• SMC open account icon Open an A/C
    • Open an A/C
    • CHOOSE YOUR OPTION(S)
    • Trading A/c
    • Mutual Fund A/c
    • NBFC A/c
    • NPS A/c

Home   >  Equity   >  Get Quotes

  • SENSEX Dec 10 2019 12:00
    40,239.88 -247.55 (-0.61%)
  • NIFTY Dec 10 2019 12:00
    11,856.80 -80.70 (-0.68%)
  • SENSEX Dec 10 2019 12:00
    40,239.88 -247.55 (-0.61%)
  • NIFTY Dec 10 2019 12:00
    11,856.80 -80.70 (-0.68%)
  • Nasdaq Dec 11 2019 04:30
    8,616.18 -5.64 (-0.07%)
  • DJIA Dec 11 2019 04:30
    27,881.72 -27.88 (-0.10%)
  • S&P 500 Dec 11 2019 04:30
    3,132.52 -3.44 (-0.11%)
  • Hang Seng Dec 10 2019 02:10
    26,436.62 -58.11 (-0.22%)
  • Crude Oil Dec 10 2019 11:45
    4,192.00 -5.00 (-0.12%)
  • Gold Dec 10 2019 11:45
    37,561.00 -22.00 (-0.06%)
  • Silver Dec 10 2019 11:45
    43,494.00 -8.00 (-0.02%)
  • Copper Dec 10 2019 11:45
    439.40 -0.10 (-0.02%)
  • Pound / Rupee Dec 23 2016 22:30
    93.33 -0.10 (-0.11%)
  • Dollar / Rupee Dec 23 2016 22:30
    70.96 -0.15 (-0.21%)
  • Euro / Rupee Dec 23 2016 22:30
    78.51 -0.30 (-0.38%)
  • Yen / Rupee Dec 23 2016 22:30
    0.65 0.00 (-0.12%)

K G Denim Ltd

BSE Code : 500239 | NSE Symbol : KGDENIM | ISIN:INE104A01012| SECTOR: - |

NSE BSE
 
SMC up arrow

4.25

1.20 (39.34%) Volume 280564

04-Jan-2002 10:00:03

Prev. Close

3.05

Open Price

-/-

Bid Price (QTY)

0.00(0)

Offer Price (QTY)

0.00(0)

 

Today’s High/Low -/- - -/-

52 wk High/Low 0.00 - 0.00

Key Stats

MARKET CAP (RS CR) 61.15
P/E 0
BOOK VALUE (RS) 39.8068186
DIV (%) 7.5
MARKET LOT 1
EPS (TTM) 0
PRICE/BOOK 0.599143584913365
DIV YIELD.(%) 3.15
FACE VALUE (RS) 10
DELIVERABLES (%)
4

News & Announcements

16-Nov-2019

K G Denim Ltd - Compliances-Reg. 39 (3) - Details of Loss of Certificate / Duplicate Certificate

13-Nov-2019

K G Denim reports consolidated net loss of Rs 6.06 crore in the September 2019 quarter

13-Nov-2019

K G Denim reports standalone net loss of Rs 5.74 crore in the September 2019 quarter

09-Nov-2019

K G Denim Ltd - Standalone And Consolidated Unaudited Financial Results For The Quarter And Half Year Ended 30.09.2019

23-Oct-2019

KG Denim to discuss results

22-Oct-2019

KG Denim to table results

09-Aug-2019

KG Denim to conduct AGM

19-Jul-2019

KG Denim to convene board meeting

Corporate Actions

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

Financials

Income Statement

Standalone
Consolidated
 

Peers Comparsion

Select Company Name BSE Code NSE Symbol
Aarvee Denims & Exports Ltd 514274 AARVEEDEN
Abhishek Corporation Ltd 532831 ABHISHEK
Acme Spinners Ltd 514342
Akshar Spintex Ltd 541303
Alka India Ltd 530889
Amarjothi Spinning Mills Ltd 521097 AMARJOTHI
Ambika Cotton Mills Ltd 531978 AMBIKCO
Amethi Textiles Ltd 521024
Amit Spinning Industries Ltd 521076 ASIL
Anand Cotspin Ltd 521165
Anasuya Spinners Ltd (Wound-up) 531263
Arihant Threads Ltd 514480 ARIHANTRED
Arunoday Mills Ltd 502700
Arvind Ltd 500101 ARVIND
Arvind Products Ltd(merged) 532489
Asahi Industries Ltd 514482
Ashima Ltd 514286 ASHIMASYN
Atlantic Spinning & Weaving Mills Ltd 521208 ATLANTSPG
Bafna Spinning Mills & Exports Ltd 531733
Balwant Textiles Mills Ltd 521212
Bannari Amman Spinning Mills Ltd 532674 BASML
Belwal Spinning Mills Ltd 502728
Bhilwara Spinners Ltd 514272
Birla Cotsyn India Ltd 533006 BIRLACOT
Celeste International Ltd 500081 CELESTE
Cheslind Textiles Ltd 521056 CHESLINTEX
Chhabra Spinners Ltd 531653
Chitradurga Spintex Ltd 521244
Citizen Yarns Ltd 514366
Coimbatore Pioneer Mills Ltd 40082
Coimbatore Popular Spinning Mills Ltd 530493
CT Cotton Yarn Ltd 500094 CTCOTTON
Cuddapah Spinning Mills Ltd 502813
Dawn Mills Co Ltd(merged) 502817
DCM Ltd 502820 DCM
DCM Nouvelle Ltd 542729 DCMNVL
Dewan Rubber Industries Ltd 523051 DEWANRUB
Dhanalakshmi Mills Ltd 40665
Dhanalaxmi Roto Spinners Ltd 521216
Eureka Industries Ltd 521137
Eurotex Industries and Exports Ltd 521014 EUROTEXIND
Gangotri Textiles Ltd 521176 GANGOTRI
Gee Kay Textiles Ltd 514284
Gem Spinners India Ltd 521133 GEMSPIN
Ginni Filaments Ltd 590025 GINNIFILA
Ginni International Ltd 40729
Girnar Fibres Ltd 514252
GIS Ltd(merged) 503488
Gokak Textiles Ltd 532957
GTN Industries Ltd 500170 GTNIND
GTN Textiles Ltd 532744 GTNTEX
Gujarat Ambuja Cotspin Ltd (Merged) 500172 GUJAMBCOTS
Gujarat Hy-Spin Ltd 540938
H P Cotton Textile Mills Ltd 502873
Hanjer Fibres Ltd 514308
Himachal Fibres Ltd 514010
Hindustan Fibres Ltd 40185
Hisar Spinning Mills Ltd 521068
Indo Cotspin Ltd 538838
Indo Count Industries Ltd 521016 ICIL
Jagjanani Textiles Ltd 532825
Jaimata Industries Ltd 514392
Janice Textiles Ltd(merged) 531988
Jayatma Industries Ltd 531323
K C Textiles Ltd 502920
Kadri Mills (CBE) Ltd 40135
Kakatiya Textiles Ltd 521054
Kallam Textiles Ltd 530201
Kanco Enterprises Ltd 590084
Kandagiri Spinning Mills Ltd 521242 KANDAGIRI
Karnavati Spinners Ltd 531113
Katare Spinning Mills Ltd 502933
Kaytee Cotsynth Industries Ltd 512401
Keshariya Spinners Ltd 521214
Kongarar Integrated Fibres Ltd 514436
Kongarar Textiles Ltd 521224
Kumars Cotex Ltd 530325
Kwality Builders & Developers Ltd 40652
Lakshana Cotton Spinning Mills Ltd 521157
Lalji Manekji Industries 40405
Lambodhara Textiles Ltd 590075 LAMBODHARA
Laxmi Cotspin Ltd 538411 LAXMICOT
Madras Spinners Ltd 40138
Magan Industries Ltd 530411
Mahaveer Cotts Strings Ltd 532576 MCSL
Maikaal Fibres Ltd(wound-up) 514380 MAIKALFIBR
Malwa Cotton Spinning Mills Ltd 502995 MALWACOTT
Maral Overseas Ltd 521018 MARALOVER
Maris Spinners Ltd 531503
Marsons Textiles Ltd 531584
Maya Spinners Ltd 514250
Mid India Industries Ltd 500277 MIDINDIA
Mikado Textile Industries Ltd 514213
Modern Denim Ltd 500451 MODERNDENM
Modi Tele Fibres Ltd 523375 MODITHREAD
Mohini Health & Hygiene Ltd 532585 MHHL
Mohite Industries Ltd 532140
MV Cotspin Ltd 531286
Nagreeka Exports Ltd 521109 NAGREEKEXP
Nahar Industrial Enterprises Ltd 519136 NAHARINDUS
Naveen Textiles Ltd 526889
Neo Intex Mills Ltd 514406
NEPC Textiles Ltd 521192 NEPCTEX
Nitin Spinners Ltd 532698 NITINSPIN
Niwas Spinning Mills Ltd 521009
NRS Textile Mills Ltd 531415
Oswal Spinning and Weaving Mills Ltd 500318 OSWALSPG
Pacific Cotspin Ltd 531118
Padam Cotton Yarns Ltd 531395
Palani Andavar Cotton & Synthetic Spinners Ltd 40072
Pasari Spinning Mills Ltd 521080
Pashupati Cotspin Ltd 535005 PASHUPATI
Pasupati Fabrics Ltd 532069 PASUPATI
Patspin India Ltd 514326 PATSPINLTD
PBM Polytex Ltd 514087
Perfect Spinners Ltd (Merged) 514181
Pondicherry Spinners Ltd 40190
Pranavaditya Spinning Mills Ltd 531172
Precot Meridian Ltd 521184 PRECOT
Prime Urban Development India Ltd 521149
Priyadarshini Fabs Ltd 532050
Punjab Fibres Ltd 514179
R&B Denims Ltd 538119
Radhika Spinning Mills Ltd 521252
Ragavendra Spinners Ltd 40325
Raghuvanshi Mills Ltd 503121
Rajalakshmi Mills Ltd 40092
Rajapalayam Mills Ltd 532503 RAJPALAYAM
Ramaraju Surgical Cotton Mills Ltd 40281
Ravi Spinning Ltd 521196
Regency Spin-Tex Ltd 531914
RSL Industries Ltd 514434
RSWM Ltd 500350 RSWM
Runeecha Textiles Ltd 590124
Salem Textiles Ltd 521052
Salona Cotspin Ltd 590056 SALONA
Sambandam Spinning Mills Ltd 521240 SAMBANDAM
Sarvaraya Textiles Ltd 40140
Scottex Industries Ltd 530183
SEL Manufacturing Company Ltd 532886 SELMCL
Shamken Spinners Ltd 500386 SHAMKNSPIN
Shiva Texyarn Ltd 511108 SHIVATEX
Shree Manufacturing Company Ltd 503863
Shri Renuga Textiles Ltd 40377
Simplex Mills Company Ltd 533018
Sivagurunathan Textiles Ltd 40456
Spentex Industries Ltd 521082 SPENTEX
Sree Jayalakshmi Autospin Ltd 530037
Sree Meenakshi Mills Ltd (Merged) 514217
Sree Uma Parameswari Mills Ltd 521250
Sri Ganapathy Mills Company Ltd 521236
Sri Jayalakshmi Spinning Mills Ltd 531141
Sri Kannapiran Mills Ltd 40431
Sri Lakshmi Saraswathi Textiles (Arni) Ltd 521161
Sri Malini Spinning Mills Ltd 521119
Sri Nachammai Cotton Mills Ltd 521234
Sri Nandaa Spinners Ltd 530667
Sri Ramakrishna Mills (Coimbatore) Ltd 521178
Sri Venkatesa Mills Ltd 40091
STI India Ltd 513151 STINDIA
Subh Tex (India) Ltd 536671
Sunflag Filaments Ltd 40466
Super Sales India Ltd 512527 SUPER
Super Spinning Mills Ltd 521180 SUPERSPIN
Supreme Tex Mart Ltd 531934 SUPREMETEX
Suryajyoti Spinning Mills Ltd 521022 SURYAJYOTI
Suryalakshmi Cotton Mills Ltd 521200 SURYALAXMI
Suryavanshi Spinning Mills Ltd 514140 SURYVANSPG
Sutlej Textiles and Industries Ltd 532782 SUTLEJTEX
Swamiji Mills Ltd 40297
Sybly Industries Ltd 531499
Tai Chonbang Textile Industries Ltd 514464
Tamarai Mills Ltd 531443
Tamilnadu Jai Bharath Mills Ltd 521038
Tejassvi Aaharam Ltd 531628
Textool Company Ltd - (Merged) 522116 TEXTOOL
Thambbi Modern Spinning Mills Ltd 514484
Thanjavur Spinning Mill Ltd 40090
Thiagarajar Mills Ltd 40089
Toor Spinners Ltd 514410
Uma Maheshwari Mills Ltd 530463
United Textiles Ltd 521188
Vardhman Polytex Ltd 514175 VARDMNPOLY
Vardhman Textiles Ltd 502986 VTL
Veer Vardhman Textile Mills Ltd 40245
Vijayakumar Mills Ltd 521135
Vijayalakshmi Mills Ltd (Merged) 40662
Vippy Spinpro Ltd 514302
Volant Textile Mills Ltd 531865
VTX Industries Ltd 532824 VTXIND
Winsome Yarns Ltd 514348 WINSOME

Share Holding

Category No. of shares Percentage
Total Foreign 352807 1.38
Total Institutions 5600 0.02
Total Govt Holding 0 0.00
Total Non Promoter Corporate Holding 518431 2.02
Total Promoters 15031403 58.63
Total Public & others 9729584 37.95
Total 25637825 100
  • Total Foreign
  • Total Institutions
  • Total Govt Holding
  • Total Non Promoter Corporate Holding
  • Total Promoters
  • Total Public & others

About K G Denim Ltd

Incorporated as a public limited company in Jun.'92, K G Denim (KGDL) was promoted by K G Naidu and Kannapiran Mills to set up a unit to manufacture denim fabric with an installed capacity of 10.5 mln mtr pa at Jadayam palayam in Tamilnadu. Commercial production started in Jan.'94. It produces denim fabric of different sizes, shades, weaves, blends and weights. The colours include indigo blue, sulphur black, light blue, green, violet, orange, yellow and purple. KGDL exports are to the EU, the US, Canada, Australia, etc. KGDL supplies denim fabric to major indigenous manufacturers like Levi's, Lee, Proline and Park Avenue. The company has expanded the captive ring and open-end spinning plants, a co-generation power plant at a cost of Rs.165 crores. KGDL has launched its brand of jeans -- Trigger -- marketed as nonsense jeans. It is available in Karnataka, Tamilnadu and Maharashtra. During 1995-96, the company has also ambitious plans to market garments and has launched brand building campaign. In 1996-97, the company has set up a 100% EOU and increased the capacity upto 19 million meters per annum. This expansion budget amounted to Rs. 4200 lakhs and company has till now spent Rs. 2729 lakhs. The project has been successfully commissioned on 16th May 1997. ISO 14001 Certification from KPMG Quality, Registrar - Holland was obtained during the year 1999-2000 and continues to be a forerunner in the industry by obtaining international quality standards for environment management system.

K G Denim Ltd Chairman Speech

K G Denim Ltd Company History

Incorporated as a public limited company in Jun.'92, K G Denim (KGDL) was promoted by K G Naidu and Kannapiran Mills to set up a unit to manufacture denim fabric with an installed capacity of 10.5 mln mtr pa at Jadayam palayam in Tamilnadu. Commercial production started in Jan.'94. It produces denim fabric of different sizes, shades, weaves, blends and weights. The colours include indigo blue, sulphur black, light blue, green, violet, orange, yellow and purple. KGDL exports are to the EU, the US, Canada, Australia, etc. KGDL supplies denim fabric to major indigenous manufacturers like Levi's, Lee, Proline and Park Avenue. The company has expanded the captive ring and open-end spinning plants, a co-generation power plant at a cost of Rs.165 crores. KGDL has launched its brand of jeans -- Trigger -- marketed as nonsense jeans. It is available in Karnataka, Tamilnadu and Maharashtra. During 1995-96, the company has also ambitious plans to market garments and has launched brand building campaign. In 1996-97, the company has set up a 100% EOU and increased the capacity upto 19 million meters per annum. This expansion budget amounted to Rs. 4200 lakhs and company has till now spent Rs. 2729 lakhs. The project has been successfully commissioned on 16th May 1997. ISO 14001 Certification from KPMG Quality, Registrar - Holland was obtained during the year 1999-2000 and continues to be a forerunner in the industry by obtaining international quality standards for environment management system.

K G Denim Ltd Directors Reports

MANAGEMENT DISCUSSION AND ANALYSIS

Dear Shareholders,

We have pleasure in presenting the Twenty-Seventh Annual Report of the Company together with the Audited Statement of Accounts for the year ended 31st March 2019.

FINANCIAL RESULTS

(द in lakhs)

Standalone

Consolidated

PARTICULARS For the year ended 31st March 2019 For the year ended 31st March 2018 For the year ended 31st March 2019 For the year ended 31st March 2018
Revenue from Operations and
Other Income 69580 63867 72876 71985
Profit before Finance Cost, Depreciation,
Extraordinary Items and Tax Expense 5887 4702 5691 4201
Less : Finance Cost 2499 2435 2592 2582
Profit before Depreciation, Extraordinary
Items and Tax Expense 3388 2267 3099 1619
Less : Depreciation 1684 1391 1692 1445
Profit before Extraordinary Items and
Tax Expense 1704 876 1407 174
Less : Exceptional Items 163 - 163 -
Current, Deferred & earlier year tax 444 293 391 83
Profit from continuing operations 1097 583 853 91
Add : Other Comprehensive Income 222 48 43 32
Net Profit for the year 875 631 810 123

STATE OF THE COMPANY'S AFFAIRS

During the period under review, the Company had earned revenue of द69580 lakh and Net Profit of द875 lakh on standalone basis and द72876 lakh and द810 lakh respectively on consolidated basis.

PERFORMANCE OF THE COMPANY

The Company has three main product segments viz., Fabric (Denim / Apparel), Home Textiles and Apparel.

The Company has performed well in terms of turnover with a growth of 9% over the previous year. The export sales grew by 16%. The Company has bagged Golden Trophy awarded by Texprocil for its export performance. The domestic sales were maintained during the year.

During the year ended 31.03.2019 total Fabric production was 342 lakh meters as against 371 lakh meters in 2017-18.

Sale of Fabric was 338 lakh meters in 2018-19 as against 355 lakh meters in 2017-18.

The Net Profit had increased due to increase in export volumes and favourable exchange rates.

DIVIDEND

The Board of Directors recommends a dividend of 7.50 % (i.e. द0.75) per equity share of the Company for the year 2018-19. The Dividend tax payable amounts to द39.56 lakh.

INDUSTRY STRUCTURE AND DEVELOPMENT

There has been pressure on sales, particularly on denim fabrics. We are witnessing sluggish sales across the mid segment and high end brands at the retail end resulting in piling up of inventory at the brands and also at the manufacturers' end. This has put all the mills in the market to downsize the production by 40 to 50% which would remain for few more months until the market emerges back to the old state.

The scenario in Europe has not changed much since the last year due to slowdown in economy resulting in all the retailers struggling to step up sales. Export of fabrics has had a hit due to this situation and we are hoping the market would pick up from the next season.

Efforts are being taken to target new makets and we have made inroads in Ukraine and Korea although the Market has high competition from India, Pakistan and Turkey.

Due to US-China trade war there is huge pressure on Chinese mills to ship fabrics to other countries like Bangladesh, Vietnam and few others at much lower prices making it difficult for other countries to sell.

OPPORTUNITIES AND THREATS

We are expecting the domestic market to improve during the festive season resulting in fabric sales to improve to brands and retailers in the domestic segment.

Due to Geo Political situations and various countries imposing trade restrictions difficulties are being experienced in the export market.

At the domestic market also there has been tepid demand and the overall demand has shown downward trend.

LISTING OF EQUITY SHARES

The Company's Equity shares are listed at the following Stock Exchange:

BSE Limited, Phiroze JeeJeebhoy Towers, Dalal Street, Mumbai-400 001.

The Company has paid the Annual Listing Fees to the said Stock Exchange for the Financial Year 2019-20.

PERFORMANCE AND FINANCIAL POSITION OF SUBSIDIARIES

The Company has two wholly owned subsidiaries Trigger Apparels Limited and KG Denim (USA) Inc.

The Company's wholly owned subsidiary Trigger Apparels Limited is engaged in the marketing of readymade garments.

During the year, the gross turnover in Trigger Apparels Limited was द40.95 lakh against द11500 lakh during the previous year. The Subsidiary Company has registered a loss of द39 lakh as against a loss of द504 lakh in the previous year. The subsidiary is reorganising its products and marketing channels.

There has been an improvement in margins compared to earlier years. The overall loss is on account of liquidation of stocks in the first quarter of 2018-19.

KG Denim (USA) Inc. had achieved a turnover of द246.76 lakh and registered a loss of द25.96 lakh during the year mainly on account of initial advertisement and sales promotion expenses.

As per the provisions of Section 129 of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014, a separate statement containing the salient features of the financial statements of the Subsidiary companies is prepared in Form AOC-1 and same is enclosed to this report as Annexure-1.

CONSOLIDATED FINANCIAL STATEMENTS

Consolidated Financial Statements have been prepared by the Company's Management in accordance with the requirements of Accounting Standards 21 issued by The Institute of Chartered Accountants of India (ICAI) and as per the provisions of Companies Act, 2013.

As per the provisions of Section 136 of the Companies Act, 2013, the Company has placed separate audited accounts of its subsidiaries on its website www.kgdenim.com and copy of separate audited financial statements of its subsidiaries will be provided to the shareholders at their request.

CEO/CFO CERTIFICATION

The Managing Director and Chief Financial Officer of the Company have submitted a Certificate to the Board as required under Clause 49 of the Listing Agreement for the year ended 31st March, 2019.

MEETINGS OF THE BOARD OF DIRECTORS

During the year ended 31st March, 2019, five Board Meetings were held.

The dates on which the Board meetings were held are 25th May 2018, 01st August 2018, 14th November 2018, 03rd January 2019 and 9th February 2019.

A meeting of the Independent Directors of the Board was held on 5th February, 2019.

Details of meetings of the Board and its Committees are disclosed in the report on Corporate Governance.

DIRECTORS' RESPONSIBILITY STATEMENT AS REQUIRED UNDER SECTION 134 OF THE COMPANIES ACT, 2013

Pursuant to the requirement under Section 134 of the Companies Act, 2013, with respect to the Directors' Responsibility Statement the Board of Directors of the Company hereby confirms:

i) that in the preparation of the Annual Accounts, the applicable accounting standards have been followed;

ii) that the Directors 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 2019 and Statement of Profit and Loss Account of the Company for that period;

iii) that the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv) that the Directors have prepared the Annual Accounts for the Financial Year ended 31st March, 2019 on a going concern basis;

v) that 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) that the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS UNDER SUB-SECTION (7) OF SECTION 149 OF THE COMPANIES ACT, 2013

The Independent Directors have submitted the declarations of independence, as required pursuant to Section 149(7) of the Companies Act, 2013 stating that they meet the criteria of independence as provided in sub-section(6).

NOMINATION AND REMUNERATION COMMITTEE

The Nomination and Remuneration Committee consisted of Shri K N V Ramani, Chairman with Shri G V S Desikan and Shri G P Muniappan as members.

Brief description of terms of reference:

1. identifying persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down and recommend to the Board for their appointment and removal;

2. carry on the evaluation of every director's performance;

3. formulation of the criteria for determining qualifications, positive attributes and independence of a director;

4. recommend to the Board a policy relating to the remuneration of the directors, key managerial personnel and other employees;

5. formulation of criteria for evaluation of Independent Directors and the Board;

6. devising a policy on Board diversity; and

7. any other matter as the Board may decide from time to time.

NOMINATION AND REMUNERATION POLICY THE OBJECTIVES OF THE POLICY

1. To lay down criteria and terms and conditions with regard to identifying persons who are qualified to become Directors (Executive and Non-Executive) and persons who may be appointed in Senior Management and Key Managerial positions and to determine their remuneration.

2. To determine remuneration based on the Company's size and financial position and trends and practices on remuneration prevailing in peer companies.

3. To carry out evaluation of the performance of Directors.

4. To provide them reward linked directly to their effort, performance, dedication and achievement relating to the Company's operations.

5. To retain, motivate and promote talent and to ensure long term sustainability of talented managerial persons and create competitive advantage.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS UNDER SECTION 186 OF COMPANIES ACT, 2013

The details of Loans, Guarantees given and Investments made during the Financial Year ended on 31st March, 2019 are given in the notes to Financial Statements in compliance with the provisions of Section 186 of the Companies Act, 2013 read with Companies (Meetings of Board and its Powers) Rules, 2014.

PARTICULARS OF CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES REFERRED TO IN SUB-SECTION (1) OF SECTION 188 OF COMPANIES ACT, 2013

The Company adopted a Related Party Transaction Policy in terms of SEBI regulations for compliance with Corporate Governance and Clause 49 of the Listing Agreement. The policy has also been hosted on the Company's website. All transactions entered into with Related Parties for the year 2018-19 were on Arm's length basis.

There were no material related party transactions in terms of the Related Party Transaction Policy adopted.

Thus disclosures in Form AOC-2 as per Companies Act, 2013 and Rule 8 of Companies (Account) Rules, 2014 are not required.

Further, there were no material related party transaction with the Promoters, Directors or Key Managerial Personnel during the year.

All related party transactions are placed before the Audit Committee as also to the Board for approval on a quarterly basis. Omnibus approval was obtained for transaction of repetitive nature.

BUY BACK OF EQUITY SHARES

The Board, at its meeting held on 14.11.2018, which was subsequently revised at the Board Meeting held on 03.01.2019, proposed for Buy Back of its Equity Shares to the extent of 2196500 Equity Shares at द40/- per share with an overall buy back size द8,78,60,000/- through Tender Offer basis. The offer opened on 22.01.2019 and closed on 04.02.2019. Total number of shares tendered was 16080 Equity Shares amounting to द6,43,200/-. Necessary formalities have been complied with.

TRANSFER OF AMOUNT TO RESERVES

In terms of Section 69 of the Companies Act, 2013 a sum of द1.61 lakh, being face value of द10 of 16080 shares bought back, was transferred to Capital Redemption Reserve.

EXTRACT OF ANNUAL RETURN

The extract of Annual Return is prepared in Form MGT-9 as per the provisions of the Companies Act, 2013 and Rule 12 of Companies (Management and Administration) Rules, 2014 and the same is enclosed as Annexure - 2 to this Report.

THE CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO PURSUANT TO PROVISIONS OF SECTION 134(3)(m) OF THE COMPANIES ACT, 2013 READ WITH THE COMPANIES (ACCOUNTS) RULES, 2014

Information with respect to conservation of energy, technology absorption, foreign exchange earnings and outgo pursuant to Section 134(3)(m) of the Act read with Companies (Accounts) Rules, 2014 is prepared and the same is enclosed as Annexure - 3 to this Report.

RISK MANAGEMENT COMMITTEE

Risk Management Committee consists of Shri B Sriramulu as Chairman with Shri S Muthuswamy and Shri M Balaji as members.

The Committee had formulated a Risk Management Policy for dealing with different kinds of risks which it faces in day to day operations of the Company. Risk Management Policy of the Company outlines different kinds of risks and risk mitigating measures to be adopted by the Board. The Company has adequate internal control systems and procedures to combat the risk. The Risk management procedure is reviewed by the Audit Committee and Board of Directors on a Quarterly basis at the time of review of Quarterly Financial Results of the Company.

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

Corporate Social Responsibility is commitment of the Company to improve the quality of life of the workforce and their families and also the community and society at large. The Company believes in undertaking business in such a way that it leads to overall development of all stakeholders and Society.

The Board of Directors of the Company has constituted Corporate Social Responsibility Committee consisting of Shri KG Baalakrishnan as Chairman with Shri G V S Desikan and Shri A Velusamy as Members and adopted policy for Corporate Social Responsibility.

Corporate Social Responsibility policy was adopted by the Board of Directors on the recommendation of Corporate Social Responsibility Committee.

The Report on CSR activities as required under the Companies (Corporate Social Responsibility Policy) Rules, 2014 is annexed as Annexure -4.

EVALUATION OF BOARD

Evaluation of all Board members is done on an annual basis. The evaluation is done by the Board, Nomination and Remuneration Committee and Independent Directors with specific focus on the performance and effective functioning of the Board and Individual Directors.

The manner in which the evaluation has been done is explained in the report on Corporate Governance.

DIRECTORS

In accordance with the provisions of Section 152 of the Companies Act, 2013, Smt T Anandhi retires by rotation at the forthcoming Annual General Meeting and being eligible offers herself for re-appointment.

KEY MANAGERIAL PERSONNEL

The following are the Key Managerial Personnel of the Company :

1. Shri B Sriramulu - Managing Director
2. Shri B Srihari - Managing Director
3. Shri M Balaji - Company Secretary
4. Shri S Muthuswamy - Chief Financial Officer

DEPOSITS

The Company has not accepted any deposits from the public in terms of Section 73 of the Companies Act, 2013.

STATUTORY AUDITORS

M/s. Mohan & Venkataraman were appointed as Auditors of the Company at the AGM held on 16.09.2017, to hold office as Auditors for a term of five financial years commencing from 2017-18 to 2021-22 till conclusion of AGM to be held for financial year 2021-22.

AUDITORS REPORT

M/s. Mohan & Venkataraman, Chartered Accountants (ICAI Regn. No.007321S) have issued Auditors Report for the Financial Year ended 31st March, 2019.

There are no qualifications in Auditors' Report.

INTERNAL AUDITORS

The Board of Directors of the Company had appointed Mr K Panneerselvam, Chartered Accountant (Membership No.220574) to conduct Internal Audit of the Company.

COST AUDITORS

As per the requirement of Central Government and pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, your Company has been carrying out audit of cost records relating to Textile Divisions every year.

The Board of Directors, on the recommendation of Audit Committee, has appointed Messrs M Nagarajan, Cost Accountants, (Firm Registration Number 6384) as Cost Auditors to audit the cost accounts of the Company for the Financial Year 2019-20. As required under the Companies Act, 2013, a resolution seeking members' approval for the remuneration payable to the Cost Auditors forms part of the Notice convening the Annual General Meeting for their ratification.

AUDIT COMMITTEE

Audit Committee consisted of Shri G P Muniappan as Chairman with Shri K N V Ramani, Shri G V S Desikan and Shri A P Seturaaman as members.

All the members of the Audit Committee are Independent Directors.

There is no such incidence where Board has not accepted the recommendation of the Audit Committee during the year under review. CORPORATE GOVERNANCE

The Corporate Governance, which forms part of this Report, together with the Certificate from the Practicing Company Secretary of the Company regarding compliance of conditions of Corporate Governance as stipulated in Schedule V of Regulation 34(3) of the SEBI (LODR) Regulations, 2015 is annexed as - Annexure - 5.

VIGIL MECHANISM

The Board of Directors have adopted a Whistle Blower Policy which is hosted on the Company's website. The Whistle Blower Policy aims for conducting the affairs in a fair and transparent manner by adopting highest standards of professionalism, honesty, integrity and ethical behaviour. All permanent employees of the Company are covered under the Whistle Blower Policy.

A mechanism has been established for employees to report concerns about unethical behavior, actual or suspected fraud or violation of Code of Conduct and Ethics. It also provides for adequate safeguards against the victimization of employees who avail of the mechanism and allows direct access to the Chairperson of the Audit Committee in exceptional cases.

SECRETARIAL AUDITORS REPORT

As per the provisions of Section 204 of the Companies Act, 2013, the Board of Directors have appointed Shri M.R.L.Narasimha, Practising Company Secretary (C.P.No:799) as Secretarial Auditor to conduct Secretarial audit of the Company for the Financial Year ended on 31st March, 2019.

Secretarial Audit Report issued by Shri M.R.L.Narasimha, Practising Company Secretary in form MR-3 is enclosed as Annexure - 6 to this Annual Report.

There are no qualifications in Secretarial Audit Report except for the violations which are reported in the Secretarial Auditors Report.

STATEMENT OF PARTICULARS OF APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL

The Statement of particulars of Appointment and Remuneration of Managerial personnel as per Rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is enclosed as Annexure - 7 to this Annual Report.

ENVIRONMENT

The Company holds due certification under ISO 14001 : 2004 which is primarily focused on environmental management system. It ensures that the manufacturing of products is carried on without affecting the environment in the working area and surroundings.

The Company is a member of Sustainable Apparel Coalition (SAC). SAC provides credible, practical and industry wide guidelines and provides tools to define, measure and evaluate industry's product environmental and social performance support.

The Company has achieved one of the best scores in the apparel industry as verified by a leading brand assessor.

During the current year, the Company has implemented various environmental measures and reduction program like Green House Gas inventory measurement, replacement of freon gas air conditioners, increasing the area of plantation etc.

The Company has improved effluent water treatment system conforming to the Pollution Control Board parameters. A new plant has been added which has increased the Biological treatment capacity by 60%. An advanced technology of Biological Diffuser Aeration system has been introduced which has resulted in reduction in chemicals usage. Consequently, reduction in sludge, improvement in outlet water quality and consistence and improvement in RO recovery were achieved. The highlighting of our sustainability effort can be seen in the link https://youtu.be/uZGhiwq6XSM .

HEALTH AND SAFETY

The Company has obtained certification under OHSAS 18001 : 2007 (Occupational Health and Safety Management Assessment Standard) which is an Integrated Management System focusing on an organization's occupational health and safety management system. This standard guides us to identify and control the conditions and factors that affect the well-being of employees, contractors, visitors and any other person in the work place.

The Company is implementing various health and safety practices in continuous manner as per OHSAS-18001 standards and legal requirements.

The Company is conscious of improving the occupational and personal health of its employees. In addition to free medical camps, the Company also organizes employees' health check up in outside hospitals on an annual basis.

The Company provides a safer work environment for its employees. Basic equipments are provided to ensure safety from fire. Awareness classes are being conducted periodically with the help of external agencies about the basic safety, fire fighting, mock drills, mass evacuation, first aid etc.,

POLICY ON SEXUAL HARASSMENT

The Company has adopted policy on Prevention of Sexual Harassment of Women at Workplace in accordance with The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. During the Financial Year ended 31st March, 2019, the Company has not received any complaints pertaining to sexual harassment.

NATIONAL COMPANY LAW TRIBUNAL (NCLT) ORDER ON COMPOUNDING OF OFFENCES

The Company was served with a Show Cause Notice by ROC for non-compliance with Section 135 read with Section 134(3)(o) of the Companies Act, 2013 relating to non spending of expenditure on CSR activities in Financial Year 2014-15.

The Company had filed a Petition before National Company Law Tribunal (NCLT) for Compounding of offences on 04.12.2018.

NCLT, vide its order dated 08.04.2019, allowed the Petition for compounding of offences with a levy of fee of द1.00 lakh on the Company and द50,000/- on each Director and Key Managerial Personnel.

The fees have been paid.

SOCIAL RESPONSIBILITIES

The Company is maintaining a hospital for serving the community including supply of medicines at subsidised costs. As a part of social environmental protection, agro forestry has been developed with a demo plant with the technical support of Forest College, Coimbatore.

Besides, necessary essential services like providing potable drinking water to near by villages, financial aids to schools etc., are also rendered.

INSURANCE

All properties and insurable interests of the Company including building, plant and machinery and stocks have been fully insured. FINANCE

Your Directors acknowledge with gratitude, the valuable assistance and support extended by our Bankers for Term Loans and Working Capital ie., Indian Bank, Andhra Bank, State Bank of India, The South Indian Bank Limited and Allahabad Bank.

DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS

1. The Company maintains all its records in ERP System and the work flow and approvals are routed through ERP System;

2. The Company has appointed Internal Auditors to observe the Internal Controls, whether the work flow of organization is being done through the approved policies of the Company. In every Quarter during the approval of Financial Statements, Internal Auditors will present the Internal Audit Report and Management Comments on the Internal Audit observations;

3. The Board of Directors of the Company have adopted various policies like Related Party Transactions Policy, Whistle Blower Policy, Policy to determine Material Subsidiaries and such other procedures for ensuring the orderly and efficient conduct of its business for safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records and the timely preparation of reliable financial information.

CHANGE IN THE NATURE OF BUSINESS

There is no change in the nature of business of the Company.

THE DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE.

No Significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and company's operations in future.

Details of pending legal cases are furnished in Note No.41 to the accounts.

MATERIAL CHANGES AND COMMITMENTS

There are no Material changes and commitments in the business operations of the Company from the Financial Year ended 31st March, 2019 to the date of signing of the Director's Report.

ACKNOWLEDGMENT

The Directors take this opportunity to place on record their sincere thanks to the Banks and Financial Institutions, Insurance Companies, Central and State Government Departments and the shareholders for their support and co-operation extended to the Company from time to time.

PERSONNEL

The Directors wish to place on record their appreciation for the co-operation extended by all sections of the employees. CAUTIONARY STATEMENT

The statement in this Directors' Report & Management Discussion and Analysis contain forward looking statements regarding Company's projections & expectations and the actual results could differ materially from those expressed on account of various factors like raw material prices, change in demand, government regulation etc., and the readers are cautioned against placing undue reliance on the same.

PARTICULARS OF EMPLOYEES

Information pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is given in Annexure - 7 to this report.

There was no employee in receipt of remuneration exceeding द60 lakh per annum as per Section 197(12) read with Rule 5(2) of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. Hence the particulars are not furnished.

The Company has presented in this Report, the consolidated financial statements of the holding company and all its subsidiaries, duly audited by the Statutory Auditors. The Company will make available the audited annual accounts and related information of its subsidiaries, upon request by any of its shareholders. The annual accounts of the subsidiary companies will also be kept for inspection by any member at the Registered Office of the Company and its subsidiary companies.

Our humble prayers to Sri Venkateswaraswamy Vari of Then Thirumalai for the continued prosperity of the Company.

On behalf of the Board
KG Baalakrishnan
Coimbatore Executive Chairman
05.08.2019 DIN: 00002174

   

K G Denim Ltd Company Background

K G BaalakrishnanB Sriramulu
Incorporation Year1992
Registered OfficeThen Thirumalai,Jadayampalayam
Coimbatore,Tamil Nadu-641302
Telephone91-4254-304300/235300,Managing Director
Fax
Company SecretaryM Balaji
AuditorMohan & Venkataraman
Face Value10
Market Lot1
ListingBSE,Kolkata,
RegistrarCameo Corporate Services Ltd
Subramanian Building,1ST Floor No 1,Club House Road,Chennai - 600002

K G Denim Ltd Company Management

Director NameDirector DesignationYear
K G Baalakrishnan Executive Chairman 2018
B Sriramulu Managing Director 2018
B Srihari Managing Director 2018
G V S Desikan Independent Director 2018
G P Muniappan Independent Director 2018
K N V Ramani Independent Director 2018
T Anandhi Director 2018
A Velusamy Director 2018
A P Seturaaman Independent Director 2018
M Balaji Company Secretary 2018

K G Denim Ltd Listing Information

K G Denim Ltd Finished Product

Product NameUnit Installed
Capacity
Production
Quantity
Sales
Quantity
Sales
Value
Sale of Products NA 000649.3259
Waste Kg 00020.1026
Other operating revenues NA 00013.1141
Job Work NA 00010.3236
Yarn Kg 0000
Terry Towel NA 0000
Garments No 0000
Looms No 0000
Home Textiles NA 0000
Cloth Mtr0000
Fabrics NA 0000
Power NA 0000

Contact us