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Directors Report of Ganon Products Ltd.
Mar 31, 2025
Your directors have pleasure in presenting the 40th Annual Report on the business and operations of the Company
and the accounts for the financial year ended March 31,2025.
Business Performance and Financial Highlights
Certain key aspects of the Companyâs performance during financial year ended March 31,2025, as compared to
previous financial year are summarized as below:
|
Particulars |
Rs. In Lakhs (Except EPS) |
|
|
2024-25 |
2023-24 |
|
|
Gross Operating Income |
1,707.35 |
2,790.36 |
|
Add: Other Income |
187.03 |
140.95 |
|
Total Income |
1,894.38 |
2931.00 |
|
Profit Before Interest, Depreciation and Exceptional items |
1978.68 |
2967.61 |
|
Less: Finance Charges |
90.15 |
53.04 |
|
Less: Provision for Amortization and Depreciation |
- |
- |
|
Profit Before Exceptional Items |
5.86 |
16.74 |
|
Less: Exceptional Items |
- |
- |
|
Net Profit / (Loss) Before Tax |
5.86 |
16.74 |
|
Less: Current Tax |
1.50 |
4.00 |
|
Less: Deferred Tax Liability / (Asset) |
- |
- |
|
Net Profit / (Loss) After Tax |
4.36 |
12.74 |
|
Other Comprehensive Income (OCI) |
- |
- |
|
Total Comprehensive Income |
4.36 |
12.74 |
|
EPS |
0.05 |
0.14 |
Operational Review
During the year under review, Company achieved a good number of Sales. The total income of the company for the
said period decreased by Rs. 1036.62 Lakhs and stood at Rs. 1,894.38 Lakhs as against Rs. 2,931 Lakhs in the
last year. The net profit after tax during the year is Rs. 4.36 lakhs as compared to net loss after tax for the previous
financial year stood at Rs. 12.74.
In terms of the Ministry of Corporate Affairs (MCA) notification dated February 16, 2015, the Company has adopted
IND-AS in its financial reporting effective FY 2017-18.
Dividend
The Board of Directors of your Company do not recommend any Dividend on equity shares for the FY 2024-25.
Transfer to Reserves
During FY 2024-25, no amount has been transferred to the general reserves / retained earnings of the Company.
Share Capital
The Paid-up Equity Share Capital of the Company as on March 31,2025 is Rs. 933.10 lakhs comprising 93,31,000
Equity shares of Face Value of Rs. 10/- each. During the year under review, Your Company does not have any
Employee Stock Option Scheme or Employee Stock Purchase Scheme.
Internal Financial Control Systems and its adequacy
The Company has adequate internal financial controls and procedures commensurate with its size and nature of
operations with reference to financial statements. During the year such controls were tested and no reportable
material weaknesses in the design or operation were observed.
Stock Exchange Listing & Compliances
The Equity Shares of your company are continued to be listed on Bombay Stock Exchange Limited, Mumbai. The
company confirms that the Annual Listing fees to Bombay Stock Exchange Limited has been paid and is up to date.
NSDL & CDSL, Depositories are providing their services to our valued shareholders/ members. Your company has
paid Annual Fees to all of them for the financial year 2024-25.
Public Deposits
During the year under review, company has not accepted any deposits from public within the meaning of Chapter V
of the Companies Act, 2013 (âThe Actâ).
Joint Ventures or Associates or Subsidiary Companies
During the period under review, the company has no joint ventures, associates or subsidiary company
Significant or Material Orders passed by Regulators / Courts
During the year under review, no significant or material orders were passed by the Regulators or Courts or Tribunals
which impact the going concern status and the Companyâs operations in the future.
Secretarial Standards
During the year under review, your Company has complied with all the applicable standards. The same has also
been confirmed by Secretarial Auditors of the Company. Company has conducted all of its meetings of Board and
relevant committee meetings and drafted its minutes in accordance with the SS-1 and SS-2 standards issued by the
Institute of Company Secretaries of India.
Business Risk Management
Pursuant to Section 134(3)(n) of the Companies Act, 2013, the Company has constituted a Business Risk Management
Committee. The details of the committee and its terms of reference are set out in the Corporate Governance Report
forming a part of the Boardâs report. At present, there are no risks which, in the opinion of the Board, threaten the
existence of the Company.
Vigil Mechanism / Whistle Blower Policy
Pursuant to the provisions of Sections 177(9) and (10) of the Companies Act, 2013, and Regulation 22 of Listing
Regulations, your Company has established a vigil mechanism for the Directors and employees of the Company to
report concerns about unethical behavior, actual or suspected incidents of fraud or violation of Code of Conduct. The
details of the vigil mechanism whistle blower policy are provided in the Corporate Governance Report. The Code of
Conduct is also uploaded on the website of the Company.
Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo
The details of conservation of energy, technology absorption, foreign exchange earnings and outgo as required to be
disclosed under Section 134(3)(m) of the Companies Act 2013 read with Rule 8 of the Companies (Accounts) Rules
2014 are appended as Annexure I.
Corporate Governance and Management Discussion and Analysis Report
Pursuant to Regulation 34 and 34 (3) of the Listing Regulations, the Corporate Governance Report together with the
certificate from the Auditors of the Company regarding compliance with the requirements of Corporate Governance
and Management Discussion and Analysis Report, which form an integral part of this Report, is set out as Annexure
II and Annexure III respectively.
Particulars of Employees
Particulars of employees in accordance with the provisions of Section 197 of the Companies Act, 2013, read with
Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are not given,
as there are no employees in the Company drawing remuneration of more than Rs. 8,50,000/- rupees per month
and Rs. 1,02,00,000/-per annum.
Board Evaluation
Pursuant to the provisions of the Companies Act, 2013 and Regulation 17 of the Listing Regulations, the Board
has carried out an annual performance evaluation of its own performance, the directors individually as well as the
evaluation of the working of the Committees. The way the evaluation has been carried out has been explained in the
Corporate Governance Report.
Remuneration Polic:
Pursuant to Section 178 of the Companies Act, 2013, The Board has on the recommendation of the Nomination and
Remuneration Committee, framed a policy for selection and appointment of Directors, Senior Management and their
remuneration.
Prevention, prohibition and redressal of sexual harassment at workplace
In order to prevent sexual harassment of women at workplace, your Company has adopted a policy for prevention of
Sexual Harassment of Women at workplace and has set up an Internal Committee under the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 to look into the complaints relating to sexual
harassment at workplace of any woman employee. During the year under review, your Company has not received
any complaint pertaining to sexual harassment and no complaint was pending as on March 31,2025.
Industrial Relations
The industrial relations with staff and workers during the year under review continue to be cordial.
Particulars of loans, guarantees or investments under Section 186
The Company has not given any loans covered under the provisions of Section 186 of the Companies Act, 2013. The
details of guarantees and investments made by Company are given in the notes to the financial statements.
Corporate Social Responsibility (CSR)
The CSR initiatives of the Company are aligned with the business strategies. During the year under review, provisions
relating to the Corporate Social Responsibility were not applicable to your Company. Accordingly, no CSR committee
has been formed for the year.
Directorsâ Responsibility Statement
Pursuant to Section 134(3)(c) and 134(5) of the Companies Act, 2013, your Directors confirm that -
(a) in the preparation of the annual accounts, the applicable accounting standards have been followed along with
proper explanation relating to material departures, if any;
(b) the directors have selected such accounting policies and applied them consistently and made judgments and
estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the
Company as at March 31,2025 and of the loss of the Company for the year ended on that date;
(c) the directors have taken proper and sufficient care for maintenance of adequate accounting records in
accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;
(d) the annual financial statements have been prepared on a going-concern basis;
(e) the directors have laid down internal financial controls to be followed by the Company and that such internal
financial controls are adequate and were operating effectively.
(f) the directors have devised proper systems to ensure compliance with the provisions of all applicable laws and
that such systems were adequate and were operating effectively.
Declaration by Independent Directors
The Independent Directors have given the declaration pertaining to the criteria of independence as per Section 149
(6) of the Act. The Company has provided suitable training to independent directors to familiarize them with the
Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates
and business model of the Company.
Board of Directors and Key Managerial Personnel
The Board of Directors of the Company is duly constituted, maintaining proper balance of Executive, Independent
Non-Executive Directors and Women Director.
As per the provisions of Companies Act, 2013, Ravindra Gopale by rotation at the ensuing AGM and being eligible,
seeks re-appointment. Brief profile of the director being re-appointed or appointed as required under regulation
36(3) of listing regulations and secretarial standards on general meetings are provided in the Notice of Forth coming
Annual General Meeting of the company.
Further after conclusion of F.Y. 2024-25 and before this 40th Annual General Meeting, the board of directors
appointed Mrs. Rashmi Ranjeet Kumar as Additional Non-Executive Independent Director of the Company w.e.f.
03rd September, 2025 and proposal for his regularization also been proposed to the shareholders for their approval
w.e.f. 30th September, 2025.
Ms. Priya Goyal has appointed as Company secretary and Compliance officer of the Company w.e.f. 01st Jully, 2025
Ms. Gayatri Sapkal has appointed as Additional Non-Executive and Non-Independent Director of the Company w.e.f.
12th May, 2025
Mr. Sanjay Sood and Ms. Roopal Sood have resigned as non-executive independent Director w.e.f. 20th March, 2025.
Mr. Anand Mahadevan has appointed as Additional Non-Executive Independent Director w.e.f. 20th March, 2025 and
proposal for his regularization also been proposed to the shareholders for their approval w.e.f. 30th September, 2025.
Ms. Pooja Shah has resigned as Director w.e.f. 10th February, 2025
Mr. Abhijeet Kacharu Jagtap has appointed as Additional Executive Director w.e.f. 21st January, 2025 and proposal
for his regularization also been proposed to the shareholders for their approval w.e.f. 30th September, 2025.
Mr. Tanmay Ashok Karwal has appointed as Additional non-executive non-independent Director w.e.f. 21st January,
2025 and proposal for his regularization also been proposed to the shareholders for their approval w.e.f. 30th
September, 2025.
Mr. Rachit Sinha has appointed as Company secretary of the Company w.e.f. 29th August, 2024 and resigned as
Company Secretary of the Company w.e.f. 15th September, 2024.
Mr; Jay Nareshbhai Sanghvi has resigned as Company Secretary of the Company w.e.f. 02nd June, 2024.
All the Independent, Non-executive Directors of the Company have given declarations that they meet the criteria of
independence as prescribed under Section 149(6) of the Act and Regulation 16(1)(b) of Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (ââListing Regulationsâ) and that
they are not aware of any circumstance or situation, which exist or may be reasonably anticipated, that could impair
or impact their ability to discharge duties with an objective, independent judgment and without any external influence.
In the opinion of the Board, all Independent Directors are independent of the management.
Number of Board Meetings
During the year under review, 5 (Five) Board Meetings and 13 (Thirteen) Committee Meetings were convened
and held, the details of which are given in the Corporate Governance Report. The maximum gap between any two
consecutive Board meetings did not exceed 120 days.
Material Changes and Commitments
There have been no material changes and commitment which affect the financial position of the company which have
occurred between the end of the financial year to which the financial statements relate and the date of this report.
Particulars of contracts or arrangements with Related Parties:
Particulars of every contract or arrangement entered into by the Company with related parties referred to in sub¬
section (1) of Section 188 of the Companies Act, 2013, including certain armâs length transactions, under third
proviso thereto are disclosed in Form No. AOC-2 at Annexure IV.
Statutory Auditors and Auditorâs Report
M/s. L K J AND ASSOCIATES LLP (Formerly Known as R V Luharuka & Co LLP), Chartered Accountants (ICAI Firm
Registration 105662W/W100174) were reappointed as Statutory Auditors of the Company for a period of 5 (five)
years commencing from the conclusion of 38th Annual General Meeting till the conclusion of 43rd Annual General
Meeting of the Members of the Company, at a remuneration to be fixed by the Board of Directors every year in
consultation with the auditors. The Board have proposed reappointment of the Statutory Auditors for a period of 5
(five) years.
The Statutory Auditors have issued their reports on Financial Statements for the financial year ended 31st March
2025. There are no adverse remarks or qualifications in the said report. The Notes on Accounts referred to in the
Auditorsâ Report are self-explanatory and do not call for any further comments.
However, M/s. L K J AND ASSOCIATES LLP (Formerly Known as R V Luharuka & Co LLP), Chartered Accountants
the Statutory Auditor of the Company has resigned before the completion of their term w.e.f. 16th June, 2025, the
Board of Directors in their meeting held on 10th July, 2025, proposed the name of M/s. Vijay Darji & Associates. to
be appointed as the new Auditors of the Company, which is subject to the approval of the members in the upcoming
Annual General Meeting.
Details of Fraud Reporting by Auditors
As per Auditors report, no fraud under Section 143(12) of the Companies Act, 2013 and rule 13(3) of the Companies
(Audit and Auditors) Rules, 2014 is reported by the Auditor.
Boards comment on the Auditors Report
The observations of the statutory auditors when read together with the relevant notes to the accounts and accounting
policies are self-explanatory and do not call for any further comments.
Secretarial Audit Report
In terms of Section 204 of the Act and rules made there under, HRU & Associates, Practicing Company Secretary,
has been appointed Secretarial Auditor of the Company for the year 2024-25. The Secretarial Audit report issued by
them in Form No. MR-3 is enclosed at Annexure V to this report. The qualifications in the Secretarial Auditorâs report
for the year 2024-25 have been appropriately dealt with at the respective areas.
General
No disclosure or reporting is required in respect of the following items as there were no transactions during the year
under review:
1. Details relating to deposits covered under Chapter V the Act.
2. Issue of equity shares with differential rights as to dividend, voting or otherwise.
3. Issue of shares (including sweat equity shares) to employees of the Company under any scheme
4. No significant or material orders were passed by the regulators or court or tribunals which impact the going
concern status and Companyâs operation in future.
Acknowledgements
The Company wishes to place on record its sincere appreciation of all, with whose help, co-operation and consistent
efforts, the Company is able to achieve these results.
For and on behalf of the Board of Directors
Madanlal Goyal
Chairman and Director
Place: Mumbai
Date: 03rd September, 2025
Mar 31, 2024
Your Directors are pleased to present their 39th Annual Report of Ganon Products Limited together with the Audited
Statement of Accounts for the financial year ended 31st March 2024:
Financial Performance
The summarized results of your Company are given in the table below
(Amount in Lakh)
|
Particulars |
Financial year ended |
Financial year ended |
|
Total Income |
2931.31 |
1409.28 |
|
Profit/(loss) before Interest, |
70.00 |
51.36 |
|
Depreciation & Tax (EBITDA) |
||
|
Finance Cost |
53.04 |
49.38 |
|
Depreciation |
- |
- |
|
Prior Period Expenses |
- |
- |
|
Provision for Income Tax (including for |
4.00 |
0.50 |
|
earlier years) |
||
|
Net Profit/(Loss) After Tax |
12.74 |
1.48 |
|
Profit/(Loss) brought forward from |
0.00 |
0.00 |
|
Less : Proposed Dividend |
0.00 |
0.00 |
|
Less : Corporate Dividend Tax |
0.00 |
0.00 |
|
Profit/(Loss) carried to Balance Sheet |
12.74 |
1.48 |
OPERATIONS AND FUTURE PLANS
During the year under review the revenue from the operation is Rs. 2790.36 Lakh and other income is Rs.140.95
Lakh in comparison to Rs. 1274.02 Lakh revenue and other income of Rs. 135.26 Lakh in previous year.
Further Company has earned a net profit after tax of Rs. 12.74 Lakh in comparison to Rs. 1.48 Lakh in previous year.
Directors are hopeful that the results will be more encouraging in the near future.
BUSINESS REVIEW/ STATE OF THE COMPANY''S AFFAIRS
Ganon Products Limited is involved in trading activity of Multiple Commodities like Cotton, steels, Fabric, Thermal
coal etc. and we are looking forward to meet the rising demand of Cotton, Fabric, Coal, Steel, Metals domesticallyand
internationally. We procure the material from local Suppliers as well as from foreign suppliers and sale it in domestic
market and international market.
Over the past few years, Company has accumulated a strong and healthy market trust through the simple principlethat
we follow: EARN TRUST WITH BUSINESS.
DIVIDEND
Your directors have not recommended any Dividend for the financial year ended 31st March 2024 in order topreserve
resources in the Company.
SHARE CAPITAL
As on 31st March 2024 Authorized Share Capital of the Company stood at Rs. 10,00,00,000/- (Rupees Ten Crores
Only) divided into 1,00,00,000 (One Crore) Equity Shares of Rs. 10/- (Rupees Ten only) each.
As on 31st March 2024 Paid-up Equity Share Capital of the Company stood at Rs. 9,33,10,000 (Rupees Nine Crores Thirty
Three Lakhs Ten Thousand Only) divided into 93,31,000 (Ninety Three Lakhs Thirty One Thousand) Equity Shares
of Rs. 10/- (Rupees Ten Only) each.
RESERVE
The Accumulated Reserve of the Company is Rs. 163.76 Lakh as on 31st March 2024 inclusive of profit after tax of Rs.
12.74 Lakh earned during the financial year 2023-24.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
Board Evaluation
Pursuant to the provisions of the Companies Act, 2013 read with the Rules made thereunder and SEBI (Listing
Obligations & Disclosure Requirements) Regulation, 2015, the Board has carried out an annual performance
evaluation of its own performance, the directors individually as well as the evaluation of its various Committees.The
criteria applied in the evaluation process are detailed in the Corporate Governance Report which forms part of this
report.
Meetings of the Board
During the year ended 31st March 2024 Six (6) Board Meetings were held by the Company on 15th April 2023,30th May
2023, 14th August 2023, 07th September 2023, 09th November 2023, and 13th February 2023.
The Board of Directors of the Company is headed by a Non-Executive Chairman and consist of the following Directors
as on 31st March 2024 as indicated below:
|
Sr. No. |
Name of the Director |
Category |
|
1. |
Mr. Madanlal Goyal |
Non-Executive Director |
|
2. |
Mr. Ravindra Haribhau Gopale |
Wholetime Director & CFO |
|
3. |
Mr. Sanjay Sood |
Independent Director |
|
4. |
Mrs. Roopal Sood |
Independent Director |
|
5. |
Ms. Pooja Nirav Shah |
Director |
Mr. Ravindra Haribhau Gopale have been appointed as CFO of the Company w.e.f. 15th April 2023.
Board Meeting held during Financial Year 2023-24
|
Dates on which the Board Meetings were held |
Total Strength of |
No. of Directors Present |
|
15 th April, 2023 |
5 |
5 |
|
30th May, 2023 |
5 |
5 |
|
14th August, 2023 |
5 |
5 |
|
07th September, 2023 |
5 |
5 |
|
09th November, 2023 |
5 |
5 |
|
13th February, 2024 |
5 |
5 |
The gap between any 2 (Two) meetings did not exceed 120 (One Hundred Twenty) days.
COMMITTEES OF THE BOARD
Presently Company has constituted three (3) Committees of the Board namely Audit Committee, Nomination and
Remuneration Committee & Stakeholders'' Relationship Committee. The detailed composition of various Committees
is elucidated below:
Audit Committee
As on 31st March 2024 the composition of the Audit Committee of the Company was as follow:
|
Name of the Member |
Designation |
Category |
|
Mr. Sanjay Sood |
Chairman |
Independent, Non-Executive Director |
|
Mrs. Roopal Sood |
Member |
Independent, Non-Executive Director |
|
Mr. Madanlal Goyal |
Member |
Non-Executive Director |
The recommendations of the Audit Committee are always welcomed and accepted by the Board & all the steps
impacting the financials of the Company are undertaken only after the consultation of the Audit Committee.
The Meeting(s) of the Audit Committee held on 30th May, 2023, 14th August, 2023, 09th November, 2023 and 13th
February,2024.
Nomination & Remuneration Committee
As on 31st March 2024 the composition of the Nomination and Remuneration Committee of the Company was as
follow:
|
Name of the Member |
Designation |
Category |
|
Mr. Sanjay Sood |
Chairman |
Independent, Non-Executive Director |
|
Mrs. Roopal Sood |
Member |
Independent, Non-Executive Director |
|
Mr. Madanlal Goyal |
Member |
Non-Executive Director |
The Meeting(s) of the Nomination and Remuneration Committee held on 15th April,2023 and 09th November, 2023.
Nomination and Remuneration Committee Policy
The Board on the recommendation of the Nomination & Remuneration Committee has framed a policy for selection
and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy is annexed as
âAnnexure Iâ to this report.
Stakeholders'' Relationship Committee
The said Committee oversees all the matters relating to Stakeholders'' grievances/complaints and to review registerof
transfer for shares in physical mode. The role of the Committee is to consider & resolve securities holders'' complaint.
As on 31st March 2024 the composition of the Stakeholder''s Relationship Committee of the Company was as follow:
|
Name of the Member |
Designation |
Category |
|
Mr. Sanjay Sood |
Chairman |
Independent, Non-Executive Director |
|
Mrs. Roopal Sood |
Member |
Independent, Non-Executive Director |
|
Mr. Madanlal Goyal |
Member |
Non-Executive Director |
The Meeting of the Stakeholder''s Relationship Committee held on 07th September, 2023.
MEETING OF INDEPENDENT DIRECTOR:
The Meeting of the Independent Director held on 07th September, 2023.
DECLARATION OF INDEPENDENCE FROM INDEPENDENT DIRECTORS
All Independent Directors of the Company have individually and severally given a declaration pursuant to Section
149(7) of the Companies Act, 2013 affirming compliance to the criteria of Independence as laid down under Section
149(6) of the Companies Act, 2013. Based on the declaration(s) of Independent Directors, the Board of Directors
recorded its opinion that all Independent Directors are independent of the Management and have fulfilled the
conditions as specified in the Companies Act, 2013, rules made thereunder as well as applicable provisions of theSEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Companies Act, 2013, the Directors of your Company affirm that:
in the preparation of the annual accounts, the applicable Indian Accounting Standards had been followed alongwith
proper explanation relating to material departures;
the directors had selected such accounting policies and applied them consistently and made judgments and estimates
that are reasonable and prudent so as to give a true and fair view of the state of affairs of the companyat the end of the
financial year and of the profit and loss of the company for that period;
the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance
with the provisions of this Act for safeguarding the assets of the company and for preventing anddetecting fraud and
other irregularities;
the directors had prepared the annual accounts on a going concern basis;
the directors had laid down internal financial controls to be followed by the company and that such internal
financial controls are adequate and were operating effectively and
the directors had devised proper systems to ensure compliance with the provisions of all applicable laws andthat
such systems were adequate and operating effectively.
CHANGE IN THE NATURE OF BUSINESS
During the period under review, there was no change in the nature of business of the Company.
ANNUAL RETURN
Pursuant to the provisions of Section 134(3)(a) of the Act, the Annual Return in form MGT-7 for the Company for the
financial year 2023-24 will be available on the Company''s website i.e. http://www.ganontrading.com/.
PARTICULARS OF CONTRACTS/ ARRANGEMENTS WITH RELATED PARTY
During the financial year under review, your Company had entered into related party transactions which were on an
arm''s length basis and in the ordinary course of business. There were no material transactions with any relatedparty
as per the provisions of Section 188 of the Act read with the Companies (Meetings of Board and its Powers)Rules,
2014 and Regulation 23 of the SEBI Listing Regulations.
All related party transactions were approved by the Audit Committee of your Company. Particulars of related party
transactions are listed out under the notes to the financial statements forming part of this Annual Report.
The policy on related party transactions is available on the Company''s website i.e. www.ganonproducts.com
AUDITORS & THEIR REPORT
Statutory Auditor
M/s. R V Luharuka & Co LLP , Chartered Accountants (ICAI Firm Registration 105662W/W100174) were reappointed
as Statutory Auditors of the Company for a period of 5 (five) years commencing from the conclusion of 38th Annual
General Meeting till the conclusion of 43rd Annual General Meeting of the Members of the Company, at a remuneration
to be fixed by the Board of Directors every year in consultation with the auditors. The Board have proposed
reappointment of the Statutory Auditors for a period of 5 (five) years.
The Statutory Auditors have issued their reports on Financial Statements for the financial year ended 31 st March
2024. There are no adverse remarks or qualifications in the said report. The Notes on Accounts referred to in the
Auditors'' Report are self-explanatory and do not call for any further comments.
Secretarial Auditor
In compliance with the provisions of Section 204 of the Companies Act, 2013 read with Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors has appointed M/s. Akshay Sharma &
Associates, Practicing Company Secretary as Secretarial Auditor of the Company to undertake Secretarial Audit of the
Company for the financial year ended 31st March 2024. The Secretarial Audit Report is attached herewith marked as
âAnnexure IVâ and forms an integral part of this report.
Internal Auditor:
The provisions of section 138 of Companies Act, 2013 are applicable to the company and the company has not
appointed the Internal Auditor even till date thereby non-complaint. The management has reported that the company
is in the process of complying with the same by taking the task on hand and taking necessary action to ensure its
timely compliance in future.
RISK MANAGEMENT
Risk Management is a risk-based approach to manage an enterprise, identifying events that may affect the entity and
manage risks to provide reasonable assurance regarding achievement of entity''s objective. The risk management
process consists of risk identification, risk assessment, risk prioritization, risk treatment or mitigation, risk
monitoring and documenting the new risks. The Company has laid a comprehensive Risk Assessment and
Minimization Procedure, which is reviewed by the Audit committee and approved by the Board from time to time.
These procedures are reviewed to ensure that executive management controls risk through means of a properly
defined framework. In the opinion of your Board, none of the risks which have been identified may threaten the
existence of the Company.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has in place an adequate budgetary control system and internal financial controls with reference to
financial statements. No reportable material weaknesses were observed in the system during the previous fiscal.
Further, the Company has laid down internal financial control policies and procedures which ensure accuracy and
completeness of the accounting records and the same are adequate for safeguarding of its assets and for prevention
and detection of frauds and errors, commensurate with the size and nature of operations of the Company. The policies
and procedures are also adequate for orderly and efficient conduct of business of the Company.
PUBLIC DEPOSITS
The Company has not accepted any deposit from the public and from its Member within the meaning of section 73of
the Companies Act, 2013 and the rules made there under.
PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS BY THE COMPANY UNDER SECTION 186
Details of Loan, Guarantees and Investments covered under the provisions of the Act, are disclosed in the notes to
the Financial Statements.
MATERIAL CHANGES AFFECTING THE FINANCIAL POSITION OF THE COMPANY
There were no material changes and commitments affecting the financial position of the Company have occurred
between the period ended 31st March 2024 to which financial results relate and the date of the Report.
CORPORATE SOCIAL RESPONSIBILITY
The provisions as laid down in the Section 135 of the Companies Act, 2013 are not applicable to the Company, hence
no such Committee has been formed. However, Company had always tried in its best possible ways to involve itself
in social development activities.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
There are no significant and material orders passed by the Regulators/Courts which would impact the going
concern status of the Company and its future operations.
MANAGEMENT DISCUSSION AND ANALYSIS
The information, as required under SEBI (Listing Obligations & Disclosures Requirements) Regulations, 2015 is as
under:-
Ganon Products Limited is mainly engaged in TradingBusiness of Commodities more specifically in Cotton, Fabrics,
Steel, Metal, Coal etc domestically and internationally. The Company is exploring various options to improve margins
of the Company, by having tight control on expenses & exploring various business activities. Despite various adverse
factors we firmly believe that Indian economic will grow this presents vast opportunities for us to grow our
businesses in the medium to long term, though short-term pain remains a possibility. We further believe the policy of
liberalization and forward-looking regulatory changes will help markets grow in size. While positive Government
policies and regulatory changes do enlarge the scope of opportunities for all sector in which Company operate and
companies, lack of or delay in reforms or certain regulatory changes can significantly impact the performance or make
an existing business modelunviable. The growth in the all sector is very good and Management expects better results
in forth coming year. The company is planning to venture into trading of other merchandise products through the
existing chain of Wholesellers and retailers.
INDUSTRY STRUCTURE AND DEVELOPMENTS
The Global Economy including both developed and emerging countries is showing signs of growth with improved
market confidence, recovering in commodity prices and pickup in manufacturing and Trade. Although the growth
prospects face various challenges like conflicts, protectionist attitude of developed economies etc., Going Forward,
global growth is projected to edge up but at a slower pace.
India is one of the fastest growing economy in the world and is expected to grow at a faster pace in the coming year
on the backdrop of strong domestic consumption, policy reforms, and government spending on infrastructure.
In view of the aforesaid global & domestic scenarios the International Trading Industry shown an almost stagnant
performance and is expected to grow in the coming years due to the various pragmatic initiatives of the Indian
Government and expected revival of the Global Economy.
OPPORTUNITIES & THREATS
With the reform oriented and business friendly government at the center and India among the fastest developing
economy of the world, the opportunities for the company appears to be endless. However the trading industry may
face the risk of imposition of a ban on import/export of a commodity by the government of any country, decrease in
consumer demand, price war among key competitors. The COVID 19 pandemic situation has impacted lot in the
business of the Company and further gradual reduction in the profit of the Company. Still the World / Country has
not completely came out from the COVID 19 pandemic situation.
SEGMENT PERFORMANCE
The Company operates into single segment i.e. Trading Industry henceforth information in respect of Segment
Performance does not applicable to the Company.
OUTLOOK:
With the global economy appearing to be on the path of revival and with the high-income economies showing signs of
firm recovery after years of low growth and/or recession, the outlook for the International Trading Industry in
particular and Trading Industry in general appears to be bright. The stable and growth-oriented Government at the
Center and its initiatives like make-in-India, digitalization, GST Implementation in Indirect Tax Regime, ONE Tax ONE
India will benefit the domestic economy. In view of the aforesaid the outlook of the Company also appears tobe bright.
RISKS AND CONCERNS:
These aspects have been mentioned under the Heading âOpportunities and Threatsâ.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:
The Company has an effective and reliable internal control system commensurate with the size of its operations. At
the same time, it adheres to local statutory requirements for orderly and efficient conduct of business, safeguarding
of assets, the detection and prevention of frauds and errors, adequacy and completeness of accounting records and
timely preparation of reliable financial information. The efficacy of the internal checks and control systems is
validated by self-audits and internal as well as statutory auditors.
DISCUSSION ON FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE:
Share Capital:
During the year under review, there is no change in the share capital of Company.
Reserves and Surplus:
The Reserve and Surplus of Company on Standalone Basis is Rs. 163.76 Lakh as on period ended on 31st March,
2024.
Total Income:
The Company has earned total Income Rs. 12.74 Lakh on Standalone Basis as on period ended on 31st March,
2024.
MATERIAL DEVELOPMENTS IN HUMAN RESOURCES / INDUSTRIAL RELATIONS FRONT. INCLUDING
NUMBER OF PEOPLE EMPLOYED:
Your Company follows a policy of building strong teams of talented professionals. People remain the most
valuable asset of your Company. The Company recognizes people as its most valuable asset and the Company
has kept a sharp focus on Employee Engagement. The Company''s Human Resources is commensurate with the
size, nature and operations of the Company.
DETAILS OF SIGNIFICANT CHANGES fT.E. CHANGE OF 25% OR MORE AS COMPARED TO THE
IMMEDIATELY PREVIOUS FINANCIAL YEAR) IN KEY FINANCIAL RATIOS. ALONG WITH DETAILED
EXPLANATIONS THEREFOR, INCLUDING:
|
Particulars |
Numerator |
Denominator |
2023-24 |
2022-23 |
Remarks |
|
Current Ratio |
Current Assets |
Current Liabilties |
0.06 |
0.12 |
Reduction in Current Assets as |
|
Debt- Equity Ratio |
Total Debt ( |
Shareholders Equity |
0.64 |
0.21 |
The Debts Service Ratio has |
|
Debts Service Coverage Ratio |
Earning |
Debts Service |
0.018 |
0.009 |
Due to inecrease in Debts and |
|
Return on |
Net Profit |
shareholder''s equity |
0.012 |
0.001 |
Increase in Net Profit |
|
Inventory Turnover |
Revenue for |
Avg Inventory |
0.00 |
0.00 |
NA |
|
Trade Receivable turnover |
Revenue for |
Avg Receivable |
48.96 |
68.71 |
Increase in Receivable |
|
Trade Payble turnover |
Revenue for |
Avg Payble |
2.06 |
1.63 |
Incease in Payble |
|
Net Capital Turnover Ratio |
Revenue for |
Working Capital |
-1.37 |
-1.80 |
Negative Working Capital |
|
Net Profit |
Net Profit |
Revenue for |
0.006 |
0.00 |
Revenue from Operation increase |
|
Return on Capital Employed |
Earning Before Interest & Tax |
Capital Employed |
0.06 |
0.05 |
Increase in Net Profit |
|
Return on |
Income Generated from Investment |
Time Weighted avg |
NA |
0.00 |
NA |
DETAILS OF ANY CHANGE IN RETURN ON NET WORTH AS COMPARED TO THE IMMEDIATELY
PREVIOUS FINANCIAL YEAR ALONG WITH A DETAILED EXPLANATION THEREOF: -
The Return on Net Worth for F.Y. 2023-24 is 1096.86 Lakh and for F.Y. 2022-23 was 1082.93 Lakh. The reason for
change is on account of increase in profit incurred by the company in F.Y. 2023-24.
CAUTIONARY STATEMENT:
This report contains forward- looking statements based on the perceptions of the Company and the data and
information available with the company. The company does not and cannot guarantee the accuracy of various
assumptions underlying such statements and they reflect Company''s current views of the future events and are
subject to risks and uncertainties. Many factors like change in general economic conditions, amongst others,
could cause actual results to be materially different.
CORPORATE GOVERNANCE
In terms of Regulation 15(1) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, the
provisions related to Corporate Governance as specified in Regulation 17 to 27 and Clause (b) to (i) of sub - regulation
(2) of regulation 46 and para CD and E of schedule V shall not be applicable in respect of companies having paid up
equity share capital not exceeding Rs.10 crore and Net worth not exceeding Rs.25 crore as on thelast day of the
previous financial year.
As on 31st March 2024, the Equity Share Capital is Rs. 9,33,10,000/- and Net worth is Rs. 10,96,86,000/-. Hence
separate report on Corporate Governance is not applicable to the Company.
INSURANCE:
As on 31st March 2024 there are no fixed assets in the books of the Company.
DEMATERIALISATION OF SHARES
Your Company has obtained connectivity with the National Securities Depository Limited (NSDL) & Central
Depository Services (India) Limited (CDSL) for dematerialization of its Equity Shares. The ISIN is INE162L01017 has
been allotted for the Company Shares. Therefore, the members and/or investors may keep their shareholdingsin the
demat mode with their Depository Participant.
As on 31st March 2024, 97.15 % of the paid-up Equity Share Capital stands in Demat mode and the remaining 2.85%
Equity Shares were held in physical mode, the details of which are as follows:
|
Particulars |
No. of Shares |
% of Total Capital |
|
Held in Demat form with CDSL |
76,56,795 |
82.06 |
|
Held in Demat form with NSDL |
14,07,805 |
15.09 |
|
Held in physical mode |
2,66,400 |
2.85 |
LISTING OF SHARES
The shares of your Company are listed on BSE Limited. The applicable Annual Listing fees has been for financialyear
2023-24 has been paid by the Company.
SUBSIDIARY COMPANIES
The Company does not have any Subsidiary Company.
VIGIL MECHANISM/WHISTLE BLOWER POLICY:
Pursuant to the provisions of the Companies Act, 2013 read with the Companies (Meeting of Board and its Powers)
Rules, 2014 and Chapter IV of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, your
Company has implemented a vigil mechanism policy to deal with instance of fraud and mismanagement, if any. The
policy also provides for adequate safeguards against victimization of persons who use such mechanism and makes
provision for direct access to the chairperson of the Audit Committee in all cases. The policy has been revised and has
been adopted by the Board of Directors on 14th December 2017.The Policy is also available on the web-site of the
Company i.e. www.ganonproducts.com
The Audit Committee of Board of Directors are entrusted with the responsibility to oversee the Vigil mechanism.
During the year 2023-2024
No event of fraud was reported;
No complaint was reported under the Whistle Blower Policy;
No transaction of suspicious nature was noticed; and
The Company had not received any new complaint under SCORES from the Shareholders / Investors.
PARTICULARS OF EMPLOYEES:
Particulars of employees in accordance with the provisions of Section 197 of the Companies Act, 2013, read with Rule
5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are not given,as there
are no employees in the Company drawing remuneration of more than Rs. 8,50,000/- rupees per month and Rs.
1,02,00,000/-per annum.
CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING& OUTGO:
The details pertaining to conservation of energy and technology absorption as required under Section 134(3)(m) of
the Companies Act, 2013 read with Rule, 8 of the Companies (Accounts) Rules, 2014, are not applicable to the
Company due to the very nature of industry in which it operates.
There were no foreign exchange earnings and foreign exchange outgo during the year under review.
COST AUDIT
The provisions of Cost audit as prescribed under Section 148 of the Companies Act, 2013 are not applicable to the
Company
SEXUAL HARRASSMENT AT WORKPLACE:
The Company has zero tolerance towards sexual harassment at workplace and has adopted a Policy on prevention,
prohibition and redressal of sexual harassment at workplace in line with the requirements of the Sexual Harassmentof
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Rule made thereunder. During theyear
under review, there were no cases filed or reported pursuant to the provisions of the said Act.
OTHER DISCLOSURE
Details of Frauds reported by the Statutory Auditors under Section 143 (12) of the Companies Act, 2013
during the Financial Year:
During the year under review, no frauds were reported by the Statutory Auditors, requiring intimation under Section
143 (12) of the Companies Act, 2013, for the Company and therefore no details are required to be disclosed under
Section 134(3)(ca) of the Companies Act, 2013.
Sweat Equity Shares issued during the Year:
The Company has not issued any Sweat Equity Shares during the Financial Year under review.
There has not been any revision in the financial statements.
The Company, in the capacity of Financial Creditor, has not filed any applications with National Company Law
Tribunal under the Insolvency and Bankruptcy Code, 2016 during the financial year 2023-24 for recovery of
outstanding loans against any customer being Corporate Debtor.
The details of difference between amount of the valuation done at the time of one-time settlement and the valuation
done while taking loan from the Banks or Financial Institutions along with the reasons thereof is not applicable.
ACKNOWLEDGEMENT:
Your Directors take this opportunity to express their grateful appreciation for the excellent assistance and co¬
operation received from all our Clients, Bankers, Business Associates and the Government and other regulatory
authorities and thank to all stakeholders for their valuable sustained support and encouragement towards the
conduct of the proficient operation of the Company. Your Directors would like to place on record their gratitude to
all the employees who have continued their support during the year.
On Behalf of Board of Directors
For Ganon Products Limited
SD/-
MADANLAL GOYAL
Director
DIN:00456394
Place: Mumbai
Date: 07th September, 2024
Registered & Corporate Office:
Office No. 304, 3rd Floor, Khodal Chamber, R.B. Mehta Road,
Ghatkopar East
Mumbai 400077.
E-mail address: g[email protected]: [email protected]
Website: www.ganonproducts.com
Mar 31, 2015
The Directors are pleased to present the Thirtieth Annual Report of
the Company, together with the Audited Statement of Accounts for the
year ended March 31, 2015.
2. FINANCIAL PERFORMANCE:
The summarized results of your Company are given in the table below.
Amount in Rs.
For the year ended For the year ended
Particulars March 31, 2015 March 31, 2014
Total Income 1,51,27,16,737 47,43,62,009
Profit/(loss) before
Interest,
Depreciation & 16,93,188 8,14,257
Tax (EBITDA)
Finance Charges 6,54,406 -
Depreciation - -
Provision for Income
Tax (including for 3,67,000 1,56,000
earlier years)
MAT Credit Entitlement 2,26,568 1,68,976
Profit for the year 12,221 419
Net Profit/(Loss) After
Tax 10,87,399 4,89,700
Profit/(Loss) brought
forward from previous 1,00,76,288 1,00,23,260
year
Less : Proposed Dividend 4,66,550 3,73,240
Less : Corporate Dividend
Tax 95,502 63,432
Profit/(Loss) carried to
Balance Sheet 1,06,01,635 1,00,76,288
OPERATING PERFORMANCE
During the year ended March 31, 2015, your Company achieved a total
income aggregating to Rs.1,51,27,16,737/-. The Expenses including
employee costs amounted to Rs.1,51,10,23,548/-. After providing for
Finance Charges and Taxation, the Company has earned a Net Profit of
Rs.10,87,399/- which has been carried to the Balance Sheet.
Business Review/State of the company's affairs
Ganon Trading and Finance Company Limited is involved in trading
activity of multiple product like iron steels, coal etc and our
objective is to become one of the leading market share holder in one of
the most competitive market in the world Over the past few year company
has accumulated a srong and healthy market trust through the simple
principle that we follow :
EARN TRUST WITH BUSINESS
Information on material changes and commitments
There are no material changes or commitments affecting the financial
position which have occurred between March 31, 2015 and September 3,
2015, being the date of this report.
Reserves
During the year under review, there is no transfer to reserves.
Dividend
Your Directors are pleased to recommend dividend for the financial year
2014-2015 on the Equity Shares of the Company of face value of Rs.10/-
each at the rate of 0.05 paisa (i.e.0.50%) per Equity Share of the
Company i.e. amounting to Rs 4,66,550/-. The dividend together with
the tax on dividend, will absorb a sum of Rs.5,62,052/-.
Subsidiary, Associate and Joint Ventures
As on March 31, 2015, the Company had no subsidiary / joint ventures /
associate companies.
Directors and Key Managerial Personnel
There was no change in Directorship during the year under review.
Familiarization Programmed
The Company has formulated a Familiarization Programmed for Independent
Directors with an aim to familiarize the Independent Directors with the
Company, their roles, rights, responsibilities in the Company, nature
of the industry in which the Company operates, business model of the
Company, etc., to provide them with better understanding of the
business and operations of the Company and so as to enable them to
contribute significantly to the Company.
The details of programmers for familiarization of Independent Directors
with the Company are put up on the website of the Company under the web
link http://www.ganontrading.com/investors.html#Corporate%20Policy
Details of Board meetings
During the year, the Board met 7 (Seven) times on April 28, 2014, May
30, 2014, July 09, 2014, August 14, 2014, September 04, 2014, November
13, 2014, January 09, 2015 and February 14, 2015. The attendance of the
Directors who attended the Board meetings are as follows:
Sr.
No. Name of Director No. of Meetings attended
1. Mr. Madanlal Goyal 8
2. Mr. Dwarka Prasad Agrawal 8
3. Mr. Manish Tiwari 8
4. Mr. Hari Prasad Agrawal 8
Committees of Board
The details of composition of the Committees of the Board of Directors
are as under:-
a. Audit Committee
Sr.
No. Name Chairman/Members
1. Mr. Dwarka Prasad Chairman
Agrawal
2. Mr. Madanlal Goyal Member
3. Mr. Manish Tiwari Member
During the year, the Committee had met on May 30, 2014, July 09, 2014,
August 14, 2014, November 13, 2014 and February 14, 2015.
a. Nomination & Remuneration Committee
Sr.
No. Name Chairman/Members
1. Mr. Madanlal Goyal Chairman
2. Mr. Dwarka Prasad Member
Agrawal
3. Mr. Manish Tiwari Member
c. Stakeholders Relationship Committee
Sr.
No. Name Chairman /Members
1 Mr. Dwarka Prasad Chairman
Agrawal
2 Mr. Manish Tiwari Member
Directors' Responsibility Statement
Pursuant to Section 134(3)(c) of the Companies Act, 2013, your
Directors, to the best of their knowledge and belief, make following
statements that:
(a) In preparation of the annual accounts for the year ended March 31,
2015, the applicable accounting standards read with requirements set
out under Schedule III to the Act, have been followed and there are no
material departures from the same;
(b) Such accounting policies have been selected and applied them
consistently and made judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of
the company as at March 31, 2015 and loss of the Company for the year
ended on that date;
(c) Proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provisions of the
Companies Act, 2013 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;
(d) The annual accounts have been prepared on a going concern basis;
(e) The proper internal financial controls were in place and that such
internal financial controls are adequate and were operating
effectively;
(f) The systems to ensure compliance with the provisions of all
applicable laws were in place and that such systems were adequate and
operating effectively.
Corporate Governance
A separate section on Corporate Governance forms part of the Annual
Report. A certificate regarding compliance of conditions of Corporate
Governance as stipulated under Clause 49 of the Listing Agreement forms
part of the Annual Report. The Company has complied with all mandatory
requirements as prescribed under Clause 49 of Listing Agreement with
Bombay Stock Exchange Limited (BSE).
Management Discussion and Analysis
The Management Discussion and Analysis Report, forming part of this
report, as required under Clause 49(VIII)(D) of the Listing Agreement
with the Stock Exchange, is attached separately in this Annual Report.
Depository System
Your Company's Equity Shares are available for dematerialization
through National Securities Depository Limited and Central Depository
Services (India) Limited. As on March 31, 2015, 96.47% of the Equity
Shares of the Company were in dematerialized form.
Declaration by Independent Directors
The Company has received declarations from all the Independent
Directors of the Company, confirming that, they meet the criteria of
independence as prescribed under the Companies Act, 2013.
Nomination and Remuneration policy
The Board of the Directors has framed the policy which lays down a
framework in relation to Remuneration of Directors, Key Managerial
Personnel and Senior Management of the Company. This policy also lays
down criteria for selection and appointment of Board Members. The
Nomination and Remuneration Policy is annexed at the end of the
Corporate Governance Report.
Extract of Annual Return
Pursuant to section 92(3) of the Companies Act, 2013 ('the Act') and
rule 12(1) of the Companies (Management and Administration) Rules,
2014, extract of annual return is Annexed as Annexure 1.
Secretarial Audit
Pursuant to the provisions of Section 204 of the Companies Act, 2013
and rules made there under, the Company has appointed M/s. Chandanbala
Jain & Associates, Practicing Company Secretary (CP No. 6400), to
undertake the Secretarial Audit of the Company. The Secretarial Audit
Report is included as Annexure 2 and forms an integral part of this
report. The said Report does not contain any adverse observation or
qualification requiring explanation or comments from the Board under
Section 134(3) of the Companies Act, 2013.
Particulars of Loans given, Investments made, Guarantees given and
Securities provided The details of loans given, investments made,
guarantees given and securities provided are given in the Notes to the
Financial Statements.
Conservation of energy, technology absorption, foreign exchange
earnings and outgo The details of conservation of energy, technology
absorption, foreign exchange earnings and outgo are as follows:
(A) Conservation of energy: Not Applicable
(B) Technology absorption: Not Applicable
(C) Foreign exchange earnings and Outgo:
The Company had no foreign exchange earnings and outgo during the
financial year
Risk Management
The Company has formulated a Risk Management Policy. The Company
through the Committee for Risk Management identifies, evaluates,
analyses and priorities risks in order to address and minimize such
risks. This exercise facilitates identifying high level risks and
implement appropriate solutions for minimizing the impact of such risks
on the business of the Company. The Committee submits its
recommendations and comments for Board's review and necessary action.
Vigil Mechanism / Whistle Blower Policy
The Company has a Vigil Mechanism / Whistle Blower Policy to report to
the management instances of unethical behavior, actual or suspected,
fraud or violation of the company's code of conduct. The details of the
Vigil Mechanism policy have been provided in the Corporate Governance
Report and also disclosed on the website of the Company viz .
http://www.ganontrading.com/investors.html#Corporate%20Policy
Board Evaluation:
Pursuant to the provision of the Companies Act, 2013 and Clause 49 of
the Listing Agreement, the Company has devised the policy for
performance evaluation of the Independent Directors, Board, Committees
and other individual Directors, which includes criteria for performance
evaluation of non-executive directors and executive directors.
The evaluation of all the directors and Board as a whole was conducted
based on the criteria and framework adopted by the Board. The
evaluation process has been explained in Corporate Governance Report
section in this Annual Report. The Board approved the evaluation
results as collated by the nomination and remuneration committee.
Auditors
During the year, members in their Extraordinary General Meeting held on
February 05, 2015, granted its approval for appointment of M/s Ajay
Shobha & Co., Chartered Accountants in place of M/s K.M. Tulsian &
Associates to hold office until the conclusion of the ensuing Annual
General Meeting.
M/s Ajay Shobha & Co., Chartered Accountants, retire at the conclusion
of the ensuing Annual General Meeting. In terms of the Companies Act,
2013 ("the new Act") and the Rules framed there under, it is proposed
to appoint them as auditors of the Company to hold office from the
conclusion of the ensuing Annual General Meeting, until the conclusion
of the fifth consecutive Annual General Meeting of the Company to be
held in the Year 2020 (subject to ratification of their appointment by
the Members at every Annual General Meeting held after the ensuing
Annual General Meeting).
As required under the provisions of section 139(1) of the new Act, the
Company has received a written consent from M/s. Ajay Shobha & Co.,
Chartered Accountants to their appointment, to the effect that their
re- appointment, if made, would be in accordance with the new Act and
the Rules framed there under and certifying that they satisfy the
criteria provided in section 141 of the new Act.
The Members are requested to elect Auditors as aforesaid and fix their
remuneration.
Auditors' Report
As regards the observation made by the Auditors in their report under
Basis for Qualified Opinion regarding provision for gratuity not being
provided on accrual basis by the Company, the management is of the view
that the liability for gratuity to employees has not accrued as five
years have not been completed since their appointment. However, the
Board of Directors seeks to take a legal opinion on this issue.
Related Party Transactions
The company has laid down a Related Party Transactions Policy for
purpose of identification and monitoring of such transactions. The
policy on Related Party Transactions as approved by the Board is
uploaded on the Company's weblink viz.http://www.ganontrading.com/
investors.html#Corporate%20Policy
All Related Party Transactions are placed before the Audit Committee
and also the Members/Board for their approval, wherever necessary.
During the year there were no new Related Party Transactions.
However, a NIL statement is annexed herewith as Annexure 3 in the
prescribed form AOC-2.
None of the Directors has any pecuniary relationships or transactions
vis-Ã -vis the Company.
Particulars of Employees
A) Details of the ratio of the remuneration of each Director to the
median employee's remuneration and other details as required pursuant
to Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014:
Sr. Name of Director Remuneration % increase in Ratio of
Comparison
No / KMP and of Director / Remuneration remunerate
of the
Designation KMP for in the
financial on of each
Remuneration
financial
year year
2014-15 Director /
2014-15 to median
against the
(in Rs.) remunerate
performance
ion of of the
employees
Company
1 Mr Madan lal Goyal - Not
2 Mr Hari Prasad - Not
Agarwal Applicable Not
Applicable
(Non Applicable
Executive)
3 Mr Manish - Not
Applicable Not
Applicable
(Independent
Director
4 Mr Dwarka Prasad - Not
Agarwal Applicable Not
Applicable
(In depend
ent Director)
Name of the Director Comparision of the
Remuneration
of the KMP Against
the performance
of the company
Mr Madan lal Goyal
Mr Manish (IndependentDirector) Not Applicable
Mr Dwarka Prasad Agarwal
(In depend ent Director) Not Applicable
Note: There has been no payment towards sitting fees to any Director
for attending Board and Committee meetings.
Note: There has been no payment towards sitting fees to any Director
for attending Board and Committee meetings.
Notes:
i) Median remuneration of employees of the Company during the financial
year 2014-2015 was Rs 124,500 /-.
ii) Median remuneration of employees of the Company during the
financial year 2013-2014 was Rs Nil./-. In the financial year, there
was a increase of 100% in the median remuneration of employees. The
said increase is very much in line with performance of the company.
iii) There were 1 Confirmed employees on the rolls of the Company as on
March 31, 2015.
iv) Relationship between average increase in remuneration and company
performance- Average Remuneration increased during the year 2014-2015
by 100% whereas the company's PAT increase by 122%.
v) a) Variation in the market capitalization of the company: The market
capitalization as on 31st March 2015 was Rs.2.93cr/- (Rs 2.11cr/- as on
31st March 2014)
b) Price Earning Ratio of the Company was 26.25 as at 31st March 2015
and was 45.2 as at 31st March 2014.
vi) Average percentile increase already made in the salaries of
employees other than the managerial personnel in the last financial
year i.e. 2014-15 was 100% whereas the increase in the managerial
remuneration for the same financial year was NIL
vii) The key parameters for the variable component of remuneration
availed by the directors are considered by the Board of Directors based
on the recommendations of the Nomination and Remuneration Committee as
per the Remuneration Policy for Directors, Key Managerial Personnel and
other employees.
viii) The ratio of the remuneration of the highest paid director to
that of the employees who are not directors but receive remuneration in
excess of the highest paid director during the year was NIL
ix) It is hereby affirmed that the remuneration paid is as per the
Remuneration Policy for Directors, Key Managerial Personnel and other
employees.
B) Details of every employee of the Company as required pursuant to
rule 5(2) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014:
During the year under consideration, none of the employees of the
company was in receipt of remuneration in excess of limits prescribed
under clause 5(2) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014. Hence particulars as required under
5(2) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 have not been provided.
Public Deposits
During the year under review, the Company has not accepted any deposits
from the public.
Disclosures under Sexual Harassment of Woman at the Workplace
(Prevention, Prohibition and Redressed) Act, 2013 In accordance of the
provisions of the Sexual Harassment of Woman at the Workplace
(Prevention, Prohibition and Redressed) Act, 2013, Internal Complaints
Committee (ICC) has been set up to redress complaints. ICC has not
received any complaints during the financial year 2014-2015.
Acknowledgements
Your Directors wish to place on record their immense appreciation for
the assistance and co-operation received from the Insurance Regulatory
and Development Authority, Insurance Companies, Banks, Financial
Institutions and other Statutory / Regulatory authorities.
Your Directors appreciate the support received from policy holders and
intermediaries.
Your Directors wish to place on record their sincere appreciation for
the contribution, commitment and dedicated efforts put in by employees.
For and on behalf of the Board
Ganon Trading and Finance Company Limited
Madanlal Goyal Hari Prasad Agrawal
Director Director
(DIN: 00456394) (DIN: 02476724)
Date : September 04, 2015
Place : Mumbai
Mar 31, 2014
Dear Shareholders,
The Directors have pleasure in presenting Twenty Ninth Annual Report
on the operations of the Company together with the Audited Statement
ofAccounts for the financial year ended March 31,2014.
2. FINANCIAL PERFORMANCE:
(Amount in Rs.)
Particulars 2013-14 2012-13
Total Revenue 47,43,62,009 15,00,998
Profit before depreciation
and tax 8,14,257 24,042
Less: Depreciation NIL NIL
Profit before Tax 8,14,257 24,042
Less: Income Tax 1,56,000 5,000
Deferred Tax NIL NIL
MAT Credit Entitlement 1,68,976 2,830
Profit for the year 419 NIL
Profit after Tax 4,89,700 16,212
Add : Balance brought forward from
previous year 1,00,23,260 10,03,07,048
Less : Issue of Bonus Shares - 9,03,00,000
Less : Proposed Dividend 3,73,240 -
Less : Corporate Dividend Tax 63,432 -
Balance carried forward to
Balance Sheet 1,00,76,288 1,00,23,260
OPERATING PERFORMANCE
During the year ended March 31, 2014, your Company achieved a Total
Revenue aggregating to Rs.47,43,62,009/-. Total Expenses amounted to
Rs.47,35,47,752/-. After providing for all the expenses including
Taxation, the Company has earned a Net Profit of Rs.4,89,700/- which
has been carried to the Balance Sheet.
DIVIDEND
Your Directors are pleased to recommend dividend for the financial year
2013-2014 on the Equity Shares of the Company of face value of Rs.10/-
each at the rate of 0.004 paisa (i.e.0.40%) per Equity Share of the
Company i.e. amounting to Rs 3,73,240/-. The dividend together with the
tax on dividend, will absorb a sum of Rs.4,36,672/-.
CORPORATE GOVERNANCE
A separate section on Corporate Governance forms part of the Annual
Report. A certificate regarding compliance of conditions of Corporate
Governance as stipulated under Clause 49 of the Listing Agreement forms
part of the Annual Report. The Company has complied with all mandatory
requirements as prescribed under Clause 49 of Listing Agreement with
Bombay Stock Exchange Limited (BSE).
DIRECTORS
The Companies Act, 2013 provides for appointment of Independent
Directors. Sub section (10) of Section 149 of the Companies Act, 2013
(effective April 01,2014) provides that independent directors shall
hold office for a term of up to five consecutive years on the Board of
a company; and shall be eligible for re-appointment on passing a
special resolution by the shareholders of the company. Sub section (11)
states that no independent director shall be eligible for more than two
consecutive terms of five years. Sub section (13) states that the
provisions of retirement by rotation as defined in sub sections (6) and
(7) of Section 152 of the Act shall not apply to such independent
directors.
In accordance with the provisions of the Companies Act, 2013 and in
terms of the Articles of Association of the Company, Mr. Madanlal
Goyal, Director retires at the ensuing Annual General Meeting.
The Company has received Notices in writing from a Member alongwith the
deposit of the requisite amount under Section 160 of the Act proposing
the candidatures of Mr. Manish Tiwari, Mr. Dwarka Prasad Agrawal for
the office of Independent Directors of the Company.
The Company has received declarations from all the Independent
Directors of the Company confirming that they meet with the criteria of
independence as prescribed both under sub-section (6) of Section 149 of
the Companies Act, 2013 and under Clause 49 of the Listing Agreement
with the Stock Exchange.
Brief Resume of the Directors, nature of expertise in specific
functional areas, names of companies in which the Directorship is held
and the membership of the Committees of the Board and their
shareholdings in the Company are given in the Notice for the ensuing
Annual General Meeting.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to the provisions of Section 217(2AA) of the Companies Act,
1956, your Directors confirm:
(i) that in the preparation of the annual accounts, the applicable
accounting standards have been followed along with proper explanations
relating to material departures;
(ii) that the Directors have approved such accounting policies and
applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company at the end of the financial year ended March
31,2014 and of the profit of the Company for that year;
(iii) that the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956, for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities;
(iv) that the Directors have prepared the annual accounts on a going
concern basis.
AUDITORS
M/s K. M. Tulsian & Associates, Chartered Accountants, retire at the
conclusion of the ensuing Annual General Meeting. In terms of the
Companies Act, 2013 ("the new Act") and the Rules framed
thereunder, it is proposed to appoint them as auditors of the Company
to hold office from the conclusion of the ensuing Annual General
Meeting, until the conclusion of the fifth consecutive Annual General
Meeting of the Company to be held in the Year 2019 (subject to
ratification of their appointment by the Members at every Annual
General Meeting held after the ensuing Annual General Meeting).
As required under the provisions of section 139(1) of the new Act, the
Company has received a written consent from M/s. K. M. Tulsian &
Associates, Chartered Accountants to their appointment, to the effect
that their re- appointment, if made, would be in accordance with the
new Act and the Rules framed thereunder and certifying that they
satisfy the criteria provided in section 141 of the new Act.
The Members are requested to elect Auditors as aforesaid and fix their
remuneration
For and on behalf of the Board of Directors
For Ganon Trading and Finance Company Limited
Sd/- Sd/-
Madanlal Goyal Hari Prasad Agrawal
Director Director
Place: Mumbai
Date: September 04, 2014
Mar 31, 2013
To Dear Shareholders,
The Directors have pleasure in presenting Twenty Eighth Annual Report
on the operations of the Company together with the Audited Statement of
Accounts for the financial year ended March 31, 2013.
FINANCIAL RESULTS (Amount In Rs.)
Particulars 2012-13 2011-12
Revenue from Operation 15,00,998 3,10,60,053
Profit before depreciation and tax 24,042 2,98,98,702
Less: Depreciation NIL NIL
Profit before Tax 24,042 2,98,98,702
Less: Income Tax 5000 55,31,631
Deferred Tax NIL NIL
MAT Credit Entitlement 2,830 (23,80,556)
Profit after Tax 16,212 2,67,25,627
Add : Balance brought forward
from previous year 10,03,07,048 7,35,81,421
Less : Issue of Bonus Shares 9,03,00,000 Nil
Balance carried forward
to Balance Sheet 1,00,23,260 100,307,048
OPERATING PERFORMANCE
During the year ended March 31, 2013, your Company achieved a total
income aggregating to Rs.15,00,098/-. The Expenses including employee
costs amounted to Rs.14,76,956/-. After providing for Finance Charges
and Taxation, the Company has earned a Net Profit of Rs. 16,212/- which
has been carried to the Balance Sheet.
DIVIDEND
Considering the conservative Dividend Policy of the Company, your
Directors have thought it prudent to conserve the resources for future
for better future prospects of the Company.
INCREASED IN AUTHORIZED CAPITAL
The Company has increased its Authorized Share Capital to 10,00,00,000
( Ten Crore Only) divided into 1,00,00,000 ( One Crore ) Equity Share
of Rs 10 each from Rs. 40,00,000 divided into 4,00,000 equity shares of
Rs.10/- each vide resolution passed at Annual General Meeting held on
29th September, 2012.and Article 5 of the Articles of Association of
the Company have altered accordingly.
BONUS ISSUE
The Company made a bonus allotment of 90,30,000 fully paid equity as
bonus shares of face value of 10/- each in ratio of 1:30 (i.e. 30 new
fully paid-up Equity Shares of Rs.10/- each for every 1 Equity Share of
Rs.10/- each held) to the existing shareholders vide the resolution
passed in the Board Meeting held on October 18, 2012.
SCHEME OF AMALGAMATION
The Company has approved the composite Scheme of Amalgamation under
section 391 to 394 of Companies Act, 1956 with SPG Multi Trade Private
Limited, Archana Hitech Consultants Limited and Vandana Hitech Systems
Limited with effect from 1st April 2012, being the Appointed Date and
the share Exchange Ratio is final as 19:1:1 in the Board Meeting held
on 1st February 2013. The Scheme is pending for approvals from various
regulatory authorities.
CORPORATE GOVERNANCE
A separate section on Corporate Governance forms part of the Annual
Report. A certificate regarding compliance of conditions of Corporate
Governance as stipulated under clause 49 of the Listing Agreement forms
part of the Annual Report. The Company has complied with all mandatory
requirements as prescribed under Clause 49 of Listing Agreement with
Bombay Stock Exchange Limited (BSE).
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to the provisions of Section 217(2AA) of the Companies Act,
1956, your Directors confirm:
(i) that in the preparation of the annual accounts, the applicable
accounting standards have been followed along with proper explanations
relating to material departures;
(ii) that the Directors have approved such accounting policies and
applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company at the end of the financial year ended 31st
March, 2013 and of the profit of the Company for that year;
(iii) that the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956, for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities;
(iv) that the Directors have prepared the annual accounts on a going
concern basis.
AUDITORS
The Board proposes to re appoint M/s. K. M. Tulsian & Associates,
Chartered Accountants as the Statutory Auditors of the Company. M/s K.
M. Tulsian & Associates, Chartered Accountants have expressed their
willingness to act as the Statutory Auditors of the Company, and
furnished to the Company a certificate from that their appointment, if
made, would be in conformity with the provisions of Section 224 (1B) of
Companies Act, 1956.
AUDITORS'' REPORT
Though there are no qualifications in the Auditors Report. However
there is comment made by Auditor which have been highlighted in Para
(iii) (b) viz unsecured loan granted to one party covered in the
register maintained under section 301 of Companies Act ,1956 on call
basis are interest free and hence to that extent it is prejudicial to
interest of the company. Since the said loan was for short period of
time therefore the provision for interest was not made. However loan
will be received back in current financial year
AUDIT COMMITTEE
The Audit Committee comprises of Mr. Dwarka Prasad Agrawal (Chairman),
Mr. Madan Lal Goyal and Mr. Manish Tiwari, all being Non-Executive
Directors Two of whom are Independent Directors and the Chairman is a
Non Executive Independent Director. The Audit Committee met four times
during the year under review.
MANAGEMENT DISCUSSION ANALYSIS REPORT
Management Discussion and Analysis Report for the year under review as
required under Clause 49 of the Listing Agreement with the Stock
Exchanges, is given as a separate statement in the Annual Report.
DEPOSITORY SYSTEM
Your Company''s Equity Shares are available for dematerialization
through National Securities Depository Limited and Central Depository
Services (India) Limited. As on March 31, 2013, 93.22 % of the Equity
Shares of the Company were in dematerialized form.
FIXED DEPOSITS
During the year under review, the Company has not accepted any deposit
from the public.
PARTICULARS OF EMPLOYEES
In terms of provisions of Section 217(2A) of the Companies Act, 1956
read with the Companies (Particulars of Employees) Rules, 1975, and the
notification issued by the Ministry of Corporate Affairs dated 31st
March, 2013, none of the employee is in receipt of the remuneration
exceeding the said Rules.
Conservation of Energy & Technological Absorption:
In view of the nature of activities which are being carried on by the
Company, Rules 2A and 2B of the Companies (Disclosure of Particulars in
the Report of Board of Directors) Rules, 1988, concerning conservation
of energy and technology absorption respectively are not applicable to
the Company.
ACKNOWLEDGMENT
The relationship of the Company with the employees at all the levels
continues to be cordial and healthy. Your Directors wish to place on
record their appreciation of the significant contribution made by each
and every employee of the Company and expect continued support for
achieving the targets set for the future.
The Board acknowledges the support and co-operation received from the
Government, Bankers, Financial Institutions, Shareholders, suppliers,
associates & sub-contractors and looks forward to their continued
support.
For and on behalf of the Board of Directors
For Ganon Trading and Finance Company Limited
sd/- sd /-
Dwarkaprasad Agarwal Madanlal Goyal
Place: Mumbai Director Director
Date: September 04, 2013
Mar 31, 2010
The Directors have pleasure in presenting their Twenty Fifth Annual
Report alongwith Audited Accounts for the year ended 31st March, 2010
FINANCIAL HIGHLIGHTS :-
FOR THE YEAR PREVIOUS YEAR
ENDED 31.03.2010 ENDED 31.03.2009
PARTICULARS (AMT. IN RS.) (AMT. IN RS.)
Profit before tax 53177662 969408
Provision For Tax
- Current Tax 8848543 NIL
- MAT Credit Entitlement 8845093 NIL
- MAT Credit Entitlement adj.
for earlier year 4664 NIL
- Taxes paid for earlier year 12911 6070
Profit After Tax 53156636 963339
Balance Brought forward
From Previous Year 20858997 19895658
Balance Carried Forward
to Balance Sheet 74015633 20858997
DIVIDEND :-
The Directors do not recommend any dividend for the year under review.
DIRECTORS :-
Shri Radhakishan Damani retires by rotation and being eligible offers
himself for re- appointment.
PARTICULARS OF EMPLOYEES :-
No employee of the Company was in receipt of remuneration in excess of
the limits prescribed under the Companies (Particulars of Employees)
Rules, 1975 as amended upto date.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO :-
Your Company being a Investment Company the particulars required to be
furnished in Form A doesnt apply. The Company has not adopted any
Technology and Foreign Exchange Earnings and Outgo were Nil.
AUDITORS :-
M/s K K Khadaria & Co, Chartered Accountants, Auditors of the Company
retire at the forthcoming Annual General Meeting. Their re-appointment
is recommended to the members of the Company.
COMPLIANCE CERTIFICATE ;
A certificate received from a Practicing Company Secretary certifying
the compliances under the Companies Act, 1956, is attached hereto.
DIRECTORS RESPONSIBILITY STATEMENT:-
Pursuant to Section 217(2AA) of the Companies Act, 1956 the Directors
confirm; that in preparation of the Annual Accounts, the applicable
accounting standards issued by ICAI have been followed. Appropriate
accounting policies have been selected and applied consistently, and
have made judgement and estimates that are reasonable and prudent so as
to give a true and fair view of the state of affairs of the Company as
at 31st March, 2010 and the Profit for the period 1st April, 2009 to
31st March, 2010. Proper and sufficient care has been taken for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities and the annual accounts have been prepared on a going
concern basis.
For and on behalf of
Board of Directors
PLACE : MUMBAI
DATED : 29th May, 2010 DIRECTORS
Mar 31, 2009
The Directors have pleasure in presenting their Twenty Fourth Annual
Report alongwith Audited Accounts for the year ended 31 st March, 2009
FINANCIAL HIGHLIGHTS :-
FOR THE YEAR PREVIOUS YEAR
ENDED 31.03.2009 ENDED 31.03.2008
PARTICULARS (AMT. IN RS.) (AMT. IN RS.)
Profit before tax 969409 891440
Provision For Tax
- Current Tax NIL NIL
- Fringe Benefit Tax NIL 205
- Tax paid for earlier year 6070 17638
Profit After Tax 963339 873596
Balance Brought forward
From Previous Year 19895658 19022062
Balance Carried Forward
to Balance Sheet 20858997 19895658
DIVIDEND :-
The Directors do not recommend any dividend for the year under review.
DIRECTORS :-
Shri G.S. Damani retires by rotation and being eligible offers himself
for re-appointment.
PARTICULARS OF EMPLOYEES :-
No employee of the Company was in receipt of remuneration in excess of
the limits à prescribed under the Companies (Particulars of Employees)
Rules, 1975 as amended upto date.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO :-
Your Company being a Investment Company the particulars required to be
furnished in Form A doesnt apply. The Company has not adopted any
Technology and Foreign Exchange Earnings and Outgo were Nil.
AUDITORS :-
M/s K K Khadaria & Co, Chartered Accountants, Auditors of the Company
retire at the forthcoming Annual General Meeting. Their re-appointment
is recommended to the members of the Company.
COMPLIANCE CERTIFICATE :
A certificate received from a Practicing Company Secretary certifying
the compliances under the Companies Act, 1956, is attached hereto.
DIRECTORS RESPONSIBILITY STATEMENT :-
Pursuant to Section 217(2AA) of the Companies Act, 1956 the Directors
confirm, that in preparation of. the Annual Accounts, the applicable
accounting standards issued by ICAI have been followed. Appropriate
accounting policies have been selected and applied consistently, and
have made judgement and estimates that are reasonable and prudent so as
to give a true and fair view of the state of affairs of the Company as
at 31st March, 2009 and the Profit for the period 1st April, 2008 to
31st March, 2009. Proper and sufficient care has been taken for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities and the annual accounts have been prepared on a going
concern basis.
For and on behalf of
Board of Directors
PLACE : MUMBAI DIRECTORS
DATED : 24th August, 2009
Mar 31, 2007
The Directors have pleasure in presenting the Annua! Report on the
operations of the Company, together with the audited accounts for the
year ended 31st March 2007.
1. FINANCIAL HIGHLIGHTS
(Amount in Rs.)
2006-07 2005-06
Sales and other Income 9663608 2559323
Profit before Tax and Prior
Period Items 9609149 2431883
Prior Period Expenses 8265 NIL
Provision for Tax 759938 18559
Profit after Tax 8840946 2413324
Balance Brought forward from
previous year 10181117 7767793
Balance Carried to Balance Sheet 19022062 10181117
2. OPERATIONS & EXPANSIONS
The Company has shown progress during the financial year 2006-07. The
net profit after tax has been increased from Rs. 2413324 to Rs. 8840946
during the year. It is mainly on account of decrease in administrative
and other expenses and increase in sales and other income.
3. DIVIDENDS
With a view to conserve resources of the Company for future growth,
your Directors regrets their inability too declare any dividend for the
financial year end 31st March, 2007.
4. DIRECTORS
In accordance with the provisions of the Companies Act, 1956 and the
Companys Article of Association, Mrs. ShriKantadevi Damani retire by
rotation and being eligible offer themselves for re-appointment at the
ensuing Annual General Meeting.
5. DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the requirements of section 217(2AA) of the Companies Act,
1956 your Directors confirm the following:
A) in the preparation of the annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to
material departures;
B) that the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company as at 31st March 2007 and of the profit of
the Company for that period ;
C) that the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956, for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities;
D) that the Directors had prepared the annual accounts on a going
concern basis.
6. AUDITORS
M/s. K K Khadaria & Co., Chartered Accountants, the Statutory Auditors
of the Company will retire at the ensuing Annual General Meeting and
being eligible, offer themselves for re-appointment. Members are
requested to appoint auditors for the current year and to authorize the
Board to fix their remuneration.
7. AUDITORS REPORT
The observations made by the Auditors in their report read with the
relevant notes as given in the Notes of Accounts for the year ended
31st March, 2007 are self explanatory and therefore do not call for any
further comments under section 217 (3) of the Companies Act, 1956.
8. CONSERVATION OF ENERGY, TECHNOLOGY, ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO:
Considering the fact that Company is not a manufacturing Company, the
director have nothing to report pursuant to section 217(l)(e) of the
Companies Act, 1956 read with Companies (Disclosure of particulars in
the Report of Board of Directors) Rules, 1988
9. FIXED DEPOSITS
The Company has not accepted or renewed any deposits from public during
the year under review.
10. ACKNOWLEDGEMENTS
You Directors take this opportunity to express their gratitude for the
continued support and co-operation received from the Shareholders,
Customers, Suppliers, Bankers, Statutory Authorities and all other
business associates. The Board of Directors wishes to express its
appreciation to all the employees of the company for their outstanding
contribution to the operation of the company during the year.
By order of the Board of Directors
GANON TRADING AND FINANCE COMPANY LTD.
Place: Mumbai Gopikishan Damani Radhakishan Damani
Dated: 23rd August, 2007 Director Director
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