GARLON POLYFAB INDUSTRIES LIMITED

Key Quantitative Figures

  • Financial Performance (FY 2020-21):
  • Total Income: ₹9,127.00 (Previous Year: ₹0.00)
  • Loss Before Tax (PBT): ₹(3,78,856.69) (Previous Year: ₹(2,41,552.10))
  • Net Loss After Tax (PAT): ₹(3,78,856.69) (Previous Year: ₹(2,41,552.10))
  • Earnings Per Share (Basic & Diluted): ₹(0.08) (Previous Year: ₹(0.05))
  • Share Capital: Paid-up Equity Share Capital remained unchanged at ₹4,61,32,000.00, consisting of 4,613,200 equity shares of ₹10 each.
  • Indebtedness: Unsecured borrowings stood at ₹1,91,76,000.00 as of March 31, 2021 (PY: ₹1,89,08,000.00), comprising loans from companies and directors.
  • Cash & Cash Equivalents: ₹38,948.19 as of March 31, 2021 (PY: ₹65,831.88).
  • Other Equity: Negative ₹6,53,60,453.81, accumulated from retained losses.
  • Auditor Remuneration: ₹23,600.00 paid to statutory auditors M/s. P.D. Agrawal and Company.

Dates of Action

  • Financial Year: April 1, 2020, to March 31, 2021.
  • AGM Date: Tuesday, November 30, 2021, at 11:00 A.M.
  • Book Closure: From Wednesday, November 24, 2021, to Tuesday, November 30, 2021 (both days inclusive).
  • Remote E-Voting Period: Commences at 09:00 a.m. on Saturday, November 27, 2021, and ends at 05:00 p.m. on Monday, November 29, 2021.
  • Cut-off Date for E-Voting: November 23, 2021.
  • Board Meetings Held During FY21: June 29, 2020; August 24, 2020; November 12, 2020; February 12, 2021.

Parties Involved

  • Board of Directors:
  • Mr. Vishal Garg (Managing Director & CFO, DIN:00792099)
  • Mr. Vivek Garg (Whole Time Director, DIN:00792169)
  • Mr. Brij Raj Kumar (Non-Executive Independent Director, DIN:02069498)
  • Mr. Rajiv Garg (Non-Executive Independent Director, DIN:02069480)
  • Key Managerial Personnel (KMP):
  • Mr. Vishal Garg (Managing Director)
  • Mr. Vishal Garg (CFO)
  • Mr. Sushil Kumar Gupta (Company Secretary)
  • Mr. Vivek Garg (Whole Time Director)
  • Statutory Auditors: M/s. P.D. Agrawal and Company, Chartered Accountants (Firm Regn No. 001049C).
  • Registrar & Transfer Agent (RTA): M/s. Abhipra Capital Limited, New Delhi.
  • Banker: HDFC Bank, Kanpur.
  • Secretarial Auditor: K N Shridhar & Associates, Company Secretaries.

Purpose & Rationale

The report is a statutory requirement to present the company's performance, governance, and financial position to its shareholders ahead of its AGM. The company discloses that it is not in operation and has had no revenue from operations since October 29, 1998. It is seeking viable business options for a turnaround. The Board recommends the reappointment of a director retiring by rotation and the appointment of statutory auditors for the next term.

Financial & Operational Impact

  • The company is a going concern despite accumulated losses and negative net worth, as stated by management and noted by the auditors with an 'Emphasis of Matter'.
  • The financial impact of continued non-operation is the recurring administrative expenses leading to annual losses.
  • Explicitly stated: "There is no revenue from operations since 29.10.1998."
  • The trading of the company's shares on BSE Limited is suspended. The company is making efforts to get the suspension revoked on a priority basis.

Capital Structure Impact

There was no change in the share capital during the financial year. The capital structure remains unchanged.

Cash Flow Implications

The net cash used in operating activities was ₹(2,94,883.69). Cash flow from financing activities showed a net inflow of ₹2,68,000.00 from additional borrowings.

Governance & Compliance

  • The company has constituted mandatory committees: Audit Committee, Stakeholders Relationship Committee, and Nomination and Remuneration Committee.
  • The secretarial audit report confirms general compliance with applicable laws, noting that the company's shares are suspended from trading.
  • No fraud was reported by the auditors under Section 143(12) of the Companies Act, 2013.
  • No significant material orders were passed by any regulators or courts impacting the going concern status.
  • The company has adopted required policies like Vigil Mechanism, Insider Trading, and a Code of Conduct.

Other Material Disclosures

  • Dividend: No dividend was recommended for the year.
  • Related Party Transactions: Transactions were conducted at arm's length and disclosed in the financial statements. Unsecured loans were taken from directors and a related company.
  • Shareholding Pattern (as of March 31, 2021): Promoters & Promoter Group: 32.51% (1,499,700 shares), Public: 67.49% (3,113,500 shares).
  • Management Discussion & Analysis: Acknowledges the impact of the COVID-19 pandemic on the global and Indian economy but states it did not significantly impact the company's ability to render services due to its non-operational status.