Notes to Financial Statementsfor - Shree Ganesh Jewellery House Ltd.

Transcription

Statutory Reports
Standalone Financials
Consolidated Financials
1
Corporate InformaƟon
BOARD OF DIRECTORS
Mr. Nillesh Parrekh - Chairman
Mr. Umesh Parekh - Managing Director
Mr. Paban Singh Ingty
Mr. Dwarka Prasad Mathur
Mr. Raj Mohan Choubey
Mr. Lokesh Kumar
BANKERS & FINANCIERS
Factories
Allahabad Bank
1.
Manikanchan SEZ
Sector V, Saltlake, Kolkata - 700 091
2.
Mouza Domjur
Sasthitala, Dist. Howrah - 711405
3.
12/1/14, Mondalpara Lane
Mondalpara, Kolkata - 700 090
Chief Financial Oĸcer
CorporaƟon Bank
Mr. Ashok Prakash Sahni
Dena Bank
Company Secretary
Dhanlaxmi Bank
Mr. Mukund Chandak
EXIM Bank
Axis Bank
Bank of Baroda
Bank of India
Bank of Maharashtra
Central Bank of India
IDBI Bank
BOARD COMMITTEES
Audit CommiƩee
Mr. Raj Mohan Choubey - Chairman
Indian Overseas Bank
Karnataka Bank
Lakshmi Vilas Bank
Punjab NaƟonal Bank
Sicom Limited
Stakeholder RelaƟonship CommiƩee
State Bank of Bikaner & Jaipur
Mr. Paban Singh Ingty - Chairman
State Bank of Hyderabad
State Bank of India
State Bank of Mysore
NominaƟon & RemuneraƟon CommiƩee
Allotment CommiƩee
State Bank of PaƟala
State Bank of Travancore
Syndicate Bank
The South Indian Bank Limited
UCO Bank
United Bank of India
Mr. Umesh Parekh - Chairman
Corporate Social Responsibility CommiƩee
(CSR)
Mr. Nillesh Parrekh
Mr. Umesh Parekh
Auditors
M/s. Chaturvedi & Partners
Chartered Accountants
1/1, Meredith Street
Kolkata - 700 072
OFFICES
Registered Oĸce
413 Vardaan Market
25A Camac Street
Kolkata - 700 016
Ph: 033 3028 9188
Fax: 033 3022 5903
Email ID: [email protected]
Website: www.sgjhl.com
CIN : L36911WB2002PLC095086
Corporate Oĸce
Avani Signature, Block 402
91A/1 Park Street
Kolkata - 700 016
Ph: 033 3025 9382
Fax: 033 4007 1623
Shree Ganesh Jewellery House (I) Limited • Annual Report 2013-14
(Formerly known as Shree Ganesh Jewellery House Ltd.)
2
Management Discussion and Analysis
GLOBAL ECONOMIC REVIEW
The global economy has been grappling with the impact of the Þnancial crisis and global recession since 2008. The US, Euro
zone countries and Japan were hard hit. However, there have been posiƟve signs of quicker recovery in these economies.
Unlike past global recessions, economies are recovering at three Ɵmes the speeds in 2013. Countries such as the United States
and Japan appear to be on the path to growth. However, countries in the Euro Area are sƟll not fully on the road to recovery.
Emerging and developing economies appear to be growing at a fairly robust pace.
Global economic outlook projecƟons
2012
2013
2014
2015
World Output
3.2
3.0
3.6
3.9
Advanced Economies
1.4
1.3
2.2
2.3
United States
2.8
1.9
2.8
3.0
(0.7)
(0.5)
1.2
1.5
0.9
0.5
1.7
1.6
Euro Area
France
Italy
0.0
0.3
1.7
1.6
Spain
(1.6)
(1.2)
0.9
2.5
Japan
1.4
1.5
1.4
1.0
United Kingdom
0.3
1.8
2.9
2.5
Canada
1.7
2.0
2.3
2.4
Other Advanced Economies
1.9
2.3
3.0
3.2
Emerging Market and Developing Economies
5.0
4.7
4.9
5.3
Commonwealth of Independent States
3.4
2.1
2.3
3.1
Russia
3.4
1.3
1.3
1.3
Excluding Russia
3.3
3.9
5.3
5.7
Emerging and Developing Asia
6.7
6.5
6.7
6.8
China
7.7
7.7
7.5
7.3
India
4.7
4.4
5.4
6.4
(Source: IMF, World Economic Outlook, April 2014)
Indian economic review
India conƟnued to struggle with the stagßaƟon-type situaƟon throughout 2013. While on one hand, it conƟnued to witness a
sub-5% growth rate, quarter over quarter, the price inßaƟon occasionally breached double digit mark throughout the year. The
Þscal deÞcit, slowdown in the manufacturing output, high expenditure on subsidies and subdued tax revenues slowed resulted
in a submissive economic growth rate of 4.7% (Source: Economic Survey 2013-14).
Global jewellery industry
The gold market became polarised in 2013 as 21% growth in demand from consumers and value-seeking investors contrasted
with large-scale ouƞlows from ETFs. The year witnessed the largest volume increase in annual jewellery demand since 1997
owing to an all-Ɵme high demand for jewellery, bar and coin. Chinese consumers set a new annual record, while India was
resilient in the face of import restricƟons. The sharp fall in the gold price in the second quarter elicited a strong and swiŌ
response from consumers in Asia and the Middle East, an eīect that extended out to western markets in the Þnal quarter of
the year.
Statutory Reports
3
Global demand
Tonnes
US $mn
2012
2013*
1,896.1
2,209.5
1,983
Technology
407.5
404.9
427.9
1
21,861
Investment
1,568.1
773.3
1,410.5
(51)
Total bar and coin demand
1,289.0
1,654.1
1,292.8
28
ETTs and similar products
279.1
(880.8)
117.7
–
Central bank net purchases
544.1
368.6
282.6
(32)
4,415.8
3,766.1
4,104.3
Jewellery
Gold demand
5 years
average
2013 vs 2012
2012 %
change
2013*
5 years
average
2013 vs
2012 %
change
87,617
(1)
18,836
18,836
16
84,144
35,085
62,462
(58)
69,169
75,049
58,686
9
14,975 (39,904)
3,770
–
14,198
(43)
(15) 236,946 170,422 183,113
(28)
17 101,745 100,248
29,193
16,724
(Source: LBMA, Thomson Reuters GFMS, World Gold Council)
In 2013, gold jewellery value was almost 0.14% of global GDP as compared 0.08% ten years back. SigniÞcantly, jewellery’s share
of global GDP in 2013 was one ÞŌh higher than 1997, which was the peak year for gold jewellery demand in tonnage (3,293.9t).
Hence, the growth in the value of gold demand has outpaced the growth of global GDP since 1997 – the peak year for volume
demand.
Jewellery value as a % share of global GDP
% share of GDP
0.16
20% Increase
0.14
0.12
0.10
0.08
0.06
0.04
0.02
0
1997
1999
2001
(Source: Thomson Reuters GFMS, IMF WEO)
2003
2005
2007
2009
2011
2013
4
Annual jewellery demand in tonnes and value
Tonnes
US$bn
3,000
120
2,500
100
2,000
80
1,500
60
1,000
40
500
20
0
0
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
(Source: LBMA, Thomson Reuters GFMS, World Gold Council)
China
The Chinese demand for gold set a new high of 1,065.8t, highlighƟng the consumer strength. While some slowdown naturally
followed such a powerful surge, demand picked up again throughout the fourth quarter as aƩenƟon turned to the Chinese
New Year, a tradiƟonal occasion for giŌ-giving. The impact of higher demand has further marked a signiÞcant growth in both
manufacturing and retail network capacity.
Middle East
China’s growth paƩern was replicated across the other Asian and Middle Eastern markets. The strength of demand in the
preceding quarters, combined with a levelling of price expectaƟons, caused demand to tail oī in October before a fresh surge of
growth in December. Turkey also witnessed the same demand paƩern. The factors driving demand in that market were slightly
diīerent. Moreover, strike at the mint between July and September led to a shortage of coins in the market, beneÞƫng the
jewellery demand. However, the reverse eīect was seen during the fourth quarter owing to the resumpƟon of coin minƟng.
This led the consumers saƟsfy their demand for gold coins, to some degree at the expense of jewellery.
Japan
Japan proved to be the excepƟon to the regional trend as growth in jewellery demand was concentrated in the second half
of the year. This was partly a result of a more encouraging economic environment, with the consequent boost to consumer
senƟment and partly a funcƟon of the looming increase in domesƟc sales tax (from 5% to 8%) from April 2014. The prospect
of the higher sales tax has encouraged consumers to make pre-empƟve purchases, where possible, to avoid paying the higher
rate.
USA and UK
AŌer a sluggish Þrst half, demand among US and UK consumers accelerated in the second half of the year. There has been
an increase in customer spending and notable increase in sales of more expensive pieces and diamond jewellery. However,
Italy witnessed low demand owing to low consumer senƟment. The uncertain economic and poliƟcal environment adversely
aīected disposable incomes. The annual year-on-year contracƟon in jewellery demand was below 10% for the Þrst Ɵme since
2006.
India
The demand in India is segmented into consumpƟon and investment. Unlike most other countries, investment demand for gold
is important in India and accounts for about 45% of total market demand. Around 57% of the investment demand comes from
Statutory Reports
5
bars and coins, while the rest comes from jewellery. While the volume demand for gold as jewellery has remained more or
less constant over 2005 to 2013, the volume demand for gold bars and coins have grown at a CAGR of around 13% in the same
period.
The historical jewellery demand in value terms has always been highly correlated to GDP/capita and not as much to other
consumpƟon drivers like private Þnal consumpƟon, expenditure, gross domesƟc savings and number of high-income households.
Hence, it is irrespecƟve of the price, individuals tend to buy based on the total price of a piece of jewellery and proporƟonately
reduce the (grammage, carats) they purchase.
Considering the demand based on expected GDP/capita trend, the domesƟc gems and jewellery consumpƟon demand will
potenƟally reach a size of ` 5,00,000 – ` 5,35,000 Crores by 2018.
Outlook of jewellery consumpƟon demand
680-720
180-190
530-560
140-150
15-20
85-70
10-15
50-55
324
85
74
64
2
8
46
2
2005
10
56
2006
3
109
19
206
36
19 4
32
8
410-425
320-330
194
77
2008
143
2010
2012
2016E
2018E
(Sources: World Gold Council, GFMS, Industry interviews, A.T. Kearney analysis)
74%
FDI under the
automatic route
for exploration and
mining of diamonds
and precious stones.
100%
FDI for for exploration
and mining of gold and
silver and minerals other
than diamonds and precious
stones, metallurgy and
processing, among others.
6
RETAIL JEWELLERY INDUSTRY
About 80% of the jewellery market consists of local and regional players who have, at best, just a few stores. The retail
jewellery industry has experienced an exponenƟal growth with retail development taking place in major ciƟes and metros.
The consumers have increasingly preferred beƩer quality of gold and are thus switching to branded jewellery. This has led to a
growing presence of organised retail players. Today, organised segment consƟtutes 8% of the total retail market and is expected
to grow at a higher pace in the coming years.
OUTLOOK
Indian Gold jewellery demand is likely to witness consistent growth in the coming years which would be largely driven by
cultural underpinnings in India, evolving lifestyle, anƟcipated recovery in economic condiƟons and expected improvement in
demand from Ɵer 2/Ɵer 3 and rural markets. According to ICRA, the domesƟc gold jewellery industry is expected to record
robust growth of ~15% over the medium to long term owing to growing penetraƟon of the organized sector. Government’s
iniƟaƟves towards Þnancial inclusion and introducƟon of other Þnancial products with returns linked to gold prices to reduce
Imports/investment in idle gold might impact jewellery volumes, gold’s cultural value, its role as an inßaƟon hedge, and
investment characterisƟcs would conƟnue to support jewellery demand largely miƟgaƟng the threat from subsƟtutes.
HUMAN RESOURCES
Sound human resource pracƟces have been followed which is aligned with Company’s philosophy. As a result, the organisaƟon
is now considered among the most professionally managed companies. Stringent employee training policies ensures proper skill
management. Regular team reviews further enables the Company to idenƟfy the gaps and take appropriate steps to address
the same. Sincere eīorts from the Company have resulted in vibrant work culture with growth-oriented mindset.
INTERNAL CONTROL SYSTEMS
The Company has an adequate system of internal controls to safeguard and protect from loss or unauthorised use of its
assets. All transacƟons are properly authorised, recorded and reported, besides adhering to AccounƟng Standards for properly
maintaining books of accounts and reporƟng Þnancial statements. The Company has an Internal Audit department to review
various areas of the operaƟons with the reports thus generated reviewed periodically by the Management and the Audit
CommiƩee of the Board.
CAUTIONARY STATEMENT
Statements in this report pertaining to the Company’s objecƟves, projecƟons, esƟmates, excepƟons and predicƟons are
forward-looking statements subject to the applicable laws and regulaƟons. These statements may be subject to certain risks
and uncertainƟes. The Company’s operaƟons are aīected by many external and internal factors which are beyond the control
of the management. Therefore, the actual posiƟon may diīer from those expressed or implied. The Company assumes no
obligaƟon to amend or update forward-looking statements in future on the basis of new informaƟon, subsequent developments
or otherwise.
Statutory Reports
7
Directors' Report
Dear Shareholders,
Your Directors have pleasure in presenƟng the TwelŌh annual report of the Company, together with the audited statement of
accounts for the year ended 31st March 2014.
1. FINANCIAL RESULTS
For the year ended 31st March
Revenue from OperaƟon
Other Incomes
Total revenue
ProÞt before interest, depreciaƟon, and tax
Less: DepreciaƟon/amorƟzaƟon
Less: Interest and Þnance charge (Net)
ProÞt before tax
Provision for taxes
ProÞt aŌer tax
(` in lacs)
2014
983,087.67
174.60
983,262.27
(86,111.63)
2,242.51
28,827.70
(117,181.84)
(39,994.82)
(77,187.02)
2013
922,226.92
10,286.26
932,513.18
48,188.31
2,329.57
20,251.18
25,607.56
227.40
25,380.16
2. DIVIDEND
In view of the loss for the current Þnancial year, your Directors regret their inability to recommend any dividend for the year
ended 31st March 2014.
3. OPERATIONS
The Company’s revenue from operaƟon were ` 983,087.67 lacs for the year ended 31st March 2014 as compared with
` 922,226.92 lacs for the previous year. During the year under review, your Company had entered into a bullion transacƟon.
However, due to some regulatory issues, your Company was unable to execute the transacƟon and had to rescind the contract
resulƟng into huge losses. Also, your Company suīered loss in the merchanƟng transacƟon due to slump in market condiƟons.
As a result, your Company registered a loss aŌer tax of ` 77,187.02 lacs for the year ended 31st March 2014.
Due to losses, your Company was unable to service its debts in Ɵme and approached its lenders for restructuring of the debts.
Your Company has Þled request under Corporate Debt Restructuring (CDR) mechanism. State Bank of India (SBI), the Lead Bank
of the consorƟum of lenders has submiƩed the Flash Report of the Company along with other documents with the CDR cell for
admiƩance before the Corporate Debt Restructuring - Empowered Group (CDR EG).
4. SUBSIDIARY COMPANIES
The Statement of the holding Company’s interest in subsidiary companies, namely, Easy Fit Jewellery Limited, Gaja Retail Private
Limited, Sumit Jewels Private Limited, Gaja Finance Private Limited, Gaja Fincorp Private Limited, Alex Mercury Power Private
Limited, Shree Ganesh Jewellery House FZE, Shree Ganesh Jewellery House (Singapore) Pte Ltd. and Shree Ganesh Jewellery
House (Ghana) Limited and in its step down subsidiaries namely Shree Ganesh Jewellery House DMCC, Shirdi CommodiƟes
Private Limited, Shirdi Commosale Private Limited, Kamalraj Merchandise Private Limited and Chaturbhuj Vyapaar Private
Limited as speciÞed in sub-secƟon (3) of SecƟon 212 of the Companies Act, 1956 is aƩached to the report and accounts of the
Company.
5. HUMAN RESOURCES
The Company has always aƩached maximum importance for development of human resource, the vital asset responsible
for conƟnued success of the Company. The Company is conƟnuously renewing and updaƟng the knowledge and skill of its
employees at all levels through training and development.
Our relentless eīort to improve the performance of our employees by sharpening and honing their knowledge, skill and most
importantly aƫtude conƟnues to receive high priority.
As on 31st March 2014, your Company had 102 employees on its rolls. The Company conƟnues to focus on recruitment
and retenƟon, giving priority to meritocracy and ensuring that performance is recognised and subsequently rewarded in an
appropriate manner.
8
Your Company wishes to put on record its deep appreciaƟon for the co-operaƟon and eīorts of its employees for the beƩerment
of the organisaƟon.
6. LISTING OF EQUITY SHARES
Your Company’s equity shares are listed on NaƟonal Stock Exchange of India Limited (NSE) and the BSE Limited (BSE) and annual
lisƟng fee for the current Þnancial year to both these exchanges has been paid by the Company.
7. CORPORATE SOCIAL RESPONSIBILITY (CSR)
Subsequent to the year under review the Board of Directors at its meeƟng held on 30th May, 2014 has consƟtuted Corporate
Social Responsibility (CSR) CommiƩee in accordance with SecƟon 135 of Companies Act, 2013 read with rules formulated
therein.
8. VIGIL MECHANISM/WHISTLE BLOWER POLICY
Pursuant to the SEBI’s Circular dated 17th April 2014, all listed companies shall establish a Vigil Mechanism/Whistle Blower
Policy with eīect from 1st October, 2014. Hence, the Board of Directors in compliance with such amendments to be made in
LisƟng Agreement has adopted the policy at its meeƟng held on 30th May, 2014.
9. CODE OF CONDUCT
In accordance with SecƟon 149(8) of the Companies Act, 2013 and as per the requirements of SEBI Circular dated 17th April,
2014 for amendment to Equity LisƟng Agreement (which is eīecƟve from 1st October, 2014), the Board has adopted a separate
Code of Conduct for Independent Directors as per Schedule IV of Companies Act 2013 at its meeƟng held on 30th May, 2014.
10. DIRECTORS’ RESPONSIBILITY STATEMENT
Pursuant to the requirements of secƟon 217(2AA) of the Companies Act, 1956, it is hereby conÞrmed :
i)
That in the preparaƟon of the annual accounts, applicable accounƟng standards have been followed along with proper
explanaƟon relaƟng to material departures;
ii) That the Directors have selected such accounƟng policies and applied them consistently, and made reasonable and prudent
judgments and esƟmates so as to give a true and fair view of the Company’s state of aīairs at the end of the Þnancial year,
and of the proÞt or loss of the Company for the period under review;
iii) That the Directors have taken proper and suĸcient care for the maintenance of adequate accounƟng records in accordance
with the provisions of this Act for safeguarding the assets of the Company and for prevenƟng and detecƟng fraud and other
irregulariƟes;
iv) That the Directors have prepared the annual accounts for the period ended 31st March 2014 on a going concern basis.
11. PARTICULARS OF EMPLOYEES
Statement under SecƟon 217(2A) of the Companies Act, 1956 read with the Companies (ParƟculars of Employees) Rules, 1975,
as amended, is given in Annexure I to this report.
12. CONSERVATION OF ENERGY
InformaƟon pursuant to SecƟon 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of ParƟculars in
the Report of Board of Directors) Rules, 1988 and forming part of the Directors’ Report for the Þnancial year ended 31st March
2014 are given in Annexure II to this report.
13. FOREIGN EXCHANGE
Your Company earned foreign exchange of ` 598,553.00 lacs from gold jewellery export and suitable steps have been taken for
exploring the new markets in various countries. Foreign exchange outgo and earning details appear in Item no. 39 and 40 of
Notes to Accounts for the year under review.
14. RELATED PARTY TRANSACTION
A statement of related party transacƟons pursuant to AccounƟng Standard 18 forms a part of this report.
Statutory Reports
9
15. RESPONSE TO QUALIFIED OPINION IN THE AUDITORS’ REPORT
A) The Statutory Auditors in their report to the Members, have given qualiÞed opinion and the response of your Directors with
respect to them are as follows:
Response to point no. (i) - Fixed Deposit amounƟng of ` 2,287.58 Lacs was pledged with Axis Bank against cash credit limit
sancƟoned by the bank. On the maturity of the Þxed deposit, it was adjusted with the cash credit balance in the Company’s
books. However, at the Bank’s end the matured amount was not adjusted in the cash credit account but was transferred to
a separate account of the bank. Your Company has taken up the maƩer with the bank and has requested for adjustment of
the matured Þxed deposit with cash credit limit as per the sancƟon terms.
Response to point no. (ii) - Cash credit balance of Dhanalakshmi Bank as per Company’s books was ` 1,485.55 Lacs and as
per bank conÞrmaƟon was ` 1,577.15 Lacs as the Bank had charged an excess amount of ` 91.59 lacs. Your Company has
taken up the maƩer with the Bank and has also contested the excess amount claimed by the Bank in the Hon’ble High Court
at CalcuƩa.
B) The Statutory Auditors in their report to the Members, have stated a “Emphasis of MaƩer” and the response of your
Directors with respect to it is as follows:
As explained in the “Emphasis of MaƩer” itself, although company has suīered signiÞcant operaƟng losses during the year
and is facing Þnancial crunch with its inability to meet the Þnancial obligaƟons, your Company has applied for Composite
Corporate Debt Restructuring with the banks to miƟgate the above. These facts have fully been disclosed in Note 31 of the
Financial statements.
16. AUDITORS
The auditors M/s Chaturvedi & Partners reƟre at the conclusion of the ensuing Annual General MeeƟng and being eligible, oīer
themselves for re-appointment.
17. DIRECTORS
During the year, Mr. Raj Mohan Choubey was appointed as addiƟonal Non-ExecuƟve & Independent director on the Board of
the Company w.e.f. 27th November 2013.
Mr. Lokesh Kumar was appointed by the Board of the Company as Nominee Director w.e.f. 29th January, 2014 as nominee of
Export-Import Bank of India pursuant to the Loan documentaƟon entered into between EXIM Bank and the Company.
Mr. Sharad Mohata and Mr. SaƟsh Chandra Chaturvedi, directors of the Company resigned from the Board on 27th November,
2013.
The Board places on record its deep appreciaƟon of the valuable services rendered during their tenure as Directors and for their
contribuƟons to the deliberaƟon of the Board.
Mr. Umesh Parekh, Managing Director reƟres by rotaƟon and being eligible, oīer himself for re-appointment.
18. ACKNOWLEDGEMENT
Your Directors take this opportunity to oīer their thanks and deep sense of graƟtude for the cooperaƟon and support received
from the government authoriƟes, Þnancial insƟtuƟon/banks, customers, vendors, shareholders and the society at large. We
would also like to place on record, our sincere appreciaƟon for the total commitment, dedicaƟon, contribuƟon and hard work of
employees across all levels. The credit for the Company’s achievement goes to them. We are deeply grateful to our shareholders
for the conÞdence and faith reposed on us. Your Company looks forward to their conƟnued co-operaƟon in realisaƟon of the
corporate goals in the years ahead.
For and on behalf of the Board of Directors
Kolkata, 30th May 2014
Nillesh Parrekh
Chairman
10
Annexure to the Directors' Report
Annexure – I to the Directors’ Report pursuant to SecƟon 217(2A) of the Companies Act, 1956 for the year ended 31st March
2014:
A. Employed and in receipt of remuneraƟon aggregaƟng ` 6,000,000 or more : NIL
B. Employed for a part of the year and in receipt of remuneraƟon aggregaƟng ` 500,000 or more per month : NIL
Annexure II to the Directors’ Report pursuant to SecƟon 217(1)(e) of the Companies Act, 1956 for the year ended 31st March
2014:
FORM A
Disclosure of parƟculars with respect to conservaƟon of energy
The Company is not covered by the Schedule of Industries which is required to furnish informaƟon in Form ‘A’.
FORM B
Disclosure of parƟculars with respect to technology absorpƟon
I. Research and development - Your Company has one of the Þnest R&D units in the industry. The R&D team of the Company
comprises some of the Þnest designers and senior craŌsman. The Company has been instrumental in developing and
introducing several widely acclaimed jewellery designs.
II. Technology absorpƟon, adaptaƟon and innovaƟon - The Company does not employ any foreign technology which needs
absorpƟon or adaptaƟon.
FORM C
Disclosure with respect to foreign exchange earnings and outgo
I. Total foreign exchange earned – ` 598,553.00 lacs.
II. Total foreign exchange used – ` 922,947.80 lacs.
The Company is engaged in export of gold jewellery, plain or studded with precious and semi-precious stones. The company
is taking steps to increase its product porƞolio to increase its exports in the places like Singapore, Hongkong, UAE. At
the same Ɵme, new markets in various countries are being tested so that new exports markets can be developed for the
products of the Company. Taking the above steps into account, the Company plans to increase its exports.
Statutory Reports
Corporate Governance Report
I. SHREE GANESH JEWELLERY HOUSE (I) LIMITED (SGJHL)’S PHILOSOPHY ON CODE OF GOVERNANCE
Corporate Governance deals with laws, procedures, pracƟces and implicit rules that determine a Company’s ability to take
informed managerial decisions vis-a-vis its claimants – in parƟcular, its shareholders, creditors, customers, the State and
employees. There is a global consensus about the objecƟve of “good’ Corporate Governance maximising long-term shareholders
value.”
Thus, Corporate Governance is a reßecƟon of a Company’s culture, policies, its relaƟonship with the stakeholders and its
commitment to values. We, at Shree Ganesh, believe that sound Corporate Governance is criƟcal to enhance and retain investor
trust.
Accordingly, we always seek to ensure that we aƩain our performance rules with integrity.
Our Corporate Governance philosophy is based on the following principles :
•
Corporate Governance standards should be complied with in leƩer as well as spirit.
•
Maintain absolute transparency and adequate disclosure pracƟces.
•
Individual preferences and convenience should be subordinate to Corporate conveniences.
•
Communicate externally in a truthful manner about how your Company is run internally.
•
Compliance with the laws in which the Company operates.
•
Simple and transparent corporate disclosure driven solely by business needs.
•
Management is the Trustee of the Shareholders’ fund and not the owner.
Your Company understands that the customer is the purpose of our business and every customer is an important stakeholder
of the Company, performing ethically and eĸciently to generate long term value and wealth for all its stakeholders.
The Company complies with Corporate Governance Code as has been enshrined in the clause 49 of the LisƟng Agreement.
II. BOARD OF DIRECTORS
The Board plays a pivotal role in ensuring good governance. The Board’s role, funcƟons, responsibility and accountability are
clearly deÞned. The members of our Board are from diverse background with skills and experience in criƟcal areas.
The Board of Directors is the apex body that governs the overall funcƟoning of the Company. The Board provides and evaluates
the strategic direcƟon of the Company, management policies and their eīecƟveness and ensures that the longterm interests of
shareholders are being served. The Chairman and the Managing Director are assisted by the CFO/senior managerial personnel
in overseeing funcƟonal maƩers of the Company.
The ComposiƟon of the Board of directors is in conformity with Clause 49 of the LisƟng Agreement with the stock exchange(s).
The Company’s Board consists of Six (6) members which comprise of:
¾ Two Promoter ExecuƟve Directors.
¾ Three Non-ExecuƟve Independent Directors.
¾ One Nominee Director of Export-Import Bank of India (EXIM).
None of the Directors on the Board is a member of more than 10 CommiƩees or Chairman of more than 5 CommiƩees across
all the Companies in which he is a Director.
Board MeeƟngs held during the Þnancial year ended 31st March, 2014
Board holds periodic meeƟngs to review and discuss performance of the Company, its future plans, strategies and other
perƟnent items relaƟng to the Company. During the Financial Year Ended 31st March, 2014, 06 (Six) Board MeeƟngs were held
on 12th April 2013, 27th May 2013, 27th June 2013, 12th August 2013, 27th November 2013 and 13th February 2014 . The last
AGM was held on 6th September 2013.
The composiƟon of Board of Directors, their aƩendance at the Board MeeƟngs during the year and at last Annual General
MeeƟng as also number of Directorships and Chairmanships/Memberships of CommiƩees of each director held in other
companies as at 31st March, 2014 is :
11
12
Sl. Directors
No.
*
No. of Board
MeeƟngs
AƩended
AƩendance
at AGM
No. of other
Directorships
Held*
No. of other
Memberships/
Chairmanships in
CommiƩees**
Category
1
Mr. Nillesh Parrekh
DIN: 00050671
05
Present
1
Nil
Promoter
& ExecuƟve
Chairman (Whole
Time Director)
2
Mr. Umesh Parekh
DIN: 00050705
05
Absent
1
Nil
Promoter
& ExecuƟve
(Managing
Director)
3
Mr. Sharad Mohata #
DIN: 01688401
02
Absent
Nil
Nil
Non-ExecuƟve
4
Mr. SaƟsh Chandra
Chaturvedi#
DIN: 00272435
04
Present
Nil
Nil
Non-ExecuƟve
Independent
5
DIN: 01681252
06
Present
1
Nil
Non-ExecuƟve
Independent
6
DIN: 02373724
06
Present
Nil
Nil
Non-ExecuƟve
Independent
7
Mr. Raj Mohan Choubey##
DIN: 00031305
01
-
4
1
Non-ExecuƟve
Independent
8
Mr. Lokesh Kumar ###
DIN: 02576600
01
-
1
Nil
Nominee of
Export-Import
Bank of India
Other Directorship does not include alternate directorship, directorship of private companies, SecƟon 25 companies and
of other companies incorporated outside India.
** Includes the Membership/Chairmanship of only Audit commiƩee, and Share holders/Investor Grievance CommiƩee.
#
Mr. Sharad Mohata and Mr. SaƟsh Chandra Chaturvedi resigned with eīect from 27th November 2013.
## Mr. Raj Mohan Choubey appointed with eīect from 27th November 2013.
### Mr. Lokesh Kumar appointed with eīect from 29th January 2014.
Directors at Sl. no. 1 & 2 are related to each other. Other than this, none of the other Directors are in any way related to any
other Director as per SecƟon 6 of the Companies Act, 1956.
InformaƟon placed before Board of Directors
The Company has complied with Clause 49 of the LisƟng Agreement with regard to informaƟon being placed before the Board
of Directors. The following items are generally tabled for informaƟon and review of the Board:
•
Annual operaƟng plans and budgets and any updates.
•
Capital budgets and any updates.
•
Quarterly results for the company and its operaƟng divisions or business segments.
•
Minutes of meeƟngs of audit commiƩee and other commiƩees of the board.
•
The informaƟon on recruitment and remuneraƟon of senior oĸcers just below the board level, including appointment or
removal of Chief Financial Oĸcer and the Company Secretary.
Statutory Reports
•
Show cause, demand, prosecuƟon noƟces and penalty noƟces, which are materially important
•
Fatal or serious accidents, dangerous occurrences, any material eŋuent or polluƟon problems.
•
Any material default in Þnancial obligaƟons to and by the Company, or substanƟal non payment for goods sold by the
company.
•
Any issue, which involves possible public or product liability claims of substanƟal nature, including any judgement or order
which, may have passed strictures on the conduct of the company or taken an adverse view regarding another enterprise
that can have negaƟve implicaƟons on the Company.
•
Details of any joint venture or collaboraƟon agreement.
•
TransacƟons that involve substanƟal payment towards goodwill, brand equity, or intellectual property.
•
SigniÞcant labour problems and their proposed soluƟons. Any signiÞcant development in Human Resources/Industrial
RelaƟons front like signing of wage agreement, implementaƟon of Voluntary ReƟrement Scheme etc.
•
Sale of material nature, of investments, subsidiaries, assets, which is not in normal course of business.
•
Quarterly details of foreign exchange exposures and the steps taken by management to limit the risks of adverse exchange
rate movement, if material.
•
Non-compliance of any regulatory, statutory or lisƟng requirements and shareholders service such as non-payment of
dividend, delay in share transfer etc.
The Board is presented with all informaƟon under the above heads whenever applicable and materially signiÞcant. These are
submiƩed either as a part of the agenda papers well in advance of the Board meeƟngs, or are tabled in the course of the Board
meeƟngs or meeƟngs of the relevant commiƩees. FuncƟonal heads are also called to provide addiƟonal inputs to the items
being discussed by the Board/CommiƩee as and when required.
ResoluƟon Passed By CirculaƟon
During the Þnancial year 2013-14, Company has passed a resoluƟon by circulaƟon on 5th June 2013.
Code of Conduct
In Compliance of the Clause 49, to emphasize the importance of ethical behavior and for protecƟon of all stakeholders’ interest,
Code of Conduct for Directors and Senior Management laid down by the Board of Directors is posted on the Company’s website.
The Code of Conduct has been adopted by the Directors. Managing Director‘s cerƟÞcate of compliance of the Code of Conduct
by the Directors and Senior Management is appended.
Code of Conduct for ProhibiƟon of Insider Trading
In accordance with the SEBI (ProhibiƟon of Insider Trading) RegulaƟons, 1992 the Board has approved and adopted a code of
conduct governing all the directors, senior management and other employees at all locaƟons of the Company, Mr. Mukund
Chandak, Company Secretary has been appointed as the Compliance Oĸcer in respect of compliance of the Code.
BOARD COMMITTEE
III. AUDIT COMMITTEE
The Audit CommiƩee of the Company comprises of Mr. Raj Mohan Choubey, Mr. Paban Singh Ingty and Mr. Dwarka Prasad
Mathur, all Independent Directors. Mr. Raj Mohan Choubey is the Chairman of the Audit CommiƩee. Mr. Mukund Chandak,
Company Secretary acts as the Secretary to the CommiƩee. The role and duƟes of the Audit CommiƩee have been deÞned by
the Board of Directors under SecƟon 292A of the Companies Act, 1956 and cover the areas menƟoned under Clause 49 of the
LisƟng Agreement (as amended from Ɵme to Ɵme).
The CommiƩee was reconsƟtuted during the year on 27th November 2013 to give eīect to the cessaƟon of Mr. SaƟsh Chandra
Chaturvedi and Mr. Sharad Mohata from the membership of the commiƩee and co-opƟon of Mr. Raj Mohan Choubey and
13
14
Mr. Dwarka Prasad Mathur as members of the commiƩee. During the year Audit CommiƩee met 4 Ɵmes on 27th May 2013,
12th August 2013, 21st November 2013 and 13th February 2014.
The terms of reference of the Audit CommiƩee includes the following:
•
Oversight of the Company’s Þnancial reporƟng process and disclosure of its Þnancial informaƟon to ensure that the
Þnancial statements are correct, suĸcient and credible;
•
RecommendaƟon for appointment, remuneraƟon and terms of appointment of auditors of the Company;
•
Approval of payment to statutory auditors for any other services rendered by the statutory auditors;
•
Reviewing, with the Management, the annual Þnancial statements and auditor’s report thereon before submission to the
Board for approval, with parƟcular reference to:
¾
MaƩers required to be included in the Director’s Responsibility Statement to be included in the Board’s Report in
terms of clause (c) of sub-secƟon 3 of SecƟon 134 of the Companies Act, 2013.
¾
Changes, if any, in accounƟng policies and pracƟces and reasons for the same.
¾
Major accounƟng entries involving esƟmates based on the exercise of judgment by the management.
¾
SigniÞcant adjustments made in the Þnancial statements arising out of audit Þndings.
¾
Compliance with lisƟng and other legal requirements relaƟng to Þnancial statements.
¾
Disclosure of any related party transacƟons.
¾
QualiÞcaƟons in the draŌ audit report.
•
Reviewing with the Management, quarterly Þnancial statements before submission to the Board for approval;
•
Reviewing with the Management, the statement of uses/applicaƟon of funds raised through an issue (public issue, rights
issue, preferenƟal issue, etc.), the statement of funds uƟlized for purposes other than those stated in the oīer document/
prospectus/noƟce and the report submiƩed by the monitoring agency monitoring the uƟlisaƟon of proceeds of a public or
rights issue, and making appropriate recommendaƟons to the Board to take up steps in this maƩer;
•
Reviewing with the Management, performance of the statutory and internal auditors and adequacy of the internal control
systems;
•
Reviewing the adequacy of internal audit funcƟon, if any, including the structure of the internal audit department, staĸng
and seniority of the oĸcial heading the department, reporƟng structure coverage and frequency of internal audit;
•
Discussion with the internal auditors of any signiÞcant Þndings and follow-up thereon;
•
Reviewing the Þndings of any internal invesƟgaƟons by the internal auditors into maƩers where there is suspected fraud
or irregularity or a failure of internal control systems of a material nature and reporƟng the maƩer to the Board;
•
Discussions with the statutory auditors before the audit commences, about the nature and scope of the audit as well as
post-audit discussions to ascertain any area of concern;.
•
To look into the reasons for substanƟal defaults in the payment to depositors, debenture holders, members (in case of
non-payment of declared dividends) and creditors;
•
To review the funcƟoning of the Whistle Blower Mechanism/Vigil Mechanism.
•
Approval of appointment of CFO (i.e. the wholeƟme Finance Director or any other person heading the Þnance funcƟon or
discharging that funcƟon) aŌer assessing the qualiÞcaƟons, experience and background, etc of the candidate;
•
Carrying out any other funcƟons as speciÞed in the terms of reference, as amended from Ɵme to Ɵme.
Statutory Reports
15
The aƩendance of members during these meeƟngs are as follows :
Name
27.05.2013
12.08.2013
21.11.2013
13.02.2014
Mr. SaƟsh Chandra Chaturvedi@
Present
Present
Present
-
Present
Present
Present
Present
Mr. Sharad Mohata@
Absent
Absent
Absent
-
Mr. Raj Mohan Choubey @@
-
-
-
Present
Mr. Dwarka Prasad Mathur@@
-
-
-
Present
@ Ceased to be the members with eīect from 27th November 2013.
@@ Became members with eīect from 27th November 2013.
Note: Mr. Dwarka Prasad Mathur has aƩended the meeƟngs held on 27.05.2013, 12.08.2013 and 21.11.2013 as Invitee.
All the meeƟngs were also aƩended by the Auditors (except last meeƟng held on 13th February 2014) and the Company
Secretary of the Company.
The Company has complied with Clause 49 of the LisƟng Agreement with regard to role of Audit CommiƩee and review of
informaƟon by Audit CommiƩee.
IV. STAKEHOLDER RELATIONSHIP COMMITTEE (Formerly Known as Shareholder Grievance CommiƩee)
The Stakeholder RelaƟonship CommiƩee comprises of Mr. Paban Singh Ingty, Mr. Dwarka Prasad Mathur and Mr. Raj Mohan
Choubey all Independent Director and is headed by Mr. Paban Singh Ingty. Mr. Mukund Chandak, Company Secretary is the
Compliance Oĸcer. The Company consƟtuted the Stakeholder RelaƟonship CommiƩee to oversee the redressal of investors’
grievances. The Shareholder Grievance CommiƩee was renamed as Stakeholder RelaƟonship CommiƩee by the Board of
Directors at its meeƟng held on 27th November 2013 pursuant to SecƟon 178(5) of the Companies Act, 2013.
Chaturvedi and Mr. Sharad Mohata from the membership of the commiƩee and co-opƟon of Mr. Raj Mohan Choubey and
Mr. Dwarka Prasad Mathur as members of the commiƩee.
During the year 2013-14 the CommiƩee met twice on 30th September, 2013 and 31st March, 2014. The aƩendance of the
Members at the meeƟng are as follows:
Name
30.09.2013
31.03.2014
Present
Present
Mr. SaƟsh Chandra Chaturvedi@
Present
-
Mr. Sharad Mohata@
Absent
-
Mr. Dwarka Prasad Mathur@@
-
Present
Mr. Raj Mohan Choubey@@
-
Present
@ Ceased to be the members with eīect from 27th November 2013.
@@ Became members with eīect from 27th November 2013.
In total 6 cases of Investors’ Grievances were received during year 2013-14 out of which 5 complaints are registered through
SCORES pertaining to non-receipts of warrants/Annual Reports/Non-receipts of cerƟÞcate(s)/credit of share(s), which were
duly redressed and no Investors’ Grievances was pending as at 31st March 2014.
All valid requests for transfer of shares in physical mode received during the Þnancial year ended 31st March 2014 have been
acted upon by the Company and no such transfer is pending.
Email ID for investor complaint/queries: [email protected].
16
V. NOMINATION & REMUNERATION COMMITTEE (Formerly known as RemuneraƟon CommiƩee)
The NominaƟon and RemuneraƟon CommiƩee comprises of Mr. Paban Singh Ingty, Mr. Dwarka Prasad Mathur and Mr. Raj
Mohan Choubey, all Independent Directors and is headed by Mr. Paban Singh Ingty. Mr. Mukund Chandak, Company Secretary,
acts as Secretary to the CommiƩee. During the year under review there was no meeƟng of the RemuneraƟon CommiƩee, as
no revision in remuneraƟon was considered. The RemuneraƟon CommiƩee was renamed as NominaƟon & RemuneraƟon
CommiƩee as per the requirement of the provisions of SecƟon 178 of the Companies Act, 2013 by the Board of Directors at its
meeƟng held on 27th November 2013.
Chaturvedi from the membership of the commiƩee and co-opƟon of Mr. Raj Mohan Choubey as a member of the commiƩee.
The funcƟons of the CommiƩee include
To evaluate, review and recommend to the Board, the remuneraƟon of the ExecuƟve Directors so as to be objecƟve in
determining the remuneraƟon package while striking a balance between the interest of the Company and shareholders.
RemuneraƟon policy of the Company
RemuneraƟon policy of the Company is based on the need to aƩract the best available talent and is in line with the prevailing
trends in the industry. The remuneraƟon policy is therefore market-led and aimed at leveraging the performance appropriately.
There was no pecuniary relaƟonship or transacƟons between the Company and the Independent Directors. The remuneraƟon
paid to ExecuƟve Directors are in terms of the provisions of the Companies Act, 1956, read with Schedule XIII thereof and the
Non ExecuƟve Independent Directors and Nominee Director are paid Siƫng Fees of ` 15,000/- for each meeƟng of the Board
aƩended by them. The total amount of siƫng fees paid during the year ended 31st March 2014 was ` 3.00 lacs. The NonExecuƟve Directors are also reimbursed expenses incurred for aƩending the meeƟngs.
RemuneraƟon/Siƫng Fees paid to ExecuƟve/Non-ExecuƟve Directors of the Company during the Þnancial year ended 31st
March 2014 and their shareholdings are detailed as under:
Name of Directors
Siƫng Fees
(` in Lacs)
Salary & Perquisites
(` in Lacs)
Total
No. of Shares
held
Mr. Nillesh Parrekh
Nil
18.00
9,557,200
Mr. Umesh Parekh
Nil
18.00
10,141,300
Mr. Sharad Mohata
0.30
Nil
Nil
Mr. SaƟsh Chandra Chaturvedi
0.60
Nil
Nil
0.90
Nil
Nil
0.90
Nil
Nil
0.15
Nil
Nil
Mr. Lokesh Kumar
0.15
Nil
Nil
VI. ALLOTMENT COMMITTEE
The Allotment CommiƩee was consƟtuted on 12th August 2013 and comprises of Mr. Paban Singh Ingty, Mr. Sharad Mohata
& Mr. Umesh Parekh as members of the commiƩee. Mr. Umesh Parekh is the Chairman of the CommiƩee and Mr. Mukund
Chandak, Company Secretary, acts as Secretary to the CommiƩee.
The CommiƩee was reconsƟtuted during the year on 27th November 2013 to give eīect to the cessaƟon of Mr. Sharad Mohata
from the membership of the commiƩee and co-opƟon of Mr. Dwarka Prasad Mathur as member of the commiƩee.
The CommiƩee met once during the year on 22nd August 2013 which was aƩended by all the members of the commiƩee.
Statutory Reports
17
VII. CEO & CFO CERTIFICATION
As required by Clause 49 of the LisƟng Agreement the cerƟÞcate by Managing Director and Chief Financial Oĸcer of the
Company is provided in this Annual Report.
VIII. DETAILS OF DIRECTORS APPOINTED/RE-APPOINTED
Details of directors being appointed/re-appointed in terms of secƟon 152 of Companies Act 2013, have been disclosed in the
noƟce of the Annual General MeeƟng, i.e. brief resume, nature of experƟse in speciÞc funcƟonal areas, numbers of directorships
and commiƩee memberships and their shareholding in the company.
IX. GENERAL BODY MEETINGS
The last three Annual General MeeƟngs were held as under:
Year
Venue
Date
Time
No. of Special
ResoluƟons
Passed
Details of the Special
ResoluƟon passed, if any
2011
Vidya Mandir, 1 Moira
Street, Kolkata -700 017
26.08.2011
11.00A.M.
Nil
-
2012
Street, Kolkata - 700 017
24.08.2012
11.00A.M.
1
Pursuant to SecƟon 163(1) and
other applicable provisions, if
any, of the Companies Act, 1956,
to keep the register of members,
index of members, the register
and index of debenture holders
and copies of all annual returns
in the Corporate oĸce of the
Company.
2013
Street, Kolkata - 700 017
06.09.2013
11.00A.M
Nil
-
ResoluƟons passed through Postal Ballots during the year are :
1)
On 21st May 2013, a Special ResoluƟon under secƟon 81 (1A) to issue equity shares on PreferenƟal Basis to Promoter and
Promoter Group.
2)
On 7th August 2013, a Special ResoluƟon under secƟon 81 (1A) to issue equity shares on PreferenƟal Basis to NonPromoter.
1) Special ResoluƟons passed by way of postal ballot on 21st May 2013
The Board of Directors in its meeƟng held on 12th April 2013 had appointed Mr. B. P. Dhanuka, PracƟcing Company Secretary,
to act as the ScruƟnizer for conducƟng the Postal Ballot.
The postal ballot process was carried out as per the procedure laid down in terms of SecƟon 192A of the Companies Act, 1956
read with the Companies (Passing of the ResoluƟon by Postal Ballot) Rules, 2011. Mr. B. P. Dhanuka, had carried out the scruƟny
of all the postal ballot forms received upto the close of working hours on 18th May 2013 and submiƩed his Report thereon on
20th May 2013 addressed to the Chairman of the Company. Based on the ScruƟnizer’s Report, Mr. Nillesh Parrekh, Chairman,
declared the result of the postal ballot at the corporate oĸce of the Company on 21st May 2013 and subsequently adverƟsed
in the newspaper. Results were inƟmated to the stock exchanges and were put on the noƟce board of the Company as well as
on the Company’s website.
2) Special ResoluƟons passed by way of postal ballot on 7th August 2013
The Board of Directors in its meeƟng held on 27th June 2013 had appointed Mr. B. P. Dhanuka, PracƟcing Company Secretary,
to act as the ScruƟnizer for conducƟng the Postal Ballot. The Company had also oīered e-voƟng facility to its members enabling
18
them to cast their votes electronically. The Company has signed an agreement with the Central Depository Services (India)
Limited (CDSL) to enable its members to cast their votes electronically pursuant to Clause 35B of the LisƟng Agreement.
The postal ballot process was carried out as per the procedure laid down in terms of SecƟon 192A of the Companies Act, 1956
read with the Companies (Passing of the ResoluƟon by Postal Ballot) Rules, 2011. Mr. B. P. Dhanuka, had carried out the scruƟny
of all the postal ballot forms received upto the close of working hours on 5th August 2013 and submiƩed his Report thereon on
7th August 2013 addressed to the Chairman of the Company. Based on the ScruƟnizer’s Report, Mr. Nillesh Parrekh, Chairman,
declared the result of the postal ballot at the corporate oĸce of the Company on 7th August 2013 and subsequently adverƟsed
in the newspaper. Results were inƟmated to the stock exchanges and were put on the noƟce board of the Company as well as
on the Company’s website.
X.
DISCLOSURES
a)
The related party transacƟons have been disclosed in the Notes to Accounts forming part of the Statement of Accounts
for the Þnancial year ended 31st March 2014 and no transacƟon is considered to be pecuniary and/or in potenƟal
conßict with the interests of the Company at large.
b)
The Company has duly complied with the requirements of the regulatory authoriƟes on capital market. No penalƟes
have been imposed on the Company by the Stock Exchanges/SEBI on any maƩer related to capital markets during the
last three years.
c)
Management Discussion and Analysis Report, given in a separate annexure forms part of this Annual Report and is
annexed herewith.
d)
The Company aĸrms that no personnel has been denied access to the Audit CommiƩee.
e)
The company has fully complied with the mandatory requirements of the LisƟng Agreement and the non –mandatory
requirement relaƟng to RemuneraƟon CommiƩee have been complied with.
XI. MEANS OF COMMUNICATION
Financial Results:
The results of the Company are furnished to the Stock Exchanges on a periodical basis aŌer approval of the Board of Directors.
The results are normally published in prominent newspapers within 48 hours aŌer approval by the Board. The Company’s
website address is www.sgjhl.com and the periodic results were duly posted thereon. Oĸcial news releases and noƟces etc. are
sent to the Stock Exchanges where the equity shares of the Company are listed.
XII. GENERAL SHAREHOLDER INFORMATION
•
•
•
Annual General MeeƟng (Financial Year 2013-14):
•
Day, Date & Time
: Saturday, 27th September, 2014 at 2.30 p.m.
•
Venue
: BharaƟya Bhasha Parishad, 36A, Shakespeare Sarani, Kolkata - 700017
Financial Calendar (TentaƟve and subject to change):
1.
Financial ReporƟng for the quarter ended 30th June 2014: second week of August, 2014.
2.
Financial ReporƟng for the quarter ended 30th September, 2014: second week of November, 2014.
3.
Financial ReporƟng for the quarter ended 31st December, 2014: second week of February, 2015.
4.
Financial ReporƟng for the year ended 31st March 2015: last week of May, 2015.
Book Closure Period:
18th September 2014 to 27th September 2014 (both days inclusive) for Annual General MeeƟng.
Statutory Reports
•
19
LisƟng on Stock Exchanges & Payment of LisƟng Fee:
(a) BSE Limited (BSE)
P. J. Towers, Dalal Street, Mumbai - 400 001
(b) NaƟonal Stock Exchange of India Limited (NSE)
“Exchange Plaza”, Bandra-Kurla Complex, Bandra (E), Mumbai - 400 051
•
Annual lisƟng fee for the year 2014-15 has been duly paid by the Company to the BSE & NSE.
•
Stock Code:
Bombay Stock Exchange - 533180
NaƟonal Stock Exchange - SGJHL
•
ISIN No. in NSDL & CDSL : INE 553K01019
•
Corporate IdenƟÞcaƟon Number: L36911WB2002PLC095086
•
Details of Unclaimed Shares pursuant to Clause 5A of the LisƟng Agreement:
i)
284 Shares of ` 10/- each were alloƩed to 4 shareholders pursuant to IniƟal Public Oīer of the company were lying
in the account of the Company at the beginning of the year.
ii)
During the year, Company has not received any transfer request from shareholders.
iii) 284 shares owned by 4 shareholders are sƟll lying in the account of the Company at the end of the year.
VoƟng rights in respect of the aforesaid shares, i.e., lying in the account of the Company on 31st March 2014, will
remain frozen Ɵll the Ɵme such shares are claimed by the concerned Shareholders.
•
Market Price Data
1.
The NaƟonal Stock Exchange of India Limited:
Month
High Price
(`)
Low Price
(`)
Total Traded
QuanƟty
NIFTY High
NIFTY Low
April, 2013
108.50
89.00
967,337
5,962.30
5,477.20
May, 2013
112.25
95.10
1,914,730
6,229.45
5,910.95
June, 2013
103.90
71.35
1,462,589
6,011.00
5,566.25
July, 2013
79.90
59.10
1,126,565
6,093.35
5,675.75
August, 2013
74.45
55.70
1,005,246
5,808.50
5,118.85
September, 2013
64.75
53.65
2,404,206
6,142.50
5,318.90
October, 2013
58.80
48.75
58,08,217
6,309.05
5,700.95
November, 2013
53.95
30.00
5,240,398
6,342.95
5,972.45
December, 2013
31.40
20.45
3,921,356
6,415.25
6,129.95
January, 2014
31.50
25.05
1,869,091
6,358.30
6,027.25
February, 2014
29.07
24.55
1,150,884
6,282.70
5,933.30
March, 2014
27.85
24.55
885,490
6,730.05
6,212.25
20
2.
BSE Limited
Month
High Price
(`)
Low Price
(`)
Total Traded
QuanƟty
SENSEX High
SENSEX Low
April, 2013
108.30
91.25
500,190
19,622.68
18,144.22
May, 2013
112.85
95.50
501,223
20,443.62
19,451.26
June, 2013
102.95
70.50
512,911
19,860.19
18,467.16
July, 2013
79.75
59.50
539,838
20,351.06
19,126.82
August, 2013
74.20
55.50
501,621
19,569.20
17,448.71
September, 2013
64.40
54.50
866,058
20,739.69
18,166.17
October, 2013
58.90
48.70
2,392,660
21,205.44
19,264.72
November, 2013
53.95
30.00
2,119,178
21,321.53
20,137.67
December, 2013
31.50
20.50
1,594,087
21,483.74
20,568.70
January, 2014
31.50
25.00
825,812
21,409.66
20,343.78
February, 2014
29.60
24.90
466,191
21,140.51
19,963.12
March, 2014
28.10
24.85
370,073
22,467.21
20,920.98
• Top Ten Shareholders as on 31st March 2014:
Sl. No.
Folio No.
1
IN30154930807216
2
IN30395620000944
3
Shareholder’s Name
Shares
%
Kamlesh Shailendra Parekh
17,364,100
24.15
Umesh Parekh
10,141,300
14.10
IN30125028510183
Nilesh Parekh
9,557,200
13.29
4
IN30125028549493
Umesh Parekh HUF
5,582,000
7.76
5
IN30125028898463
Nilesh Parekh HUF
3,646,880
5.07
6
IN30125028909515
Kumud Parekh
3,527,240
4.91
7
IN30005410023358
Credit Suisse Pe Asia Investments
(Mauritus)Limited
3,200,000
4.45
8
IN30014210614508
PlaƟnum Investment Mangement
Limted A/C PlaƟnum
InternaƟonal Brands Fund
2,036,104
2.83
9
IN30081210491269
IFCI Ltd
1,398,531
1.95
10
IN30317320008449
Progruss Investments Limted
1,280,000
1.78
• DematerialisaƟon of Shares as on 31st March 2014:
The Company’s shares are compulsorily traded in dematerialised form and are available for trading on both the Depositories in
India - NaƟonal SecuriƟes Depository Ltd. (NSDL) and Central Depository Services (India) Ltd. (CDSL).
Statutory Reports
21
ParƟculars of Shares
Equity Shares of ` 10/- each
Number
% of Total
Issued Capital
71,906,485
100.00
Listed Capital - NSE
BSE
71,906,485
71,906,485
100.00
100.00
NSDL
68,657,259
95.48
CDSL
3,249,020
4.52
206
0.00
71,906,485
100.00
Dematerialised Form
Physical Form
Total shares of Listed Capital
•
Registrar and Share Transfer Agent:
Link InƟme India Private Limited
C13, KanƟlal Maganlal Industrial Estate
Pannalal Silk Mills Compound
LBS Marg, Bhandup (West)
Mumbai - 400 078
Tel : 022 25960320 Fax: 022 25960329
Email : kolkata@linkinƟme.co.in
•
Share Transfer System:
Almost 100% of the shares of the Company are in electronic form. Transfer of these shares is done through the depositories
with no involvement of the Company. The share transfers which are received in physical form are processed and the share
cerƟÞcates returned within a period of 15-20 days from the date of receipt of the transfer, subject to documents being
valid and complete in all respects.
•
DistribuƟon of Shareholding as on 31st March 2014:
Slab of Shareholding
No. of
Shareholders
%
No. of Shares
%
Upto 500
17,002
85.29
2,230,170
3.10
501-1000
1,439
7.22
1,156,288
1.61
1001- 2000
744
3.73
1,122,785
1.56
2001-3000
287
1.44
716,244
1.00
3001-4000
124
0.62
450,140
0.63
4001-5000
83
0.42
383,555
0.53
5001-10000
134
0.67
984,840
1.37
10001 and above
122
0.61
64,862,463
90.20
1,9935
100.00
71,906,485
100.00
Total
22
Corporate Governance Report
• Category of Shareholders as on 31st March 2014
Category
No. of Shares Held
% of shareholdings
52,823,320
73.46
Financial InsƟtuƟon/Banks
2,800,557
3.89
FIIs
5,296,435
7.37
317,644
0.44
Bodies Corporate
1,680,126
2.34
Public & Others
8,988,403
12.50
Total Public Shareholding (B)
19,083,165
26.54
Total (A) +(B)
71,906,485
100.00
(A)
Promoters & Promoter Group
(B)
Public Shareholding
1.
2.
InsƟtuƟons
Non-InsƟtuƟons
NRI, NRN & Foreign NaƟonals
Subsidiary Companies:
There is no material non listed Indian Subsidiary Company.
The Company has following wholly-owned subsidiaries:
1. Easy Fit Jewellery Limited
2. Sumit Jewels Private Limited
3. Gaja Finance Private Limited
4. Shree Ganesh Jewellery House (Singapore) Pte. Limited
5. Shree Ganesh Jewellery House FZE
6. Gaja Fincorp Private Limited (Formerly known as Veeyu India Pvt. Ltd.)
7. Alex Mercury Power Private Limited
8. Shree Ganesh Jewellery House (Ghana) Limited
Gaja Retail Private Limited (Formerly known as Gokul Jewellery House Pvt. Ltd.) is a subsidiary of Company by virtue of Company
holding its majority of shares.
The Company also has following step down subsidiaries:
1. Shirdi CommodiƟes Private Limited
2. Shirdi Commosale Private Limited
3. Kamalraj Merchandise Private Limited
4. Chaturbhuj Vyapaar Private Limited
5. Shree Ganesh Jewellery House DMCC
Save and except the above companies there is no other subsidiary company. The requirements of Clause 49 with regard to
subsidiary companies have been complied with.
•
Registered Oĸce :
413, Vardaan Market
25A, Camac Street, Kolkata - 700 016
Phone: 033 3028 9188 • Fax: 033 3022 5903
•
Corporate Oĸce :
91A/1 Park Street, Kolkata - 700 016,
Phone: 033 3025 9382 • Fax: 033 4007 1623
E-mail: [email protected]
Statutory Reports
•
Plant LocaƟon :
•
Address for Correspondence :
23
1. Module GSW, 4SW, 3SE & GNE2
Manikanchan SEZ, SDF Building, Sector V
Saltlake, Kolkata - 700 091
2. Mouza Domjur
Sasthitala, Dist.Howrah - 711 405
3. 12/1/14 Mondalpara Lane
Mondalpara, Kolkata - 700 090
The Company Secretary
Shree Ganesh Jewellery House (I) Limited
91A/1 Park Street, Kolkata - 700 016
Tel : 033 30259382 Fax: 033 40071623
E-mail: [email protected]
Website: www.sgjhl.com
Link InƟme India Private Limited
C13, KanƟlal Maganlal Industrial Estate,
Pannalal Silk Mills Compound,
LBS Marg, Bhandup (West),
Mumbai - 400 078
Tel : 022 25960320 Fax: 022 25960329
Email: kolkata@linkinƟme.co.in
Nillesh Parrekh
Chairman
Kolkata, 30th May 2014
Corporate Governance Compliance CerƟÞcate
To
The Members of
I have examined the compliance of condiƟons of Corporate Governance by Shree Ganesh Jewellery House (I) Limited
(“the Company”) for the year ended on 31st March 2014, as sƟpulated in Clause 49 of the LisƟng Agreement of the said
Company with the Stock Exchanges.
The compliance of condiƟons of Corporate Governance is the responsibility of the management. My examinaƟon
was limited to the procedures and implementaƟon thereof, adopted by the Company for ensuring compliance of the
condiƟons of Corporate Governance. It is neither an audit nor an expression of opinion on the Þnancial statement of the
Company.
In my opinion and to the best of my informaƟon and according to the explanaƟons given to me, I cerƟfy that the Company
has complied with the condiƟons of Corporate Governance as sƟpulated in the above menƟoned LisƟng Agreement.
I further state that such compliance is neither an assurance as to the future viability of the Company nor the eĸciency
or eīecƟveness with which the management has conducted the aīairs of the Company.
Place : Kolkata
Date : 30th May 2014
Mohan Ram Goenka
PracƟcing Company Secretary
C P No. 2551, Membership No. F4515
24
CEO & CFO CerƟÞcate
We, Umesh Parekh, Managing Director and Ashok Prakash Sahni, Chief Financial Oĸcer, responsible for the Þnance funcƟon
cerƟfy that:
(a) We have reviewed Þnancial statements and the cash ßow statement for the year ended 31st March 2014 and that to
the best of our knowledge and belief:
(i) these statements do not contain any materially untrue statement or omit any material fact or contain statements
that might be misleading;
(ii) these statements together present a true and fair view of the company’s aīairs and are in compliance with exisƟng
AccounƟng Standards, applicable laws and regulaƟons.
(b) To the best of our knowledge and belief, no transacƟons entered into by the company during the Þnancial year ended
31st March 2014 are fraudulent, illegal or violaƟng of the Company’s code of conduct.
(c) We accept responsibility for establishing and maintaining internal controls for Þnancial reporƟng and we have evaluated
the eīecƟveness of internal control systems of the company pertaining to Þnancial reporƟng. DeÞciencies in the design
or operaƟon of such internal controls, if any, of which we are aware have been disclosed to the Auditors and the Audit
CommiƩee and steps have been taken to recƟfy those deÞciencies.
(d) We have indicated to the Auditors and the Audit commiƩee
(i) That there has not been any signiÞcant changes in internal control over Þnancial reporƟng during the year under
review;
(ii) That there has not been any signiÞcant changes in accounƟng policies during the Þnancial year 2013-14 requiring
disclosure in the notes to the Þnancial statements; and
(iii) That during the year under review, we are not aware of any instances of signiÞcant fraud and involvement therein,
of the management or any employee having a signiÞcant role in the Company’s internal control system over
Þnancial reporƟng.
Kolkata, 30th May, 2014
Umesh Parekh
Managing Director
Ashok Prakash Sahni
DeclaraƟon of Compliance of Code of Conduct by Directors and Senior Management Personnel
To
The Shareholders
This is to conÞrm that the Company has adopted a Code of Conduct for its employees including the Board of Directors and
Senior Management. The Code is hosted on the Company’s web site.
I conÞrm that the Company has in respect of the Þnancial year ended March 31, 2014, received from the senior management
team of the Company and the Members of the Board a declaraƟon of the compliance with the Code of Conduct, as applicable
to them.
Kolkata, 30th May, 2014
Umesh Parekh
Managing Director
Statutory Reports
Independent Auditor’s Report
To
The Members of
SHREE GANESH JEWELLERY HOUSE (I) LIMITED
[Formerly known as Shree Ganesh Jewellery House Limited]
1.
We have audited the accompanying Þnancial statements of Shree Ganesh Jewellery House (I)Limited, which comprise the
Balance Sheet as at March 31st, 2014 and the Statement of ProÞt and Loss and Cash Flow Statement for the year then
ended, and a summary of signiÞcant accounƟng policies and other explanatory informaƟon.
2.
Management’s Responsibility for the Financial Statements
Management is responsible for the preparaƟon of these Þnancial statements that give a true and fair view of the Þnancial
posiƟon, Þnancial performance and cash ßows of the Company in accordance with the AccounƟng Standards referred to
in sub-secƟon (3C) of SecƟon 211 of the Companies Act, 1956. This responsibility includes the design, implementaƟon and
maintenance of internal control relevant to the preparaƟon and presentaƟon of the Þnancial statements that give a true
and fair view and are free from material misstatement, whether due to fraud or error.
3.
Auditor’s Responsibility
Our responsibility is to express an opinion on these Þnancial statements based on our audit. We conducted our audit in
accordance with the Standards on AudiƟng issued by the InsƟtute of Chartered Accountants of India. Those Standards
require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about
whether the Þnancial statements are free from material misstatement. An audit involves performing procedures to
obtain audit evidence about the amounts and disclosures in the Þnancial statements. The procedures selected depend
on the auditor’s judgment, including the assessment of the risks of material misstatement of the Þnancial statements,
whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the
Company’s preparaƟon and fair presentaƟon of the Þnancial statements in order to design audit procedures that are
appropriate in the circumstances. An audit also includes evaluaƟng the appropriateness of accounƟng policies used and
the reasonableness of the accounƟng esƟmates made by management, as well as evaluaƟng the overall presentaƟon of
the Þnancial statements.
We believe that the audit evidence we have obtained is suĸcient and appropriate to provide a basis for our qualiÞed audit
opinion.
4.
Basis for QualiÞed Opinion
Mismatch of cash credit Þgure as per company’s books and bank conÞrmaƟon
(i)
Fixed Deposit amounƟng of ` 2,287.58 Lacs pledged as security with Axis Bank against cash credit sancƟoned was
adjusted with the cash credit balance in the company’s books on maturity of the Fixed Deposits. However, as per
cash credit account statement furnished by the bank the Fixed Deposit Þgure was not adjusted with the cash credit
account balance. Thus, cash credit balance as per bank conÞrmaƟon showed excess by ` 2,287.58 Lacs. Further, as
per conÞrmaƟon received from the bank the matured amount was not adjusted in the cash credit account but was
transferred to a separate account of the bank
(ii) Cash credit balance of Dhanalaxmi Bank was shown less as per company’s books by ` 91.59 Lacs. Cash credit balance
as per Company’s books was ` 1,485.55 Lacs and as per bank conÞrmaƟon was ` 1,577.15 Lacs. As per documents
furnished to us, the company had contested the excess amount claimed by the Bank in the High Court of Kolkata and
had received a stay order on the excess claim made by the bank. However, as per order passed by the court on 10th
March 2014, pendency of the writ peƟƟon shall not preclude the respondents (bank)to proceed strictly in accordance
with the Master Circular of Reserve Bank of India on Wilful Defaulters.
5.
Opinion
In our opinion and to the best of our informaƟon and according to the explanaƟons given to us, except for the eīects of
the maƩer described in the Basis for QualiÞed Opinion paragraph, the Þnancial statements give the informaƟon required
by the Act in the manner so required and give a true and fair view in conformity with the accounƟng principles generally
accepted in India:
25
26
(a) in the case of the Balance Sheet, of the state of aīairs of the Company as at March 31st, 2014;
(b) in the case of the Statement of ProÞt and Loss, of the proÞt/ loss for the year ended on that date; and
(c) in the case of the Cash Flow Statement, of the cash ßows for the year ended on that date.
6.
Emphasis of MaƩer
AƩenƟon is drawn to note 31 in the Þnancial statements regarding preparaƟon of these accounts ongoing concern basis,
although company has suīered signiÞcant operaƟng losses during the year and is facing Þnancial crunch with its inability
to meet the Þnancial obligaƟons. The Company has applied for Composite Corporate Debt Restructuring with the banks
to miƟgate the above. These miƟgaƟng factors have fully been disclosed in above referred note, in view of which, the
accounts have been conƟnued to be prepared under the going concern assumpƟon.
7.
Report on Other Legal and Regulatory Requirements
1.
As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of India
in terms of sub-secƟon (4A) of SecƟon 227 of the Act, we give in the Annexure a statement on the maƩers speciÞed
in paragraphs 4 and 5 of the Order.
2.
As required by secƟon 227(3) of the Act, we report that:
a.
We have obtained all the informaƟon and explanaƟons which to the best of our knowledge and belief were
necessary for the purpose of our audit;
b.
In our opinion proper books of account as required by law have been kept by the Company so far as appears from
our examinaƟon of those books;
c.
The Balance Sheet, Statement of ProÞt and Loss, and Cash Flow Statement dealt with by this Report are in
agreement with the books of account;
d.
Except for the eīects of the maƩer described in the Basis for QualiÞed Opinion paragraph, in our opinion, the
Balance Sheet, Statement of ProÞt and Loss, and Cash Flow Statement comply with the AccounƟng Standards
referred to in subsecƟon (3C) of SecƟon 211 of the Companies Act, 1956;
e.
On the basis of wriƩen representaƟons received from the directors as on March 31st, 2014, and taken on record
by the Board of Directors, none of the directors is disqualiÞed as on March 31st, 2014, from being appointed as
a director in terms of clause (g) of sub-secƟon (1) of SecƟon 274 of the Companies Act, 1956.
For CHATURVEDI & PARTNERS
Firm RegistraƟon No. 307068E
Date: 30th May, 2014
Place: Kolkata
PraƟk Niyogi
Partner
Membership No. 066514
Statutory Reports
Annexure to the Independent Auditor’s Report
(Referred to in Paragraph 4 of our report)
i.
ii.
iii.
In respect of Fixed assets:
a.
The Company has maintained proper records showing full parƟculars, including quanƟtaƟve details and situaƟon of
its Þxed assets.
b.
The Company has a regular program of physical veriÞcaƟon of Þxed assets by which Þxed assets are veriÞed in a
phased manner over a period of three years. In accordance with this program, certain Þxed assets were veriÞed
during the year and no material discrepancies were noƟced on such veriÞcaƟon. In our opinion, this periodicity of
physical veriÞcaƟon is reasonable having regard to the size of the company and the nature of its assets.
c.
No substanƟal part of the Þxed assets of the company was disposed oī during the year.
In respect of inventories:
a.
The inventories have been physically veriÞed by the management as at year end. In our opinion, the frequency of such
veriÞcaƟon is reasonable.
b.
In our opinion, and according to the informaƟon and explanaƟons given to us, the procedures of physical veriÞcaƟon
of inventories followed by the management are reasonable and adequate in relaƟon to the size of the Company and
the nature of its business.
c.
In our opinion, and according to the informaƟon and explanaƟons given to us, the Company is maintaining proper
records of its inventories and no material discrepancies noƟced on such physical veriÞcaƟon.
a.
The Company has granted loans to its subsidiary companies covered in register maintained under SecƟon 301 of the
Companies Act, 1956. The maximum amount involved during the year and the year-end balance was ` 6,269.60 Lacs
and ` 6,321.83 Lacs respecƟvely.
b.
In our opinion and according to the informaƟon and explanaƟons given to us, the rate of interest and other terms and
condiƟons on which loans have been granted to its subsidiary companies and listed in the register maintained under
secƟon 301 of the Companies Act, 1956 are not prima facie prejudicial to the interest of the Company.
c.
According to the informaƟon and explanaƟon given to us, loans granted and interest thereon are recoverable on
demand. There are no sƟpulaƟons made for the recovery of the loan. Hence we cannot comment on the regularity of
receipt of principal amounts and interest thereon.
d.
There is no overdue amount outstanding at the end of the year in respect of the above said loans.
e.
The company has not taken any loan secured or unsecured from companies, Þrms or other parƟes in the register
maintained under SecƟon 301 of the Companies Act, 1956.
iv.
There is an adequate internal control system commensurate with the size of the Company and the nature of its business
with regard to purchases of inventory, Þxed assets and with regard to the sale of goods and services. We have not observed
any major weakness in internal control system during the course of the audit.
v.
In our opinion and according to the informaƟon and explanaƟons given to us, there were no contracts or arrangements
made with the parƟes which required to be covered in the registers maintained under SecƟon 301 of the companies Act,
1956.
vi.
In our opinion and according to informaƟon and explanaƟons given to us, the Company has not accepted any deposits
from the public within the meaning of secƟon 58A, 58AA or any other relevant provision of the Act and rules framed there
under.
vii. In our opinion and according to informaƟon and explanaƟons given to us, the Company has adequate overall internal
control system commensurate with its size and nature of its business.
viii. We have broadly reviewed the cost records maintained by the Company pursuant to the Rule made by the Central
Government for the maintenance of cost records under SecƟon 209 (1)(d) of the Companies Act, 1956 and we are of the
opinion that prima facie the prescribed accounts and records have been made and maintained. However, we have not
made a detailed examinaƟon of the cost records with the view to determine whether they are accurate or complete.
27
28
ix.
In respect of Statutory dues:
a.
According to the informaƟon and explanaƟons given to us and on the basis of our examinaƟon of records of the
company, in our opinion, the amounts deducted/accrued in the books of accounts in respect of undisputed statutory
dues including Provident fund, Employee State Insurance, Income Tax, Sales Tax, Wealth Tax, Customs duty, Cess
and other material statutory dues have generally been deposited regularly during the year by the Company with the
appropriate authoriƟes except delay in some cases and some of the amounts are sƟll not paid as detailed below. :
Sales Tax
– ` 104.02 Lacs
Service Tax
– ` 3.36 Lacs
As explained to us, the Company did not have any dues on account of Excise duty and Investor EducaƟon and
ProtecƟon fund.
b.
According to informaƟon and explanaƟons given to us, no undisputed amounts payable in respect of Employees
Provident Fund, Employees’ State Insurance, Income Tax, Sales Tax, Wealth Tax, Custom duty, Cess and other Material
statutory dues were in arrears as at 31st March 2014 for a period more than 6 months from the date they become
payable.
c.
According to the informaƟon and explanaƟons given to us, there were no dues of Wealth Tax, Custom Duty, and Cess
which have not been deposited with the appropriate authoriƟes on account of any dispute. Based on the informaƟon
and explanaƟons available, the following Sales Tax dues have not been deposited with the appropriate authoriƟes on
account of Dispute :Sl.
No.
Name of the Status
Nature of Dues
Amount
(` in
Lacs)
Period
to
which
the
Amount
Relates
Forum Where the
dispute is Pending
1.
West Bengal Sales Tax Claim of Export rejected
Act/Central Sales Tax Act by Appellate Authority on
ground of non accepƟng Form
12A on quarterly basis but the
commercial taxes authority
issued it on quarterly basis
291.07 2006-07 Revisional Board , Sales tax
Kolkata (South Circle)
2.
West Bengal Sales Tax Export Sales and Input tax 1,807.33 2007-08 Appellate Authority , Sales
Act/Central Sales Tax Act credit disallowed and Gross
Tax Kolkata (South Circle)
Turnover enhanced by 63%.
3.
West Bengal Sales Tax Input tax disallowed due to
Act/Central Sales Tax Act Purchase / Sale from the
same party and further,
Purchase tax levied on Þxed
assets purchased during the
year.
27.44 2008-09 Appellate Authority , Sales
4.
West Bengal Sales Tax Tax on sales at branch outside
Act/Central Sales Tax Act the state of West Bengal @
12.5% and CST sales taxed
@1%thereon.
519.46 2009-10 Appellate Authority, Sales
5.
West Bengal Sales Tax Disallowance
of
export 2,078.83 2010-11 Senior Joint Commissioner
Act/Central Sales Tax Act sale and purchase tax on
Kolkata (South Circle)
Unregistered purchase.
Statutory Reports
29
x.
The Company does not have accumulated losses at the end of the Þnancial year 31st March, 2014 and has incurred cash
losses in the current Þnancial year.
xi.
In our opinion and according to the informaƟon and explanaƟons given to us, the Company has defaulted in repayment of
dues to its banker and debenture holders. The Company has applied for Composite Corporate Debt Restructuring.
xii. In our opinion, the Company has not granted any loans and advances on the basis of security by way of pledge of shares,
debentures and other securiƟes.
xiii. According to the informaƟon and explanaƟons given to us, the Company is not a chit fund or a nidhi/ mutual beneÞt fund/
society.
xiv. In our opinion and according to the informaƟon and explanaƟons given to us, the Company is not dealing or trading in
shares, securiƟes, debentures and other investments.
xv. In our opinion and according to the informaƟon given to us, in respect of the guarantee given by the Company for the
loans taken by others from a bank, the terms and condiƟons thereof are not, prima facie, prejudicial to the interest of the
company.
xvi. In our opinion and according to the informaƟon and explanaƟons given to us, the term loans have been applied for the
purpose for which they were raised.
xvii. According to the informaƟon and explanaƟons given to us and on an overall examinaƟon of the Balance Sheet of the
Company, we are of the opinion that funds raised on short term basis have not been used for long term investment.
xviii. The Company has made preferenƟal allotment in the current Þnancial year and has alloƩed 1,280,000 Equity Shares of
` 10 each which includes Security Premium of ` 115 each to Companies/Þrms/parƟes covered in the register maintained
under SecƟon 301 of the Companies Act, 1956 during the year.
xix. According to the informaƟon and explanaƟons given to us and on the basis of the records examined by us, the company
has created necessary charges for the debentures issued.
xx. The Company has not raised any money by public issues during the year.
xxi. As represented to us by the management and based on our examinaƟon of the books and records of the Company in
accordance with the generally accepted audiƟng pracƟces in India, we have neither come across any material fraud on or
by the Company noƟced or reported during the year nor we have been informed of any such case by the management that
causes the Þnancial statements to be materially misstated.
For CHATURVEDI & PARTNERS
Firm RegistraƟon No. 307068E
Place: Kolkata
PraƟk Niyogi
Partner
Membership No. 066514
30
Balance Sheet as at 31st March 2014
Notes
[ ` in Lacs ]
As at 31st March 2014 As at 31st March 2013
EQUITY AND LIABILITIES
Shareholders' Funds
Share capital
Reserves and surplus
3
4
7,190.65
90,019.87
97,210.52
6,482.65
155,339.59
161,822.24
Non-Current LiabiliƟes
Long-term borrowings
Long-term provisions
5
6
3,500.00
21.47
3,521.47
10,039.53
46.75
10,086.28
Current LiabiliƟes
Short-term borrowings
Trade payable
Other current liabiliƟes
Short-term provisions
7
8
9
10
281,291.73
60,213.45
9,833.87
47.58
351,386.63
452,118.62
49,683.96
334,287.82
4,788.73
2,690.56
391,451.07
563,359.59
11
11
15,935.95
1.81
112.17
16,049.93
6,897.26
40,393.10
15,063.91
253,234.93
315,589.20
16,668.63
3.00
863.70
17,535.33
13,054.88
459.99
15,569.37
29,084.25
25,184.35
65,935.27
19,774.32
9,065.39
520.16
120,479.49
452,118.62
58,607.68
354,629.99
94,822.21
6,592.55
2,087.59
516,740.02
563,359.60
ASSETS
Non-Current Assets
Fixed assets
Tangible assets
Intangible assets
Capital work in progress
Non-current investment
Deferred tax asset (net)
Long term loans and advances
Other Non-Current Assets
12
13
14
15
Current Assets
Current investment
Inventories
Trade receivables
Cash and cash equivalents
Short term loans and advances
Other current assets
16
17
18
19
20
Summary of SigniÞcant AccounƟng Policies
2
The notes referred to above form an integral part of the Þnancial statements
As per our report aƩached
For Chaturvedi & Partners
Firm RegistraƟon No: 307068E
PraƟk Niyogi
Partner
Membership No.: 066514
Place: Kolkata
Nillesh Parrekh
Chairman
Umesh Parekh
Managing Director
Ashok Prakash Sahni
Mukund Chandak
Company Secretary
Statutory Reports
31
Statement of ProÞt and Loss for the year ended 31st March 2014
[ ` in Lacs ]
Notes
31st March 2014
31st March 2013
INCOME
Revenue from operaƟons
21
983,087.67
922,226.92
Other income
22
174.60
10,286.26
983,262.27
932,513.18
EXPENSES
Cost of materials consumed
23
247,156.91
631,598.43
Purchases of stock-in-trade
24
669,472.77
245,877.50
Changes in inventories of work-in-progress, Þnished goods and
stock-in-trade
Employee beneÞts expense
25
44,157.65
1,199.36
26
1,289.63
2,916.57
Finance cost
27
28,827.70
20,251.18
DepreciaƟon and amorƟsaƟon expense
11
2,242.51
2,329.57
Other expenses
28
68,237.80
2,733.01
ExcepƟonal Item
29
39,059.14
-
1,100,444.11
906,905.62
(117,181.84)
25,607.56
(61.70)
5,190.00
-
(5,190.00)
(61.70)
-
(39,933.12)
227.40
(77,187.02)
25,380.16
(109.71)
41.81
ProÞt Before Tax
Tax Expense
Current tax
30
Less: Mat credit enƟtlement
Net current tax
Deferred tax charge / (release)
13
ProÞt For The Year
Basic and diluted earnings per share
34
2
PraƟk Niyogi
Partner
Place: Kolkata
Nillesh Parrekh
Chairman
Umesh Parekh
Managing Director
Ashok Prakash Sahni
Mukund Chandak
Company Secretary
32
Cash Flow Statement for the year ended 31st March 2014
[ ` in Lacs ]
31st March 2014
A.
31st March 2013
Cash ßow from operaƟng acƟviƟes
Net proÞt before taxaƟon
(117,181.84)
25,607.56
Adjusted for :
DepreciaƟon /AmorƟsaƟon
2,242.51
2,329.57
Unrealised foreign exchange loss / (gain) (net)
(2,487.05)
1,814.90
Provision for Doubƞul debts (Refer Note 31)
59,076.47
-
6,441.78
-
DiminuƟon in Investment (Refer Note 31)
Wealth Tax
1.57
ExcepƟonal Item (Refer Note 29)
39,059.14
-
Interest expense(Net)
28,827.70
20,251.18
33.20
-
0.02
-
Provision wriƩen oī / Discount recd
ProÞt / Loss on Sale of FA
Miscellaneous provision wriƩen back
(79.95)
133,115.39
(13.21)
15,933.55
24,382.44
49,990.00
OperaƟng proÞt before working capital
changes
Changes in:
Trade and other receivables
Inventories
Trade payables / other liabiliƟes
(187,670.28)
33,423.33
(7,122.36)
(330,909.84)
(150,051.85)
169,717.65
(25,074.99)
Cash generated from operaƟons
(134,118.30)
24,915.01
Direct taxes (paid)/refund (net)
(2,218.71)
(7,396.50)
(136,337.01)
17,518.51
(867.45)
(1,144.98)
110.34
-
(284.15)
(8,574.44)
-
1.65
NET CASH FROM OPERATING ACTIVITIES
B.
147,434.66
Cash ßow from invesƟng acƟviƟes
Purchase of Þxed assets
Sale of Fixed Assets
Investment in subsidiaries and others
Investment in Þxed deposit
Investment in mutual fund
Loans (Given)/RealisaƟon(net)
Interest income on Þxed deposits and mutual
funds
Net Cash used in InvesƟng AcƟviƟes
-
1,344.33
(786.84)
1,743.75
-
94.10
(1,828.10)
(6,535.59)
Statutory Reports
33
Cash Flow Statement for the year ended 31st March 2014
[ ` in Lacs ]
31st March 2014
C.
31st March 2013
Cash ßow from Þnancing acƟviƟes
Proceeds from :
Short Term Borrowings
914,321.99
Long Term Borrowings
3.51
704,257.01
914,325.50
20.27
704,277.28
Repayment of:
Short Term Borrowings
848,733.33
Long Term Borrowings
43.05
Interest paid(net)
Dividend Paid
(848,776.38)
12.80
(683,839.24)
(12,731.80)
(20,870.01)
(0.10)
(4,228.32)
10,300.00
6,216.00
63,117.22
1,555.71
(75,047.89)
12,538.63
Opening cash and cash equivalents
94,822.21
82,283.58
Closing cash and cash equivalents
19,774.32
94,822.21
50.34
153.52
203.82
5,173.20
[Excluding unrealised foreign exchange gain of
` Nil ( previous year loss ` 0.41)]
- Deposit account *
19,520.16
89,495.49
Total
19,774.32
94,822.21
Money raised through PreferenƟal Allotment of
Equity Shares to Promoter and Promoter Group
NET CASH FROM FINANCING ACTIVITIES
(DECREASE) / INCREASE IN CASH & CASH
EQUIVALENTS (A+B+C)
1.
683,826.44
Note : CASH AND CASH EQUIVALENTS - CLOSING
BALANCE
Cash in hand
Balances with scheduled banks
- Current account
2.
3.
* Includes Rs. 19,314.56 (Previous year ` 89,495.49) being margin money deposit against borrowings which are not
readily available for other purposes.
The above cash ßow statement has been prepared under the indirect method set out in AccounƟng Standard AS 3
Cash Flow Statement as prescribed by Companies (AccounƟng Standards) Rules, 2006.
Previous year's Þgure have been rearranged / regrouped wherever necessary
PraƟk Niyogi
Partner
Place: Kolkata
Nillesh Parrekh
Chairman
Umesh Parekh
Managing Director
Ashok Prakash Sahni
Mukund Chandak
Company Secretary
34
Notes to Financial Statements for the year ended 31st March 2014
1.
Background
Shree Ganesh Jewellery House (I) Limited ('the Company') formerly Shree Ganesh Jewellery House Private Limited, was
incorporated in 2002. The Company is engaged in the business of manufacture and sale of handcraŌed gold jewellery,
diamond and studded jewellery. The name of the Company changed to Shree Ganesh Jewellery House Limited on
conversion to public limited company with eīect from 14th August 2007. During the year 2009-2010 the Company has
made an IniƟal Public Oīering (IPO) to issue 12,136,497 equity shares of face value Rs. 10 each at Rs. 260 each (including
a securiƟes premium of Rs. 250 each) and got listed on NaƟonal Stock Exchange and Bombay Stock Exchange. During the
year Company have further changed its name from Shree Ganesh Jewellery House Limited to Shree Ganesh Jewellery
House (I) Limited with eīect from 4th December, 2012.
2.
Summary of signiÞcant accounƟng policies
(i)
Basis of preparaƟon of Þnancial statements
The Þnancial statements have been prepared and presented under the historical cost convenƟon on the accrual basis
of accounƟng following Generally Accepted AccounƟng Principles in India ('GAAP') and comply with the AccounƟng
Standards prescribed by the Companies (AccounƟng Standard) Rules, 2006 and the relevant provisions of the
Companies Act., 1956 to the extent applicable.
(ii) PresentaƟon and disclosure of Þnancial statements
During the year end 31st March 2012, the revised Schedule VI noƟÞed under the Companies Act 1956, has become
applicable to the company, for preparaƟon and presentaƟon of its Þnancial statements. The adopƟon of revised
Schedule VI does not impact recogniƟon and measurement principles followed for preparaƟon of Þnancial statements.
However, it has signiÞcant impact on presentaƟon and disclosure made in the Þnancial statements
(iii) Use of esƟmates
The preparaƟon of Þnancial statements in conformity with GAAP requires management to make esƟmates and
assumpƟons that aīect the reported amounts of assets and liabiliƟes and the disclosure of conƟngent liabiliƟes on
the date of the Þnancial statements. Actual results could diīer from those esƟmates. Any revision to accounƟng
esƟmates is recognised prospecƟvely in current and future periods.
(iv) Fixed assets
Fixed assets are carried at cost of acquisiƟon or construcƟon, less accumulated depreciaƟon. The cost of Þxed assets
includes freight, duƟes (net of VAT), taxes and other incidental expenses that are directly aƩributable to bringing
assets to their working condiƟon for their intended use.
(v) Borrowing Cost
Borrowing costs that are aƩributable to the acquisiƟon or construcƟon of qualifying assets are capitalised as a part
of the cost of such assets. A qualifying asset is one that necessarily takes substanƟal period of Ɵme to get ready for
intended use. All other borrowing costs are charged to revenue.
(vi) DepreciaƟon/ AmorƟsaƟon
DepreciaƟon on Þxed assets is provided under the wriƩen down value method at rates derived from the useful
lives of such assets, as esƟmated by management. The rates of depreciaƟon so derived are in line with the rates of
depreciaƟon prescribed by Schedule XIV to the Act.
Leasehold properƟes are amorƟsed over Useful life of the assets as esƟmated by management or the period of lease,
whichever is lower.
Fixed assets individually cosƟng Rs 5,000 or less, are depreciated fully in the year of acquisiƟon.
Goodwill arising on amalgamaƟon is amorƟsed over its esƟmated useful life of 5 years.
Statutory Reports
(vii) Impairment of Þxed assets
At each Balance Sheet date, management assesses, using external and internal sources, whether there is an indicaƟon
that an asset may be impaired. An impairment occurs when the carrying value of an asset exceeds the present value
of future cash ßows expected to arise from the conƟnuing use of the asset and its eventual disposal. The impairment
loss to be expensed is determined as the excess of the carrying amount over the present value as determined above.
(viii) Investments
Long term investments are stated at cost less amount wriƩen oī, where there is a diminuƟon in value other than
temporary. Short term investments are valued at cost or net realisable value whichever is lower.
(ix) Inventories
Year-end inventory of raw materials and stones are carried at cost (net of VAT, wherever applicable). The carrying
cost of raw materials and stones is appropriately wriƩen down when there is a decline in replacement cost of such
materials and the Þnished products in which they will be incorporated are expected to be sold below cost.
Year-end inventory of work in progress and Þnished goods are valued at the lower of cost and net realisable value.
Cost of work in progress and Þnished goods comprises of direct material and labour expenses and an appropriate
porƟon of producƟon overheads incurred in bringing the inventory to their present locaƟon and condiƟon. Fixed
producƟon overheads are allocated on the basis of the producƟon.
In determining cost, Þrst in Þrst out method is used.
Alloys and consumables are charged oī to ProÞt and Loss Account.
(x) Revenue recogniƟon
Revenue from sale of goods is recognised on transfer of risk and rewards of ownership of goods to the buyer. Sales
are stated exclusive of sales tax. Excise duty is not applicable to the company. In respect of contract for sale of goods
at prices that are yet to be Þxed at the year end, adjustments to the provisional amount billed to the customers are
recognised based on the year end closing gold rate.
Revenue from job work are recognised on an accrual basis when the related job work is rendered.
In respect of commodity exchange transacƟons undertaken by the company, net gain/loss arising from seƩlement of
such transacƟons during the year or restatement of such transacƟons that are pending seƩlement at the year end are
recognised in the ProÞt and Loss account for the year. In respect of commodity exchange transacƟon undertaken on
behalf of customers, brokerage received/ receivable is recognised on accrual basis when transacƟons are entered into
on behalf of the customers.
Third party sales commission is recognised on an accrual basis in accordance with the terms of the related
agreement.
Interest is recognised on Ɵme proporƟon basis.
(xi) Employee beneÞts
The Company's obligaƟon towards various employee beneÞts have been recognised as follows:
Short Term BeneÞts
Cost of non-accumulated compensated absences is recognised when absences occur. Cost of other short term
employee beneÞts are recognised on accrual basis based on the terms of employment contract and other relevant
compensaƟon policies followed by the Company.
35
36
Post employment beneÞts
Monthly contribuƟon to Provident Funds, which is deÞned contribuƟon scheme, is charged to ProÞt and Loss account
and deposited with the Regional Provident Fund AuthoriƟes on a monthly basis.
The Company’s gratuity scheme is a deÞned beneÞt plan. The present value of the obligaƟon under such deÞned
beneÞt plan is determined based on actuarial valuaƟon carried out at the year end using the Projected Unit Credit
Method, which recognises each period of service as giving rise to addiƟonal unit of employee beneÞt enƟtlement and
measures each unit separately to build up the Þnal obligaƟon. The obligaƟon is measured at the present value of the
esƟmated future cash ßows. The discount rates used for determining the present value of obligaƟon under deÞned
beneÞt plan is based on the market yield on government securiƟes as at the Balance sheet date and have maturity
period approximaƟng to the terms of the obligaƟon. Actuarial gains and losses are recognised immediately in the
proÞt and loss account.
(xii) OperaƟng Leases
Lease rentals for operaƟng leases are recognised as expenses in the ProÞt and Loss Account on a straight line basis
over the lease term.
(xiii) Foreign exchange transacƟons
TransacƟons in foreign currency are recognised at the exchange rates prevailing on the date of the transacƟons. Yearend monetary assets and liabiliƟes denominated in foreign currencies, other than those covered by foreign exchange
contracts, are translated at the year-end foreign exchange rates.
Gain / loss from exchange diīerences arising on seƩlement of foreign currency transacƟon or translaƟon of year-end
monetary assets and liabiliƟes in foreign currency are recognised in the ProÞt and Loss Account for the year.
In case of forward exchange contracts, premium or discounts on such contracts are amorƟsed over the life of the
contract and exchange diīerences arising thereon in the reporƟng period are recognised in the ProÞt and Loss
Account.
TranslaƟon of integral and non integral foreign operaƟon
The company classiÞes all its foreign operaƟons as either “integral foreign operaƟons” or “non integral foreign
operaƟons”.
The Þnancial statements of an integral foreign operaƟon are translated as if the translaƟons of the foreign operaƟon
have been those of the Company itself.
The assets and liabiliƟes of an non-integral foreign operaƟon are translated into the reporƟng currency at the
exchange rate prevailing at the reporƟng date and their statement of proÞt and loss are translated at exchange rates
prevailing at the dates of transacƟons or weighted average weekly rates, where such rates approximate the exchange
rate at the date of transacƟon. The exchange diīerence arising on translaƟon are accumulated in the foreign currency
translaƟon reserve. On disposal of a non-integral foreign operaƟon, the accumulated foreign currency translaƟon
reserve relaƟng to that foreign operaƟon is recognized in the statement of proÞt and loss.
(xiv) TaxaƟon
Income tax expense comprises current taxes (i.e. amount of taxes for the year determined in accordance with the
Income-tax Act, 1961) and deferred tax charge or credit (reßecƟng the tax eīects of Ɵming diīerences between
accounƟng income and taxable income for the period). The deferred tax charge or credit and the corresponding
deferred tax liabiliƟes or assets are recognised using the tax rates that have been enacted or substanƟvely enacted by
the Balance Sheet date.
Deferred tax assets are recognised only to the extent that there is reasonable certainty that the assets can be realised
in future except for deferred tax assets arising from unabsorbed depreciaƟon or business losses brought forward from
Statutory Reports
prior years that are recognised only if there is a virtual certainty of realisaƟon of such assets. Deferred tax assets are
reviewed as at each Balance Sheet date and wriƩen up or down to reßect the amount that is reasonably / virtually
certain (as the case may be) to be realised.
The Company's units, located in Special Economic Zone (SEZ) are exempted from income tax (current tax) and one
unit is partly exempted Ɵll 31st March 2014 under the provisions of secƟon 10AA of the Income Tax Act, 1961.
However Minimum Alternate Tax (MAT) is applicable in the proÞts derived from units located in Special Economic
Zone (SEZ) w.e.f. 1st April 2011. Deferred tax pertaining to the above units are recognised on Ɵming diīerences,
being the diīerence between taxable income and accounƟng income, that originate in one period and are capable
of reversal in one or more subsequent periods beyond the periods during which the respecƟve units are exempt
from income tax as aforesaid. Deferred tax assets on unabsorbed depreciaƟon and / or carry forward of losses are
recognised only if there is virtual certainty that suĸcient future taxable income will be available against which such
deferred tax assets will be realised. Such assets are reviewed as at each Balance Sheet date to reassess realisability
thereof.
(xv) Provisions and conƟngent liabiliƟes
A provision is recognised in the Þnancial statements when there exists a present obligaƟon as a result of a past event,
the amount of which can be reliably esƟmated and it is probable that an ouƞlow of resources will be required to seƩle
the obligaƟon. ConƟngent liability is a possible obligaƟon that arises from past events and the existence of which will
be conÞrmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the
control of the Company or is a present obligaƟon that arises from past events but is not recognised because either it
is not probable that an ouƞlow of resources embodying economic beneÞts will be required to seƩle the obligaƟon, or
the amount of the obligaƟon cannot be reliably esƟmated.
(xvi) Earnings Per Share
Basic earnings per share is computed using the weighted average number of equity shares outstanding during the
period. Diluted earnings per share is computed using the weighted average number of shares and diluƟve equity
equivalent shares outstanding during the period, except when results would be anƟ diluƟve.
37
38
[ ` in Lacs ]
As at
31st March 2014
As at
31st March 2013
Notes 3 Share Capital
Authorised Shares
115,000,000 (Previous Year - 115,000,000) Equity Shares of Rs 10 each
11,500.00
11,500.00
2,666,667 (Previous year - 2,666,667) 0.0001 % CumulaƟve ConverƟble
Preference Shares of Rs. 300/- each.
8,000.00
8,000.00
19,500.00
19,500.00
7,190.65
6,482.65
7,190.65
6,482.65
Issued, Subscribed and fully Paid up shares
71,906,485 (Previous Year - 64,826,485) Equity Shares of Rs.10 each fully paid up
(of the above share 36,048,144 equity share of Rs. 10 each are alloƩed fully paid
up by way of bonus shares in the year 2009-10)
The Company has made an IniƟal Public Oīer (IPO) to issue 12,136,497 Equity Shares of ` 10 each at ` 260 each (includes
securiƟes premium of Rs. 250 each) in the year 2009-2010. In the year 2010-2011, the Company has issued and alloƩed
Equity Shares. Out of the fund raised from IPO amounƟng to ` 31,554.89, apart from meeƟng the IPO expenses of
` 2,332.34, the Company has uƟlised the proceeds of the issue amounƟng to ` 29,222.55 (P.Y ` 29,222.55) for seƫng up and
expansion of manufacturing units, seƫng up of retail outlets, meeƟng working capital requirements and for general corporate
purposes upto the year ended 31st March 2013.
Further, the Company in the current year has alloƩed 7,080,000 (Previous Year 4,144,000) Equity Shares of Rs. 10 each which
includes Security Premium of ` 140 each for 5,800,000 equity shares issued to Promoters and Promoters Group (Previous
Year Rs. 140 each for Shares to Promoters and Promoters Group) and Rs. 115 each for 1,280,000 Equity Shares issued to NonPromoters through PreferenƟal allotment.
a. ReconciliaƟon of the shares outstanding at the beginning and at the end of the year
As at
31st March 2014
No.
Amount
At the beginning of the year
Add : Issued during the year - Through PreferenƟal Allotment
to Promoters and Promoters Group
to Non-Promoters
Outstanding at the end of the year
As at
31st March 2013
No.
Amount
64,826,485
6,482.65
60,682,485
6,068.25
580.00
5,800,000
4,144,000
414.40
128.00
1,280,000
-
-
71,906,485
7,190.65
64,826,485
6,482.65
b. Terms / rights aƩached to equity shares
The Company has only one class of Equity Shares having a par value of Rs 10/- per Share. Each holder of equity shares is enƟtled
to one vote per Share. The Company declares and pay dividends in Indian Rupees. The Dividend Proposed by the Board of
Directors is subject to the approval of the Shareholders in the ensuing Annual General MeeƟng.
In the event of liquidaƟon of the company, the holders of Equity Shares will be enƟtled to receive remaining assets of the
Company. The distribuƟon will be in proporƟon to the number of Equity Shares held by the shareholders.
c. 73.46% (Previous Year 72.54%) of Equity Shares of the Company are held by the promoter group of the Company.
Statutory Reports
39
[ ` in Lacs ]
d. Details of shareholders holding more than 5% of total Equity Shares of the Company:
Name of the shareholder
As at 31st March 2014
Umesh Parekh
No.
10,141,300
% holding
14.10%
No.
10,141,300
% holding
15.64%
17,364,100
24.15%
11,564,100
17.84%
9,557,200
13.29%
9,557,200
14.74%
Umesh Parekh HUF
5,582,000
7.76%
5,582,000
8.61%
Nilesh Parekh HUF
3,646,880
5.07%
3,646,880
5.63%
Kumud Parekh
3,527,240
4.91%
3,527,240
5.44%
As per records of the Company, including its register of shareholders / members and other declaraƟons received from
shareholders regarding beneÞcial interest, the above shareholding represents both legal and beneÞcial ownership of shares.
As at
31st March 2014
As at
31st March 2013
Notes 4 Reserves and Surplus
AmalgamaƟon reserve
SecuriƟes premium account
At the commencement of the year
AddiƟons during the year:
- on PreferenƟal Allotment of Equity Shares [refer note 3]
Balance at the end of the year
General reserve
Add: Transfer from statement of ProÞt and loss
Surplus / (deÞcit) in the statement of ProÞt and Loss
ProÞt for the year
Add : AppropriaƟons
Proposed Equity Dividend*
Dividend Tax*
Less : AppropriaƟons
Dividend Tax*
Transfer to Debenture RedempƟon Reserve**
Transfer to General Reserve
Debenture RedempƟon Reserve
325.59
325.59
41,856.21
36,054.61
9,592.00
51,448.21
5,801.60
41,856.21
9,824.04
9,824.04
7,286.02
2,538.02
9,824.04
100,333.74
(77,187.02)
80,266.91
25,380.16
1,944.79
330.52
-
25,422.03
1,944.79
330.52
500.00
2,538.02
100,333.74
3,000.00
3,000.00
90,019.87
2,500.00
500.00
3,000.00
155,339.59
40
[ ` in Lacs ]
* Dividend for the Financial year 2012-13, recommended by the Board of Directors in the Board MeeƟng held on 27th May 2013
was subsequently disapproved by the Shareholders in the Annual General MeeƟng and accordingly the same and dividend tax
thereon has been reversed.
**The Company had not created any Debenture RedempƟon Reserve in the current Þnancial year due to negaƟve proÞts.
As at
31st March 2014
As at
31st March 2013
Notes 5 Long Term borrowings
Secured
- 11% Non converƟble debenture *
- Vehicle loan **
3,500.00
10,000.00
-
39.53
3,500.00
10,039.53
* Debentures are due for repayment at the end of 3rd, 4th and 5th year in the raƟo of 30:35:35 from the date of allotment, viz,
20/12/2010 and 03/11/2010, Rs 5,000 each. These are Secured by Þrst charge on the Fixed Assets of the Company to the extent
of 1.25 Ɵmes of the value of non converƟble debentures.
** Secured by hypothecaƟon of the vehicles purchased from the proceeds of the loan.
Notes 6 Long term provisions
Employee beneÞts (Refer note 40)
21.47
46.75
21.47
46.75
87,244.35
34,637.02
-
2,363.19
69,577.22
-
111,462.38
6,683.75
- 11% Non converƟble Debenture (Refer Note no. 5 Above)
6,500.00
-
- Other Short Term Loan ****
6,257.78
6,000.00
250.00
-
281,291.73
49,683.96
Notes 7 Short term borrowing
Secured loans
From Banks
- Cash credit from banks*
- Bank overdraŌ **
- Short Term Loan (Amount Payable against Bills discounted crystallised and LC
SBLC's devolved by the Banks)***
- Bills Discounted (Crystallised Value)***
From other Þnancial insƟtuƟons
Unsecured loan
- Inter Corporate Deposits from Related ParƟes*****
*
Secured by way of Þrst pari passu charge on current assets of the Company, both present and future, excluding assets having speciÞc
charge of respecƟve Þnancing banks, and second charge on Þxed assets, both current and future. Irrevocable and uncondiƟonal personal
guarantee of the Promoter Directors. It also includes the loan amount credited by the banks in lieu of Devolved LC / SBLC's and Crystallised
Bills Discounted to the extent credited by the banks in Cash Credit Account.
** Secured by way of lien on Þxed deposits.
*** Secured by Þrst charge on export bills discounted under conÞrmed orders & bills purchased under conÞrmed orders by banks. Also secured
by way of margin money and Þrst pari passu charge on the current assets of the Company, both present and future, and second charge
on Þxed assets of the Company, both present and future. Irrevocable and uncondiƟonal personal guarantee of the Promoter Directors.
It excludes the loan amount credited by the banks in lieu of Devolved LC / SBLC's and Crystallised Bills Discounted to the extent credited in
Cash Credit Account.
**** Secured by way of margin money and Þrst pari passu charge on current assets of the Company, both present and future, excluding
assets having speciÞc charge of respecƟve Þnancing banks, and second charge on Þxed assets of the Company, both present and future.
Irrevocable and uncondiƟonal personal guarantee of the Promoter Director.
Statutory Reports
41
[ ` in Lacs ]
*****Some of the Banks have liquidated Full / Part of Fixed Deposits in lien and adjusted the same with the loan taken by the Company.
Further, Fixed Deposit made by one of the Company's subsidiary, Gaja Fincorp Pvt. Ltd. (formerly known as Veeyu India Pvt. Ltd.) and one of
the director Mr Nillesh Parrekh amounƟng to Rs. 250.00 lacs each, with State Bank of India was adjusted with loan liability of the Company.
Amount of Þxed deposit adjusted of Gaja Fincorp Pvt. Ltd. is included as liability under Inter Corporate Deposits from related enƟƟes above
by reducing the loan liability balance to that extent and for the amount adjusted from account of the Director, the Company had requested
the bank to reverse the same hence is not reduced from the loan liability of the Company.
As at
31st March 2014
Notes 8
As at
[ Rupees
in 2013
Lakhs ]
31st
March
Trade Payable
Trade Payable
60,213.45
334,287.82
60,213.45
334,287.82
-
35.58
5,909.83
189.50
9.27
9.37
Advance received from customers
102.07
465.71
Statutory liability
169.82
21.22
Other payables *
3,642.88
4,067.35
9,833.87
4,788.73
Notes 9 Other Current LiabiliƟes
Current maturiƟes of long-term debt
Interest accrued but not due on borrowings
Unpaid dividends
* Other payables includes liabiliƟes for purchase of assets, employee beneÞt expenses and miscellaneous payables
Notes 10 Short term provisions
47.58
16.54
Proposed dividend
-
1,944.79
Tax on proposed dividend
-
330.52
Provision for taxaƟon (Net of advance tax Rs. 13,638.03 (PY Rs. 11,635.17))
-
398.71
47.58
2,690.56
Notes 11 Fixed Assets
DescripƟon
As at
1st April
2013
Tangible Assets
Freehold Land
Buildings
- Freehold *
- Leasehold **
Plant & Equipment
Furniture & Fixtures *
Oĸce Equipments
Computers & related
equipments
Vehicles
Total
Intangible Assets
Computer SoŌware
Total
Previous Year
Tangible Assets
Intangible Assets
Gross Block
AddiƟons DeducƟon
As at
31st March
2014
DepreciaƟon/ AmorƟsaƟon
Net Block
For the
DeducƟons /
As at
As at
As at
year
Adjustments 31st March 31st March 31st March
2014
2014
2013
As at
1st April
2013
210.86
-
-
210.86
-
-
-
-
210.86
210.86
5,147.46
391.70
14,012.33
1,741.32
87.69
237.28
1,141.55
218.23
242.41
5.32
10.80
3.19
0.96
3.44
6,289.01
391.70
14,227.37
1,982.77
93.01
244.64
778.33
118.60
3,728.76
482.51
38.25
159.75
475.15
13.65
1,441.14
251.63
9.66
33.01
0.40
2.58
1,253.48
132.25
5,169.90
733.74
47.91
190.18
5,035.53
259.45
9,057.47
1,249.03
45.10
54.46
4,369.13
273.10
10,283.57
1,258.81
49.44
77.53
291.86
22,120.50
0.67
1,618.98
157.35
164.94
135.18
23,574.54
145.67
5,451.87
17.08
2,241.32
51.62
54.60
111.13
7,638.59
24.05
15,935.95
146.19
16,668.63
19.58
19.58
-
-
19.58
19.58
16.58
16.58
1.19
1.19
-
17.77
17.77
1.81
1.81
3.00
3.00
20,329.75
19.58
2,134.29
-
343.54
-
22,120.50
19.58
3,248.75
13.11
2,326.10
3.47
122.98
-
5,451.87
16.58
16,668.63
3.00
42
*
**
**
Includes Gross Block of ` 3,864.61 (Previous Year nil) and Accumulated DepreciaƟon ` 975.84 (Previous Year ` Nil), that is
held for disposable in near future.
Includes Gross Block ` 201.92 (Previous Year ` 201.92), Accumulated DepreciaƟon ` 67.98 (Previous Year ` 60.93) and
wriƩen down value ` 133.94 (Previous Year ` 140.99), jointly held with others.
Includes Gross Block ` 102.93 (Previous Year ` 102.93) and Accumulated DepreciaƟon ` 40.04 (Previous Year ` 33.05),
that are yet to be registered in the name of the Company.
[ ` in Lacs ]
Notes 12 Non-current investment
Unquoted - at cost
(Long Term - Other Than
trade)
Investment in equity
instruments (fully paid)
Shares in Subsidiary
Companies
Alex Mercury Power Private
Limited
Easy Fit Jewellery Limited
Gaja Finance Private Limited
Gaja Retail Pvt. Limited.
(Formerly known as Gokul
Jewellery House Private
Limited)
Oroitalia Chains Private
Limited
Sumit Jewels Private Limited
Shree Ganesh Jewellery
House (Singapore) Pte.
Limited.
House FZE
Less: Provision for
diminuƟon in value of
investments (Refer Note 31)
House (Ghana) Limited
Less: Provision for
investments(Refer Note 31)
Gaja Fincorp Pvt. Limited.
(Formerly Known as Veeyu
India Private Limited)
Share ApplicaƟon Money
House FZE
Less: Provision for
Investments
No. of
Shares
31st March
2013
No. of
Shares
31st March
2014
As at
31st March
2014
As at
31st March
2013
10,000
10,000
INR
10
1.00
1.00
3,500,000
2,250,000
282,500
3,500,000
2,250,000
282,500
INR
INR
INR
10
10
10
4,729.68
225.00
28.48
4,729.68
225.00
28.48
5,000
5,000
INR
10
0.50
0.50
362
10,000
362
10,000
INR
SGD
1,000
1
117.65
2.74
117.65
2.74
264
264
AED
100,000
-
3,290.65
Currency
Face Value
per share
3,290.65
(3,290.65)
1,000,000
-
GHC
1
284.15
(284.15)
7,504,095
7,504,095
INR
10
-
-
1,792.21
1,792.21
6,897.26
10,187.91
2,866.97
(2,866.97)
2,866.97
-
-
6,897.26
2,866.97
13,054.88
Statutory Reports
43
[ ` in Lacs ]
As at
31st March 2014
As at
31st March 2013
Notes 13 Deferred tax assets
Deferred tax
Deferred tax asset (net) included in the Balance Sheet comprises of :
Deferred tax assets
Excess of wriƩen down value of assets as per Income Tax Act, 1961 and net book
value of such assets
(to the extent reversing aŌer the period during which the Company is eligible for
exempƟon under secƟons 10A and 10AA of the Income-tax Act, 1961)
Provision for doubƞul debts
21.64
11.43
20,080.09
-
Other Ɵming diīerences
20,291.37
448.56
40,393.10
459.99
-
43.23
3,600.00
3,600.00
10,923.00
10,923.00
540.91
1,003.14
15,063.91
15,569.37
253,234.93
-
253,234.93
-
21,907.42
11,173.10
30.51
20,203.28
3,246.42
27,231.30
25,184.35
58,607.68
Notes 14 Long term loans and advances
Unsecured and considered good
Capital advances
Loan to related parƟes * (Refer note 45)
MAT credit enƟtlement
Security Deposit
Notes 15 Other Non-Current Assets
(Unsecured)
(Long term Trade Receivable (including trade receivable on deÞned credit terms)
- Considered Good (Refer note 31)
Notes 16 Inventories
(At lower of cost and net realisable value)
Raw materials and stones (Refer note no 36)
Work-in-progress*
Finished goods
[includes goods in transit ` Nil (Previous year ` 3,442.62)] (refer note 36)
* Include stock lying with third parƟes ` 23.29 (Previous year ` 17,203.04). Closing stock excludes stock provided by third
parƟes amounƟng to ` 107.90 (Previous Year ` 86.60) as at the year end lying with us.
44
[ ` in Lacs ]
As at
31st March 2014
As at
31st March 2013
Notes 17 Trade receivables*
(Unsecured)
Debts outstanding for a period exceeding six months from the date they are due
for payment
- considered good
36,335.16
41,935.86
- considered doubƞul
59,076.47
-
95,411.63
41,935.86
59,076.47
-
36,335.16
41,935.86
29,600.11
312,694.13
65,935.27
354,629.99
Less: Provision for doubƞul debts
Other debts - considered good
* Same parƟes neƫng oī were made for common balances in Trade Receivables and Trade Payables. However, Out of the
above some may or may not be neƩed-oī by the banks, as the Trade Receivables may represents include both Discounted or
Other bills, which is in process by the Banks for neƫng-oī as per RBI guidelines.
Notes 18 Cash and cash equivalents
Cash on hand
50.34
153.52
194.55
5,163.83
9.27
9.37
19,520.16
89,495.49
19,774.32
94,822.21
Balances with bank
- on current accounts
(including unrealised exchange gain of Rs. Nil (Previous Year loss Rs 0.41)
- on unpaid dividend account and IPO refund account
Other bank balances
- on Bank deposits *
* Bank Deposit are held as Margin Money against various secured Short Term Borrowings.
Statutory Reports
45
[ ` in Lacs ]
As at
31st March 2014
As at
31st March 2013
Notes 19 Short term loans and advances
(Unsecured and considered good)
Loans to related parƟes (Refer note 45)
2,968.45
2,181.61
Income tax [net of provision for income tax Rs. 11,757.90 (Previous year
provision for tax Rs. 12,033.88) ]
Foreign Currency Receivable
1,880.14
-
-
146.06
Other loan and advances
4,216.80
4,264.88
9,065.39
6,592.55
Shree Ganesh Jewellery House (Singapore) Pte Limited
14.68
14.68
Gaja Retail Pvt. Ltd. (Formerly known as Gokul Jewellery House Private Limited)
34.11
133.46
174.12
81.33
Note :
(a) Loans to related parƟes
Oroitalia Chains Private Limited
835.41
291.69
1,910.13
1,641.22
Shree Ganesh Jewellery House FZE
-
3.38
Gaja Fincorp Pvt. Limited. (Formerly Known as Veeyu India Private Limited)
-
15.85
2,968.45
2,181.61
520.16
2,087.59
520.16
2,087.59
Alex Mercury Power Private Limited
Notes 20 Other Current Assets
Interest accrued but not due on deposits and loans given
Year ended
31st March 2014
Year ended
31st March 2013
Notes 21 Revenue From OperaƟons
Sale of Products (Refer note 35)
982,874.79
921,966.31
191.66
190.85
21.22
69.76
983,087.67
922,226.92
Sale of Services:
-Job work charges
Other operaƟng revenue
Notes 22 Other income
Gain on foreign exchange ßuctuaƟon (net)
Miscellaneous Income
-
10,201.71
174.60
84.55
174.60
10,286.26
46
[ ` in Lacs ]
Year ended
31st March 2014
Year ended
31st March 2013
Notes 23 Cost of materials consumed *
Opening stock
Add: Purchases
Less :Closing stock
11,173.10
2,851.37
257,891.23
639,920.16
21,907.42
11,173.10
247,156.91
631,598.43
* Refer note 37
Notes 24 Purchases of stock-in-trade
Gold Jewellery and arƟcles
188,937.30
102,048.39
Precious/Semi precious stones
480,535.47
143,829.11
669,472.77
245,877.50
30.51
20,203.28
3,246.42
27,231.30
20,203.28
13,805.62
Notes 25 Changes in inventories of work-in-progress, Þnished goods and stock-in-trade
Closing Stock
- Work In Progress
- Finished Goods
Less :
Opening Stock
- Work In Progress
- Finished Goods
27,231.30
34,828.32
(44,157.65)
(1,199.36)
1,214.94
1,697.14
ContribuƟon to Employee BeneÞt Funds
20.55
35.70
Staī welfare expense
15.14
30.85
Directors RemuneraƟon
39.00
1,152.88
1,289.63
2,916.57
Interest expense (net) *
27,265.24
18,619.58
Other borrowing costs
1,562.46
1,631.60
28,827.70
20,251.18
Notes 26 Employee BeneÞts Expense
Salaries and wages
Notes 27 Finance Cost
* Net of Interest Income on Fixed Deposits with bank held as margin money and interest on loan to subsidiaries amounƟng to
Rs 6,840.30 (PY Rs 8,254.64)
Statutory Reports
47
[ ` in Lacs ]
Year ended
31st March 2014
Year ended
31st March 2013
Notes 28 Other expenses
Alloys and consumables consumed
5.96
8.73
91.39
120.62
Loss on foreign exchange ßuctuaƟon (net)
458.93
-
Rent (refer Note 48)
164.84
231.67
63.73
37.60
- Machinery
8.60
11.37
- Others
2.83
3.87
Power and fuel
Repairs & maintenance
- Building
Insurance
163.90
128.39
Debtors WriƩen Oī
-
393.98
-
Less, already provided for
-
393.98
-
Provision for Doubƞul debts (Refer Note 31)
59,076.47
-
6,441.78
-
37.12
23.43
Sales promoƟon expenses
232.73
402.40
Legal and consultancy charges
228.00
236.67
Job work charges
87.38
162.40
Auditor remuneraƟon (Refer note 44)
22.25
15.70
DiminuƟon in Investment (Refer Note 31)
Rates and taxes
Travelling expense
296.22
373.43
Miscellaneous expenses
855.67
976.73
68,237.80
2,733.01
Notes 29 ExcepƟonal Item*
Purchase Return (Purchase in Previous Year 12-13)
(98,432.07)
-
Sales Return (Sales in Previous Year12-13)
98,427.93
-
ExcepƟonal Losses on MerchanƟng TransacƟon
39,063.28
-
39,059.14
-
*The Company had sold diamonds of USD 171,508,700/- (approx INR 97,184.52) in the Financial Year 2012-13 to its customers
based in Hongkong under merchanƟng trade. Since there were no recovery from these customers from last one year, the
Company decided to take back the diamonds and returned it to the supplier. The Company negoƟated with the supplier however
since the company had availed volume discount at the Ɵme of purchase, the supplier had asked for reversal of discount oīered
earlier Þnally the supplier had agreed to take back the goods at mismatch @ 40% discount value only. Accordingly in the current
year the Company had incurred (approx INR 39,063.28) USD 62,350,015/- (converted @ 62.6516) loss on merchanƟng trade.
Notes 30 Current Taxes
Income tax for the year [Includes MAT Rs. Nil (PY Rs. 5,190.00)]
Adjustments / (credits) related to previous years - Net
-
5,190.00
(61.70)
-
(61.70)
5,190.00
48
[ ` in Lacs ]
31 The Company through its wholly owned subsidiary Shree Ganesh Jewellery House FZE, in the month of August 2013 entered
into an agreement for purchase of bullion from one of its supplier for 35 Tons quanƟty @USD 1,420/oz based on orders
in hand for bullion. However due to and due non-allowance and frequent changes in RBI policies for import of gold, the
Company could not import bullion and the Company had to rescind the contract in the month of October 2013 @USD 1259/
oz and accordingly the company had incurred a loss of USD 180,820,029/- i.e. approx INR 108,599.33 (INR 60.059/USD). To
fund the losses the subsidiary entered into an arrangement with the supplier for supply of diamonds on 30% COD basis(30%
equals the amount of loss) and balance on a credit period of approx 2 years.
Total losses suīered INR 108,599.33, of which the subsidiary of the Company had absorbed approx INR 49,522.85 (USD
82,456,536/-) to the extent of its net worth. The balance INR 59,076.47 is provisioned as doubƞul debt on account of
receivables from its subsidiary because of non-ability to pay the amount by its subsidiary .
Investment value of INR 6,157.63 appearing in the books of the Company is also provided for since the networth of the
subsidiary has become negaƟve due to loss incurred by them as explained above.
INR 253,234.93 shown as Long term non-current assets receivable from its subsidiary is because the same is sold by its
subsidiary to the party with whom bullion transacƟons was booked and subsequently cancelled and arrangement for supply
of bullion under 30% COD and balance on deferred payment basis i.e. on 2 years credit.
As explained above the company had incurred a total loss of INR 117,156/- (PBT) in the current year. Further since the
subsidiary had sold goods of Approx INR 253,235/- on a credit of 2 years. The company underwent a liquidity crunch and
was not able to pay towards liquidity dues. During the year 2013-14, the company had incurred total operaƟng loss of INR
117,181.86 Lacs ,negaƟve cash from operaƟons of INR 135,296.71 Lacs, failed to repay its long term borrowings of INR 3,000
Lacs and short terms borrowings of INR 281,291.72 Lacs, unable to pay its creditors of INR 60,213.45 Lacs. Accordingly the
Company had Þled a request with its bankers for composite Corporate Debts restructuring for debts taken by the Company.
In the current Financial year, one of our wholly owned subsidiary Shree Ganesh Jewellery House (Ghana) Ltd. purchased gold
of approx 5.00 Kgs. However there was a theŌ, the Company has taken due steps to recover but has not recovered the same
yet. Hence provision to that eīect has been created.
As at
31st March 2014
As at
31st March 2013
Notes 32 EsƟmated Capital Commitments not provided for (Net of Advance)
Other Commitments
-
377.43
255.02
337.70
- on behalf of subsidiaries
10,500.00
10,500.00
- on behalf of other group companies
33,660.00
34,160.00
-
1,49,646.17
4,724.13
2,645.30
Bank guarantee
Notes 33 ConƟngent LiabiliƟes
i. Corporate Guarantees given
ii. Bills Discounted
iii. Claims against the Company in respect of Sales Tax maƩers not
acknowledged as debts
Statutory Reports
49
31st March 2014
[ ` in Lacs ]
31st March 2013
Notes 34 Basic and Diluted Earnings per share
(a) CalculaƟon of weighted average number of equity shares of Rs. 10 each for
basic earning per share.
Number of equity shares at the beginning of the year
Fresh Issue of Equity shares - Through PreferenƟal Allotment
Weighted average number of Equity Shares outstanding during the year for
basic EPS
(b) Net proÞt aƩributable to Equity Shareholders
(c) Basic and Diluted earnings per Equity Share (Rs.)
(Face value per Equity Share of Rs. 10 each)
64,826,485
60,682,485
7,080,000
41,44,000
70,352,732
60,705,192
(77,187.02)
25,380.16
(109.71)
41.81
64,826,485 (Previous Year 60,682,485) equity shares outstanding for 365 days, 5,800,000 equity shares outstanding for 299
days and 1,280,000 equity shares outstanding for 221 days (Previous Year 4,144,000 equity shares outstanding for 2 days).
Notes 35 Details of product sold
Finished Goods Sold
- Gold Jewellery & ArƟcle
- Medallions
- Precious / Semi precious stones
Stock-in-trade
- Gold Jewellery & ArƟcle
- Precious / Semi precious stones
247,462.36
462.92
47,923.37
295,848.65
392,487.22
932.62
282,072.50
675,492.34
202,045.94
484,980.20
687,026.14
102,398.00
144,075.97
246,473.97
332.55
21,574.87
21,907.42
6,088.78
5,084.32
11,173.10
30.51
20,203.28
2,245.92
58.08
942.42
3,246.42
20,121.17
746.35
6,363.78
27,231.30
212,798.56
366,500.05
34,358.35
265,098.38
247,156.91
631,598.43
Notes 36 Details of Inventories
Raw Material and Component
- Gold Bar
- Precious/Semi precious stones
Work in Progress
- Gold Jewellery
Finished Goods
- Gold Jewellery and arƟcles
- Medallions
- Precious/Semi precious stones
Notes 37 Details of raw material and components consumed
Gold Bar
50
[ ` in Lacs ]
Year ended
31st March 2014
Notes 38 Details of imported and indigenous raw materials
and stones consumed
Raw Materials and stones
Imported
Indigenous
Total
Year ended
31st March 2013
Value
Percentage
Value
Percentage
239,756.50
97.01%
617,559.31
97.78%
7,400.41
2.99%
14,039.12
2.22%
247,156.91
100.00%
631,598.43
100.00%
Year ended
31st March 2014
Year ended
31st March 2013
Notes 39 Value of imports on CIF basis
Raw materials (including goods in transit)
Capital goods
922,889.35
730,362.57
37.75
25.10
20.70
70.19
598,553.00
749,131.52
Notes 40 Expenditure and earnings in foreign currency
(a) Expenditure in foreign travel
(b) Earnings in Exports on FOB basis
Notes 41 The details of employee beneÞts for the year on account of gratuity
which is unfunded deÞned employee beneÞt plan is as under
(i) ParƟculars
Year ended
Year ended
31st March 2014
31st March 2013
Gratuity-Unfunded Gratuity-Unfunded
(a) Component of Employer Expense
Current service cost
23.44
16.72
3.72
2.92
Actuarial (Gains) / Losses
(2.39)
(1.22)
Total Expenses recognised in the Statement of ProÞt & Loss Account
24.77
18.42
Present value of DBO at the beginning of period
50.95
33.20
23.44
16.72
3.72
2.92
(2.39)
(1.22)
(12.30)
(0.67)
63.42
41.95
21.47
63.42
50.95
4.20
46.75
50.95
9.20%
8.30%
Interest cost
(b) Change in DeÞned BeneÞt ObligaƟon (DBO) during the year
Interest cost
BeneÞts Payments
Present Value of DBO at the year end
Current liability
Non current liability
Actuarial AssumpƟons
Discount Rate
The Gratuity expenses have been recognised as ‘Employee beneÞt expense’ under Note 26.
The esƟmates of future salary increases, considered in actuarial valuaƟons take account of inßaƟon, seniority, promoƟon and
other relevant factors such as supply and demand factors in the employment market.
Statutory Reports
51
[ ` in Lacs ]
Year ended
31st March 2014
Year ended
31st March 2013
Number of
contract
Foreign
Currency
amount
Number of
contract
Foreign
Currency
amount
Notes 42 The company has entered into the following
forward contracts which are outstanding on
balance sheet date:
Nature of contract
Currency
Forward contract buy
USD
–
–
3
45.96
Forward contract sale
USD
–
–
16
293.65
The purpose of entering into forward exchange Contract is to hedge foreign currency exposure on payment of creditors/
borrowings and receipts from debtors to hedge price ßuctuaƟon risk. During the current year & Previous Year the company has
not entered into any derivaƟve instruments for speculaƟon purpose.
As at
31st March 2014
Amount in USD
As at
31st March 2013
Amount in USD
Notes 43 Foreign Currency exposure not hedged by derivaƟve instruments or
forward cover as on balance sheet date are as follows:
Debtors
3,409.22
6,268.79
Creditors
1,039.70
5,973.01
12.00
12.00
1.50
1.50
Notes 44 Auditor's remuneraƟon includes
- As auditor
- For taxaƟon maƩer
- For other services
8.75
2.20
22.25
15.70
52
Notes 45 Related parƟes disclosure in accordance with AS - 18 prescribed by Companies (AccounƟng Standard) Rules, 2006
2013-2014
(a) Gaja Retail Pvt. Ltd. (Formerly
known as Gokul Jewellery House
Private Limited)
(b) Shree Ganesh Jewellery House FZE
(c) Shree Ganesh Jewellery House
(Singapore) Pte. Ltd.
(d) Easy Fit Jewellery Limited
(e) Sumit Jewels Private Limited
(f) Gaja Finance Private Limited
(g) Alex Mercury Power Private
Limited
(h) Alex Spectrum RadiaƟon Private
Limited
(i) Alex Astral Power Private Limited
(j) Alex Green Energy Private Limited
(k) Gaja Fincorp Pvt. Ltd. (Formerly
Known as Veeyu India Private
Limited)
(l) Shree Ganesh Jewellery House
DMCC
(m) Shirdi CommodiƟes Private Limited
(n) Shirdi Commosale Private Limited
(o) Kamalraj Merchandise Private
Limited
(p) Chaturbhuj Vyapar Private Limited
2012-2013
Gaja Retail Pvt. Ltd. (Formerly
Private Limited)
(b) Shree Ganesh Jewellery House FZE
(c) Shree Ganesh Jewellery House
(Singapore) Pte. Ltd.
(d) Easy Fit Jewellery Limited
(e) Sumit Jewels Private Limited
(f) Gaja Finance Private Limited
(g) Alex Mercury Power Private
Limited
(h) Alex Spectrum RadiaƟon Private
Limited
(i) Alex Astral Power Private Limited
(j) Alex Green Energy Private Limited
(k) Gaja Fincorp Pvt. Ltd. (Formerly
Limited)
(l) Shree Ganesh Jewellery House
DMCC
(m) Shirdi CommodiƟes Private Limited
(n) Shirdi Commosale Private Limited
(o) Kamalraj Merchandise Private
Limited
(p) Chaturbhuj Vyapar Private Limited
(a) Oroitalia Chains Private Limited
(a)
(iii) Individuals owning (directly /
(a) Mr. Nillesh Parrekh - Chairman
indirectly) an interest in the
(b) Mr. Umesh Parekh - Managing
voƟng power of the Company that
Director
gives them control or signiÞcant
(c) Mr Karan Parekh
inßuence (also the key management
personnel and their RelaƟves)
(a)
(b)
Mr. Nillesh Parrekh - Chairman
Mr. Umesh Parekh - Managing
Director
Mr Karan Parekh
(iv) Enterprise over which persons
menƟoned in (iii) are able to
exercise signiÞcant inßuence
(a)
(b)
(c)
(d)
(i)
Enterprises directly / indirectly are
under common control with the
Company
(ii)
Joint Venture
(a)
(b)
(c)
(d)
Kalindi Enclave Pvt Ltd
Safal ProperƟes Private Limited
Dhanteres Estates Pvt. Ltd.
SwasƟk Wheat Product Agencies
Private Limited
(a)
(d)
Kalindi Enclave Pvt Ltd
Dhanteres Estates Pvt. Ltd.
SwasƟk Wheat Product Agencies
Private Limited
(i)
284.15
Shree Ganesh
Jewellery House
(Ghana) Ltd.
-
-
Alex Spectrum
RadiaƟon Private
Limited
Sumit Jewels Private
Limited
-
-
Alex Mercury Power
Private Limited
-
-
-
Gaja Fincorp Pvt.
Ltd. (Formerly
Known as Veeyu
India Private
Limited)
-
38,655.70
-
-
-
-
-
-
-
-
-
-
285,630.22
Sale
-
48.49
-
-
-
-
-
-
-
Freight
Rent
& Other expense
Charges
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
15.24
Rent
Income
-
-
-
-
-
-
Sale of FA
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
250.00
Client
RemuneraƟon Loan Taken
Advance
including
Received commission on
proÞt
-
2,105.26
-
-
-
129.30
200.00
490.56
26,329.31
Loan given
2,105.26
-
-
-
325.00
216.80
594.00
25,827.60
-
-
-
-
-
516.23
1.06
4.54
46.69
-
Repayment Interest
of Loan
received /
Given
Receivable
during the
year
-
-
-
-
5,510.13
(250.00)
34.11
835.41
14.68
Loans
Outstanding
receivable /
(payable) as at
the year end
-
-
-
-
316,393.18
-
-
-
2.34
Receivable/
(payable) at
year end
Shree Ganesh
Jewellery House FZE
-
-
Gaja Retail Pvt. Ltd.
(Formerly known
as Gokul Jewellery
House Private
Limited)
-
-
Easy Fit Jewellery
Limited
-
-
Investment Purchases
Shree Ganesh
Jewellery House
(Singapore) Pte Ltd
Enterprises directly
/ indirectly are
common control
with the Company
Name of the party
(nature of the
relaƟonship)
(a) Related parƟes with whom there have been transacƟons during the year ended 31st March 2014
[ ` in Lacs ]
Statutory Reports
53
-
Mr. Karan Parekh
-
SwasƟk Wheat
Products Agencies
Private Limited
-
-
-
-
-
-
-
-
-
-
284.15 38,655.70 285,630.22
-
Safal ProperƟes
Private Limited
Total
-
Kalindi Enclave
Private Limited
(iv) Enterprise over
which persons
menƟon in (iii) are
able to exercise
signiÞcant inßuence
Mr. Umesh Parekh
-
-
48.49
-
-
-
-
-
-
-
Freight
Rent
& Other expense
Charges
81.50
3.50
72.00
6.00
-
-
-
-
25.26
-
-
-
-
-
-
10.02
Rent
Income
94.05
-
94.05
-
-
-
-
-
Sale of FA
151.36
-
-
-
151.36
-
-
-
36.00
- -
- -
- -
-
18.00
18.00
-
250.00
-
-
-
-
Client
RemuneraƟon Loan Taken
Advance
including
Received commission on
proÞt
-
-
-
-
-
-
-
-
-
-
-
-
-
590.16
-
-
-
21.65
Repayment Interest
of Loan
received /
Given
Receivable
during the
year
29,334.77 29,068.66
-
-
-
80.35
Loan given
-
-
-
6,318.45
-
-
-
174.12
Loans
Outstanding
receivable /
(payable) as at
the year end
(2.25)
157.39
Receivable/
(payable) at
year end
-
-
316,541.67
-
(4.50)
(4.50)
-
-
Mr. Nillesh Parrekh
-
-
Sale
-
-
Investment Purchases
[ ` in Lacs ]
(iii) Individuals owning
(directly / indirectly)
an interest in the
voƟng power of the
Company (also the
key management
personnel and their
RelaƟves)
Oroitalia Chains
Private Limited
(ii) Joint Venture
Name of the party
(nature of the
relaƟonship)
54
-
-
SwasƟk Wheat Products Agencies
Private Limited
8,574.45
-
Total
-
Kalindi Enclave Private Limited
(iv) Enterprise over which persons
menƟon in (iii) are able to exercise
signiÞcant inßuence
Mr. Karan Parekh
-
Mr. Umesh Parekh
-
Mr. Nillesh Parrekh
(iii) Individuals owning (directly /
indirectly) an interest in the voƟng
power of the Company (also the
key management personnel and
their RelaƟves)
-
2,857.60
-
Alex Spectrum RadiaƟon Private
Limited
-
1,500.00
Gaja Fincorp Pvt. Ltd. (Formerly
Limited)
-
4,216.85
-
Gaja Retail Pvt. Ltd. (Formerly
Private Limited)
Shree Ganesh Jewellery House
(Singapore) Pte Ltd
common control with the Company
Investment
4,712.22
4,712.22
Purchases
128,953.24
1,28,953.24
Sale
25.63
25.63
Freight
& Other
Charges
84.00
6.00
72.00
6.00
-
-
-
-
-
-
-
-
-
-
Rent
expense
20.46
-
-
-
-
4.11
-
-
-
16.35
-
-
-
Rent
Income
189.00
189.00
1,181.48
-
-
-
590.74
590.74
-
-
-
-
-
-
-
-
Client RemuneraƟon
Advance
including
Received commission
on proÞt
16,884.01
-
-
-
-
-
80.32
80.00
-
-
700.25
5,114.00
915.00
9,994.44
-
19,298.55
-
-
-
-
-
-
424.46
-
105.29
-
5,515.94
1,421.00
11,831.86
-
Loan Given Repayment
of Loan
Given
-
745.32
-
-
-
-
-
1.12
13.50
-
1.31
434.74
158.61
29.95
106.09
Interest
received /
Receivable
during the
year
5,781.61
-
-
-
-
-
81.33
-
3.38
-
5,241.22
15.85
133.46
291.69
14.68
Loans
Outstanding
receivable /
(payable) as at
the year end
122,470.21
(0.45)
-
(0.45)
(151.36)
(356.66)
(334.30)
-
-
-
123,311.14
-
-
2.29
-
-
-
Receivable/
(payable) at
year end
(ii) Joint Venture
(i)
Name of the party
(nature of the relaƟonship)
(a) Related parƟes with whom there have been transacƟons during the year ended 31st March 2013
[ ` in Lacs ]
Statutory Reports
55
56
Notes 46 Segment informaƟon in accordance with AccounƟng Standard 17 prescribed by Companies (AccounƟng
Standard) Rules, 2006.
The Company is engaged in the business of manufacture and sale of gold jewellery and other arƟcles of various designs/
speciÞcaƟon based on customer's requirements and the company's manufacturing faciliƟes are located in India. The risk and
returns of the Company are aīected predominantly by the fact that it operates in diīerent geographical areas i.e. domesƟc
sales and export sales and accordingly geographical segment have been considered as the primary segment informaƟon.
In view of the fact that gold jewellery and other arƟcles are manufactured and sold based on design/ speciÞcaƟon speciÞed by
the customer there are no business segment to be reported under secondary segment informaƟon.
Segment informaƟon has been prepared in conformity with the accounƟng policies adopted for preparaƟon and presentaƟon
of the Þnancial statements of the Company.
[ ` in Lacs ]
Primary segment disclosures
31st March 2014
31st March 2013
1
DomesƟc
Export
Total
285,893.86
696,980.93
982,874.79
[ 172,834.79]
[ 749,131.52]
[ 921,966.31]
188.86
2.80
191.66
[ 170.04]
[ 20.81]
[ 190.85]
2.39
21.22
23.61
[ 12.86]
[ 10,271.48]
[ 10,284.34]
Segment revenue
External sales
Add: Job work charges
Add: Other income
Add: Other unallocable income
172.21
[ 71.68]
Total Revenue
983,262.27
[ 932,513.18]
2
Segment results
1,213.78
(81,247.26)
(80,033.48)
[ 4,630.60]
[ 43,519.56]
[ 48,150.16]
Less : Unallocable Expenses / (income) (net)
8,320.66
[ 2,291.42]
Less: Interest expense
28,827.70
[ 20,251.18]
ProÞt before tax
(117,181.84)
[ 25,607.56]
Less: Current tax
(39,994.82)
[ 227.40]
ProÞt AŌer tax
(77,187.02)
[ 25,380.16]
3
Segment assets
Add: Unallocable Corporate / other Assets
12,220.74
348,024.07
360,244.81
[ 33,716.47]
[ 396,217.53]
[ 429,934.00]
38,677.57
[ 122,042.60]
Add: Provision for tax (net)
1,880.14
[ 0.00]
Statutory Reports
57
[ ` in Lacs ]
Primary segment disclosures
31st March 2014
31st March 2013
DomesƟc
Export
Add: MAT Credit enƟtlement
Total
10,923.00
[ 10,923.00]
Add: Deferred Tax Asset
40,393.10
[ 459.99]
Total assets
452,118.62
[ 563,359.59]
4
Segment liabiliƟes
842.70
61,702.90
62,545.60
[ 318.68]
[ 355,986.79]
[ 356,305.47]
Add: Unallocable Corporate / other LiabiliƟes
7,570.77
-[ 17,165.63]
Add: Loans
284,791.73
[ 59,723.49]
Add: Provision for tax (net)
[ 398.71]
Add: Proposed Dividend (including tax thereon)
[ 2,275.31]
Total liabiliƟes
354,908.10
[ 401,537.35]
5
Cost incurred to acquire Þxed assets
1,600.85
18.13
1,618.98
[ 2,081.65]
[ 52.64]
[ 2,134.29]
Add: Unallocated
-
(excluding capital advances)
[ 0.00]
1,618.98
[ 2,134.29]
6
DepreciaƟon/amorƟsaƟon
949.02
827.06
1,776.08
[ 977.45]
[ 963.39]
[ 1,940.84]
Add: Unallocated depreciaƟon/amorƟsaƟon
466.43
[ 388.73]
2,242.51
[ 2,329.57]
7
SigniÞcant non cash expenses other than DepreciaƟon and amorƟsaƟon
(included in measuring segment results)
-
104,577.39
104,577.39
[ 0.00]
[ 0.00]
[ 0.00]
58
[ ` in Lacs ]
Secondary Disclosure
31st March 2014
31st March 2013
1
2
Carrying amount of segment assets by locaƟon of assets
Cost incurred to acquire segment Þxed assets by locaƟon of assets
(excluding capital advances)
DomesƟc
133,396.34
Export
318,722.28
Total
452,118.62
[ 221,123.74]
[ 342,235.85]
[ 563,359.59]
1,618.98
-
1,618.98
[ 2,134.29]
[ 0.00]
[ 2,134.29]
Figures in Bracket represent previous year's Þgure.
Notes 47 Based on the informaƟon available with the Company, there are no dues to micro and small enterprises under the
Micro, Small and Medium Enterprises Development Act, 2006
Notes 48 The company has taken an oĸce and other premises on operaƟng lease. Minimum lease payment charged during
the year to the ProÞt and Loss account aggregated to Rs. 164.84 (previous year Rs. 231.67)
Notes 49 The previous year's Þgures have been regrouped or reclassiÞed wherever necessary to conform with the current
year's presentaƟon.
PraƟk Niyogi
Partner
Nillesh Parrekh
Chairman
Umesh Parekh
Managing Director
Ashok Prakash Sahni
Mukund Chandak
Company Secretary
Place: Kolkata
15
13
14
12
9
10
11
6
7
8
Easy Fit Gaja Retails Sumit Jewels Gaja Finance
Shirdi
Shirdi Chaturbhuj
Kamalraj
Jewellery
Pvt. Ltd.
Pvt. Ltd.
Pvt. Ltd. CommodiƟes Commosale
Vyapaar Merchandise
Ltd (Formerly
Pvt. Ltd
Pvt. Ltd
Pvt Ltd
Pvt Ltd.
Gokul
Jewellery
House Pvt
Ltd)
Financial Period of the 31st March, 31st March, 31st March, 31st March, 31st March, 31st March, 31st March, 31st March,
2014
2014
2014
2014
2014
2014
2014
2014
Subsidiary Company
ended on
Holding Company's
100%
51.45%
100%
100%
0%
0%
0%
0%
Interest
Share Capital (Issued,
Subscribed and Paid up)
Equity Share capital
350.00
54.92
3.62
225.00
1.00
1.00
1.00
1.00
Preference Share capital
12,712.91
743.43
484.54
44.05
(2.97)
(1.83)
(0.76)
(0.67)
Reserves (including
ProÞt and loss Accountdebit Balance)
Total Assets
25,409.23
2,449.96
1,819.01
273.96
1,970.29
2,909.59
2,123.21
2,124.80
Total liabiliƟes
25,409.23
2,449.96
1,819.01
273.96
1,970.29
2,909.59
2,123.21
2,124.80
Investments (Except in
14.58
subsidiaries)
Turnover
28,606.65
889.52
604.26
0.26
Total Income
29,168.75
916.11
604.34
23.32
0.26
ProÞt/(Loss) - (Before
(316.82)
(30.56)
9.47
22.77
(3.09)
(1.27)
(0.62)
(0.55)
Tax)
Provision for TaxaƟon
(33.80)
6.18
1.66
7.04
(0.94)
(0.37)
(0.12)
(0.15)
(including deferred
Taxes)
ProÞt/(Loss) AŌer tax
(283.03)
(30.75)
7.81
15.74
(2.15)
(0.90)
(0.49)
(0.40)
Net Aggregate ProÞts/
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Losses for the current
Þnancial year since
becoming subsidiary so
far as it concerns the
members of the holding
company dealt with or
provided for in accounts
of the holding Company
(283.03)
(18.93)
7.81
15.74
Losses for the current
company not dealt
with or provided for in
accounts of the holding
Company
Name of the Subsidiary
Company
1,896.79
1,896.79
-
5,843.04
5,843.04
-
29.84
Nil
29.84
(18.62)
7.55
(18.62)
Nil
(8.23)
222.12
238.44
37.38
1,087.82
(19.57)
(26.85)
750.41
100%
1.00
100%
(6.38)
(6.38)
Nil
-
(6.38)
57.49
57.49
-
2.74
(17.96)
100%
31st March,
2014
316,696.73
316,696.73
-
5,696.32
(65,618.22)
31st
December,
2013
100%
-
(232.14) (104,703.39)
(232.14) (104,703.39)
Nil
Nil
-
(804.97)
(804.97)
Nil
-
432.69
432.69
(804.97)
2,810.07
2,810.07
-
(760.29)
66.67
31st
December,
2013
100%
Shree
Ganesh
Jewellery
House
DMCC
[ ` in Lacs ]
Shree
Ganesh
Jewellery
House FZE
- 452,220.43
0.00 452,220.43
(232.14) (104,703.39)
220.82
220.82
(293.39)
284.15
100%
31st March,
2014
Gaja Shree Ganesh Shree Ganesh
Fincorp
Jewellery
Jewellery
Pvt. Ltd.
House House (Ghana)
(Formerly (Singapore)
Limited
Veeyu India
Pte Ltd.
Pvt. Ltd.)
31st March, 31st March,
2014
2014
Alex
Mercury
Power Pvt.
Ltd.
5
4
3
2
1
ParƟculars required under SecƟon 212 of the Companies Act, 1956
Statutory Reports
59
Statement regarding Subsidiary Comapnies as on 31st March, 2014
5,875.08
130.53
426.95
28.32
(0.77)
(0.89)
(0.28)
(0.28)
Easy Fit Gaja Retails Sumit Jewels Gaja Finance
Shirdi
Shirdi Chaturbhuj
Kamalraj
Jewellery
Pvt. Ltd.
Pvt. Ltd.
Pvt. Ltd. CommodiƟes Commosale
Vyapaar Merchandise
Ltd (Formerly
Pvt. Ltd
Pvt. Ltd
Pvt Ltd
Pvt Ltd.
Gokul
Jewellery
House Pvt
Ltd)
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
(0.57)
Nil
Alex
Mercury
Power Pvt.
Ltd.
14.79
Nil
(17.99)
Nil
-
Nil
Gaja Shree Ganesh Shree Ganesh
Jewellery
Jewellery
Fincorp
House House (Ghana)
Pvt. Ltd.
Limited
(Formerly (Singapore)
Pte Ltd.
Veeyu India
Pvt. Ltd.)
36,328.53
Nil
(311.76)
Nil
Shree
Ganesh
Jewellery
House
DMCC
[ ` in Lacs ]
Shree
Ganesh
Jewellery
House FZE
*Exchange rate for Conversion : 1 AED = ` 16.3513 as on 31st March' 2014
*Exchange rate for Conversion : 1 Singapore $ = ` 47.7305 as on 31st March' 2014
*Exchange rate for Conversion : 1 GH Cedei = ` 22.29 as on 31st March' 2014
Notes :
1. The above details are as on 31 March, 2014, InformaƟon on subsidiaries is provided in compliance with general circular no. 2/2011, Dated 8 February 2011, issued by Ministary of corporate
aīairs, Government of India. We undertake to make available the audited annual accounts and related informaƟons of subsidiaries, where applicable, upon request of the shareholders, The
annual accounts will also be available for inspecƟon during business hours at our registered oĸce in Kolkata, India.
2. Proposed Dividend from other subsidiaries is Nil
Losses for the previous
company dealt with or
provided for in accounts
of the holding Company
17 Net Aggregate ProÞts/
Losses for the previous
becoming subsidiary
so far as it concerns
the members of the
holding company not
dealt with or provided
for in accounts of the
holding Company
16
Name of the Subsidiary
Company
ParƟculars required under SecƟon 212 of the Companies Act, 1956
60
Statement regarding Subsidiary Comapnies as on 31st March, 2014
Statutory Reports
To,
The Members of
[Formerly Known as Shree Ganesh Jewellery House Limited]
1.
We have audited the accompanying consolidated Þnancial statements of Shree Ganesh Jewellery House (I) Limited (“the
Company”), its subsidiaries, associates and joint venture (collecƟvely referred as “the Group”) which comprise the balance
sheet as at March 31st, 2014 and the statement of ProÞt and Loss and Cash Flow statement for the year then ended, and
a summary of signiÞcant accounƟng policies and other explanatory informaƟon.
2.
Management’s Responsibility for the Financial Statements
Management is responsible for the preparaƟon of these Þnancial statements that give a true and fair view of the Þnancial
posiƟon, Þnancial performance and cash ßows of the Company in accordance with the AccounƟng Standards referred to
in sub-secƟon (3C) of secƟon 211 of the Companies Act, 1956. This responsibility includes the design, implementaƟon and
maintenance of internal control relevant to the preparaƟon and presentaƟon of the Þnancial statements that give a true
and fair view and are free from material misstatement, whether due to fraud or error.
3.
Auditor’s Responsibility
Our responsibility is to express an opinion on these Þnancial statements based on our audit. We conducted our audit in
accordance with the Standards on AudiƟng issued by the InsƟtute of Chartered Accountants of India. Those Standards
require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about
whether the Þnancial statements are free from material misstatement. An audit involves performing procedures to
obtain audit evidence about the amounts and disclosures in the Þnancial statements. The procedures selected depend
on the auditor’s judgment, including the assessment of the risks of material misstatement of the Þnancial statements,
whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the
Company’s preparaƟon and fair presentaƟon of the Þnancial statements in order to design audit procedures that are
appropriate in the circumstances, An audit also includes evaluaƟng the appropriateness of accounƟng policies used and
the reasonableness of the accounƟng esƟmates made by management, as well as evaluaƟng the overall presentaƟon of
the Þnancial statements.
We did not audit the Þnancial statements of subsidiaries, associates and joint venture included in the consolidated Þnancial
statements, which consƟtute total assets of INR 57,307/- Lacs as at March 31st 2014, total revenue of INR 166,151/- Lacs
for the year ended March 31st, 2014. These Þnancial statements and the other Þnancial informaƟon have been audited by
other auditors whose reports have been furnished to us, and our opinion on the consolidated Þnancial statements to the
extent they have been derived from such Þnancial statements is based solely on the report of such auditors.
We believe that the audit evidence we have obtained is suĸcient and appropriate to provide a basis for our qualiÞed audit
opinion.
4.
Basis for QualiÞed Opinion
Mismatch of cash credit Þgure as per company’s books and bank conÞrmaƟon in regard to Þnancial statements of Shree
Ganesh Jewellery House (I) Limited.
Fixed Deposit amounƟng of INR 2,287.58 Lacs pledged as security with Axis Bank against cash credit sancƟoned was
adjusted with the cash credit balance in the company’s books on maturity of the Fixed Deposits. However, as per cash credit
account statement furnished by the bank the Fixed Deposit Þgure was not adjusted with the cash credit account balance.
Thus, cash credit balance as per bank conÞrmaƟon showed excess by INR 2,287.58 Lacs. Further, as per conÞrmaƟon
received from the bank the matured amount was not adjusted in the cash credit account but was transferred to a separate
account of the bank.
Cash credit balance of Dhanalaxmi Bank was shown less as per company’s books by INR 91.59 Lacs. Cash credit balance
as per Company’s books was INR 1,485.55 Lacs and as per bank conÞrmaƟon was INR 1,577.15 Lacs. As per documents
furnished to us ,the company had contested the excess amount claimed by the Bank and had received a stay order in the
High Court of CalcuƩa on the excess claim made by the bank. However, as per order passed by the court on 10th March
2014, pendency of the writ peƟƟon shall not preclude the respondents (bank) to proceed strictly in accordance with the
Master Circular of Reserve Bank of India on Wilful Defaulters.
61
62
5.
Opinion
In our opinion and to the best of our informaƟon and according to the explanaƟons given to us, the Þnancial statements
give the informaƟon required by the Act in the manner so required and give a true and fair view in conformity with the
accounƟng principles generally accepted in India:
(a) in the case of the Consolidated Balance Sheet, of the state of aīairs of the Group as at March 31st, 2014;
(b) in the case of the Consolidated ProÞt and Loss Account, of the proÞt/ loss for the year ended on that date; and
(c) In the case of the Consolidated Cash Flow Statement, of the cash ßows for the year ended on that date.
6.
Emphasis of MaƩer – in regard to Þnancial statements of Shree Ganesh Jewellery House (I) Limited.
AƩenƟon is drawn to notes in the Þnancial statements regarding preparaƟon of these accounts on going concern basis,
although company has suīered signiÞcant operaƟng losses during the year and is facing Þnancial crunch with its inability
to meet the Þnancial obligaƟons. The Company has applied for Composite Corporate Debt Restructuring with the banks
to miƟgate the above. These miƟgaƟng factors have fully been disclosed in above referred note, in view of which, the
accounts have been conƟnued to be prepared under the going concern assumpƟon.
Firm RegistraƟon No.: 307068E
Place : Kolkata
Date : 30th May, 2014
PraƟk Niyogi
Partner
Membership No.:- 066514
Statutory Reports
63
Consolidated Balance Sheet as at 31st March 2014
Notes
[ ` in Lacs ]
EQUITY AND LIABILITIES
Shareholders' Funds
Share capital
Reserves and surplus
3
4
Minority Interest
Non-Current LiabiliƟes
Long-term borrowings
Long-term provisions
7,190.65
95,199.88
102,390.53
5,911.99
6,482.65
202,241.82
208,724.47
7,750.31
5
6
31,614.40
26.25
31,640.65
31,141.37
52.28
31,193.65
Current LiabiliƟes
Short-term borrowings
Trade payable
Other current liabiliƟes
Short-term provisions
7
8
9
10
297,647.17
60,550.38
11,193.95
90.67
369,482.17
509,425.34
68,485.93
352,820.48
20,577.59
2,329.76
444,213.76
691,882.19
11
11
57,455.07
46.96
406.22
57,908.25
2,318.78
41,782.58
12,039.20
253,234.93
309,375.49
61,553.28
49.87
891.28
62,494.43
1,652.46
3,004.43
16,307.93
20,964.82
322.55
31,437.04
71,248.98
24,025.79
14,513.23
594.01
142,141.60
509,425.34
15.14
96,014.14
395,983.18
104,090.89
10,178.46
2,141.13
608,422.94
691,882.19
ASSETS
Non-Current Assets
Fixed assets
Tangible assets
Intangible assets
Capital work in progress
Non-current investment
Long term loans and advances
Other Non-Current Assets
12
13
14
15
Current Assets
Current investment
Inventories
Trade receivables
Cash and cash equivalents
Short term loans and advances
Other current assets
16
17
18
19
20
21
2
PraƟk Niyogi
Partner
Place: Kolkata
Nillesh Parrekh
Chairman
Umesh Parekh
Managing Director
Ashok Prakash Sahni
Mukund Chandak
Company Secretary
64
Consolidated Statement of ProÞt and Loss for the year ended 31st March 2014
[ ` in Lacs ]
Notes
INCOME
Revenue from operaƟons
22
1,149,209.83
1,297,251.19
Other income
23
203.31
10,703.99
1,149,413.14
1,307,955.18
EXPENSES
Cost of materials consumed
24
399,209.99
971,172.63
Purchases of stock-in-trade
25
669,867.64
247,727.50
Changes in inventories of work-in-progress and Þnished goods
26
44,126.10
3,442.93
Employee beneÞts expense
27
1,636.56
4,036.76
Finance cost
28
33,374.54
23,800.36
DepreciaƟon and amorƟsaƟon expense
11
8,617.97
9,047.33
Other expenses
29
113,794.07
4,601.22
ExcepƟonal Item
30
39,059.15
-
1,309,686.02
1,263,828.73
(160,272.88)
44,126.45
(27.28)
5,416.20
(1.93)
(5,299.16)
ProÞt Before Tax
Tax Expense
Current tax
31
Less: Mat credit enƟtlement
Net current tax
Deferred tax charge / (release)
13
ProÞt For The Year
(29.21)
117.04
(38,776.34)
(2,283.22)
(121,467.33)
46,292.63
(1,710.80)
(593.87)
(119,756.53)
46,886.50
(170.22)
77.24
MinoriƟes share of proÞt / (loss)
Basic and diluted earnings per share
35
2
PraƟk Niyogi
Partner
Place: Kolkata
Nillesh Parrekh
Chairman
Umesh Parekh
Managing Director
Ashok Prakash Sahni
Mukund Chandak
Company Secretary
Statutory Reports
65
Consolidated Cash Flow Statement for the year ended 31st March 2014
[ ` in Lacs ]
31st March 2014
A.
31st March 2013
Cash ßow from operaƟng acƟviƟes
Net proÞt before taxaƟon
(160,272.88)
44,126.45
Adjusted for :
Provision for Standard Assets
Provision for NPA
Unrealised foreign exchange (gain) / loss (net)
Provision for DiminuƟon for Investment
Provision for Doubƞul debts
8,617.97
9,047.33
15.07
3.50
1.25
1.53
(2,204.91)
3,449.57
0.56
1.35
737.14
-
Interest charged & Þnance charges(net)
33,394.20
23,800.36
ExcepƟonal Item
39,059.15
-
(13.05)
(0.21)
1.57
-
(74.43)
(81.40)
2.04
(177.56)
Dividend Received
Provision for Wealth Tax
PreoperaƟve expenses
Short Term Capital Gain
Miscellaneous provision wriƩen back
(46.75)
OperaƟng proÞt before working capital changes
79,489.81
(8.58)
(80,783.07)
36,035.89
80,162.34
Changes in :
Trade and other receivables
Inventories
Trade payables / other liabiliƟes
Cash generated from operaƟons
378,059.91
(143,446.54)
64,577.10
(35,562.48)
(487,983.94)
(45,346.93)
126,081.49
(52,927.53)
(126,130.00)
27,234.81
(2,400.22)
(7,943.15)
(128,530.22)
19,291.66
(4,509.16)
(3,648.93)
Sale of Þxed assets
162.01
-
Purchase of Investments
(47.76)
(1,018.18)
Sale of Investments
90.00
274.54
Interest received
23.88
98.63
(1,375.16)
(5,714.01)
Investment in mutual fund
-
1.65
Investment in Þxed deposit
-
1,344.33
13.05
0.21
(5,643.14)
(8,661.76)
Direct taxes paid (net)
NET CASH FLOW FROM OPERATING ACTIVITIES
B. Cash ßow from invesƟng acƟviƟes
Purchase of Þxed assets
Loans (Given)/RealisaƟon(net)
Dividend received
NET CASH USED IN INVESTING ACTIVITIES
66
Consolidated Cash Flow Statement for the year ended 31st March 2014
[ ` in Lacs ]
31st March 2014
C.
31st March 2013
Cash ßow from Þnancing acƟviƟes
Proceeds from :
- Proceeds from issue of Share Capital
by MinoriƟes Interest "
- Money raised through PreferenƟal shares
Allotment
Money Refunded for Share ApplicaƟon Money
(436.30)
1,399.80
10,300.00
6,216.00
(127.50)
-
- Long term borrowings
15,470.91
4,056.94
- Short term borrowings
938,427.90
963,635.01
670,946.53
682,619.27
Repayment of:
- Long term borrowings
1,605.83
- Short term borrowings
(894,648.75)
Dividend Paid
(1,586.63)
(893,042.92)
(649,891.62)
(651,478.25)
(0.10)
(4,228.32)
(16,483.73)
(25,586.67)
54,108.26
1,326.03
(80,065.10)
11,955.93
104,090.89
92,134.96
-
-
24,025.79
104,090.89
116.83
325.13
- Current account
711.55
6,260.72
- Deposit account
23,197.41
97,505.04
Total
24,025.79
104,090.89
Interest and Þnance charges(net)
NET CASH FROM FINANCING ACTIVITIES
Net Increase / (Decrease) in cash and cash
equivalents (A+B+C)
Opening cash and cash equivalents
Add:- Acquired on AcquisiƟon
Closing cash and cash equivalents
Note
CASH AND CASH EQUIVALENTS - CLOSING
BALANCE
Cash in hand
Balances with scheduled banks
PraƟk Niyogi
Partner
Place: Kolkata
Nillesh Parrekh
Chairman
Umesh Parekh
Managing Director
Ashok Prakash Sahni
Mukund Chandak
Company Secretary
Statutory Reports
67
Consolidated notes to Financial Statements for the year ended 31st March 2014
1.
2.
Background
Shree Ganesh Jewellery House (I) Limited ('the Company') formerly Shree Ganesh Jewellery House Private Limited, was
incorporated in 2002. The Company is engaged in the business of manufacture and sale of handcraŌed gold jewellery,
diamond and studded jewellery. The name of the Company changed to Shree Ganesh Jewellery House Limited on
conversion to public limited company with eīect from 14 August 2007. During the year 2009-2010 the Company has
made an IniƟal Public Oīering (IPO) to issue 12,136,497 equity shares of face value Rs. 10 each at Rs. 260 each (including a
securiƟes premium of Rs. 250 each) and got listed on NaƟonal Stock Exchange and Bombay Stock Exchange. The Company
have changed its name from Shree Ganesh Jewellery House Limited to Shree Ganesh Jewellery House (I) Limited with
eīect from 4th December, 2012.
Summary of signiÞcant accounƟng policies
(i) Principles of ConsolidaƟon
The consolidated Þnancial informaƟon is prepared in accordance with the principles and procedures prescribed by
AccounƟng Standard 21-“Consolidated Financial Statements” (‘AS-21’) and AccounƟng for Investments in Associates
in Consolidated Financial Statements (AS-23) prescribed by the Companies (AccounƟng Standards) Rules, 2006, for
the purposes of preparaƟon and presentaƟon of consolidated Þnancial statements.
The Þnancial statements of the Company and its subsidiaries have been combined on a line-by- line basis by adding
together the book values of similar items of assets, liabiliƟes, income and expenses aŌer eliminaƟng intra-group
balances and transacƟons resulƟng in unrealised proÞts. Unrealised losses resulƟng from intra-group transacƟons
have also been eliminated unless cost cannot be recovered in full. The amounts shown in respect of accumulated
reserves comprise the amount of the relevant reserves as per the balance sheet of the Company and its share in
the post acquisiƟon reserves of its subsidiaries. The diīerence between the cost of the Company’s Investments in
the subsidiary and the equity capital of the subsidiary (as deÞned in AccounƟng Standard – 21) as on the date of
investment, is treated as Goodwill / Capital Reserve, as the case may be.
(a) Companies considered in the Þnancial statements are as follows:
Name
Country of
IncorporaƟon
% of voƟng power Date of subsidiary interest
as at 31-03-2014 acquired by the Company
Gaja Retail Pvt. Ltd. (Formerly known as Gokul
Jewellery House Private Limited)
India
51.45
25-Jun-07
Shree Ganesh Jewellery House (Singapore) Pte
Limited
Singapore
100
5-Oct-07
India
100
4-Feb-08
U.A.E
100
25-Apr-10
India
100
19-May-10
Gaja Finance Private Limited
India
100
23-Jul-10
Gaja Fincorp Pvt. Ltd. (Formerly Known as
Veeyu India Private Limited)
India
100
30-Apr-11
India
100
30-May-11
Alex Astral Power Private Limited
India
55
30-May-11
Alex Spectrum RadiaƟon Private Limited
India
55
30-May-11
Shirdi CommodiƟes Private Limited
India
100
19-Aug-11
Shirdi Commosale Private Limited
India
100
19-Aug-11
Shree Ganesh Jewellery House DMCC
Dubai
100
4-Oct-11
Kamalraj Merchandise Private Limited
India
100
23-Jan-12
Chaturbhuj Vyapaar Private Limited
India
100
23-Jan-12
Alex Green Energy Private Limited
India
80
6-Feb-12
Ghana
100
18-Feb-13
Shree Ganesh Jewellery House (Ghana) Limited
68
The Company has prepared the Consolidated Financial Statements by accounƟng for investment in associates under
the equity method:
(b) The associate Company considered in the Þnancial statements is as follows :
Name
Country of IncorporaƟon
% of ownership interest as on 31.03.14
India
50%
(ii) Basis of accounƟng
The Þnancial statements have been prepared and presented under the historical cost convenƟon on the accrual basis
of accounƟng following generally accepted accounƟng principles in India ('GAAP') and comply with the AccounƟng
Standards prescribed by the Companies (AccounƟng Standard) Rules, 2006 and the relevant provisions of the
Companies Act, 1956 to the extent applicable.
(iii) PresentaƟon and disclosure of Þnancial statements
During the year ended 31 March 2012, the revised Schedule VI noƟÞed under the Companies Act 1956, has become
applicable to the Company, for preparaƟon and presentaƟon of its Þnancial statements. The adopƟon of revised
Schedule VI does not impact recogniƟon and measurement principles followed for preparaƟon of Þnancial statements.
However, it has signiÞcant impact on presentaƟon and disclosure made in the Þnancial statements.
(iv) Use of esƟmates
The preparaƟon of Þnancial statements in conformity with GAAP requires management to make esƟmates and
assumpƟons that aīect the reported amounts of assets and liabiliƟes and the disclosure of conƟngent liabiliƟes on
the date of the Þnancial statements. Actual results could diīer from those esƟmates. Any revision to accounƟng
esƟmates is recognised prospecƟvely in current and future periods.
(v) Fixed assets
Fixed assets are carried at cost of acquisiƟon or construcƟon, less accumulated depreciaƟon. The cost of Þxed assets
includes freight, duƟes (net of VAT), taxes and other incidental expenses that are directly aƩributable to bringing
assets to their working condiƟon for their intended use.
(vi) Capital Work in Progress
Expenses relaƟng to operaƟons which are in progress and have not been commenced are accounted for under Capital
work in progress. Income derived from Þxed deposit has been accounted for under capital work in progress as a pre
operaƟve income.
(vii) Borrowing Cost
Borrowing costs that are aƩributable to the acquisiƟon or construcƟon of qualifying assets are capitalised as a part
of the cost of such assets. A qualifying asset is one that necessarily takes substanƟal period of Ɵme to get ready for
intended use. All other borrowing costs are charged to revenue.
(viii) DepreciaƟon/ AmorƟsaƟon
DepreciaƟon on Þxed assets is provided under the wriƩen down value method at rates derived from the useful
lives of such assets, as esƟmated by management. The rates of depreciaƟon so derived are in line with the rates of
depreciaƟon prescribed by Schedule XIV to the Act.
Leasehold properƟes are amorƟsed over Useful life of the assets as esƟmated by management or the period of lease,
whichever is lower.
Fixed assets individually cosƟng Rs 5,000 or less, are depreciated fully in the year of acquisiƟon.
Goodwill arising on amalgamaƟon is amorƟsed over its esƟmated useful life of 5 years.
Statutory Reports
(ix) Impairment of Þxed assets
At each Balance Sheet date, management assesses, using external and internal sources, whether there is an indicaƟon
that an asset may be impaired. An impairment occurs when the carrying value of an asset exceeds the present value
of future cash ßows expected to arise from the conƟnuing use of the asset and its eventual disposal. The impairment
loss to be expensed is determined as the excess of the carrying amount over the present value as determined above
(x) Investments
Non-current investments are stated at cost less amount wriƩen oī, where there is a diminuƟon in value other than
temporary. Current Investments are valued at cost or Net Realisable Value, whichever is lower.
(xi) Inventories
Year-end inventory of raw materials and stones are carried at cost (net of VAT, wherever applicable). The carrying
cost of raw materials and stones is appropriately wriƩen down when there is a decline in replacement cost of such
materials and the Þnished products in which they will be incorporated are expected to be sold below cost.
Year-end inventory of work in progress and Þnished goods are valued at the lower of cost and net realisable value.
Cost of work in progress and Þnished goods comprises of direct material and labour expenses and an appropriate
porƟon of producƟon overheads incurred in bringing the inventory to their present locaƟon and condiƟon. Fixed
producƟon overheads are allocated on the basis of producƟon.
In determining cost, Þrst in Þrst out method is used.
Alloys and consumables are charged oī to Statement of ProÞt and Loss.
(xii) Revenue recogniƟon
Revenue from sale of goods is recognised on transfer of risk and rewards of ownership of goods to the buyer. Sales
are stated exclusive of sales tax. Excise duty is not applicable to the company. In respect of contract for sale of goods
at prices that are yet to be Þxed at the year end, adjustments to the provisional amount billed to the customers are
recognised based on the year end closing gold rate.
Revenue from job work are recognised on an accrual basis when the related job work is rendered.
Revenue from generaƟon of solar power is recognised on the basis of generaƟon and transfer of electricity units.
In respect of commodity exchange transacƟons undertaken by the company, net gain/loss arising from seƩlement of
such transacƟons during the year or restatement of such transacƟons that are pending seƩlement at the year end are
recognised in the ProÞt and Loss account for the year. In respect of commodity exchange transacƟon undertaken on
behalf of customers, brokerage received/ receivable is recognised on accrual basis when transacƟons are entered into
on behalf of the customers.
Third party sales commission is recognised on an accrual basis in accordance with the terms of the related
agreement.
Interest is recognised on Ɵme proporƟon basis.
(xiii) Employee beneÞts
The Company's obligaƟon towards various employee beneÞts have been recognised as follows:
Short Term BeneÞts
Cost of non-accumulated compensated absences is recognised when absences occur. Cost of other short term
employee beneÞts are recognized on accrual basis based on the terms of employment contract and other relevant
compensaƟon policies followed by the Company.
69
70
Post employment beneÞts
Monthly contribuƟon to Provident Funds, which is deÞned contribuƟon scheme, is charged to ProÞt and Loss account
and deposited with the Regional Provident Fund AuthoriƟes on a monthly basis.
The Company’s gratuity scheme is a deÞned beneÞt plan. The present value of the obligaƟon under such deÞned
beneÞt plan is determined based on actuarial valuaƟon carried out at the year end using the Projected Unit Credit
Method, which recognises each period of service as giving rise to addiƟonal unit of employee beneÞt enƟtlement and
measures each unit separately to build up the Þnal obligaƟon. The obligaƟon is measured at the present value of the
esƟmated future cash ßows. The discount rates used for determining the present value of obligaƟon under deÞned
beneÞt plan is based on the market yield on government securiƟes as at the Balance sheet date and have maturity
period approximaƟng to the terms of the obligaƟon. Actuarial gains and losses are recognised immediately in the
proÞt and loss account.
(xiv) OperaƟng Leases
Lease rentals for operaƟng leases are recognised as expenses in the ProÞt and Loss Account on a straight line basis
over the lease term.
(xv) Foreign exchange transacƟons
TransacƟons in foreign currency are recognised at the exchange rates prevailing on the date of the transacƟons. Yearend monetary assets and liabiliƟes denominated in foreign currencies, other than those covered by foreign exchange
contracts, are translated at the year-end foreign exchange rates.
Gain / loss from exchange diīerences arising on seƩlement of foreign currency transacƟon or translaƟon of year-end
monetary assets and liabiliƟes in foreign currency are recognised in the ProÞt and Loss Account for the year.
In case of forward exchange contracts, premium or discounts on such contracts are amorƟsed over the life of the
contract and exchange diīerences arising thereon in the reporƟng period are recognised in the ProÞt and Loss
Account.
TranslaƟon of integral and non integral foreign operaƟon
The company classiÞes all its foreign operaƟons as either “integral foreign operaƟons” or “non integral foreign
operaƟons”.
The assets and liabiliƟes of an non-integral foreign operaƟon are translated into the reporƟng currency at the
exchange rate prevailing at the reporƟng date and their statement of proÞt and loss are translated at exchange rates
prevailing at the dates of transacƟons or weighted average weekly rates, where such rates approximate the exchange
rate at the date of transacƟon. The exchange diīerence arising on translaƟon are accumulated in the foreign currency
translaƟon reserve. On disposal of a non-integral foreign operaƟon, the accumulated foreign currency translaƟon
reserve relaƟng to that foreign operaƟon is recognized in the statement of proÞt and loss.
(xvi) TaxaƟon
Income tax expense comprises current tax (i.e. amount of taxes for the year determined in accordance with the
Income-tax Act, 1961) and deferred tax charge or credit (reßecƟng the tax eīects of Ɵming diīerences between
accounƟng income and taxable income for the period). The deferred tax charge or credit and the corresponding
deferred tax liabiliƟes or assets are recognised using the tax rates that have been enacted or substanƟvely enacted by
the Balance Sheet date.
Deferred tax assets are recognised only to the extent that there is reasonable certainty that the assets can be realised
in future except for deferred tax assets arising from unabsorbed depreciaƟon or business losses brought forward from
prior years that are recognised only if there is a virtual certainty of realisaƟon of such assets. Deferred tax assets are
reviewed as at each Balance Sheet date and wriƩen up or down to reßect the amount that is reasonably / virtually
certain (as the case may be) to be realised.
Statutory Reports
The Company's units, located in Special Economic Zone (SEZ) are exempted from income tax (current tax) and one
unit is partly exempted Ɵll 31 March 2014 under the provisions of secƟon 10AA of the Income Tax Act, 1961. However
Minimum Alternate Tax (MAT) is applicable in the proÞts derived from units located in Special Economic Zone (SEZ)
w.e.f. 01.04.2011. Deferred tax pertaining to the above units are recognised on Ɵming diīerences, being the diīerence
between taxable income and accounƟng income, that originate in one period and are capable of reversal in one or
more subsequent periods beyond the periods during which the respecƟve units are exempt from income tax as
aforesaid. Deferred tax assets on unabsorbed depreciaƟon and / or carry forward of losses are recognised only if
there is virtual certainty that suĸcient future taxable income will be available against which such deferred tax assets
will be realised. Such assets are reviewed as at each Balance Sheet date to reassess realisability thereof.
(xvii) Provisions and conƟngent liabiliƟes
A provision is recognised in the Þnancial statements when there exists a present obligaƟon as a result of a past event,
the amount of which can be reliably esƟmated and it is probable that an ouƞlow of resources will be required to seƩle
the obligaƟon. ConƟngent liability is a possible obligaƟon that arises from past events and the existence of which will
be conÞrmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the
control of the Company or is a present obligaƟon that arises from past events but is not recognised because either it
is not probable that an ouƞlow of resources embodying economic beneÞts will be required to seƩle the obligaƟon, or
the amount of the obligaƟon cannot be reliably esƟmated.
(xviii)Earnings Per Share
Basic earnings per share is computed using the weighted average number of equity shares outstanding during the
period. Diluted earnings per share is computed using the weighted average number of shares and diluƟve equity
equivalent shares outstanding during the period, except when results would be anƟ diluƟve.
(xix) Project Development Expenditure
Expenditure directly relaƟng to project development acƟvity is capitalised. Indirect expenditure incurred during the
project development period is capitalised as part of the indirect project cost to the extent to which the expenditure
is indirectly related to the development or is incidental thereto. Other indirect expenditure incurred during the
development period which is not related to the project development acƟvity nor incidental thereto is charged to the
ProÞt and Loss Account.
(xx) Provision for Non Performing Assets
Loan receivables are wriƩen oī / Provided for, as per management esƟmates , subject to minimum provision required
as per Non Banking (Non - Deposit AccepƟng or Holding) Companies prudenƟal norms (Reserve Bank) DirecƟon ,
2007.
(xxi) Provision for Statutory Reserve
A Provision for statutory reserve has been created in the Þnancial statements as prescribed under secƟon 45- IC of
Reserve Bank of India, 1934.
71
72
[ ` in Lacs ]
As at
31st March 2014
As at
31st March 2013
Notes 3 Share Capital
Authorised Shares
115,000,000 (Previous Year - 115,000,000) Equity Shares of Rs 10 each
11,500.00
11,500.00
2,666,667 (Previous year - 2,666,667) 0.0001 % CumulaƟve ConverƟble
Preference Shares of Rs. 300/- each.
8,000.00
8,000.00
19,500.00
19,500.00
7,190.65
6,482.65
7,190.65
6,482.65
Issued, Subscribed and fully Paid up shares
71,906,485 (Previous Year - 64,826,485) Equity Shares of Rs.10 each fully paid up
(of the above share 36,048,144 equity share of Rs. 10 each are alloƩed fully paid
up by way of bonus shares in the year 2009-10)
"The Company has made an IniƟal Public Oīer (IPO) to issue 12,136,497 Equity Shares of Rs. 10 each at Rs. 260 each (includes
securiƟes premium of Rs. 250 each) in the year 2009-2010. In the year 2010-2011, the Company has issued and alloƩed Equity
Shares . Out of the fund raised from IPO amounƟng to Rs. 31,554.89, apart from meeƟng the IPO expenses of Rs. 2,332.34, the
Company has uƟlised the proceeds of the issue amounƟng to Rs. 29,222.55 (P.Y Rs. 27,877.02) for seƫng up and expansion of
manufacturing units, seƫng up of retail outlets, meeƟng working capital requirements and for general corporate purposes upto
the year ended 31 March 2013.
Further, the Company in the current year has alloƩed 7,080,000 (Previous Year 4,144,000) Equity Shares of Rs. 10 each which
includes Security Premium of Rs. 140 each for 5,800,000 equity shares issued to Promoters and Promoters Group (Previous
Year Rs. 140 each for Shares to Promoters and Promoters Group) and Rs. 115 each for 1,280,000 Equity Shares issued to NonPromoters through PreferenƟal allotment.
M/s. Easy Fit Jewellery Limited.
The Company duly passed the necessary resoluƟon for Conversion to Public Limited Company on 20th day of April, 2012
in terms of secƟon 31 and 21 read with secƟon 44 of Companies Act,1956 and Company has received approval from the
Government of India, Ministry of Corporate Aīairs, Registrar of Companies, West Bengal, India on 8th day of May 2012.
M/s Alex Spectrum RadiaƟon Pvt. Ltd.
As per the records of register of members and other declaraƟons received from shareholders of M/s Alex Spectrum RadiaƟon
Pvt Ltd, The Companies shareholding represents both legal and beneÞcial ownership of shares in case of each shareholder,
except in the case of Shridi CommodiƟes Pvt Ltd, wherein the beneÞcial owner is Mrs. Kumud Parekh.
M/s. Alex Astral Power Pvt. Ltd.
As per the records of register of members and other declaraƟons received from shareholders of M/s Alex Astral Power Pvt Ltd,
the Companies shareholding represents both legal and beneÞcial ownership of shares in case of each shareholder, except in the
case of Shridi CommodiƟes Pvt Ltd, wherein the beneÞcial owner is Mrs. Kumud Parekh.
M/s Alex Green Energy Pvt. Ltd.
As per the records of register of members and other declaraƟons received from shareholders of M/s Alex Green Energy Pvt Ltd,
the Companies shareholding represents both legal and beneÞcial ownership of shares in case of each shareholder, except in the
case of Chaturbhuj Vyapaar Pvt Ltd, wherein the beneÞcial owner is Mrs. Kumud Parekh.
Statutory Reports
73
[ ` in Lacs ]
a. ReconciliaƟon of the shares outstanding at the beginning and at the end of the year
No.
Amount
At the beginning of the year
to Promoters and Promoters Group)
to Non-Promoters Group)
Outstanding at the end of the year
No.
Amount
64,826,485
6,482.65
60,682,485
6,068.25
5,800,000
580.00
4,144,000
414.40
1,280,000
128.00
–
–
71,906,485
7,190.65
64,826,485
6,482.65
b. Terms / rights aƩached to equity shares
The Company has only one class of Equity Shares having a par value of Rs 10/- per Share. Each holder of equity shares is enƟtled
to one vote per Share. The Company declares and pay dividends in Indian Rupees. The Dividend Proposed by the Board of
Directors is subject to the approval of the Shareholders in the ensuing Annual General MeeƟng.
In the event of liquidaƟon of the company, the holders of Equity Shares will be enƟtled to receive remaining assets of the
Company. The distribuƟon will be in proporƟon to the number of Equity Shares held by the shareholders.
c. 73.46% (Previous Year 72.54%) of Equity Shares of the Company are held by the promoter group of the Company.
d. Details of shareholders holding more than 5% of total Equity Shares of the Company:
Name of the shareholder
Umesh Parekh
No.
10,141,300
% holding
14.10%
No.
10,141,300
% holding
15.64%
17,364,100
24.15%
11,564,100
17.84%
Nillesh Parrekh
9,557,200
13.29%
9,557,200
14.74%
Umesh Parekh HUF
5,582,000
7.76%
5,582,000
8.61%
Nilesh Parekh HUF
3,646,880
5.07%
3,646,880
5.63%
Kumud Parekh
3,527,240
4.91%
3,527,240
5.44%
As per records of the Company, including its register of shareholders / members and other declaraƟons received from
shareholders regarding beneÞcial interest, the above shareholding represents both legal and beneÞcial ownership of shares.
74
[ ` in Lacs ]
As at
31st March 2013
As at
31st March 2014
Notes 4 Reserves and Surplus
Capital Reserve
102.88
102.88
AmalgamaƟon Reserve
585.67
585.67
Statutory Reserve
3.45
-
5.97
3.45
9.42
3.45
44,553.21
38,751.61
9,592.00
5,801.60
54,145.21
44,553.21
9,824.83
7,286.81
-
2,538.02
9,824.83
9,824.83
Foreign Currency TranslaƟon Reserve
3,055.14
2,207.86
141,963.92
100,394.20
(119,756.53)
46,886.50
1,944.79
-
330.52
-
SecuriƟes Premium Account
AddiƟons during the period :
- On PreferenƟal Allotment of Equity Shares [refer note 3]
General Reserve
Add : Transfer from statement of ProÞt and loss
Surplus / (DeÞcit) in the statement of ProÞt and Loss
ProÞt for the year
Add : AppropriaƟons
Dividend Tax*
Less : AppropriaƟons
-
1,944.79
Dividend Tax*
-
330.52
Transfer to Debenture RedempƟon Reserve**
-
500.00
Transfer to General Reserve
-
2,538.02
Transfer to Statutory Reserve
5.97
3.45
24,476.73
141,963.92
3,000.00
2,500.00
Debenture RedempƟon Reserve
-
500.00
3,000.00
3,000.00
95,199.88
202,241.82
* Dividend for the Financial year 2012-13, recommended by the Board of Directors in the Board MeeƟng held on 27th May 2013
was subsequently disapproved by the Shareholders in the Annual General MeeƟng and accordingly the same and dividend tax
thereon has been reversed.
**The Company had not created any Debenture RedempƟon Reserve in the current Þnancial year due to negaƟve proÞts.
Statutory Reports
75
[ ` in Lacs ]
As at
31st March 2014
As at
31st March 2013
Notes 5 Long Term borrowings
Secured
- 11% Non converƟble debenture *
- Vehicle loan **
- Term loan from bank & Financial insƟtuƟon ***
3,500.00
10,000.00
-
39.53
28,114.40
21,101.84
31,614.40
31,141.37
* Debentures are due for repayment at the end of 3rd, 4th and 5th year in the raƟo of 30:35:35 from the date of allotment, viz,
20/12/2010 and 03/11/2010, Rs 5,000 each. These are Secured by Þrst charge on the Fixed Assets of the Company to the extent
of 1.25 Ɵmes of the value of non converƟble debentures.
** Secured by hypothecaƟon of the vehicles purchased from the proceeds of the loan.
*** Term Loan includes:
(a) Rs 193.50 from State Bank of India amounƟng to INR 29.00 Cr has been sancƟoned during the year towards the 5 MW
Solar Power Project in Odisha and it carries an interest rate of 13% pa. The loan is repayable in 54 quarterly installments
starƟng from Quarter - I of the F.Y. 2014-15. The loan is Secured by pledge of minimum equity share capital of the company
amounƟng to INR 15 Cr held by the sponsors & Þrst charge over the Þxed assets of the project. Further exclusive Þrst
charge on all the bank accounts of the Project (including TRA A/c). The loan has been secured by Corporate Guarantee of
Shree Ganesh Jewellery House (I) Ltd (SGJHL), Ɵll the tenure of the loan alongwith the Personal Guarantee of Shri Prannay
Sureka.
(b) Rupee Term loan amounƟng to Rs 24,169.99 from Banks were taken during the Þnancial year 2011-12 and carries interest
@ 13%, 13% & 13.45% on loan borrowed from SBP, BOB & SBI respecƟvely p.a. Fresh disbursement of 68.44 Cr was taken
from IIFCL during the year under take out Þnancing, where the outstanding balance of SBBJ & IOB as on 04.10.2013 was
taken out by IIFCL. It carries an interest rate of 11% pa. The Term loan is repayable in 48 quarterly installments starƟng from
Quarter -II of the F.Y. 2012-13. The loan is Secured by pledge of 51% shares of the company held by the sponsors & Þrst
charge over the all the Þxed assets of the project, other moveable assets of the company, all the bank balances of project
and book debt, operaƟng cash ßows, all receivables including receivables on account of carbon credits from the Project,
commissions, revenues of whatsoever nature and wherever arising, present and future. Further the loan has been secured
by Corporate Guarantee of Shree Ganesh Jewellery House (I) Ltd (SGJHL),Ɵll the tenure of the loan.
(c) Rs 3,750.92 from Banks, were taken during the Þnancial year 2011-12 and carries interest @ 13.65% and 13.75% on loan
taken from SBI and Axis Bank respecƟvely. The loan is repayable in 56 quarterly installments starƟng from Quarter -II of
the F.Y. 2012-13. Fresh Loan of INR 1.88 Cr was disbursed by Axis Bank during the year, carrying interest rate @ 13.75%.
INR 65 lakhs is to be repaid by the Company within 10 days of disbursement and the balance amount to be paid in 16
equal quarterly installments. All the loans are Secured by pledge of 51% shares of the company held by the sponsors &
Þrst charge over the Þxed assets of the project and other assets of the company. Further the loan has been secured by
Corporate Guarantee of Shree Ganesh Jewellery House (I) Ltd (SGJHL), Ɵll the tenure of the loan, except to the extent of
Fresh Loan sancƟoned.
Notes 6 Long term provisions
26.25
52.28
26.25
52.28
76
[ ` in Lacs ]
As at
31st March 2014
As at
31st March 2013
Notes 7 Short term borrowing
Short Term Borrowing
Secured Loans
From Banks
- Cash credit from banks*
- Bank overdraŌ **
- Short Term Loan (Amount payable against Bills discount crystallised and LC /
SBLC's devolved by the Bank and
- Bills Discounted (Crystallised Value)***
- Rupee Term Loan from Bank (Refer note 5 above)
- Post Shipment Credit***
- Buyers credit****
From other Þnancial insƟtuƟons
- 11% Non converƟble Debenture (Refer Note no. 5 Above)
- Other short term loan *****
Unsecured Loan
- Inter Corporate Deposits from Related ParƟes (Interest free)
- From banks & other Þnancial insƟtuƟons
- From directors & relaƟves (Interest free)
- From bodies corporate and others (Interest free)
- From others
*
87,244.35
69,577.22
34,637.02
2,370.76
-
119,820.16
3,709.05
-
6,683.75
9,344.07
6,500.00
7,045.42
9,972.65
359.00
2,821.98
570.00
297,647.17
5,107.68
370.00
68,485.93
Secured by way of Þrst pari passu charge on current assets of the Company, both present and future, excluding assets having speciÞc
charge of respecƟve Þnancing banks, and second charge on Þxed assets, both current and future. Irrevocable and uncondiƟonal personal
guarantee of the Promoter Directors.
It also includes the loan amount credited by the banks in lieu of Devolved LC / SBLC's and Crystallised Bills Discounted to the extent
credited by the banks in Cash Credit Account.
**
Secured by way of lien on Þxed deposits.
***
Secured by Þrst charge on export bills discounted under conÞrmed orders & bills purchased under conÞrmed orders by banks. Also
secured by way of margin money and Þrst pari passu charge on the current assets of the Company, both present and future, and second
charge on Þxed assets of the Company, both present and future. Irrevocable and uncondiƟonal personal guarantee of the Promoter
Directors.
It excludes the loan amount credited by the banks in lieu of Devolved LC / SBLC's and Crystallised Bills Discounted to the extent credited
in Cash Credit Account.
**** Secured by pledge of 51% shares of the Company held by the sponsors & Þrst charge over the Þxed assets of the project and other assets
of the company. Further the loan has been secured by Corporate Guarantee of Shree Ganesh Jewellery House (I) Ltd, Ɵll the tenure of
the loan.
***** Secured by way of margin money and Þrst pari passu charge on current assets of the Company, both present and future, excluding
assets having speciÞc charge of respecƟve Þnancing banks, and second charge on Þxed assets of the Company, both present and future.
Irrevocable and uncondiƟonal personal guarantee of the Promoter Director.
As at
31st March 2014
Notes 8
As at
31st March 2013
Trade Payable
Trade Payable
60,550.38
352,820.48
60,550.38
352,820.48
Statutory Reports
77
[ ` in Lacs ]
As at
31st March 2014
As at
31st March 2013
Notes 9 Other Current LiabiliƟes
Current maturiƟes of long-term debt
Interest accrued but not due on borrowings
Unpaid dividends
Temporary book overdraŌs
Foreign currency payable
Advance received from customers
-
35.58
6,125.21
354.51
9.27
9.37
129.37
-
23.92
702.20
242.24
465.71
-
-
228.23
159.67
Other Payables
Statutory liability
Other payables
4,435.71
18,850.55
11,193.95
20,577.59
Other payables includes liabiliƟes for purchase of assets, employee beneÞt expenses and miscellaneous payables.
Notes 10 Short term provisions
68.45
48.57
Proposed dividend
-
1,944.79
-
330.52
16.60
1.53
5.62
4.35
Provision for NPA (Refer note 39)
Provision for standard assets (Refer note 39)
Provision for taxaƟon
90.67
2,329.76
Notes 11 Fixed Assets
DescripƟon
As at
1st April
2013
Tangible Assets
Leasehold land
Freehold Land
Buildings
- Freehold*
- Leasehold **
Plant & Equipment
Furniture, Fixtures*
Oĸce Equipments
Computers &
related equipments
Vehicles
Total
Intangible Assets
Goodwill
Computer SoŌware
Total
Previous Year
Tangible Assets
Intangible Assets
Gross Block
Net Block
AddiƟons/ DeducƟon/
As at
As at
For the
DeducƟons /
As at
As at
As at
Adjustments Adjustments 31st March 1st April
year/
Adjustments 31st March 31st March 31st March
2014
2013
Adjustments
2014
2014
2013
7,437.32
1,224.58
497.76
-
6,015.64
510.25
56,480.43
1,932.86
92.58
282.73
1,233.80
2.95
2,672.50
263.19
6.23
20.36
456.31
74,432.70
7,437.32
1,722.34
260.43
-
513.96
-
-
774.39
-
6,662.93
1,722.34
3.19
0.96
3.44
7,249.44
840.88
513.20
149.18
59,149.74 10,633.87
2,195.09
525.06
98.81
38.82
299.65
179.63
523.46
22.38
7,185.75
291.15
10.54
46.19
(6.63)
(10.08)
(2.05)
(0.07)
2.54
1,370.97
171.56
17,829.70
818.26
49.43
223.28
5,878.47 5,174.76
341.64
361.08
41,320.04 45,846.57
1,376.83 1,407.80
49.38
53.76
76.37
103.10
0.67
4,697.46
307.04
314.63
149.94
251.55
78,815.53 12,879.42
21.74
8,615.17
150.42
134.13
122.87
21,360.46
27.07
204.76
57,455.07 61,553.28
124.69
27.07
151.76
-
0.30
0.30
124.69
26.77
151.46
80.61
21.28
101.89
2.80
2.80
0.19
0.19
80.61
23.89
104.50
70,016.75
150.93
4,846.26
0.83
430.31
-
74,432.70
151.76
3,976.70
81.54
9,026.98
20.35
124.26
-
12,879.42
101.89
44.08
2.88
46.96
7,176.89
1,224.58
44.08
5.79
49.87
61,553.28 66,040.05
49.87
78
*
**
**
Includes Gross Block of ` 3,864.61 (Previous Year ` nil) and Accumulated DepreciaƟon ` 975.84 (Previous Year ` Nil), that
is held for disposable in near future.
Includes Gross Block ` 201.92 (Previous Year ` 201.92), Accumulated DepreciaƟon ` 67.98 (Previous Year ` 60.93) and
wriƩen down value ` 133.94 (Previous Year ` 140.99), jointly held with others.
Includes Gross Block ` 102.93 (Previous Year ` 102.93) and Accumulated DepreciaƟon ` 40.04 (Previous Year ` 33.05),
that are yet to be registered in the name of the Company.
[ ` in Lacs ]
As at
31st March 2014
As at
31st March 2013
Notes 12 Non-Current Investment
Unquoted at cost
2,318.78
1,652.46
2,318.78
1,652.46
Notes 13 Deferred tax assets
Deferred Tax
Deferred tax asset (net) included in the Balance Sheet comprise of :
Deferred Tax Assets
Excess of wriƩen down value of assets as per Income Tax Act, 1961 and net book
value of such assets
(to the extent reversing aŌer the period during which the Company is eligible for
exempƟon under secƟons 10A and 10AA of the Income Tax Act, 1961)
Provision for doubƞul debts
696.15
1,010.11
20,080.09
-
Other Ɵming diīerences
21,006.34
1,994.32
Deferred Tax Asset (net)
41,782.58
3,004.43
300.00
401.02
MAT Credit EnƟtlement
10,923.00
11,026.68
Other Loan & Advances
273.00
3,874.80
Security deposit
543.20
1,005.43
12,039.20
16,307.93
253,234.93
-
253,234.93
-
Notes 14 Long term loans and advances
Unsecured and Considered Good
Capital advances
Notes 15 Other Non-Current Assets
(Unsecured)
(Long term Trade Receivable (including trade receivable on deÞned credit terms)
- Considered Good (Refer note 32)
Statutory Reports
79
[ ` in Lacs ]
As at
31st March 2014
As at
31st March 2013
Notes 16 Current Investment
(Short term, other than trade, valued at cost)
Quoted equity shares *
39.02
39.02
Less : Provision for diminuƟon in the value of investment
24.44
23.88
14.58
15.14
307.97
-
322.55
15.14
27,476.62
47,927.63
Investments in mutual fund**
* Aggregate value of quoted investment ` 14.58 (Previous Year ` 15.14)
** 1,030,023.28 units @ NAV of ` 29.8996/unit, Cost : ` 3.10 crores, NAV : ` 3.08 crores.
Notes 17 Inventories
(At lower of cost and net realisable value)
Raw materials and stones
Work-in-progress *
Finished goods
[includes goods in transit ` Nil (Previous year ` 3442.62)]
455.02
20,779.28
3,505.40
27,307.23
31,437.04
96,014.14
* Include stock lying with third parƟes ` 23.29 (Previous year Rs 17,203.04). Closing stock excludes stock provided by third
parƟes amounƟng to ` 107.90 (Previous Year Rs. 86.60) as at the year end lying with us.
Notes 18 Trade receivables*
(Unsecured)
Debts outstanding for a period exceeding six months from the date they are due
for payment
- considered good
- considered doubƞul
Less: Provision for doubƞul debts
Other debts - considered good
2,949.86
50,619.78
-
-
2,949.86
50,619.78
-
-
2,949.86
50,619.78
68,299.12
345,363.40
71,248.98
395,983.18
*Same parƟes neƫng oī were made for common balances in Trade Receivables and Trade Payables. However, Out of the above
some may or may not be neƩed-oī by the banks, as the Trade Receivables may represents include both Discounted or Other
bills, which is in process by the Banks for neƫng-oī as per RBI guidelines.
80
[ ` in Lacs ]
As at
31st March 2014
As at
31st March 2013
Notes 19 Cash and cash equivalents
Cash on hand
116.83
325.13
702.28
6,251.35
9.27
9.37
23,197.41
97,505.04
24,025.79
104,090.89
865.80
1,410.75
Income tax (net of provision)
2,571.71
29.79
Foreign Currency Receivable
-
146.06
11,075.72
8,591.86
14,513.23
10,178.46
Balances with bank
- on current accounts
- on unpaid dividend account
Other bank balances
- on bank deposits *
* Bank Deposit are held as margin money against various Secured Short Term Borrowings.
Notes 20 Short Term Loans and Advances
(Unsecured and considered good)
Retail Loan (Gold loan receivable)
Other loan and advances
Notes 21 Other Current Assets
Interest accrued but not due on deposits and loans given
594.01
2,141.13
594.01
2,141.13
1,140,908.64
1,288,639.03
495.71
733.93
7,560.84
7,461.34
220.59
194.11
1.79
152.63
Notes 22 Revenue From OperaƟons
Sale of Products
Sale of Services:
- Job work charges
- Electricity Units
- Interest income from gold loan
- Interest income from other loan
Other operaƟng revenue
22.26
70.15
1,149,209.83
1,297,251.19
Gain on foreign exchange ßuctuaƟon (net)
27.19
10,393.03
Dividend Income
13.05
0.21
163.07
310.75
203.31
10,703.99
Notes 23 Other income
Miscellaneous Income
Statutory Reports
81
[ ` in Lacs ]
Year ended
31st March 2014
Year ended
31st March 2013
Notes 24 Cost of materials consumed
Opening stock
47,927.62
8,922.21
378,758.99
1,010,178.04
27,476.62
47,927.62
399,209.99
971,172.63
Gold Jewellery and arƟcles
189,321.65
103,868.69
480,535.47
143,829.11
10.52
29.70
669,867.64
247,727.50
455.02
20,779.28
3,505.40
27,307.24
- Work In Progress
20,779.28
14,708.32
- Finished Goods
27,307.24
36,821.13
(44,126.10)
(3,442.93)
1,516.07
2,815.41
ContribuƟon to Employee BeneÞt Funds
33.37
35.70
Staī welfare expense
46.20
30.85
Directors RemuneraƟon
40.92
1,154.80
1,636.56
4,036.76
Interest expense (net)
31,655.65
21,902.54
Other borrowing costs
1,718.89
1,897.82
33,374.54
23,800.36
Add: Purchases
Less :Closing stock
Notes 25 Purchases of stock-in-trade
Others
Notes 26 Changes in Inventories of Work-in-Progress & Finished Goods
Closing Stock
- Work In Progress
- Finished Goods
Less :
Opening Stock
Notes 27 Employee BeneÞts Expense
Salaries and wages
Notes 28 Finance Cost
82
[ ` in Lacs ]
Year ended
31st March 2014
Year ended
31st March 2013
Notes 29 Other expenses
Alloys and consumables consumed
21.97
18.99
110.42
144.27
1,397.14
-
278.75
539.32
63.73
37.60
- Machinery
8.60
11.37
- Others
2.94
69.19
Power and fuel
Loss on foreign exchange ßuctuaƟon (net)
Rent (refer Note 43)
Repairs & maintenance
- Building
Insurance
224.73
Debtors WriƩen oī
-
Less : Already Provided for
-
Provision for Doubƞul Advances
177.45
393.98
-
(393.98)
-
737.14
-
38.63
24.02
Sales promoƟon expenses
239.63
411.77
Legal and consultancy charges
293.21
328.14
Job work charges
105.12
264.70
34.84
26.41
333.42
414.40
Rates and taxes
Auditor remuneraƟon (Refer note 41)
Travelling expense
Provision for standard assets (Refer note 39)
Provision for NPA (Refer note 39)
Loss on Bullion Trading
Provision for diminuƟon in investment
Miscellaneous expenses
1.25
3.50
15.07
1.53
108,599.33
-
-
1.35
1,288.15
2,127.21
113,794.07
4,601.22
Notes 30 ExcepƟonal Item*
ExcepƟonal Losses on MerchanƟng TransacƟon
39,059.15
-
39,059.15
-
*The Company had sold diamonds of USD 171,508,700/- (approx INR 97,184.52) in the Financial Year 2012-13 to its customers
based in Hongkong under merchanƟng trade. Since there were no recovery from these customers from last one year, the
Company decided to take back the diamonds and returned it to the supplier. The Company negoƟated with the supplier however
since the company had availed volume discount at the Ɵme of purchase, the supplier had asked for reversal of discount oīered
earlier Þnally the supplier had agreed to take back the goods at mismatch @ 40% discount value only. Accordingly in the current
year the Company had incurred (approx INR 39,063.28) USD 62,350,015/- (converted @ 62.6516) loss on merchanƟng trade.
Notes 31 Current Taxes
Income tax for the year [Includes MAT Rs 1.93 (PY Rs 5,299.16)]
Adjustments / (credits) related to previous years - Net
(33.35)
5,416.20
6.07
-
(27.28)
5,416.20
Statutory Reports
83
[ ` in Lacs ]
32 The Company through its wholly owned subsidiary Shree Ganesh Jewellery House FZE, in the month of August 2013 entered
into an agreement for purchase of bullion from one of its supplier for 35 Tons quanƟty @USD 1,420/oz based on orders
in hand for bullion. However due to and due non-allowance and frequent changes in RBI policies for import of gold, the
Company could not import bullion and the Company had to rescind the contract in the month of October 2013 @USD
1,259/- oz and accordingly the company had incurred a loss of USD 180,820,029/- i.e. approx INR 108,599.33 (INR 60.059/USD). To fund the losses the subsidiary entered into an arrangement with the supplier for supply of diamonds on 30% COD
basis(30% equals the amount of loss) and balance on a credit period of approx 2 years.
Total losses suīered INR 108,599.33, of which the subsidiary of the Company had absorbed approx INR 49,522.85
(USD 82,456,536/-) to the extent of its net worth. The balance INR 59,076.47 is provisioned as doubƞul debt on account of
receivables from its subsidiary because of non-ability to pay the amount by its subsidiary.
Investment value of INR 6,157.63 appearing in the books of the Company is also provided for since the networth of the
subsidiary has become negaƟve due to loss incurred by them as explained above.
INR 253,234.93 shown as Long term non-current assets receivable from its subsidiary is because the same is sold by its
subsidiary to the party with whom bullion transacƟons was booked and subsequently cancelled and arrangement for supply
of bullion under 30% COD and balance on deferred payment basis i.e. on 2 years credit.
As explained above the company had incurred a total loss of INR 117,156 (PBT) in the current year. Further since the subsidiary
had sold goods of Approx INR 253,235 on a credit of 2 years. The company underwent a liquidity crunch and was not able
to pay towards liquidity dues, accordingly the Company had Þled a request with its bankers for composite Corporate Debts
restructuring for debts taken by the Company.
In the current Financial year, one of our wholly owned subsidiary Shree Ganesh Jewellery House (Ghana) Ltd. purchased gold
of approx 5.00 Kgs. However there was a theŌ, the Company has taken due steps to recover but has not recovered the same
yet.
As at
31st March 2014
As at
31st March 2013
Notes 33 EsƟmated Capital Commitments not provided for (Net of Advance)
Bank guarantee
Other Commitments
1,355.02
377.70
-
337.43
10,500.00
10,500.00
438,350.00
58,350.00
33,660.00
34,160.00
-
159,847.36
4,752.28
2,645.30
Notes 34 ConƟngent LiabiliƟes
i. Corporate Guarantees given
- on behalf of subsidiaries
- on behalf of holding Company by subsidiary
- on behalf of other group companies
ii. Bills Discounted
iii. Claims against the Company in respect of Sales Tax maƩers not
acknowledged as debts"
84
[ ` in Lacs ]
As at
31st March 2014
As at
31st March 2013
Notes 35 Basic and Diluted Earnings per share
(a) CalculaƟon of weighted average number of equity shares of Rs. 10 each for
basic earning per share.
Number of equity shares at the beginning of the year
Fresh Issue of Equity shares - Through PreferenƟal Allotment
Weighted average number of Equity Shares outstanding during the year for
basic EPS
(b) Net proÞt aƩributable to Equity Shareholders
(c) Basic and Diluted earnings per Equity Share (Rs.)
(Face value per Equity Share of Rs. 10 each)
64,826,485
60,682,485
7,080,000
4,144,000
70,352,732
60,705,192
(119,756.53)
46,886.50
(170.22)
77.24
64,826,485 (Previous Year 60,682,485) equity shares outstanding for 365 days, 5,800,000 equity shares outstanding for 299
days and 1,280,000 equity shares outstanding for 221 days (Previous Year 4,144,000 equity shares outstanding for 2 days).
Notes 36 The details of employee beneÞts for the year on account of gratuity
which is unfunded deÞned employee beneÞt plan is as under
(a) Component of Employer Expense
25.82
18.21
4.16
3.15
(6.83)
0.05
Total Expenses recognised in the Statement of ProÞt & Loss Account
23.15
21.41
Present value of DBO at the beginning of period
56.50
35.76
25.82
18.21
4.16
3.15
(6.83)
0.05
(12.70)
(0.67)
66.95
4.22
52.28
56.50
56.50
4.22
52.28
56.50
9.2% / 9.10%
8.30%
Interest cost
(b) Change in DeÞned BeneÞt ObligaƟon (DBO) during the year
Interest cost
BeneÞts Payments
Present Value of DBO at the year end
Current liability
Non current liability
Actuarial AssumpƟons
Discount Rate
The Gratuity expenses have been recognised as ‘Employee beneÞt expense’ under Note 27.
The esƟmates of future salary increases, considered in actuarial valuaƟons take account of inßaƟon, seniority, promoƟon and
other relevant factors such as supply and demand factors in the employment market.
Statutory Reports
85
[ ` in Lacs ]
(i)
(ii)
under common control with the
Company
Individuals owning (directly /
indirectly) an interest in the
voƟng power of the Company that
gives them control or signiÞcant
inßuence (also the key management
personnel)
(iii) Enterprises over which person
menƟoned in (ii) along with the
relaƟves are able to exercise
signiÞcant inßuence.
(with whom transacƟons have
occurred during the year)
(a)
2013-14
Umesh Parekh (HUF)
(a)
2012-13
Umesh Parekh (HUF)
(a)
Mr. Nillesh Parrekh- Chairman
(a)
Mr. Nillesh Parrekh- Chairman
(b)
(b)
(c)
Mr. Umesh Parekh Managing Director
Mrs. Kumud Parekh
(c)
Mr. Umesh Parekh Managing Director
Mrs. Kumud Parekh
(d)
Mr. Hitesh Dhinoja
(d)
Mr. Hitesh Dhinoja
(e)
(f)
(g)
(h)
(i)
(j)
(a)
Mr. Pranay Kumar Sureka
Mr. Manoj Dalal
Mr. Chintan Ojha
Mr. Karan Parekh
Mr. Nischay Parekh
Mr. Pratyush Kumar Sureka
Carvan CreaƟon Pvt. Ltd.
(e)
(f)
(g)
(h)
(i)
(j)
(a)
Mr. Pranay Kumar Sureka
Mr. Manoj Dalal
Mr. Chintan Ojha
Mr. Karan Parekh
Mr. Nischay Parekh
Mr. Pratyush Kumar Sureka
(b)
(b)
(c)
(c)
(d)
SwasƟk Wheat Products Agencies (d)
Private Limited
Dhanteras Estates Pvt. Ltd
(e)
(e)
Private Limited
Dhanteras Estates Pvt. Ltd
86
[ ` in Lacs ]
Name of the Party
Nature of TransacƟon
Year ended
31st March 2014
Year ended
31st March 2013
Notes 37 Consolidated statement of related party disclosures, as restated (conƟnued)
Share ApplicaƟon money received
-
570.00
Share ApplicaƟon money refunded
127.50
170.00
-
400.00
359.00
-
(359.00)
-
Rent Expense
-
269.66
Receivable/(Payable) as at the year end
-
40.94
6.00
6.00
Share ApplicaƟon money pending allotment
Loan Taken
Loans Receivable/(payable) outstanding
Dhanteras Estates Pvt Ltd
Rent Expense
(2.25)
(0.45)
Rent Expense
72.00
72.00
Sale of Motor car
94.05
-
3.50
6.00
Private Limited
Rent Expense
-
(0.45)
Chintan Ojha
RemuneraƟon
-
24.00
-
(6.00)
Repayment of loan Taken
-
0.50
RemuneraƟon
-
24.00
-
(6.00)
(151.36)
189.00
RemuneraƟon
-
216.00
-
(205.36)
Repayment of loan Taken
-
12.00
Hitesh Dhinoja
Karan Parekh
Kumud Parekh
Nillesh Parrekh
Client advance received
426.00
3,942.00
Repayment of Loan Taken
Loan Taken
2,416.95
1,650.00
1,083.73
(3,074.68)
RemuneraƟon including commission on proÞt
18.96
591.70
(5.46)
(335.26)
Nischay Parekh
RemuneraƟon
-
216.00
Pranay Kumar Sureka
RemuneraƟon
-
101.75
Pratyush Kumar Sureka
RemuneraƟon
-
101.75
Umesh Parekh(HUF)
(105.00)
(105.00)
Umesh Parekh
Loan Taken
236.50
4,549.00
Repayment of Loan Taken
531.75
2,671.00
1,632.75
(1,928.00)
RemuneraƟon including commission on proÞt
18.96
591.70
(5.46)
(357.62)
Statutory Reports
87
[ ` in Lacs ]
Notes 38 Segment informaƟon in accordance with AccounƟng Standard 17 prescribed by Companies (AccounƟng Standard) Rules, 2006.
The Company is engaged in the business of manufacture and sale of gold jewellery and other arƟcles of various designs/
speciÞcaƟon based on customer's requirements and the company's manufacturing faciliƟes are located in India. Further the
Company through its subsidiaries is engaged in generaƟon of solar power and lending against gold and other assets. The risk
and returns of the group are aīected predominantly by the fact that it operates in diīerent businesses i.e. Jewellery, Solar
Power & lending against gold and accordingly business segment have been considered as the primary segment informaƟon.
In view of the fact that the Company operates in diīerent geographical areas i.e domesƟc and export, the geographical segment
is considered as secondary segment informaƟon.
Segment informaƟon has been prepared in conformity with the accounƟng policies adopted for preparaƟon and presentaƟon
of the Þnancial statements of the Company.
Primary segment disclosures (Business Segments)
31st March 2014
31st March 2013
1
Segment revenue
Jewellery
Power Sector
Others
Other Unallocable Income
Total Revenue
2
Segment results
Jewellery
Power Sector
Others
Segment Total
Unallocated Income / ( Expense ) (net)
ExcepƟonal item
ProÞt Before Interest and TaxaƟon
Interest Expenses (Net)
ProÞt before taxaƟon
Less: Current tax
1,141,429.13
[ 1,289,008.39]
7,556.78
[ 7,473.89]
238.21
[ 356.53]
189.02
[ 11,116.37]
1,149,413.14
[ 1,307,955.18]
(78,860.83)
[ 71,215.91]
7,556.79
[ 7,464.08]
225.15
[ 356.54]
(71,078.89)
[ 79,036.53]
(16,760.30)
-[ 11,109.72]
(39,059.15)
[ 0.00]
(126,898.34)
[ 67,926.81]
33,374.54
[ 23,800.36]
(160,272.88)
[ 44,126.45]
(38,805.55)
-[ 2,166.18]
88
[ ` in Lacs ]
31st March 2014
31st March 2013
(121,467.33)
46,292.63
(1,710.80)
-[ 593.87]
(119,756.53)
[ 46,886.50]
ProÞt AŌer TaxaƟon before Minority Interests
Minority Interest
ProÞt AŌer TaxaƟon
3
Segment
Assets
Segment
LiabiliƟes
Other InformaƟon
Jewellery
Power Sector
Other
Segment Total
Unallocated Corporate Assets/LiabiliƟes
Advance Income Tax (Net)/Provision for Tax (Net)
Loan
Proposed Dividend
MAT Credit EnƟtlement
Deferred Tax Asset
Minority Interest
Total
382,440.93
68,486.48
[ 514,981.64]
[ 387,884.13]
45,819.31
191.49
[ 50,572.97]
[ 131.55]
68.63
0.30
[ 78.02]
[ 0.22]
428,328.87
68,678.27
[ 565,632.63]
[ 388,015.90]
25,819.18
3,182.98
[ 112,188.66]
-[ 14,511.10]
2,571.71
-
[ 29.79]
[ 0.00]
-
329,261.57
[ 0.00]
[ 99,627.30]
-
-
[ 0.00]
[ 1,944.79]
-
-
[ 0.00]
[ 330.52]
10,923.00
-
[ 11,026.68]
[ 0.00]
41,782.58
-
[ 3,004.43]
[ 0.00]
-
5,911.99
[ 0.00]
[ 7,750.31]
509,425.34
407,034.81
[ 691,882.19]
[ 483,157.72]
Statutory Reports
89
[ ` in Lacs ]
Jewellery
Power Sector
Capital
Expenditure
2,535.80
-
[ 3,052.75]
[ 2,561.37]
[ 0.00]
2,823.49
6,064.66
-
[ 1,782.82]
[ 6,471.52]
[ 0.00]
8.13
17.52
-
[ 11.52]
[ 14.44]
[ 0.00]
4,697.46
8,617.97
-
[ 4,847.09]
[ 9,047.33]
[ 0.00]
Secondary Disclosure (Geographical Segments)
1
31st March 2013
- Within India
294,333.30
[ 183,265.98]
- Outside India
854,890.81
[ 1,123,501.79]
189.03
-[ 7,056.08]
1,149,413.14
[ 1,299,711.69]
- Within India
213,742.83
[ 254,457.98]
- Outside India
295,682.51
[ 437,424.21]
Total
509,425.34
[ 691,882.19]
4,460.82
[ 4,047.67]
236.64
[ 799.42]
4,697.46
[ 4,847.09]
Total
3
31st March 2014
Revenue from external customers by locaƟon of customers
- Unallocated
2
SigniÞcant non
cash expenses
other than
depreciaƟon and
amorƟsaƟon
1,865.84
Others
Segment Total
DepreciaƟon
Carrying amount of Segment Assets by locaƟon of assets
Cost to acquire tangible and intangible Þxed assets by locaƟon of assets
- Within India
- Outside India
Total
90
[ ` in Lacs ]
Notes 39 Provision for Standard and Non Performing Assets as per PrudenƟal Norms :
As per the Non - Banking Financial (Non Deposit AccepƟng / Holding ) Companies PrudenƟal Norms (Reserve Bank) DirecƟons,
2007, the Company has made provisions for standard assets as well as non performing assets as per the table below :
Year ended
31st March 2014
Year ended
31st March 2013
Provision for Non-Performing Assets
Substandard Assets
Doubƞul Assets
Total Non-Performing Assets
Provision at the beginning of the year
AddiƟonal provision made during the year
Provision at the close of the year
Provision for Standard Assets
Standard Assets
Provision at the beginning of the year
AddiƟonal provision made during the year
Provision at the close of the year
156.96
3.00
159.96
1.53
15.07
16.60
7.65
7.65
1.53
1.53
1,403.84
4.37
1.25
5.62
1,406.24
0.85
3.52
4.37
Notes 40 AddiƟonal disclosures as required by circular no DNBS.CC.PD.
No.265/03.10.01/2011-2012 dated March 21, 2012 issued by the
Reserve Bank of India:
Total Gold Loan Porƞolio
Total Assets
Gold Loan Porƞolio as a percentage of total assets
705.84
1,896.80
37%
1,403.10
1,847.34
76%
23.27
2.06
9.51
34.84
21.74
1.50
3.17
26.41
Notes 41 Auditor's RemuneraƟon includes
- As auditor
- For taxaƟon maƩer
- For other services
42 Based on the informaƟon available with the Company, there are no dues to micro and small enterprises under the Micro,
Small and Medium Enterprises Development Act, 2006
43 The Company has taken an oĸce and other premises on operaƟng lease. Minimum lease payment charged during the
year to the Statement of ProÞt and Loss account aggregated to ` 278.75 (Previous year ` 539.32)
44 The Company gives loan against Gold/Property as a security. The Gold held as security consisƟng Gross Weight 50,745.69
gm (P.Y.82,996.20 gm), Net Weight 42,496.19gm (P.Y. 72,581.02 gm) and is valued at ` 1,338.67 (P.Y. ` 2,247.54/-) (G.W)
and ` 1,121.05 (P.Y. ` 1,965.49/-) (N.W ) as on 31.03.2013.
45 The previous year's Þgures have been regrouped or reclassiÞed wherever necessary to conform with the current year's
presentaƟon.
PraƟk Niyogi
Partner
Place: Kolkata
Nillesh Parrekh
Chairman
Umesh Parekh
Managing Director
Ashok Prakash Sahni
Mukund Chandak
Company Secretary

Notes to Financial Statementsfor - Shree Ganesh Jewellery House Ltd.

Transcription

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