Mar 31, 2015
To,
The Members,
Gorani Industries Limited
The Directors have great pleasure in presenting herewith the Twentieth
Annual Report of your Company together with the audited financial
statement for the financial year ended 31st March, 2015.
1. FINANCIAL RESULTS: (Amount in Lacs)
Particulars 2014-15 2013-14
Total Revenue 622.37 425.36
Profit before Finance - 43.62 - 27.57
Cost, Depreciation &
Amortization Expense
Less:
Finance Costs 2.69 0.65
Depreciation &
Amortization expense 15.33 18.02 23.16 23.82
Net Profit/(Loss) - 25.60 - 3.75
before extra ordinary
& exceptional items & tax
Tax Expense
Current Tax - - - -
Deferred Tax - - - -
Net Profit/ (Loss) - 25.60 - 3.75
after tax
The profit for the year is adjusted against the previous year's losses.
2. PERFORMANCE AND THE STATE OF COMPANY AFFAIRS :
During the financial year under review, your Company has achieved a
Gross Turnover of Rs. 622.37 Lakhs as against that of Rs. 425.36 Lakhs
during the previous year registering growth of 46.31%. The company has
earned net profit of Rs. 25.60 lakhs during the financial year against
net profit of Rs. 3.75 Lakhs in the previous year registering many fold
growth.
The company is in the business of production and sales of kitchen and
home appliances since 1996. Its main products are LPG stoves, induction
cooker, gas geyser etc. carrying the brand name of Blowhot and
Online. It does its business through a strong network of dealer and
distributors all over central, south and north India. The legendary
products of the Company like NUTAN reflect the sophistication of the
products and the reliability as well as exquisite look. The company is
in the process of implementing strategies to capitalize available
opportunities. The long term growth of home appliances is secure given
India's low ownership of appliances even in urban markets.
No material changes and commitments have occurred after the close of
the year till the date of this Report, which affect the financial
position of the Company.
3. DIVIDEND :
Looking to the financial position of the company directors is not
recommending any dividend for the year.
4. DIRECTORS :
Mr. Sanjay Gorani (Holding DIN: 00055531) is liable to retire by
rotation and being eligible offers himself for reappointment.
During the year Mr. Dinesh Kumar Maheshwari (Holding DIN 02424245),
Independent Non executive director of the company resigned from the
directorship on 31st July, 2014.
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 proposed Clause 49 of the Listing
Agreement with the Stock Exchange.
The Company has devised a Policy for performance evaluation of
Independent Directors, Board, Committees and other individual Directors
which include criteria for performance evaluation of the non-executive
directors and executive directors. The manner in which the evaluation
has been carried out has been explained in the Corporate Governance
Report. The Nomination and Remuneration Policy are attached herewith as
Annexure I.
The details of programmes for familiarisation of 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 and related matters are put up on the website of the
Company at the link: http://www.goraniindustries.com/investors/
5. AUDITORS :
M/s. B.D. Sharda & Co., Chartered Accountants, bearing Firm
Registration No. 00161C, statutory auditors ratified by the members of
the company for the financial year 2015-2016. They have furnished a
written consent and certificate confirming their eligibility pursuant
to the provisions of section 141 of the Companies Act, 2013 and rules
made thereunder for the financial year 2015-2016.
The Notes on financial statement referred to in the Auditors' Report
are self-explanatory and do not call for any further comments. The
Auditors' Report does not contain any qualification, reservation or
adverse remark.
6. INTERNAL AUDITOR :
M/s Navin Sapna & Co., Chartered Accountants (bearing firm registration
no. 010507C) has been reappointed as internal auditor of the company
for the financial year 2015-16 in the Board Meeting held on 31st July,
2015.
7. SECRETARIAL AUDITOR :
M/s. Manish Jain & Co., Practicing Company Secretaries has been
reappointed for issuance of Secretarial Audit Report for the financial
year 2015-16 in the Board Meeting held on 31st July, 2015. The
Secretarial Audit Report for the financial year ended March 31, 2015 is
annexed herewith marked as Annexure II to this Report. The Secretarial
Audit Report does not contain any qualification, reservation or adverse
remark.
8. RELATED PARTY TRANSACTIONS :
There were no contracts or arrangements entered into by the company in
accordance with provisions of section 188 of the Companies Act, 2013
during the year under review. Also there were no material related party
transactions in terms of clause 49 of the listing agreement.
There are no materially significant related party transactions made by
the Company with Promoters, Directors, Key Managerial Personnel or
other designated persons which may have a potential conflict with the
interest of the Company at large.
The policy on Related Party Transactions as approved by the Board may
be accessed on Company's website at the link:
http://www.goraniindustries.com/investors/
None of the Directors has any pecuniary relationships or transactions
vis-Ã -vis the Company.
9. MEETINGS :
Four meeting of Board of Directors were held during the year. The
details of which are given in the Corporate Governance Report. The
intervening gap between the Meetings was within the period prescribed
under the Companies Act, 2013.
10. THE NAMES OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS
SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES DURING THE YEAR :
During the year no company have become or ceased to be its
subsidiaries, joint ventures or associate companies.
11. EXTRACT OF ANNUAL RETURN :
Extract of Annual Return, in Form MGT -9, for the Financial Year
2014-15 has been annexed with this report as Annexure III.
12. CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
The information relating to conservation of Energy, Technology
absorption and Foreign Exchange earnings and outgo as required under
section 134(3)(m) of the Companies Act, 2013 read with the with Rule, 8
of The Companies (Accounts) Rules, 2014 is given in Annexure IV forming
part of this report.
13. REMUNERATION RATIO OF THE DIRECTORS / KEY MANAGERIAL PERSONNEL
(KMP) / EMPLOYEES:
The information required pursuant to Section 197 read with Rule 5 of
The Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014 and Companies (Particulars of Employees) Rules, 1975, in
respect of Directors/ KMP of the Company are furnished in Annexure V :
No employees in the Company have been paid remuneration in excess of
the limits prescribed under section 197 of The Companies Act, 2013 read
with Rule, 5 of The Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014.
14. DISCLOSURES:
AUDIT COMMITTEE
The Audit Committee comprises of Independent Directors namely Shri
Sandeep Kumar Jain (Chairman), Shri Shayam Sunder Jhawar and Ms. Rashi
Joshi as other members. All the recommendations made by the Audit
Committee were accepted by the Board.
VIGIL MECHANISM
The Vigil Mechanism of the Company, which also incorporates a whistle
blower policy in terms of the Listing Agreement to deal with instance
of fraud and mismanagement, if any. Protected disclosures can be made
by a whistle blower either personally or over telephone to the Chairman
of the Audit Committee, which should be followed by a written
communication. The Policy on vigil mechanism and whistle blower policy
may be accessed on the Company's website at the link
http://www.goraniindustries.com/investors/.
15. DIRECTORS' RESPONSIBILITY STATEMENT
Your Directors state that:
a) in the preparation of the annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to
material departures;
b) the Directors have selected such accounting policies and applied
them consistently and made judgements 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 of the profit of the Company
for the year ended on that date;
c) the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities;
d) the Directors have prepared the annual accounts 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 are operating effectively; and
f) the Directors have devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems are
adequate and operating effectively.
16. CORPORATE GOVERNANCE :
A Separate report on Corporate Governance along with Auditors'
Certificate on its compliance is attached to this report.
17. MANAGEMENT'S DISCUSSION AND ANALYSIS REPORT
Management's Discussion and Analysis Report for the year under review,
as stipulated under Clause 49 of the Listing Agreement with the Stock
Exchanges in India, is presented in a separate section forming part of
the Annual Report.
18. DEVELOPMENT AND IMPLEMENTATION OF A RISK MANAGEMENT POLICY:
During the year the company has framed the Risk Management Policy which
highlights the Company's practices and risk management framework for
the identification and management of uncertainty The Company manages,
monitors and reports on the principal risks and uncertainties that can
impact its ability to achieve its strategic objectives.
The Company has implemented a Risk Management Framework for the
management and oversight of material risks and internal control. The
Risk Management Framework is designed to address risks that have been
identified to have a material impact on the Company's business and to
ensure that the Board regularly reviews the risk management and
oversight policies.
19. INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY
The company has adequate system of management- supervised internal
control, which is aimed at achieving efficiency in operations, optimum
utilization of resources, effective monitoring and compliance with all
applicable laws. These ensure that all corporate policies are strictly
adhered to an absolute transparency is followed in accounting and all
its business dealings.
The Company's internal control systems are commensurate with the nature
of its business and the size and complexity of its operations. The
company ensures adherence to all internal control policies and
procedures. A qualified and independent audit committee of the Board,
comprising the independent directors reviews the adequacy of internal
control.
20. GENERAL
Your Directors state that no disclosure or reporting is required in
respect of the following items as there were no transactions on these
items during the year under review:
1. Details of particulars of loans, guarantees or investments under
section 186.
2. Details relating to deposits covered under Chapter VI of the Act.
3. Details about the policy developed and implanted by the company on
corporate social responsibility initiatives.
4. Issue of equity shares with differential rights as to dividend,
voting or otherwise.
5. Issue of shares (including sweat equity shares) to employees of the
Company under any Employee Stock Option scheme.
6. Neither the Managing Director nor the Whole- time Directors of the
Company receive any commission.
7. No significant or material orders were passed by the Regulators or
Courts or Tribunals which impact the going concern status and Company's
operations in future.
Your Directors further state that during the year under review, there
were no cases filed pursuant to the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013.
21. ACKNOWLEDGEMENT :
The Board wishes to place on record their gratitude for the
co-operation being received from the Banks, Share Transfer Agent, Stock
Exchanges, and Share Holders, customers, staff and workers of the
company and thank them for their continued support.
By Order of the Board
Anil Gorani
(Holding DIN 00055540)
Chairman
Place: Indore
Date: July 31, 2015
Regd. Office :
Plot No. 32-33, Sector F,
Sanwer Road, Industrial Area,
Indore-452015 (M.P.)
Mar 31, 2014
The Members,
Gorani Industries Limited
The Directors have great pleasure in presenting herewith the
Nineteenth Annual Report of your Company together with the Audited
Accounts for the financial year ended 31st March, 2014.
1. FINANCIAL RESULTS: (Amount in Lacs)
Particulars 2013-14 2012-13
Total Revenue 425.36 291.61
Profit before Finance - 27.57 - 23.26
Cost, Depreciation &
Amortization Expense
Less:
Finance Costs 0.65 23.16
Depreciation & 23.82 0.92
Amortization expense 23.91 24.83
Net Profit/(Loss) - 3.75 - (1.57)
before extra ordinary
& exceptional items &
tax
Tax Expense
Current Tax - -
Deferred Tax - - - -
Net Profit/ (Loss) 3.75 (1.57)
after tax
2. PERFORMANCE:
During the financial year under review, your Company has achieved a
Gross Turnover of Rs. 425.36 Lakhs as against that of Rs. 291.61 Lakhs
during the previous year. The company has earned net profit of Rs. 3.75
Lakhs during the financial year against loss of 1.57 lacs in the
previous year.
3. DIVIDEND:
Looking to the financial position and to conserve the resources of the
company directors is not recommending any dividend for the year.
4. DIRECTORS:
Mr. Anil Gorani (Holding DIN 00055540) is liable to retire by rotation
and being eligible offers himself for reappointment. Mr. Anil Gorani
(Holding DIN 00055540) is a graduate in B.E. (electronics) and also has
rich experience in the manufacturing, operation and working of the
company and is being associated with the Company since its inception.
Being technically well qualified, he has significantly contributed to
its all round growth particularly from technical production point of
view. He has specifically been instrumental in designing the new
product layout and its approval from various standard approval
agencies. Presently he is also involved in materialising the benefits
to be accrued to the company through Carbon Credit Mechanism.
Mr. Shyam Sunder Jhawar (Holding DIN 02424283) and Mr. Sandeep Kumar
Jain (Holding DIN 03534578) appointed as Independent Director of the
Company pursuant to the provisions of Companies Act, 2013 and rules
made thereunder and also as per proposed revised Clause 49 of the
listing agreement and in respect of whom the Company has received a
notice in writing from a member proposing their candidature for the
office of Director for five consecutive years for a term up to 31st
March, 2019.
During the year Mr. Dinesh Kumar Maheshwari (Holding DIN 02424245),
Independent Non executive director of the company resigned from the
directorship on 31st July, 2014.
Pursuant to the provisions of Section 161(1) of the Companies Act, 2013
and as per proposed revised Clause 49 of the listing agreement Ms.
Rashi Joshi (Holding DIN- 06920858) was appointed as an Additional
Director designated as an Independent Woman Director w.e.f. July 31,
2014 and she shall hold office up to the date of the ensuing Annual
General Meeting. The Company has received requisite notice in writing
from a member proposing her for appointment as an Independent Woman
Director.
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 proposed Clause 49 of the Listing
Agreement with the Stock Exchange.
5. COMPANY SECRETARY:
Mrs. Arpita Jain bearing Membership No. 24898 appointed as Whole-time
Secretary of the Company (Key Managerial Personnel) pursuant to the
provisions of section 203 of the Companies Act, 2013 and rules made
thereunder and also as per the Listing Agreement in the Board Meeting
held on 31st July, 2014.
6. AUDITORS:
M/s. B.D. Sharda & Co., Chartered Accountants, bearing Firm
Registration No. 00161C, statutory auditors holds office until the
conclusion of the ensuing Annual General Meeting and is eligible for
re- appointment. They have furnished consent letter and a certificate
to the effect that their appointment, if made, would be within the
limits prescribed under the Section 139 of the Companies Act, 2013 and
rules made thereunder.
7. INTERNAL AUDITOR
M/s Navin Sapna & Co., Chartered Accountants (bearing firm registration
no. 010507C) has been appointed as internal auditor of the company for
the financial year 2014-15 in the Board Meeting held on 30th May, 2014.
8. SECRETARIAL AUDITOR:
M/s. Manish Jain & Co., Practicing Company Secretaries has been
appointed for issuance of Secretarial Audit Report for the financial
year 2014-15 in the Board Meeting held on 30th May, 2014.
9. FIXED DEPOSIT:
The Company has not accepted any Deposits under the provisions of
section 58A of The Companies Act, 1956 and the Rules made there under.
10. STATEMENT UNDER SECTION 217 OF THE COMPANIES ACT 1956:
No employees in the Company have been paid remuneration in excess of
the limits prescribed under section 217(2A) of The Companies Act, 1956,
read with Companies (Particulars of Employees) Rules, 1975.
11. CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
The information relating to conservation of Energy, Technology
absorption and Foreign Exchange earnings and outgo as required under
section 217(1)(e) of the Companies Act, 1956 read with the Companies
(Disclosure of particulars in the Report of Board of Directors) Rules,
1988, is given in Annexure 1 forming part of this report.
12. DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to sub-section (2AA) of section 217 of the Companies Act,
1956, the Board of Directors hereby state and confirm that:
a. In preparation of annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to
purchase and sales.
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 31st March, 2014 and of profit and loss account of
the profit for the year ended 31st March, 2014.
c. 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 deleting fraud and other
irregularities.
d. The Directors have prepared the annual accounts on a going concern
basis.
e. Interest Free Unsecured Loan is taken from the directors and
promoters in pursuance of conditions stipulated in the sanctioned
letter of the bankers.
f. In cases of few delays in payments of statutory dues like PF, ESIC,
TDS etc. applicable interest has also been paid which accrued to be
nominal.
13. CORPORATE GOVERNANCE:
A Separate report on Corporate Governance along with Auditors''
Certificate on its compliance is attached to this report.
14. ACKNOWLEDGEMENT:
The Board wishes to place on record their gratitude for the
co-operation being received from the Banks, Share Transfer Agent, Stock
Exchanges, and Share Holders, customers, staff and workers of the
company and thank them for their continued support.
By Order of the Board
Anil Gorani
(Holding DIN 00055540)
Chairman
Place: Indore
Date: 31st July, 2014
Regd. Office:
Plot No. 32-33, Sector F,
Sanwer Road, Industrial Area,
Indore-452015 (M.P.)
Mar 31, 2013
To, The Members of Gorani Industries Limited
The Directors have great pleasure in presenting herewith the
Eighteenth Annual Report of your Company together with the Audited
Accounts for the financial year ended 31st March, 2013.
1. FINANCIAL RESULTS:
Particulars (Rs. in Lacs) (Rs. in Lacs)
2012-2013 2011-2012
Gross Turnover 290.95 332.16
Profit Before Depreciation 22.35 0.45
Depreciation 23.92 25.35
Provisions For Taxation 0.00 0.00
Profit After Taxation (1.57) (24.90)
Add Profit/(Loss) Brought Forward (241.13) (216.23)
Surplus/(Deficiency) Carried (242.71) (241.13)
To Balance Sheet
2. PERFORMANCE:
During the financial year under review, your Company has achieved a
Gross manufacturing Turnover of Rs. 290.45 Lacs as against that of Rs.
145.52 Lacs during the previous year. Hence the company has incurred a
substantially reduced loss of Rs. 1.57 Lacs during the financial year
against loss of 24.90 lacs in the previous year.
3. DIVIDEND:
Looking to the Financial Position of the Company Directors are not
recommending any dividend for the year.
4. DIRECTORS:
Shri Dinesh Kumar Maheshwari and Shri Sandeep Kumar Jain are liable to
retire by rotation at the ensuing Annual General Meeting and being
eligible offers himself for re-appointment. During the year the Company
has appointed Shri Nakul Gorani as Director and Smt. Manju Gorani
resigned from Directorship as on 20.03.2013.
5. AUDITORS:
M/s. B.D. Sharda & Co., Chartered Accountants, holds office until the
conclusion of the ensuing Annual General Meeting and is eligible for
re-appointment. They have furnished a certificate to the effect that
their appointment, if made, would be with in the prescribed limit under
Section 224(1B) of the Companies Act, 1956.
6. FIXED DEPOSIT:
The Company has not accepted any Deposits under the provisions of
section 58A of The Companies Act, 1956 and the Rules made there under.
7. STATEMENT UNDER SECTION 217 OF THE COMPANIES ACT 1956:
No employees in the Company have been paid remuneration in excess of
the limits prescribed under section 217(2A) of The Companies Act, 1956,
read with Companies (Particulars of Employees) Rules, 1975.
8. CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
The information relating to conservation of Energy, Technology
absorption and Foreign Exchange earnings and outgo as required under
section 217(l)(e) of the Companies Act, 1956 read with the Companies
(Disclosure of particulars in the Report of Board of Directors) Rules,
1988, is given in Annexure 1 forming part of this report.
9. DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to sub-section (2AA) of section 217 of the Companies Act,
1956, the Board of Directors hereby state and confirm that:
a. In preparation of annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to
purchase and sales.
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 31st March, 2013 and of profit and loss account of
the profitforthe year ended 31st March, 2013.
c. The Directors have taken proper and sufficient care forthe
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 deleting fraud and other
irregularities.
d. The Directors have prepared the annual accounts on a going concern
basis.
e. Interest Free Unsecured Loan is taken from the directors and
promoters in pursuance of conditions stipulated in the sanctioned
letter of the bankers.
f. In cases of very few delays in payments of statutory dues like PF,
ESIC, TDS etc. applicable interest has also been recognized as payable.
10. CORPORATE GOVERNANCE:
A Separate report on Corporate Governance along with Auditors''
Certificate on its compliance is attached to this report.
11. ACKNOWLEDGEMENT:
The Board wishes to place on record their gratitude for the
co-operation being received from the Banks, Share Transfer Agent, Stock
Exchanges, and Share Holders, customers, staff and workers of the
company and thank them for their continued support.
By Order of the Board
San jay Gorani
Chairman & Managing Director
Place: Indore
Date: 30th May, 2013
Regd. Office:
Plot No. 32-33, Sector
F, Sanwer Road, Industrial Area,
Indore-452015 (M.P.)
Mar 31, 2012
To,The Members of Gorani Industries Limited
The Directors have great pleasure in presenting herewith the
Seventeenth Annual Report of your Company together with the Audited
Accounts for the financial year ended 31st March, 2012.
1. FINANCIAL RESULTS:
Particulars (Rs. in Lacs)
2011-2012 2010-2011
Gross Turnover 332.16 291.95
Profit Before Depreciation 0.45 32.18
Depreciation 25.35 20.68
Provisions For Taxation 0.00 0.00
Profit After Taxation (24.90) 11.50
Add Profit/(Loss) Brought Forward (216.23) (227.63)
Surplus/(Deficiency) Carried (241.13) (216.13)
To Balance Sheet .
2. PERFORMANCE:
During the financial year under review, your Company has achieved a
Gross Turnover of Rs. 332.16 Lakhs as against that of Rs. 291.95 Lakhs
during the previous year. The company has incurred a loss of Rs. 24.90
Lakhs during the financial year.
3. DIVIDEND:
Looking to the Financial Position of the Company your Directors are not
recommending any dividend for the , year.
4. DIRECTOR:
Shri Shayam Sunder Jhawar and Smt Manju Gorani are liable to retire by
rotation at the ensuing Annual General Meeting and being eligible offers
himself/herself for re-appointment.
5. AUDITORS:
M/s. B.D. Sharda & Co., Chartered Accountants, holds office until the
conclusion of the ensuing Annual General Meeting and is eligible for
re-appointment.
They .have furnished a certificate to the effect that their appointment
if made, would be with in the prescribed limit under Section 224(1B) of
the Companies Act, 1956. . '
6. FIXED DEPOSIT:
The Company has not accepted any Deposits under the provisions of
section 58A.'of The Companies Act, 1956 and the Rules made there under.
7. STATEMENT UNDER SECTION 217 OF THE COMPANIES ACT 1956:
No employees in the Company have been paid remuneration in excess of
the limits prescribed under section 217(2A) of "the Companies Act,
1956, read with Companies (Particulars of Employees) Rules, 1975.
8. CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
The information relating to conservation of Energy, Technology
absorption and Foreign Exchange earnings and outgo as required under
section 217(l)(e) of the Companies Act, 1956 read with the Companies
(Disclosure of particulars in the Report of Board of Directors) Rules,
1988, is given in Annexure 1 forming part of this report.
9. DIRECTORS RESPONSIBILITYSTATEMENT:
Pursuant to sub-section (2AA) of section 217 of the Companies Act,
1956, the Board of Directors hereby state and confirm that:
a. In preparation of annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to
purchase and sales.
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 31st March, 2012 and of profit and loss account
of the profit for the year ended 31s' March, 2012.
c. 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 deleting fraud and other
irregularities.
d. The Directors have prepared the annual accounts on a going concern
basis.
e. Interest Free Unsecured Loan is taken from the directors and
promoters in pursuance of conditions stipulated in the sanctioned
letter of the bankers.
f. In cases of few delays in payments of statutory dues like PF, ESIC,
TDS etc. applicable interest has also been paid which accrued to be
nominal.
10. CORPORATE GOVERNANCE:
A Separate report on Corporate Governance along with Auditors'
Certificate on its compliance is attached to this report.
11. ACKNOWLEDGEMENT:
The Board wishes to place on record their gratitude for the
co-operation being received from the Banks, Share Transfer Agent, Stock
Exchanges, and Share Holders, customers, staff and workers of the
company and thank them for their continued support.
By Order of the Board
Sanjay Gorani
Chairman & Managing Director
Place: Indore
Date : 30'" May, 2012
Regd. Office:
Plot No. 32-33, Sector F,
Sanwer Road, Industrial Area,
Indore-452015 (M.P.)
Mar 31, 2011
To The Members of Gorani Industries Limited
The Directors-have great pleasure in presenting herewith the Sixteenth
Annual Report of your Company together with the Audited Accounts for
the financial year ended 31st March, 2010.
1. FINANCIAL RESULTS:
Particulars (Rs. in Lacs)
2010-11 2009-10
Gross Turnover 291.95 407.59
Profit Before Depreciation 32.18 29.46
Depreciation 20.68 23.17
Provisions For Taxation 0.00 0.00
Profit After Taxation 11.50 6.29
Add Profit/(Loss) Brought Forward (227.65) (233.90)
Surplus/(Deficiency) Carried (216.23) (227.65)
To Balance Sheet
2. PERFORMANCE:
During the financial year under review, your Company has achieved a
Gross Turnover of Rs. 291.95 Lakhs as against that of Rs. 407.59 Lakhs
during the previous year. The company has achieved net profit of Rs.
11.50 Lakhs during the financial year as against that of Rs. 6.29
Lakhs during the previous year.
3. DIVIDEND:
Looking to the Financial Portion of the Company your Directors are not
recommending any dividend for the year.
4. DIRECTORS:
Shri Dinesh'Kumar Maheshwari is liable to retire by rotation at the
ensuing Annual General Meeting and being eligible offers himself for
re-appointment.
5. AUDITORS:
M/s. B.O. Sharda & Co., Chartered Accountants, holds office until the
conclusion of the ensuing Annual General Meeting and are eligible for
re-appointment.
They have furnished a certificate to the effect that their appointment,
if made, would be with in the prescribed limit under Section
224(18)of the Companies Act, 1956.
6. FIXED DEPOSIT:
The Company has not accepted any Deposits under the provisions of
section 58A of The Companies Act, 1956 and the Rules made there under.
7. STATEMENT UNDER SECTION 217 DF THE COMPANIES ACT19S6:
No employees in the Company have been paid remuneration in excess of
the limits prescribed under section 217(2A) of The Companies Act, 1956,
read with Companies (Particulars of Employees) Rules, 1975.
8. CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
The information relating to conservation of Energy, Technology
absorption and Foreign Exchange earnings and outgo as required under
section 217(l)(e) of the Companies Act, 1956 read with the Companies
(Disclosure of particulars in the Report of Board of Directors) Rules,
1988, is given in Annexure 1 forming part of this report.
9. DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to sub-section (2AA) of section 217 of the Companies Act,
1956, the Board of Directors hereby state and confirm that:
a. In preparation of annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to
purchase and sales.
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 31st March, 2011 and of profit and loss account of
the profit for the year ended 31st March, 2011.
c. 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 deleting * fraud and of
her-irregularities.
d. The Directors have prepared the annual accounts on a going
concern basis.
e. Interest Free Unsecured Loan is taken from the directors and
promoters in pursuance of conditions stipulated in the sanctioned
letter of the bankers.
f. In cases of very few delays in payments of statutory dues like PF,
ESIC, TOS etc. applicable interest has also been paid which accrued to
be nominal.
10. CORPORATE GOVERVANCE:
A Separate report on Corporate Governance along with Auditors'
Certificate on its compliance is attached to this report.
11. ACKNOWLEDGEMENT:
The Board wises to place on record their gratitude for the
co-operation being received from the Banks, Share Transfer Agent, Stock
Exchanges, and Share Holders, customers, staff and workers of the
company and thank them for their continued support.
By order of the Board
Sanjay Gorani
Chairman & Managing Director
Place: Indore
Date: 30th August, 2011
Regd. Office:
Plot No. 32-33, Sector F,
Sanwer Road, Industrial Area,
Indore-452015(M.P.)
Mar 31, 2010
The Directors have great pleasure in presenting here- with the
Fifteenth Annual Report of your Company to- gether with the Audited
Accounts for the financial year ended 31st March, 2010.
1. FINANCIAL RESULTS :
(Rs. in Lacs)
2009-10 2008-09
Gross Turnover 407.59 428.72
Profit Before Depreciation 29.46 56.23
Depreciation 23.17 23.02
Provisions for Taxation 0.00 0.10
Net Profit After Taxation 6.29 33.11
Add Profit/Loss Brought forward (233.90) (267.01)
Surplus/(Deficiency) Carried (227.65) (233.90)
to Balance Sheet
2. PERFORMANCE
During the financial year under review, your Com- pany has achieved a
Gross Turnover of Rs. 407.59 Lakhs as against that of Rs.428.72 Lakhs
during the previous year. The company has achieved net profit of
Rs.6.29 Lakhs during the financial year.
3. DIVIDEND:
Looking to the Financial Position of the Company your Directors are not
recommending any dividend for the year.
4. DIRECTORS:
Shri Anurag Nandecha is liable to retire by rotation at the ensuing
Annual General Meeting and being eligible offers himself for
re-appointment.
5. AUDITORS:
M/s. B.D. Sharda & Co., Chartered Accountants, holds office until the
conclusion of the ensuing An- nual General Meeting and are eligible for
re-appoint- ment. They have furnished a certificate to the ef- fect
that their appointment, if made, would be with in the prescribed limit
under Section 224(1 B) of the Companies Act, 1956.
6. FIXED DEPOSIT:
The Company has not accepted any Deposits under the provisions of
section 58Aof The Companies Act, 1956 and the Rules made there under.
7. STATEMENT UNDER SECTION 217 OF THE COMPANIES ACT 1956:
No employees in the Company have been paid re- muneration in excess of
the limits prescribed under section 217(2 A) of The Companies Act,
1956, read with Companies (Particulars of Employees) Rules, 1975.
8. CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
The information relating to conservation of Energy, Technology
absorption and Foreign Exchange earn- ings and outgo as required under
section 217(1 )(e) of the Companies Act, 1956 read with the Compa- nies
(Disclosure of particulars in the Report of Board of Directors) Rules,
1988, is given in Annexure 1 forming part of this report.
9. DIRECTORS RESPONSIBILITY STATE- MENT:
Pursuant to sub-section (2 A A) of section 217 of the Companies Act,
1956, the Board of Directors hereby state and confirm that:
a. In preparation of annual accounts, the ap- plicable accounting
standards have been followed along with proper explanation re- lating
to purchase and sales.
b. The Directors have selected such account- ing 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, 2010 and of profit and loss
account of the profit for the year ended 31st March, 2010.
c. The Directors have taken proper and suffi- cient 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 deleting fraud and other
irregularities.
d. The Directors have prepared the annual accounts on a going concern
basis.
e. Interest Free Unsecured Loan is taken from the directors and
promoters in pursuance of conditions stipulated in the sanction let-
ter of the bankers.
8. CORPORATE GOVERNANCE:
A Separate report on Corporate Governance along with Auditors
Certificate on its compliance is at- tached to this report.
9. ACKNOWLEDGEMENT:
The Board wishes to place on record their gratitude for the
co-operation being received from the Banks, Share Transfer Agent, Stock
Exchanges, and Share Holders, customers, staff and workers of the com-
pany and thank them for their continued support.
By order of the Board
SD/-
Sanjay Gorani
Chairman & Managing Director
Place : Indore
Date :30th July, 2010
Mar 31, 2000
The Directors have pleasure in presenting the Fifth Annual Report
together with the Audited Accounts of the Company for the financial
year ended March 31st, 2000.
FINANCIAL RESULT
(Rs. in Lacs)
Current Year Previous Year
Sales 750.56 914.92
Profit before Depreciation,
Interest and Miscellaneous
expenses written off 74.23 88.11
Interest 37.41 47.11
Depreciation 26.20 25.60
Miscellaneous exps. written off 9.45 11.97
Profit/(Loss) for the year 1.17 03.43
Balance brought forward (26.11) (29.54)
Net Profit/(Loss) carried to
Balance Sheet (24.94) (26.11)
PERFORMANCE
The year under review was an unprecedented challenging and competitive
year for your company and other manufactures in the Kerosene Wick
Stoves Industries. This was primarily due to sharp decline in real GDI3
growth of agriculture and allied activities to 0.8% in 1999-2000 from
7.2% in 1998-99, resulting into an adverse impact on rural spending and
affected demand for sonsumer goods. In this context your company
recorded sales of Rs. 750.56 lacs during the year as against Rs. 914.92
lacs in the previous year. The profit margin was also effected due to
reduction in the selling price to maintain the market share and
increase in raw materials cost in last quarter of the year. The low
capacity utilisation is also one of the reason for decline in profit
for the year. MARKET
The perf omance of the company in yet another difficult Year bears
tetimony to the fact that the company is capable of orienting its
activities to serve the dynamic needs of the ever changing market. This
is clearly proved by the performance of the New Brand named products
introduced in the beginning of the year, aggregating upto 13% total
production and sales of the year. The sales of 98.84% of the total
production of the year indicates the proper marketing strategy of
the.company. Besides the product basket of the company was also widened
to include a few more new brand names during the year.
With the perception of providing value added services to customers, the
company has decided to use its spare capacity for the manufacture of
L.P.G. GAS Stoves the demand of which is increased subtaintiaiy in
urban and rural market in last year. The product development is on the
verge of completion and your company has planned to launch the same in
the market by middle of the year. The marketing of the product
"Hurricane lantern" developed in previous year was postponed by the
company due to competitive market in rural sector. But now the same
will also be launched along with LPG Stoves. The Export performance of
the company was adversiy affected during the year due to low demand in
African Countries and high competition with other exporters like China.
The demand is again built up for your company product and sincere
efforts are made to export the Hurricane lantern to these countries.
Your company expects good amount of export in next year for both the
products.
The companys emphasis will continue to remain focussed towars cost
reduction measures, brand building and targeted customers through out
the country and improvement of productivity in the coming years. Export
market of stoves and "Hurricane lantern" and productionof newproducts
(L.P.G. Stoves) will increase the capacity utilisation which will
result into increase in profit margin. Thus the company is well poised
to retain its tempo of growth despite tough competition both at
domestic and global level. DIVIDEND
To strengthen the financial position of the company and also due to
marginal profit your Directors are unable to recommend any dividend for
this year again.
PUBLIC DEPOSITS
There were no Deposits at the end of the year and the company did not
accept any deposits from the Public during the year.
DIRECTORS
In accordance with the provisions of Companies act, 1956 and the
Articles of Association of the Company Mr. Anil Gorani retire by
rotation at this Annual General Meeting of the Company and being
eligible, offer himself for reappointment.
AUDITORS REPORT
The observations of the Auditors are explained, wherever necessary, in
appropriate notes to the accounts.
AUDITORS
The statutory Auditors of the Company M/s. A.P. Garg & Co., Chartered
Accountants, Indore retire at the conclusion of the ensuing Annual
General Meeting and being eligible, offer themselves for reappointment
as Auditors of the Company.
PERSONNEL
No employee has been paid remuneration in excess of the limits
prescribed under Section 217 (2A) of the Companies Act, 1956.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO.
The information relating to conservation of Energy, Technology
absorption and Foreign Exchange earnings and outgo as required under
section 217 (1) (e) of the Companies Act, 1956, read with the Companies
(Disclosure of particulars in the Report of Board of Directors) Rules,
1988, is given in Annexure-1 forming part of this Report.
ACKNOWLEDGEMENT
Your Directors place on record their appreciation for the assistance
and support extended by the Financial Institutions, Commercial Bank,
Shareholders, Customers, Staff and Worker of the Company.
Place : Indore For and on Behalf of the Board
Date : June 21st 2000 Narendra Gorani
Managing Director