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Khator Fibre & Fabrics Ltd.

BSE: 521127 Sector: Industrials
NSE: N.A. ISIN Code: INE964G01016
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VOLUME 50
52-Week high 24.70
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P/E 10.28
Mkt Cap.(Rs cr) 9
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OPEN 22.00
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VOLUME 50
52-Week high 24.70
52-Week low 8.62
P/E 10.28
Mkt Cap.(Rs cr) 9
Buy Price 0.00
Buy Qty 0.00
Sell Price 22.00
Sell Qty 1250.00

Khator Fibre & Fabrics Ltd. (KHATORFIBRE) - Director Report

Company director report

TO

THE MEMBERS OF

KHATOR FIBRE & FABRICS LIMITED

The Directors take pleasure in presenting the Twenty Ninth Annual Report together withthe audited financial statements for the year ended 31st March 2015. The ManagementDiscussion and Analysis has also been incorporated into this report.

1. FINANCIAL RESULTS

(Rs. In Lacs)

2014–15 2013–14
Income from Operation 5413.31 4648.42
Less : Manufacturing
Administrative & Selling
Expenses 4972.21 4223.11
Profit before Depreciation & Interest 441.10 425.31
Less : Interest 181.71 138.31
Depreciation 182.39 137.54
Provision for Taxation (Net Deferred Tax) 23.82 46.17
Profit after Taxation 53.18 103.29
Add : Surplus Brought
Forward From Previous Year 10.04 6.75
Less : Transfer to General
Reserves & others 44.39 100.00
Balance carried forward to Balance Sheet 18.83 10.04

The Company proposes to transfer an amount of Rs.40 lacs to the General Reserves. Anamount of Rs.18.83 lacs is proposed to be retained in the Statement of Profit and Loss.

2. HIGHLIGHTS OF PERFORMANCE

• Total income for the year was Rs.53.18 lacs as compared to Rs.103.29 lacs in2014

• Total net sales for the year was Rs.5399.26 lacs as compared to Rs.4640.70 in2014 a growth of 16.35%

• Total profit before Interest & Depriciation for the year was Rs441.10 lacsas compared to Rs. 425.31 lacs in 2014

3. BUSINESS OPERATIONS

(a) During the Financial Year ending 31st March 2015 your company hasinstalled Rapid Jet Dyeing Machines & Thermopack & Latest Technology SupportingMachines adding to the existing Plant & Machinery. In export front companyestablishing & exploring new markets suitable to the product variety of the company.

4. DIVIDEND

Your Directors do not recommend any Dividend for the year under review so as toconserve the resources of the Company.

5. SHARE CAPITAL

The paid up Equity Share Capital as on 31st March 2015 was Rs 42109500. During theyear under review the Company has not issued shares with differential voting rights norgranted stock options nor sweat equity. As on 31st March 2015 the Directors of theCompany hold the equity shares of the Company as follows:

Name of the Director Number of Shares % of Total Capital
Mr. Kailash S. Khator 236975 5.58
Mr. Arvind S. Khator 31750 0.75
Mr. Ashok S. Khator 99850 2.35
Mr. Mukesh Khandelwal Nil Nil
Mr. Jogendra B. Chodhary Nil Nil
Mr. Dev Kumar P. Lohar Nil Nil

6. FINANCE

Cash and cash equivalent as at 31st March 2015 was Rs.401025.25. TheCompany continues to focus on judicious management of its working capital. Receivablesinventories and other working capital parameters were kept under strict check throughcontinuous monitoring.

6.1 DEPOSITS

The Company has not accepted deposit from the public and shareholders falling withinthe ambit of Section 73 of the Companies Act 2013 and the Companies (Acceptance ofDeposits) Rules 2014.

6.2 PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS

Details of Loans Guarantees and Investments covered under the provisions of Section186 of the Companies Act 2013 are given in the notes to the Financial Statements.

7. CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The criteria prescribed for the applicability of Corporate Social Responsibility underSection 135 of the Companies Act 2013 is not applicable to the Company.

8. BUSINESS RISK MANAGEMENT

The nature of business is manufacturing in Textiles. The inheritant risk to thebusiness of the company is as follows:

a) Foreign Exchange Risk

b) Yarn Price Risk

c) Stiff Global Competition

d) Government Policy on incentives for exports e) Risk elements in businesstransactions

f) Success of Cotton Crop

The nature of risk is dynamic of business and entrepreneurship. The Company has notformed Risk Management Committee and considered it as optional item as prescribed underClause 49 of Listing Agreement.

9. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has an Internal Control System commensurate with the size scale andcomplexity of its operations. The scope and authority of the Internal Audit (IA) functionis defined in the Internal Audit Charter. To maintain its objectivity and independencethe Internal Audit function reports to the Chairman of the Audit Committee of the Board.

The Company monitors and evaluates the efficacy and adequacy of internal control systemin the Company its compliance with operating systems accounting procedures and policiesat all locations of the Company. Based on the report of internal audit function processowners undertake corrective action in their respective areas and thereby strengthen thecontrols. Significant audit observations and corrective actions thereon are presented tothe Audit Committee of the Board.

10. VIGIL MECHANISM/WHISTLE BLOWER POLICY

The Company has a vigil mechanism to deal with instance of fraud and mismanagement ifany. The detail of the Whistle Blower Policy is explained in the Corporate GovernanceReport.

11. SUBSIDIARY COMPANIES

The Company has no Subsidiary Company.

12. DIRECTORS

In terms of the Articles of Association of the Company Mr. Kailash Khator Directorretires by rotation at the ensuing Annual General Meeting and being eligible offershimself for re-appointment.

The present tenure of Mr. Kailash S Khator as a Managing Director was expired on 31stMarch 2015. The Nomination and Remuneration Committee has recommended the appointment ofMr. Kailash S Khator as a Managing Director. The Board of Directors has decided tore-appoint him as a Managing Director for period of 5 years w.e.f. 1st April2015 and the item no. 4 of notice is for the same.

The present tenure of Mr. Arvind S Khator as Whole-Time Director was expired on 31stMarch 2015. The Nomination and Remuneration Committee has recommended the appointment ofMr. Arvind S Khator as Whole-Time Director. The Board of Directors has decided tore-appoint him as Whole-Time Director for period of 5 years w.e.f. 1st April2015 and the item no. 5 of notice is for the same.

The present tenure of Mr. Ashok S Khator as Whole-Time Director was expired on 31stMarch 2015. The Nomination and Remuneration Committee has recommended the appointment ofMr. Ashok S Khator as Whole-Time Director designated as Chief Financial Officer (CFO). TheBoard of Directors has decided to re-appoint him as Whole-Time Director designated asChief Financial Officer (CFO) for period of 5 years w.e.f. 1st April 2015 andthe item no. 6 of notice is for the same.

12.1 Board Evaluation

Pursuant to the provisions of the Companies Act 2013 and Clause 49 of the ListingAgreement the Board has carried out an annual performance evaluation of its ownperformance the directors individually as well as the evaluation of the working of itsAudit Nomination & Remuneration and Stakeholders’ Relationship Committees. Themanner in which the evaluation has been carried out has been explained in the CorporateGovernance Report.

12.2 Remuneration Policy

The Board has on the recommendation of the Nomination & Remuneration Committeeframed a policy for selection and appointment of Directors Senior Management and theirremuneration. The Remuneration Policy is stated in the Corporate Governance Report.

12.3 Meetings

A calendar of Meetings is prepared and circulated in advance to the Directors.

During the year four Board Meetings and four Audit Committee Meetings were convened andheld. The details of which are given in the Corporate Governance Report. The interveninggap between the Meetings was within the period prescribed under the Companies Act 2013.

13. DIRECTORS’ RESPONSIBILITY STATEMENT

To the best of their knowledge and belief and according to the information andexplanations obtained by them your Directors make the following statements in terms ofSection 134(3)(c) of the Companies Act 2013:

a) that in the preparation of the annual financial statements for the year ended 31stMarch 2015 the applicable accounting standards have been followed along with properexplanation relating to material departures if any;

b) that such accounting policies as mentioned in Note 1 of the Notes to the FinancialStatements have been selected and applied consistently and judgement and estimates havebeen made that are reasonable and prudent so as to give a true and fair view of the stateof affairs of the Company as at 31st March 2015 and of the profit of the Company for theyear ended on that date;

c) that proper and sufficient care has been taken for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 2013 forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities;

d) that the annual financial statements have been prepared on a going concern basis;

e) that proper internal financial controls were in place and that the financialcontrols were adequate and were operating effectively.

f) that systems to ensure compliance with the provisions of all applicable laws were inplace and were adequate and operating effectively.

14. RELATED PARTY TRANSACTIONS

All related party transactions that were entered into during the financial year were onan arm’s length basis and were in the ordinary course of business. There are nomaterially significant related party transactions made by the Company with PromotersDirectors Key Managerial Personnel or other designated persons which may have a potentialconflict with the interest of the Company at large.

All Related Party Transactions are placed before the Audit Committee as also the Boardfor approval. Prior omnibus approval of the Audit Committee is obtained on a quarterlybasis for the transactions which are of a foreseen and repetitive nature. The transactionsentered into pursuant to the omnibus approval so granted are audited and a statementgiving details of all related party transactions is placed before the Audit Committee andthe Board of Directors for their approval on a quarterly basis.

None of the Directors has any pecuniary relationships or transactions vis--vis theCompany.

15. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There are no significant material orders passed by the Regulators/Courts which wouldimpact the going concern status of the Company and its future operations.

16. AUDITORS

16.1 Statutory Auditors

The Company’s Auditors M/s. S. R. Goyal & Co. Chartered Accountants Mumbaiwho retire at the ensuing Annual General Meeting of the Company are eligible forreappointment. They have confirmed their eligibility under Section 141 of the CompaniesAct 2013 and the Rules framed thereunder for reappointment as Auditors of the Company. Asrequired under Clause 49 of the Listing Agreement the auditors have also confirmed thatthey hold a valid certificate issued by the Peer Review Board of the Institute ofChartered Accountants of India.

Members’ attention is invited to the observation made by the Auditors under"Emphasis of Matter" appearing in the Auditors Reports.

16.2 Secretarial Audit

Pursuant to the provisions of Section 204 of the Companies Act 2013 and The Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 the Company hasappointed M/s P. P. Shah & Co. Practicing Company Secretary to undertake theSecretarial Audit of the Company. The Report of the Secretarial Audit Report is annexedherewith as "Annexure A".

17. ENHANCING SHAREHOLDERS VALUE

Your Company believes that its Members are among its most important stakeholders.Accordingly your Company’s operations are committed to the pursuit of achieving highlevels of operating performance and cost competitiveness consolidating and building forgrowth enhancing the productive asset and resource base and nurturing overall corporatereputation. Your Company is also committed to creating value for its other stakeholders byensuring that its corporate actions positively impact the socioeconomic and environmentaldimensions and contribute to sustainable growth and development.

18. CORPORATE GOVERNANCE

As per Clause 49 of the Listing Agreement with the Stock Exchanges a separate sectionon corporate governance practices followed by the Company together with a certificatefrom the Company’s Auditors confirming compliance forms an integral part of thisReport.

19. ENERGY CONSERVATION TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The information on conservation of energy technology absorption and foreign exchangeearnings and outgo stipulated under Section 134(3)(m) of the Companies Act 2013 read withRule 8 of the Companies (Accounts) Rules 2014 is annexed herewith as "AnnexureB".

20. EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in form MGT-9 is annexedherewith as "Annexure C".

21. PARTICULARS OF EMPLOYEES

There is no employee in the Company drawing monthly remuneration of Rs.500000/- permonth or Rs.6000000/- per annum. Hence the Company is not required to disclose anyinformation as per Rule 5(2) of The Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014.

22. ACKNOWLEDGEMENTS

Your Directors thank the various Central and State Government DepartmentsOrganizations and Agencies for the continued help and co-operation extended by them. TheDirectors also gratefully acknowledge all stakeholders of the Company viz. customersmembers dealers vendors banks and other business partners for the excellent supportreceived from them during the year. The Directors place on record their sincereappreciation to all employees of the Company for their unstinted commitment and continuedcontribution to the Company.

23. CAUTIONARY STATEMENT

Statements in the Board’s Report and the Management Discussion & Analysisdescribing the Company’s objectives expectations or forecasts may be forward-lookingwithin the meaning of applicable securities laws and regulations. Actual results maydiffer materially from those expressed in the statement. Important factors that couldinfluence the Company’s operations include global and domestic demand and supplyconditions affecting selling prices of finished goods input availability and priceschanges in government regulations tax laws economic developments within the country andother factors such as litigation and industrial relations.

By Order of the Board of Directors
Sd/- Sd/-
Arvind Khator Kailash Khator
Whole Time Director Managing Director
Place: Mumbai
Dated: 30th May 2015

ANNEXURE ‘A’ TO BOARD’S REPORT

P. P. SHAH & CO. SECRETARIAL AUDIT REPORT

FORM NO. MR-3

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2015

[Pursuant to section 204(1) of the Companies Act 2013 and rule No.9 of the Companies(Appointment and Remuneration Personnel) Rules 2014]

To

The Members

Khator Fibre and Fabrics Limited

I have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Khator Fibre and FabricsLimited (hereinafter called the company). Secretarial Audit was conducted in a mannerthat provided me a reasonable basis for evaluating the corporate conducts/ statutorycompliances and expressing my opinion thereon.

Based on my verification of the Khator Fibre and Fabrics Limited books papersminute books forms and returns filed and other records maintained by the company and alsothe information provided by the Company its officers agents and authorizedrepresentatives during the conduct of secretarial audit I hereby report that in myopinion the company has during the audit period covering the financial year ended on 31stMarch 2015 complied with the statutory provisions listed hereunder and also that theCompany has proper Board-processes and compliance-mechanism in place to the extent in themanner and subject to the reporting made hereinafter:

I have examined the books papers minute books forms and returns filed and otherrecords maintained by the Company for the financial year ended on 31st March2015 according to the provisions of:

1. The Companies Act 2013 (the Act) and the rules made thereunder;

2. The Securities Contracts (Regulation) Act 1956 (‘SCRA’) and the rulesmade thereunder;

3. The Depositories Act 1996 and the Regulations and Bye-laws framed thereunder;

4. Foreign Exchange Management Act 1999 and the rules and regulations made thereunderto the extent of Foreign Direct Investment Overseas Direct Investment and ExternalCommercial Borrowings;

5. The following Regulations and Guidelines prescribed under the Securities andExchange Board of India Act 1992 (‘SEBI Act’):-

(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares andTakeovers) Regulations 2011;

(b) The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 1992;

(c) The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009;

(d) The Securities Exchange Board of India (Employees Stock Option Scheme and EmployeesStock Purchase Scheme) Guidelines 1999; (Not Applicable to the Company during auditperiod).

(e) The Securities Exchange Board of India (Issue and Listing of Debt Securities)Regulations 2008. (Not Applicable to the Company during audit period).

(f) The Securities Exchange Board of India (Registrar to an Issue and Share TransferAgent) Regulations 1993. Regarding the Companies Act 2013 and dealing with the clients.

(g) The Securities Exchange Board of India (Delisting of Equity Shares) Regulations2009. (Not Applicable to the Company during audit period).

(h) The Securities Exchange Board of India (Buyback of Securities) Regulations 1998.(Not Applicable to the Company during audit period).

I have also examined compliance with the applicable clauses of the following:

(i) Secretarial Standards issued by The Institute of Company Secretaries of India (Notnotified hence not applicable to the Company during the audit period).

(ii) The Listing Agreements entered into by the Company with Bombay Stock Exchange.

During the period under review the Company has complied with the provisions of the ActRules Regulations Guidelines Standards etc mentioned above subject to the followingqualifications:

A. Appointment of Company Secretary & Chief Financial Officer:

As per section 203(1)(ii) & (iii) the Company is required to appoint CompanySecretary & Chief Financial Officer.

The Company has not appointed Company Secretary & Chief Financial Officer. Inthis regard the management of the Company has provided the following reply:

(i) The Company has appointed Mr. Om Prakash Bajaj Director Compliance Officer of theCompany who looks after the compliance of Companies Act 2013 and SEBI Act and rules madethereunder

(ii) The Company has availed the services of Practicing Company Secretary for advisingon compliance of Companies Act 2013 and SEBI Act and rules made thereunder

(iii) The Company has appointed Mr. Ashok Khator as Chief Financial Officer (CFO) ofthe Company with effect from 1st April 2015.

(iv) The Volume and Scope of work for the Company Secretary is less and it is not afull time work and the job of Company Secretary is not attractive commensurate with thescope of work and salary.

B. Appointment of Internal Auditor :

As per section 138 of the Companies Act 2013 the Company is required to appointInternal Auditor. The Company has not appointed Internal Auditor. In this regardthe management of the Company has provided the following reply:

(i) The size of operation of the Company is very small it is not viable to appointInternal Auditor but the Company has established the internal control system.

C. Website Posting:

As per the various sections of the Companies Act 2013 and Listing Agreement theCompany is require to post various information policies on the website of the Company. TheCompany has not posted any information policies on the website of the Company. Inthis regard the management of the Company has provided the following reply:

a) The Company is filling regularly all the information with BSE and all theinformation is available on the website of BSE

D. Appointment of Woman Director:

As per section 149 of the Companies Act 2013 and clause 49 of Listing Agreement theCompany is required to appoint Woman Director. The Company has not appointed WomanDirector. In this regard the management of the Company has provided the followingreply:

(i) The Company is in the process of appointing Woman Director.

I further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors. The Company hasnot appointed Woman Director. The changes in the composition of the Board of Directorsthat took place during the period under review were carried out in compliance with theprovisions of the Act.

Adequate notice is given to all directors to schedule the Board Meetings agenda anddetailed notes on agenda were sent at least seven days in advance and a system exists forseeking and obtaining further information and clarifications on the agenda items beforethe meeting and for meaningful participation at the meeting. Majority decision is carriedthrough while the dissenting members’ views are captured and recorded as part of theminutes.

I further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensure compliancewith applicable laws rules regulations and guidelines.

I further report that during the audit period the Company has passed followingspecial/ordinary resolutions which are having major bearing on the company’s affairsin pursuance of the above referred laws rules regulations guidelines standards etc. :

1. Increase in borrowing limits under Section 180(1)(c) of the Companies Act 2013.

2. Sell lease or dispose off whole or substantially the whole of the undertaking underSection 180(1)(a) of the Companies Act 2013.

I further report that during the audit period there were no instances of:

1. Public/Right/Preferential issue of shares/debentures/sweat equity etc.

2. Redemption/buy-back of securities.

3. Major decisions taken by the members in pursuance to Section 180 (1) (b) &Section 180 (1) (d) of the Companies Act 2013.

4. Merger/amalgamation/reconstruction etc.

5. Foreign technical collaborations.

For P.P. Shah & Co.
Sd/-
(Pradip C. Shah)
Practising Company Secretaries
Place: Mumbai FCS No. 1483
Date : 30th May 2015 C P No.: 436

ANNEXURE ‘B’ TO BOARD’S REPORT

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

[Section 134(3)(m) of The Companies Act 2013 read with Rule 8(3) of the Companies(Accounts) Rules 2014] All the applicable information under Section 134(3)(m) of TheCompanies Act 2013 read with Rule 8(3) of the Companies (Accounts) Rules 2014 for theyear ended 31st March 2015 is given as follows:

A. CONSERVATION OF ENERGY

Current Year Previous Year
2014-15 2013-14
A. Power and Fuel
Consumption:
1. Electricity:
a) Purchased
Unit (KWH) 3419990.00 3351790.00
Total Amount (Rs.) 22828080.00 22615997.00
Rate/Unit (Rs.) 6.67 6.75
b) Own Generation
(i) Through Diesel
Generator
Units (KWH) 50700.00 46355.74
Units per Ltr. of
Diesel Oil 3.00 3.00
Cost/Unit (Rs.) 18.99 19.37
B. Furnace Consumption
a) Coal:
Unit tines 15135.700 20567.650
Amount (Rs.) 75004456.00 65406646.00
Average Rate per Kg 4.96 3.18
C. Consumption per unit
of Production/Product:
(i) Finishing of Fabrics
Electricity 0.121 0.122
D. Dyes & Chemical
Consumption
(i) Unit (KG.) 1637105.80 1537854.95
Amount (Rs.) 65998787.00 59900835.00

B. TECHNOLOGY ABSORPTION:

The Company has not deployed any Research and Development facility or absorbed anytechnology. Hence no disclosures are required to be given.

C. FOREIGN EXCHANGE EARNING AND OUTGO:

Foreign Exchange Earnings/Outgo:

(Rs. In Lacs)

Current Year Previous Year
2014-15 2013-14
Foreign Exchange Earned 1333.48 788.23
Foreign Exchange Outgo 0.00 17.60

i. Activities relating to Exports undertaken by the Company:

a) Enhanced & modified existing process house with the installation of LatestModern Technology Machineries.

b) Streamlining of the Sourcing & procurement activity.

c) Established separate department of R & D

ii. Initiatives taken to increase Exports:

a) Participation in the International Trade Exhibition worldwide to connect with newbuyers.

b) Measures were undertaken to escalate market penetration by regular overseastravelling.

c) Integrated Separate Department to conduct market survey to have better preview ofdemand of the product.

iii. Development of new export markets for products and services and export plans:

a) Introduced the varied new category Product in the market.

b) No. of Overseas agents increased to capture the market in depth.

c) Augmented well qualified staffs with good communication & interpersonal skillsto promote the Brand & product in the International Market.

By Order of the Board of Directors
Sd/- Sd/-
Arvind Khator Kailash Khator
Whole Time Director Managing Director
Place: Mumbai
Dated: 30th May 2015

ANNEXURE ‘C’ TO BOARD’S REPORT

EXTRACT OF ANNUAL RETURN

As on the financial year ended 31.03.2015

[Pursuant to Section 92(3) of the Companies Act 2013 and Rule 12(1) of the Companies(Management and Administration) Rules 2014]

FORM NO. MGT – 9

I. REGISTRATION AND OTHER DETAILS

CIN L17124RJ1986PLC003629
Registration Date 2nd May 1986
Name of the Company KHATOR FIBRE AND
FABRICS LIMITED
Category/Sub-Category of the Company Company limited by Shares
Address of the Registered Office and contact details G-67 Modi Nagar Ajmer
Road Jaipur
Rajasthan – 302019
Tel. No. 022 22414870
Fax No. 022 22404041
Whether listed company Yes
Name address and contact details of Registrar and Transfer Agent if any M/s. Sharex Dynamic
(India) Pvt. Ltd.Unit-1
Luthra Ind. Premises
1st Flr 44-E M Vasanti
Marg Andheri-Kurla Rd.
Safed Pool Andher (E)
Mumbai – 400072
Tel: 22641376
22702485

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY All the Business Activitiescontributing 10% or more of the total turnover of the Company shall be stated:

Name and Description of main Products/Services ITC Code of the Product/Service % to total turnover of the Company
Textile 60024300 100%
(Other activities relating to finishing of textile)

III. PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES

Name and address of the Company CIN/GLN Holding/ Subsidiary/ Associate % of shares held Applicable Section
Nil Nil Nil Nil Nil