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Gokaldas Exports Ltd

BSE Code : 532630 | NSE Symbol : GOKEX | ISIN:INE887G01027| SECTOR : Readymade Garments/ Apparells |

NSE BSE
 
SMC up arrow

408.45

35.90 (9.64%) Volume 280564

21-Jan-2022 EOD

Prev. Close

372.55

Open Price

371.30

Bid Price (QTY)

408.45(38892)

Offer Price (QTY)

0.00(0)

 

Today’s High/Low 409.80 - 365.20

52 wk High/Low 409.80 - 75.15

Key Stats

MARKET CAP (RS CR) 2416.48
P/E 50.72
BOOK VALUE (RS) 105.1107966
DIV (%) 0
MARKET LOT 1
EPS (TTM) 8.08
PRICE/BOOK 3.89874316678901
DIV YIELD.(%) 0
FACE VALUE (RS) 5
DELIVERABLES (%) 39.5
4

News & Announcements

21-Jan-2022

Gokaldas Exports consolidated net profit rises 397.69% in the December 2021 quarter

20-Jan-2022

Gokaldas Exports Ltd - Gokaldas Exports Limited - Analysts/Institutional Investor Meet/Con. Call Updates

17-Jan-2022

Gokaldas Exports Ltd - Gokaldas Exports Limited - Updates

15-Jan-2022

Gokaldas Export to augment production, explore new line of biz

13-Jan-2022

Gokaldas Exports schedules board meeting

22-Dec-2021

Gokaldas Exports allots 10,000 equity shares under ESOP

03-Dec-2021

Gokaldas Exports allots 42,000 equity shares under ESOP

16-Nov-2021

Gokaldas Exports allots 75000 equity shares under ERSUPs

Corporate Actions

Bonus
Splits
Dividends
Rights
Capital Structure
Book Closure
Board Meeting
AGM
EGM
 

Financials

Income Statement

Standalone
Consolidated
 

Peers Comparsion

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Share Holding

Category No. of shares Percentage
Total Foreign 7920696 13.43
Total Institutions 15473551 26.24
Total Govt Holding 0 0.00
Total Non Promoter Corporate Holding 3941792 6.69
Total Promoters 14205348 24.09
Total Public & others 17425940 29.56
Total 58967327 100
  • Total Foreign
  • Total Institutions
  • Total Govt Holding
  • Total Non Promoter Corporate Holding
  • Total Promoters
  • Total Public & others

About Gokaldas Exports Ltd

Gokaldas Exports Ltd (GEL) was incorporated in 1979. GEL is a major player in the readymade garment industry across the globe. The company which is an ISO 9001:2000 Certified Company is one of the largest manufacturer/exporter of Outerwear, Blazers and Pants (Formal and Casuals), Shorts, Shirts, Blouses, Denim Wear, Swim Wear, Active and Sports Wear. The subsidiaries of the company are Madhin Trading Pvt Ltd, Magenta Trading Pvt Ltd, Rafter Trading Pvt Ltd, Reflextion Trading Pvt Ltd, Deejay Trading Pvt Ltd, Rishikesh Apparels Ltd, Vignesh Apparels Pvt Ltd, SNS Clothing Pvt Ltd, Seven Hills Clothing Pvt Ltd, Glamourwear Apparels Pvt Ltd, Rajdin Apparels and All Colour Garments Pvt Ltd. Gokaldas Exports Pvt Ltd and Unique Creations (Bangalore) Pvt Ltd was merged with the company with effect from 1st April 2004. During 2004-05 the company has set up three new factories each at Bommasandra Industrial Area, Bangalore : at Yeshwanthpur, Bangalore and one at Doddaballapur Bangalore. Further the company has also planning to set up a unit at Madras Export Processing Zone(MEPZ), Chennai. During March 2005 the company made a madien public offer of 31,25,000 equity shares with a price brand of Rs.375/- to Rs.425/- and with this issue the paid up capital of he company has risied to Rs.17,18,80,000/-. The new state-of-the-art laundry facility at Bangalore had been commissioned in June'06. The company also commissioned knit wear unit at Bangalore during 2005-2006 The expansion programme at Chennai, Hyderabad, Mysore and Bangalore is also under progress during the year The company has also initiated the process of buying the machinery for manufacture of structured suits and the company intend to set up suit plant in Bangalore very shortly.

Gokaldas Exports Ltd Chairman Speech

I am pleased to inform you that the team at Gokaldas Exports proved sceptics wrong in 2018-19.

There were a number of reasons that made this an exceptional year for the Company.

The Company reported a substantial swing in net profit from a loss of B31.0 cr. to a profit of B25.6 cr. during the year. The Company generated an EBITDA of B77.2 cr. that is three times that of 2017-18. What is most important is that the Company's performance was consistent across all quarters and there was a steady improvement through the year. This gives us the confidence to state that the organisation has been transformed and the performance improvement is sustainable.

The Company needed access to precious capital for sustainable growth. However, the past track record of weak general business sentiment resulted in tightening of bank credit, because of which the Company was faced with two stark choices: shrink or innovate. The management team resolved to make the most of the situation by strengthening terms of trade, reducing costs and reducing the working capital cycle. The Company raised capital through a QIP to the tune of almost ~B70 cr. in a weak market and deployed it wisely in upgrading its business infrastructure and working capital. The Company also reduced its working capital cycle from 121 to 102 days, freeing resources for growth. The Company strengthened its operational performance across all factories and business units. The improvement in key performance metrics is heartening to see and will ensure that the Company continues its journey of operational excellence.

The team at Gokaldas Exports systematically developed trustworthy relationships with all stakeholders by consistently delivering superior performance and results. This is evident from the improved business

flows from its key customers. Adding seven new marquee customers also indicates that the market sees Gokaldas Exports as a transformed entity and is now willing to restore its faith in the Company. Lastly, the organisation is far stronger now with the induction of new talent. This makes it more resilient and endows it with the capability to take up bigger challenges.

We are more confident than ever that the Company is strongly positioned. The Company's margins are on the rise, performance metrics are better, working capital management is stronger and customer confidence is higher. We believe that during the year under review, we laid the foundation for a reinvigorated Gokaldas Exports that is now poised to unlock growth, create long-term value and secure its future.

On behalf of the Board of Directors, I thank our customers for their support. I would also like to acknowledge the counsel of the Board that helped steer the Company through the year. I wish to thank our leadership team and employees, led by Managing Director Sivaramakrishnan Ganapathi for their commitment to create a world-class company.

Mr. Richard B. Saldanha,
Chairman and Non-executive Independent
Director

   

Gokaldas Exports Ltd Company History

Gokaldas Exports Ltd (GEL) was incorporated in 1979. GEL is a major player in the readymade garment industry across the globe. The company which is an ISO 9001:2000 Certified Company is one of the largest manufacturer/exporter of Outerwear, Blazers and Pants (Formal and Casuals), Shorts, Shirts, Blouses, Denim Wear, Swim Wear, Active and Sports Wear. The subsidiaries of the company are Madhin Trading Pvt Ltd, Magenta Trading Pvt Ltd, Rafter Trading Pvt Ltd, Reflextion Trading Pvt Ltd, Deejay Trading Pvt Ltd, Rishikesh Apparels Ltd, Vignesh Apparels Pvt Ltd, SNS Clothing Pvt Ltd, Seven Hills Clothing Pvt Ltd, Glamourwear Apparels Pvt Ltd, Rajdin Apparels and All Colour Garments Pvt Ltd. Gokaldas Exports Pvt Ltd and Unique Creations (Bangalore) Pvt Ltd was merged with the company with effect from 1st April 2004. During 2004-05 the company has set up three new factories each at Bommasandra Industrial Area, Bangalore : at Yeshwanthpur, Bangalore and one at Doddaballapur Bangalore. Further the company has also planning to set up a unit at Madras Export Processing Zone(MEPZ), Chennai. During March 2005 the company made a madien public offer of 31,25,000 equity shares with a price brand of Rs.375/- to Rs.425/- and with this issue the paid up capital of he company has risied to Rs.17,18,80,000/-. The new state-of-the-art laundry facility at Bangalore had been commissioned in June'06. The company also commissioned knit wear unit at Bangalore during 2005-2006 The expansion programme at Chennai, Hyderabad, Mysore and Bangalore is also under progress during the year The company has also initiated the process of buying the machinery for manufacture of structured suits and the company intend to set up suit plant in Bangalore very shortly.

Gokaldas Exports Ltd Directors Reports

Dear Members,

Your Directors have pleasure in presenting the seventeenth annual report on the business and operations of the Company ("Gokaldas Exports Limited" or "GEX" or "Company"), together with the audited standalone and consolidated financial statements for the financial year ended 31st March, 2020.

FINANCIAL HIGHLIGHTS

Your Company's financial highlights for the year ended 31st March, 2020 are summarized below.

(Rs. Crores)

Standalone Consolidated
2019-20 2018-19 2019-20 2018-19
Revenue from operations 1362.20 1173.37 1365.24 1174.52
Other Income 34.83 21.59 34.91 21.68
Profit before interest, tax and depreciation 123.25 77.08 122.03 77.21
Profit before tax 32.36 25.00 30.39 25.08

COMPANY'S PERFORMANCE

2019-20 was a remarkable year for your company wherein we recorded the highest-ever revenue in our history. The business from key customers was at the forefront of growth as we demonstrated, once again, our ability to capture sizeable opportunities in an agile and efficient manner. On a consolidated basis, revenue for the year was Rs. 1400 Crores, a growth of 17.1%. The revenue growth has come across all product categories over all the seasons indicating a secular and sustainable performance. Revenue from operation increased by 16%, (from Rs. 1175 Crores in FY19 to Rs. 1365 Crores in FY20) due to better traction from key operating fundamentals as well as effective execution of capacity expansion strategies. Factors that influenced such exceptional growth were higher revenue from newly acquired customers, increased wallet shares from existing customers from a diversified product portfolio, and consistency in product quality and customer service delivery. During the year, India's apparel exports declined by 4.1%. There was complete withdrawal of 4% MEIS benefits retrospectively from 7th March, 2019, which the revenue and EBITDA by Rs. 41 Crores, an upward revision of labor cost by 10% in October 2019 (retrospective effect from 1st April 2019). Despite such challenges, your company's earnings before interest, taxes, and depreciation allowance (EBITDA) for FY20 was Rs. 102 Crores (before giving the effect of exceptional items), a growth of 23% and an EBITDA margin growth of 30 basis points. Your company's PAT grew by 15%, from 26 Crores in FY19 to Rs. 30 Crores in FY20.

Your Company has made a capital investment of Rs. 41 Crores during the year on upgradation of machinery, modernization of business infrastructure. Your company's long-term strategic objective is to create value for its shareholders, employees, business partners through delivering quality products, excellence in customer relationship and satisfaction and will continue to remain focused on these initiatives for sustainable profit growth.

BUSINESS ENVIRONMENT

The Global and Indian textile industry has been affected by the outbreak of COVID-19. The coronavirus has unleashed an unprecedented event which has been so sudden and so extensive in its sweep, that it has caught the world unprepared for the economic consequences. The spread of the virus has had serious business implications and companies felt the impact owing to uncertainty in demand, raw material disruptions, labour availability and logistics constraints.

The pandemic after effects will be challenging for the business environment. India's domestic textile and apparel market is estimated to shrink by about 30% in the short term. Apparel export is anticipated to decline in 2020.

Currently, textiles and apparel manufacturing industry is undergoing major structural changes. China, a dominant player, is now seeing its share in global trade falling due to rapidly increasing domestic consumption and rising wages. The unprecedented changes propelled by the trade war and onset of COVID-19 are creating trade opportunities for competing nations like India, Bangladesh, Vietnam and Ethiopia. However, given India's large presence in the cotton value chain and the opportunities which will emerge post-pandemic, it is expected that India would achieve a much higher share of global exports. Apparel exports are estimated to reach US$ 70 billion by 2024 (Source: Textile Time April-May 2020, CITI). India has the potential to benefit significantly.

DIVIDEND

No dividend has been recommended by the Directors for the year.

TRANSFER TO RESERVES

No amount is transferred to the Reserves.

LIST OF SUBSIDIARIES

Your Company has 3 subsidiary companies. The names of these companies are as follows: i. All Colour Garments Private Limited, ii. SNS Clothing Private Limited and iii. Vignesh Apparels Private Limited.

Pursuant to provisions of Section 129(3) of the Companies Act, 2013 a statement containing salient features of the financial statements of the Subsidiary Companies in Form AOC-1 is given in Annexure to this report, In view of the above the Audited Financial Statements along with the reports of the Board of Directors and the Auditors pertaining to the above subsidiaries have not been attached to this Report. The Financial Statements of the said subsidiaries will be kept for inspection at the registered office of your Company. Investors who want to have a copy of the above may write to the Company Secretary to the registered office.

MATERIAL CHANGES

No Material Changes or commitments have occurred between the end of the Financial Year and the date of this Report which affects the financial statements of the Company in respect to the reporting year.

INDIAN ACCOUNTING STANDARDS

Pursuant to the Companies (Indian Accounting Standards) Rules, 2015, your Company has to comply with Indian Accounting Standards (IndAS) from April 01, 2017. Accordingly, the financial statements of the Company for the financial year 2019-20 have been prepared as per IndAS.

QUALIFIED INSTITUTIONAL PLACEMENT

The Company had issued 77,08,000 equity shares of Rs. 5/- each fully paid at Rs. 90/- per share (including securities premium of Rs. 85/- per share) to qualified institutional buyers on May 3, 2018 pursuant to Qualified Institutional Placement (QIP) document dated April 27, 2018, as per provision of Section 42 of Companies Act, 2013 read with rule 14 of the Companies (Prospectus and Allotment of Securities) Rules 2014, and Chapter VIII of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009 which have been listed in the respective stock Exchanges on May 4, 2018.

UTILIZATION OF FUNDS RAISED THROUGH PREFERENTIAL ALLOTMENT OR QUALIFIED INSTITUTIONAL PLACEMENT AS SPECIFIED UNDER REGULATION 32 (7A)

Pursuant to Regulation 32 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Statement of Deviation or Variation reviewed by the Audit Committee at their meeting held on 29th July, 2019,as below.

a. Deviation in the use of proceeds from the objects stated in the offer document or explanatory statement to the notice for the general meeting:

Status - There is no deviation observed in the use of proceeds from the objects stated in the explanatory statement to the notice for the general meeting

b. Category wise variation:

Status - The application money received towards allotment of equity shares raised through qualified institutional placement of Rs.69.37 Crores. As of the balance sheet date 31-Mar-2019, the Company has utilized Rs.33.87 Crores towards modernization and automation of business infrastructures and the remaining Rs. 35.50 Crores was utilized for working capital finance of the company.

The Company has completed the Utilisation of the funds raised.

CREDIT RATING

The credit rating agency ICRA has retained the credit ratings of the company same as the previous year at BBB ( Outlook : Positive) for long term debt and A3+ ( A Three Plus) for short term borrowings as on date of this report.

CHANGES IN SUBSIDIARIES, JOINT VENTURES AND ASSOCIATES

Your Company is holding 99.94% stake in the subsidiaries Companies. All the subsidiaries are wholly owned Subsidiary Companies

DEPOSITS

During the year under review, your Company has not invited or accepted any deposits from the public under section 76 of the Companies Act, 2013 and Rules made there under.

EMPLOYEE STOCK OPTION PLAN- 2010

Your Company has introduced the Employee Stock Option Scheme – 2010 in accordance with the SEBI (Employees Stock Option Scheme and Employees Stock Purchase Scheme) Guidelines 1999. During the year 10,000 employee stock options were converted into equivalent number of equity shares. As required under SEBI (Share Based Employee Benefits Regulations, 2014), a disclosure is annexed herewith.

RESTRICTED STOCK UNIT - 2018

At the General Meeting via Postal Ballot held on 27th August, 2018, the shareholders approved the Restricted Stock Unit – 2018 Scheme (‘RSU'). Pursuant to the approval, the Board has been authorized to offer, issue and allot stock options to eligible employees of the Company and its subsidiary Companies under RSU 2018. The maximum number of shares under the RSU 2018 shall not exceed 21,33,040 equity shares.

Out of this, your company has granted 21,33,040 stock options to the employees of Company under RSU 2018. The relevant disclosures pursuant to Rule 12(9) of the Companies (share Capital and Debentures) Rules, 2014 and Regulation 14 of SEBI (Share Based Employee Benefits) Regulations, 2014 is forming part of Annual Report.

SHARE CAPITAL

Consequent to conversion of stock options into equity shares, your Company's Paid Up equity share capital has gone up to Rs. 21,41,28,315 as on 31st March, 2020 from Rs. 21,40,78,315 as on 31st March, 2019.

DIRECTORS & KEY MANAGEMENT PERSONNEL

During the year, Mr. Jitendra Kumar H Mehta, Independent Director, resigned from Directorship with effect from July 18th, 2019.

Mr. Arun K Thiagarajan resigned as Independent Director w.e.f 29th July 2019.

The Board places on record the immense contributions made by Mr. Jitendra Kumar H Mehta and Mr. Arun K Thiagarajan to the growth of your Company Pursuant to the provisions of Section 152 of the Companies Act, 2013 and the Articles of Association of the Company Mr. Gautham Madhavan (DIN: 02826558), Non-executive Director retires by rotation at forthcoming Annual General Meeting and being eligible offers himself for re-appointment. The brief resume and other details as required under the Listing Regulations are provided in the Notice of the 17th Annual General Meeting of the Company.

In terms of Section 203 of the said Act, the following were designated as Key Managerial Personnel of your company by the Board:

• Mr. Sivaramakrishnan Ganapathi – Managing Director

• Mr. Sathyamurthy A – Chief Financial Officer

• Mr. Sameer Sudarshan R. V. – Company Secretary Ms. Ramya K – Company Secretary and Compliance Officer has resigned the office w.e.f. 14th January, 2019 and Mr. Sameer Sudarshan R. V. has been appointed as the Company Secretary and Compliance Officer on 24th April, 2019.

Mr. Sathyamurthy A – Chief Financial Officer of the Company was acting as the Compliance Officer from 14th January, 2019 until 24th April, 2019.

DECLARATION BY INDEPENDENT DIRECTORS:

All Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149(7) of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations').

EVALUATION OF THE BOARD'S PERFORMANCE

Pursuant to the provisions of the Companies Act, 2013 and Regulations 25 of the Listing Regulations, the Board has carried out annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of its Audit, Nomination & Remuneration and Stakeholders Relationship Committee. Each Board member completed a questionnaire providing feedback on the functioning and overall engagement of the Board and its committees on various parameters such as composition, execution of specific duties, quality, quantity and timeliness of flow of information, deliberations at the meeting etc. The Directors were also asked to provide their valuable feedback and suggestions about the over all functioning of the Board and its committees.

NUMBER OF MEETINGS OF THE BOARD

During the year, Seven Board Meetings were held on 24th April, 2019, 17th May, 2019, 29th July, 2019, 13th September, 2019, 14th November, 2019, 4th February, 2020 and 2nd March, 2020. The Particulars of Directors & their attendance during the financial year 2019-20 has been disclosed in the Corporate Governance Report forming part of this Annual Report.

For details of the Committees of the Board, please refer to the Corporate Governance Report.

BOARD COMMITTEE

The Company has the following committees of the Board:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders' Relationship Committee

4. Corporate Social Responsibility Committee The Composition of each of the above Committees, their respective roles and responsibilities are as detailed in the report on Corporate Governance.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 134(5) of the Companies Act, 2013 with respect to the Directors' Responsibility Statement, the Management states that:

I) In the preparation of the annual accounts for the year ended 31st March, 2020, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

II) 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 as at 31st March, 2020 and of the profit of the Company for that period;

III) They have taken proper and sufficient care towards the maintenance of adequate accounting records in accordance with the provisions of this Act, to safeguard the assets of the Company and to prevent and detect fraud and other irregularities; IV) They have laid down Internal Financial Controls to be followed by the Company and the Audit Committee of the Board of Directors shall ensure that the Internal Control is adequate and robust;

V) The annual accounts are prepared on a going concern basis

VI) They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

SAFETY, HEALTH, ENVIRONMENT

We, as a responsible manufacturer, are committed to take adequate measures related to environment, employee health and safety in developing, manufacturing, storing, handling and distribution of our products. It is our responsibility to provide a workplace free from accidents, injuries and exposure to hazardous substances, conserve natural resources and prevent pollution to protect the environment. Besides, as a constructive partner in the communities in which it operates, the Company has been taking concrete actions to realize its social responsibility objectives, thereby building value for its various stakeholders. We respect human rights, value our employees, and invest in innovative technologies. In the past the Company has supported innumerable social and community initiatives and continues to do the same.

Some of the key initiatives taken by the company are:

Environment:

1. Resource conservations activities like monitoring of water consumption control of water usage projects were implemented.

2. Successfully implemented ZLD project (Zero Liquid Discharge) wherein more than 90% of waste water is recycled and reused for the laundry application

3. Revamped our water holding tanks into Rain water harvesting tanks and also increase the ground water recharge

4. Use of non-hazardous chemicals for laundry and printing processes which are approved or authorised by ZDHC team and sourced from suppliers who are registered with ZDHC

5. Company has invested in upgrading the machineries which will enhance our Productivity, Quality and ultimately save more on Energy, Water and chemical consumption

6. Increased the green belt area by sapling more than 2000 No's in and around of our factories in collaboration our customers

7. As an initiative towards Clean energy, peripheral lighting of factories are powered using Solar Energy

Health & Safety:

1. Enhanced our internal audit protocols to ensure fire and building safety is adhered at all times (LABS audit: Life And Building Safety)

2. Achieved Zero Reportable accidents at all our factories

3. Periodical training and awareness to employees on health & safety chapters, Personal Hygiene, Personal Protective Equipments (PPEs) etc.,

4. Improved the ventilation at all factories to ensure good amount of ambient air is provided to achieve healthy working environment

5. Periodical Risk assessment is conducted and appropriate countermeasures are implemented to minimise the Risk to employees

6. Periodical medical tests are conducted for the employees working at sensitive areas

7. Full time medical staff are available to address any medical emergencies and health awareness is been provided by medical experts

8. Periodical disinfection of all factories are carried out to keep factories away from pests, virus etc.,

9. MAH guidelines are being strictly followed to contain spread of COVID-19 at work places 10. COVID task force has been created in every factory to deal with any emergencies 11. Enhanced the CCTV coverage area at all factories to strengthen our surveillance system

Employee Engagement:

1. HER projects like Health & Finance (HER – Health Enabled Returns) are being implemented at our factories to enhance employee knowledge on personal health and to manage financial conditions independently

2. Sakhi Program are driven across the units systematically to reduce the early attrition and absenteeism, This has resulted commendable returns to the company

3. Skill enhancement programs are undertaken and Individual employee skills are evaluated and enhanced to next level through continuous on job training and classroom sessions

4. Workplace Co-operation Programme is being implemented at some factories to enhance the cooperation and communication between employee and management

CORPORATE GOVERNANCE

Your Company is committed to maintaining the highest standards of Corporate Governance. Your Directors adhere to the standards set out by the Securities and Exchange Board of India's (SEBI) Corporate Governance practices. Your Company's Corporate Governance Compliance Certificate is in line with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and is given along with the Corporate Governance Report.

MANAGEMENT DISCUSSION AND ANALYSIS

Management Discussion and Analysis Report is given separately, forming part of this Annual Report and is in accordance with the requirements laid out in SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

LISTING

The equity shares of the Company are listed on the BSE Limited (BSE) and National Stock Exchange of India Limited (NSE). The Company has paid the listing fees to the respective stock exchanges till date. The Company's shares are tradable compulsorily in the dematerialized form and the Company has entered into an agreement with National Securities Depository Limited (NSDL) and Central Depository Services India Limited (CDSL) for trading in electronic form.

AUDITORS

A. STATUTORY AUDITOR

Under Section 139 of the Companies Act, 2013 and the Rules made thereunder, it is mandatory to rotate the statutory auditors on completion of the maximum term permitted under the said section. The Audit committee of the Company has proposed on 8th August, 2018, the Board of Directors of the

Company has recommended the appointment of MSKA & Associates, Chartered Accountants (ICAI Firm registration number: 105047W) as statutory auditors of the Company. MSKA & Associates, Chartered Accountants (ICAI Firm registration number: 105047W) will hold office for a period of five consecutive years from the conclusion of 15th Annual General Meeting of the Company till the conclusion of 20th Annual General Meeting to be held in the year 2023, subject to the approval of shareholders of the Company.

Pursuant to the amendment to Section 139 of the Companies Act, 2013 effective from May 07, 2018, ratification by shareholders every year for the appointment of statutory Auditors is no longer required and accordingly, the Notice of ensuing 17th Annual General Meeting does not include the proposal for seeking Shareholders approval for ratification of Statutory Auditors appointment. No qualification, adverse remarks or disclaimer made by the Statutory Auditors with regards to the financial statements for the financial year 2019-20. The statutory Auditors of the Company have not reported any fraud as specified under Section 143(12) of the Companies Act, 2013.

B. SECRETARIAL AUDITOR

Pursuant to the Provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed Mr. Nagendra D Rao, Practicing Company Secretary (CP NO:7731, FCS: 5553) to undertake the secretarial audit of the Company. Your Company has complied with the Secretarial Standards issued by the Institute of Company Secretaries of India on Board Meetings and Annual General Meetings. The Secretarial Audit Report is given in Annexure to this Report. The Report does not contain any qualification, reservation or adverse remark. Also the Secretarial Audit Report issued under Regulation 24A of SEBI Listing Regulations is given in Annexure to this Report.

As required under SEBI Listing Regulations, your company has obtained a certificate from the Practising Company Secretary that none of the Directors of the Board of the Company have been debarred or disqualified from being appointed or continuing as Directors by MCA/Statutory Authorities. The said certificate is forming part of this Report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

In pursuance of the Conservation of Energy, Technology Absorption, Foreign Exchange Earnings in such manner as prescribed under Rule 8 (3) of the Companies (Accounts) Rules, 2014, the particulars of the same are given below.

A. CONSERVATION OF ENERGY

The operations of the Company are not energy intensive. However, the Company takes continuous initiatives to curtail consumption of energy on an ongoing basis.

B. TECHNOLOGYABSORPTION,ADAPTATIONS

AND INNOVATION

Not Applicable

C. FOREIGN EXCHANGE EARNINGS AND OUTGO

Foreign Exchange earned: Rs. 1,05,890.29 Lakhs Out go: Rs. 19,964.44 Lakhs

RELATED PARTY TRANSACTIONS

All related party transactions, that were entered into during the financial year were on an arm's length basis and were in the ordinary course of business. The Company presents a statement of all related party transactions before the Audit Committee. Prior omnibus approval of the Audit Committee has been obtained for the transactions which are of foreseen and repetitive nature. The transactions entered into pursuant to the omnibus approval so granted along with a statement giving details of all related party transactions is placed before the Audit Committee. Further there are no materially significant related party transactions during the year under review made by the Company with promoters, Directors, Key Managerial Personnel or designated persons which may have a potential conflict of interest with the Company at a large.

PARTICULARS OF LOAN, GUARANTEES AND INVESTMENT

In Terms of Section 134 of the Companies Act, 2013, the particulars of Loans, Guarantees and Investments under Section 186 of the Companies Act, 2013 is detailed in Notes to Accounts of the Financial Statements.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

Your Company has in place a policy on prevention, prohibition and Redressal of Sexual Harassment and Non-discrimination at work place in line with the requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. All employees (permanent, contractual temporary, trainees) are covered under this policy. An Internal Complaints Committee (ICC) was set up to redress complaints received regarding sexual harassment and discrimination at work place.

During the year, 11 complaints of sexual harassment were received and resolved.

EXTRACT OF THE ANNUAL RETURN

Relevant extract of annual return in Form MGT-9 as required under Section 92(3) of the Act read with Rule 12 of Companies (Management and Administration) Rules, 2014 (as amended) to be filed with the Registrar of Companies for the financial year 2019-20 is given in Annexure to this Report. In terms of the requirements of Section 134(3)(a) of the Act, the complete Annual Return shall be made available on the Company's website and can be accessed from the Website of the Company at www.gokaldasexports.com.

INTERNAL CONTROL SYSTEMS

The Company has adequate system of internal control to safeguard and protect from loss, unauthorized use or disposition of its assets. All the transactions are properly authorized, recorded and reported to the Management. Internal Audit is carried out in a programmed way and follow up actions were taken for all audit observations.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

In terms of Section 135 and Schedule VII of the Companies Act, 2013, the Board of Directors of your Company has constituted a Corporate Social Responsibility Committee.

The Corporate Social Responsibility Policy, as formulated by the Corporate Social Responsibility Committee and approved by the Board of Directors is available on the website of the Company at http:// www.gokaldasexports.com

REMUNERATION POLICY FOR THE DIRECTORS, KEY MANAGERIAL PERSONNEL AND OTHER EMPLOYEES

In terms of the provisions of Section 178(3) of the Act and Regulation 19 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Nomination & Remuneration Committee is responsible for formulating criteria for determining qualification, positive attributes and independence of a Director. The Nomination & Remuneration Committee is also responsible for recommending to the Board a policy relating to remuneration of Directors, Key Managerial Personnel and other senior employees.

In line with this, Board has adopted Remuneration Policy for Directors, Key Managerial Personnel and other senior employees of the Company. The copy of the policy is available on the company's website www. gokaldasexports.com

DEVELOPMENT AND IMPLEMENTATION OF A RISK MANAGEMENT POLICY

Your Company has adopted a Risk Management Policy for addressing the requirements of risk identification, risk assessment, risk mitigation plans etc., of the company.

In terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors have formulated a policy on Risk Management which can be accessed from the Website of the Company at www.gokaldasexports.com.

STATEMENT OF EMPLOYEE REMUNERATION

The information required pursuant to Section 136(1) of the Companies Act, 2013, the Report of the Board of Directors is being sent to all the shareholders of the Company excluding statement prescribed under Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. The Statement is available for inspection by the shareholders at the registered office of the Company.

VIGIL MECHANISM/WHISTLE BLOWER POLICY

Your Company has a Vigil mechanism and has established a Whistle Blower Policy, as per the requirement of the Companies Act, 2013 and the Listing Obligations and Disclosure Requirements Regulations 2015, to enable all employees and the Directors to report in good faith any violation of the policy. The Audit Committee of the Board oversees the functioning of Whistle Blower Policy. Your Company has disclosed the details of revised Whistle Blower Policy on its website www.gokaldasexports.com

PREVENTION OF INSIDER TRADING

Your Company has adopted a code of conduct for prevention of "insider Trading" as mandated by the SEBI and same is available on the website of the Company www.gokaldasexports.com. The said policy has been revised effective from April 1, 2019 in line with SEBI (Prohibition of Insider Trading) (Amendment) Regulations, 2018.

CODE OF CONDUCT

Your Company has laid down a Code of Conduct Policy which can be accessed on the Company's Website: www.gokaldasexports.com

ACKNOWLEDGEMENTS AND APPRECIATION

Your Directors take this opportunity to thank the customers, shareholders, suppliers, bankers, business partners and associates, financial institutions and the Central and State Governments for their consistent support and encouragement to the Company. I am sure you will join our Directors in conveying our sincere appreciation to all employees of the Company for their hard work and commitment.

   

Gokaldas Exports Ltd Company Background

Richard B SaldanhaSivaramakrishnan Vilayur Ganapathi
Incorporation Year2004
Registered Office16/2 Prestige Dot Com,Residency Road
Bangalore,Karnataka-560025
Telephone91-080-22223600/01/02/41272200,Managing Director
Fax91-080-22274869/22277497/22230578
Company SecretaryShrithee M S
AuditorMSKA & Associates
Face Value5
Market Lot1
ListingBSE,MSEI ,NSE,
RegistrarKFin Techologies Pvt Ltd
Karvy Selenium Tow-B,31&32 Financial Dist,Nanakramguda ,Hyderabad-500032

Gokaldas Exports Ltd Company Management

Director NameDirector DesignationYear
Madanlal J HindujaChairman2008
Mathew Cyriac Non-Exec & Non-Independent Dir 2021
Rajendra J HindujaManaging Director2008
Richard B Saldanha Chairman & Independent Directo 2021
Dinesh J HindujaExecutive Director2008
Sivaramakrishnan Vilayur Ganapathi Managing Director 2021
Akhilesh Krishna GuptaDirector2008
Anuradha Sharma Non-Exec. & Independent Dir. 2021
Prabhat Kumar Singh. Executive Director 2021
Mathew CyriacDirector2008
Gautham Madhavan Non-Exec & Non-Independent Dir 2021
Prince AsirvathamDirector2008
Shrithee M S Company Secretary 2021
H S NagrajDirector2008
K B Shyam KumarCompany Secretary2008
Arun K ThaiagarajanAdditional Director2008
J H MehtaAdditional Director2008
M RangachariAdditional Director2008
Partha SarkarAdditional Director2008

Gokaldas Exports Ltd Listing Information

Listing Information
BSESMALLCA
BSEALLCAP
GOODSSERVI

Gokaldas Exports Ltd Finished Product

Product NameUnit Installed
Capacity
Production
Quantity
Sales
Quantity
Sales
Value
Readymade Garments Pcs0001082.1154
Other Operating Revenue NA 00091.2563
Others NA 0000
Readymade Garments-Traded Pcs0000
Job Work NA 0000

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