d Overse 0 0 0 0 0 0 0 0 0 N 0) as A- Deposi 0

tories 0(HoldingDRs)(BalancingFigure)

(e) Any 40 2149 0 21493 8.48 0 8.48 0 0 N 0other 36 6 A(Specit 0y) 0KIWI AAC 1917 0 19177 7.57 0 7.57 0 0 N 0WINE CK97 75 5 ASAND 01F 0BEVE 0RAGESPVTLTDSub 228 6393 0 63936 25.2 0 25.22 0 0 N 0Total 7 60 0 2 A(B)(3) 0

0Total 229 6411 0 64118 25.2 0 25.29 0 0 N 0Public 0 80 0 9 AShareh 0oiding 0(B)=(B)(l)+

25

I,- I (B)(2). . + B (3) I I 1 1 I I I I

Category P No. No. Part Nos. Tota Shar Number of Voting No. Total Number Number of Nu& Name A of of Iy of Ino. ehol Rights held in each of sharehold of Shares mbeof the N share fully paid shar shar ding class of securities Share ing,asa Locked pledged or r of

Sharehol holde paid -up es es % s % in shares otherwise equiders r up equi unde held calcu Under assuming en, ~"L reA ty

equi ty r1yin late No of Voting Tot lying full N Asa No. As sharty shar g d as Rights al Outst conversio 0 %of (Not a esshar es Dep per

CIa as a andin nof total appli % heldes held osito SCR C To % g convertib Shar cable of in

held ry R, ss la tal of conve Ie ) tota demesRece 1957 X ss Tot rtible securities held I ateripts Asa y al securi (as a shar ializ

%of Vot ties percentag e s ed(A+ ing (indu e of held forB+C righ ding diluted (No m2) ts Warr share t (No

ants) capital) appl tic Appable Iica) ble)

(I) (II) (ill) (IV) (V) (VI) (VIT) (VITI (IX) (X) (XI)= (XII) (XIII) (XI. =(IV ) (VIT)+(X) V))+(V)+(VI)

1 'Custodian/DR

( Name of 0 0 0 0 0 0 0 0 O. NA 0a DR 00) Holder (if

Available)

2 Employees BenefitTrust(UnderSEBI(ShareBasedEmployeeBenefitRegulation 2014L

( Name of 0 0 0 0 0 0 0 0 O. NA 0a DR 00) Holder (if

Available~Total 0 0 0 0 0 0 0 0 O. NA 0Non 00PromoterNonPublicSharehol.ding (C)=

26

(C)(l)+(C)(2)

TOP TEN SHAREHOWERS OF THE COMPANY

Sl. Name of the shareholder No. of shares % ofNo. shareholding

1 Kiwi Wines And Beverages Private Limited 1,91,775 7.572 Kamal Arora 70000 2.763 Vijyant Jaiswa1 65000 2.564 Ashok Ranganathan 2800 0.115 Madan LaI Shah 2300 0.096 Mithu Mandai 2100 0.087 Surinder Pal Singh 1820 0.078 K V Radhakrishnan 1430 0.069 Shakunta1a Dungershi Wadhwa 1400 0.0610 Sadhan Ranjan Sarker 1400 0.06

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7. MANAGEMENT OF THE COMPANY

Molind Engineering Limited is a professionally managed company. The overall management isBoard of Directors, comprised of qualified and experienced persons. We currently have Sixdirectors on our Board and one Company Secretary and one Chief Financial Officer.

SI. Name of the DINIPAN Designation Date of AddressNo. DirectorlCEO 1CS Appointment

r Bhajandeep Singh 06918983 Managing 08/07/2014 House No. 74 Deep Villa, AjitDirector Nagar Patiala-147001 PB IN

2 Manmohan Walia 01056751 Director 1411212011 15,Modem Colony JawaharNagar Jalandhar 144004PB IN

3 Bhupinder Singh 01533436 Director 22/08/2011 A - 155, Ground Floor, A -Block Ganesh Nagar, TilakNagar Delhi 110018DL IN

4 Amarjit Kaur 07213266 Director 18/0612015 House No. 74, Ajit NagarTeh.Patiala Patiala 147001PBIN

5 Sandeep Mathur 07530464 Independent 10/0612016 H. No.4, Ramganga Bihar,Director Police Station - Civil Line

- Moradabad- 244001, UttarPradesh

6 Anupam Mishra 03629083 Independent 10/0612016 H. No. 6151338,Gayatri Nagar-Director 1, Police Station - Manyawn,

Lucknow - 2260207 Ajay Mahajan AHNPM78 CFO 30103/2015 60-A Sector-44 A, Chandigarh

51K 160047 CH IN8 Akash Gupta AZFPG420 Company 14/1212015 H. No. 400 Mohd. Bibi

3R Secretary Chauraha Shahjahanpur 242001UP IN

PROMOTER COMPANY: ROYAL BEVERAGES PRIVATE LIMITED

INFORMATION ABOUT ROYAL BEVERAGES PRIVATE LIMITED

Royal Beverages Private Limited (RBPL) was incorporated on June 5, 2007 as aprivate limited company under the name Blue Water Industries Private Limited. On14th January, 2009 the name of the company changed to Royal Beverages PrivateLimited. The Corporate Identification Number (CIN) of the RBPL is

28

U15511PB2007PTC031187 and having the registered office at 65 I, Block BRSNagar, Ludhiana- 14lO08, Punjab and the corporate office at shop No. 315, Block B,Ganga Shopping Complex, Sector-29, Noida-201301, Uttar Pradesh and email id isroyalbeverages@yahoo.com and telephone No. 09634700001. Further the contactPerson is Bhupinder Singh, A - 155, Ground Floor, A - Block, Ganesh Nagar, TilakNagar, Delhi, 110018, Delhi.

BRIEF HISTORY AND MAJOR AREAS OF OPERATION

The main object of the RBPL are manufacturer, trader, importer, exporter, stockiest,distributer, agent of wine, whisky, liquor, gin, rum, beer, brandy and generaldistillers, compounds, spirits, meals, foods and all type of products derived frommalt, sugar, grapes, apples, and other similar substance and all type of alcoholic andnon alcoholic drinks and beverages.Presently the Royal Beverages Pvt. Ltd. has licenses (CL-IB for Zone and CL lC forDistrict) for exclusive wholesaling trading of Country liquor in the Agra Zone consisttheir 21 District of Uttar Pradesh. The company has Country liquor depot at eachDistrict which procures Country liquor from Varies distilleries and sells it to theretailers.

FINANCIAL INFORMATION OF THE RBPL AS ON 31ST MARCH. 2015

Authorised CapitalPaid Up CapitalNetworthTurnoverProfit After Tax (PAT)Earning Per Share

: Rs. 10,00,00,000: Rs. 2,21,20,000: Rs. 1,28,71,56,695.12: Rs. 19,50,33,87,504.39: Rs. 35,01,55,862.53: Rs. 158.30/ share

SUBSIDIARY COMPANIES

Company had a subsidiary company in the name of "MOl Trading And EngineeringPrivate Limited", which has been strike of. So till date, there is no subsidiary Companybelonging to this Company.

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8. OTHER GENERAL INFORMATION

Change in Board of Directors/ KMP during the financial year 2015-16

Year Directors 1 Appointment ResignationKMP

2015-16 Amarjit Kaur 18/0612015 -Akash Gupta 14/1212015 -

Compliance officer of the company

Name Mr. Akash Gupta

Address H. No. 400 Mohd. Bibi ChaurahaShahjahanpur 242001 UP

Telephone No. 9999835432

E mail id csakashguI2taIOI5@gmail.com

Auditors of the Company

Name MI s. Ashwani K. Gupta & Associates

Address H. No. lO44-A, Sector 2, Panchkula

Telephone No. 9888398905

E mail id ashwanigupta58@gmail.com

Registrar & Share Transfer Agent of the Company

Name Skyline Financial Services Private Limited

Address D-153A, 1st Floor, Pkhla Industrial Area,Phase-I, New Delhi-l10020

E mail id admin@skylinerta.com

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9. FINANCIALINFORMATIONIOVERVIEW

Audited Financial Results for the Quarter and Year Ended 31st March, 2016

(Rs. In Lakhs)S.N Particulars For The Preceding For The Year to Year too. Quarter Quarter Quarter Date Date

ended ended ended current previous31.03.16 31.12.201 31.03.15 period period

5 ended ended31.03.16 31.03.15

Audited Unaudited Unaudited Audited Audited1 Income from OperationsA Net Sales/Income from Operations 46.64 15.92 27.11 100.29 301.29

(Net of excise duty )B Other Operating Income 53.17 73.46 0.00 126.63 0.00

Total income from Operations (net) 99.81 89.38 27.11 226.92 301.292 ExpensesA Cost of Materials consumed 0.00 0.00 0.00 0.00 0.00B Purchase of stock-in-trade 9.58 1.91 0.36 14.98 40.83C Changes in inventories of finished (29.82) 0.26 (51.95) (25.96) 63.15

goods, work-in-progress and stock-in-- tradeD Employee benefits expense 60.79 46.46 68.70 208.96 216.38E Depreciation and amortisation expense (0.06) 0.32 0.21 0.90 1.41F Other expenses(Any item exceeding 4l.12 24.66 22.76 91.40 91.19

10% of the total expenses relating tocontinuing operations to be shownseparately)Total EXj!enses 81.61 73.61 40.08 290.28 412.96

3 Profit / (Loss) from operations before 18.20 15.77 (12.97) (63.36) (111.67)other Income, finance costs andexceptional items (1-2)

4 Other Income 0.00 0.00 8.66 0.00 1.445 Profit / (Loss) before 18.20 15.77 (4.31) (63.36) (110.23)

Intrest&exceptional items(3+4)6 Finance Costs 23.58 0.02 0.12 23.69 6.107 Profit / (Loss) from ordinary (5.38) 15.75 (4.43) (87.05) (116.33)

activities after finance costs butbefore exceptional items (5 + 6)

8 Exceptional Items 0.00 0.00 0.00 0.00 (204.62)9 Profit / (Loss) from ordinary (5.38) 15.75 (4.43) (87.05) 88.29

activities before tax (7 + 8)10 Tax expense 0.00 0.00 0.00 0.00 0.00

31

n Net Profitl(Loss) from Ordinary (5.38) 15.75 (4.43) (87.05) 88.29activities after Tax{9-10).

12 Extra Ordinary items (net of tax 0.00 0.00 0.00 0.00 0.00Exgense)

13 Net Profit 1 (Loss) for the period (11 (5.38) 15.75 (4.43) (87.05) 88.29+ 12)

14 Paid-up equity share capital 253.50 253.50 253.50 253.50 253.50(Face Value of Rs.101-each)Paid-upequity share capital(Face Value of Rs.1 01-each)

15 Reserves (excluding Revaluation 32.17 32.17 32.17 32.17 32.17Reserves)-year end.

16 Basic and diluted EPS Rs. (not to be (0.21) 0.62 (0.17) (3.43) 3.48annualised)

-

Notes:1. The above result has been review, recommend and approved by the Board of Directors at theirmeeting held on 30th May, 20162. There being no longer subsidiary of the company, the above results are prepared on standalone basis.

- 3. Previous year fIgure have been regrouged/rearranged whenever considered necessary.-

4. There was no complaint from investor pending at the end of the quarter.5. The figure of the last quarter are the balancing figure between audited figures in respect of the full- financial year and the 'year to date figures upto the end of the third quarter of the current financial year.

STATEMENT OFDIVIDEND PAID

The Company has not paid any dividend for the financial year ended 31st March, 2016.Further, it has not paid dividend in any of the following previous financial years:

Particulars Face Value per Equity Dividend Paid \

Share I

Fiscal Year 2015 10/- NILFiscal Year 2014 10/- NILFiscal Year 2013 10/- NILFiscal Year 2012 10/- NILFiscal Year 2011 10/- NILFiscal Year 2010 10/- NILFiscal Year 2009 10/- NILFiscal Year 2008 10/- NILFiscal Year 2007 10/- NILFiscal Year 2006 10/- NIL

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CASH BONUSES

The Company has not paid any cash bonuses for the fmancial year ended 31st March, 2015.Further, it has not paid cash bonuses in any of the following Previous financial years:

Particulars Face Value per Equity Share Cash Bonus PaidFiscal Year 2015 10/- NILFiscal Year 2014 10/- NILFiscal Year 2013 10/- NILFiscal Year 2012 10/- NILFiscal Year 2011 10/- NIL -~~----"

Fiscal Year 2010 10/- NILFiscal Year 2009 10/- NILFiscal Year 2008 10/- NILFiscal Year 2007 la/- NILFiscal Year 2006 10/- NILFiscal Year 2005 10/- NIL

33

10. MATERIAL DOCUMENTS FOR INSPECTION

The copies of the following documents will be available for inspection at the RegisteredOffice from 11.00 am to 2.00 pm on Working Days

1. Certificate ofIncorporation of the Company.

2. Memorandum and Articles of Association of the Company as amended from time to time.

Copies of Annual Report of the Company for the last five years.

11. DECLARATION

No statement made in this Information Memorandum contravenes any of the provisions ofthe Companies Act 195612013 and the rules made there under. All the legal requirementsconnected with the said issue as also the guidelines, instructions etc. issued by SEBI,Government and any other competent authority in this behalf have been duly compliedwith. All the information contained in this document is true and correct.

For Molind Engineering Limited

r3

Bhupinder Singh(Director)DIN: 01533436Address: A - 155, Ground Floor, A - Block,Ganesh Nagar, Tilak Nagar, Delhi, 110018

34