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Franklin Industries Ltd.

BSE: 540190 Sector: Others
NSE: N.A. ISIN Code: INE789R01014
BSE 00:00 | 19 Jan 12.57 0.59






NSE 05:30 | 01 Jan Franklin Industries Ltd
OPEN 12.57
52-Week high 19.40
52-Week low 8.08
P/E 19.34
Mkt Cap.(Rs cr) 5
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 12.57
CLOSE 11.98
52-Week high 19.40
52-Week low 8.08
P/E 19.34
Mkt Cap.(Rs cr) 5
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Franklin Industries Ltd. (FRANKLININDUST) - Director Report

Company director report


The Members of

M/s Franklin Industries Limited

(Previously known as M/s Murad Properties & Projects Limited)

Your Directors have pleasure in presenting the 39th Annual Report of theCompany together with the Audited Accounts for the financial year ended on 31stMarch 2021 for your perusal consideration and adoption.

State of Affairs of the Company:

Particulars Current Year 2020-21 Previous year 2019-20
Sales 150170281 131363203
Other Income 1545093 787313
Less: Expenditure 151715374 131612902
Profit Before Exceptional 538658 537614
Extraordinary Items & Taxation
Exceptional Items nil nil
Extra Ordinary Items nil nil
Profit/(Loss) before Taxation 538658 537614
Less : Current Tax 134664 54241
Less : Deferred Tax Charge/ (Credit) nil 82250
Profit/(Loss) after Tax 403994 401124

Company's Performance:

Company is working in two segments one in Wholesale trading of Agriculture Commoditiesand other in wholesale trading of Jewellery. Company is also planning to venture in tomanufacturing of Jewellery products in the current year.

Your company earned a total Revenue of Rs. 140263444/- from JewelleryBusiness and of Rs. 9906837/- from Agriculture Product Business. Company hasearned a net profit after tax of Rs. 403994/- as compared to net profit after taxof Rs. 401124/- of previous year.


Your directors do not recommend any dividend for the current year.

Director and Key Managerial Personal:

Mr. Alpesh Gupta retires by rotation and being eligible has offered himself for re-appointment

The board recommends his re-appointment.

Ms. Shivangi Bipinchandra Gajjar was appointed as a Non-Executive IndependentDirector of the Company as on 02.01.2021

During the year the non executive director has no pecuniary relation or transactionwith the company.

During the Year Ms. Dipika Pradeep Soni was resigned from the post of CompanySecretary (C.S.) of the Company w.e.f. 18.07.2020 and Mr. Dhaval Dharmendrakumar Nagarappointed as a Company Secretary (C.S.) of the Company as on 30.01.2021.

Financial Year:

There is no revision in financial statements or board report u/s 131 of theCompanies Act 2013 made by the company.

Particulars of Employees:

In terms of provisions of Section 197 read with Rule 5 (2) of The Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 none of the employeesare receiving remuneration as mentioned in the said section.

The information required pursuant to Section 197 read with Rule 5 (1) of The Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 in respect of employeesof the Company is Nil.

Statutory Auditors:

At the Annual General Meeting held on December 30 2020 M/s Vishves A. Shah& Co. (Now V S S B & Associates) Chartered Accountants were appointed asstatutory auditors of the Company to hold office till the conclusion of the Annual GeneralMeeting to be held in the calendar year 2021. In terms of the first proviso to Section 139of the Companies Act 2013 the appointment of the auditors shall be placed forratification at every Annual General Meeting. Accordingly the appointment of M/s VS S B & Associates (Formerly known as Vishves A. Shah & Co.) CharteredAccountants as statutory auditors of the Company is placed for ratification by theshareholders. In this regard the Company has received a certificate from the auditors tothe effect that if they are reappointed it would be in accordance with the provisions ofSection 141 of the Companies Act 2013.

Auditors' Report:

The observations of the Auditors in their Report and Notes Attached to the Accounts tothe Accounts are Self-Explanatory and do not require any Further Clarifications

Conservation of Energy Research and Development Technology Absorption ForeignExchange Earnings and Outgo:

Particulars with respect to Conservation of Energy Technology Absorption and ForeignExchange Earnings and Outgo as required under Section 134 (3)(m) of the Companies Act2013 read with the Rule 8 (3) of the Companies (Accounts) Rules 2014 are given in the"Annexure- I" attached hereto and forms part of this Report

Extract of Annual General Meeting:

As provided under Section 92(3) of the Act the extract of annual return is givenin "Annexure 11" in the prescribed Form MGT-9 which forms part of thisreport

Secretarial Audit:

Pursuant to provisions of Section 204 of the Companies Act 2013 read with Rule 9 ofthe Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 yourCompany engaged the services of M/s A Santoki & Associates Company Secretaryin Practice Ahmedabad to conduct the Secretarial Audit of the Company for the financialyear ended March 31 2021. The Secretarial Audit Report (in Form MR-3) is attached as"Annexure- Ill" to this Report

Board Meetings held during the year during the year:

During the year the Company has held 9 Board Meetings as against the minimumrequirement of 4 meeting The meetings were held on 30/06/2020 18/07/2020 15/09/202028/09/2020 11/11/2020 02/12/2020 02/01/2021 30/01/2021 and 10/02/2021.

Directors' Responsibility Statement:

To the best of our knowledge and belief and according to the information andexplanations obtained by us your Directors make the following statements in termsof Section 134(3)(c) of the Companies Act 2013:

a) In the preparation of the annual financial statements for the year ended March 312021 the applicable Accounting Standards had been followed along with proper explanationrelating to material departures

b) For the financial year ended March 31 2021 such accounting policies as mentionedin the Notes to the financial statements have been applied consistently and judgments andestimates that are reasonable and prudent have been made so as to give a true andfair view of the state of affairs of the Company and of the Profit and Loss of theCompany for the year ended March 31 2021.

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) The annual financial statements have been prepared on a going concern basis

e) That proper internal financial controls were followed by the Company and that suchinternal financial controls are adequate and were operating effectively

f) That proper systems to ensure compliance with the provisions of all applicable lawswere in place and that such systems were adequate and operating effectively

Code of Conduct:

The Board has laid down a Code of Conduct for all Board Members and Senior Managementof the Company Board Members and Senior Management Personnel have affirmed Compliancewith the Code for the period 2020-21.

The Company has adopted code of practices and procedures for fair disclosures ofunpublished price sensitive in information and code of conduct as required underRegulation (8)(1) and Regulation (9)(1) of the SEBI (Prohibition of Insider Trading)Regulations 2015.


Shares of the company are listed on BSE Limited and Calcutta Stock Exchange

Management Discussion & Analysis:

Management Discussion and Analysis of the financial position of the company forms partof the Annual Report

Particulars of loans guarantees or investments under Section 186 of the Companies Act2013:

During the year ended 31st March 2021 company has not given any LoansGuarantees and/or made any Investments covered under the provisions of Section 186 of theCompanies Act 2013.

Related Party Transactions:

During the year ended 31st March 2021 company has not entered into any Contractsand/or arrangements with related parties covered under section 188 of the Companies Act2013.

Material Changes and Commitments:

There are no any material changes and commitments made between the financial years thataffect the financial position of the company

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.

Risk Management Policy:

The Board of the Company has formed a risk management committee to frame implement andmonitor the risk management plan for the Company. The committee is responsible forreviewing the risk management plan and ensuring its effectiveness. The audit committee hasadditional oversight in the area of financial risks and controls. Major risks identifiedby the businesses and functions are systematically addressed through mitigating actions ona continuing basis. The development and implementation of risk management policy has beencovered in the management discussion and analysis which forms part of this report.

Policy on Prevention of Sexual Harassment:

The Company has formulated and implemented a policy for Prevention of Sexual Harassmentof women at workplace. During the year under review the Company has not received anycomplaints under the policy.

Corporate Social Responsibility:

Company was not required to formulate policy on Corporate Social Responsibility as yourcompany is not falling with the provisions of Section 135 of Companies Act 2013.

Declaration by independent directors:

The company has received necessary declaration from each independent director undersection 149(7) of the Companies Act 2013 that he/she meets the criteria of independencelaid down in section 149(6) of the Companies Act 2013 and SEBI (LODR).

Board Evaluation:

Pursuant to the provisions of the Companies Act 2013 and SEBI (Listing Obligation andDisclosure Requirements) Regulation 2015 the Board has carried out the annualperformance evaluation of its own performance of the Directors individually as well asthe evaluation of the working of its Audit Nomination & Remuneration and otherCommittees of the Board. At the meeting of the Board all the relevant factors that arematerial for evaluating the performance of individual Directors the Board and its variousCommittees were discussed. A structured questionnaire each for evaluation of the Boardits various Committees and individual Directors was prepared and recommended to the Boardby the Nomination & Remuneration Committee fordoing the required evaluation aftertaking into consideration the input received from the Directors covering various aspectsof the Board's functioning such as adequacy of the composition of the Board and itsCommittees execution and performance of specific duties obligations and governance etc.

A separate exercise was carried out to evaluate the performance of individualDirectors including the Chairman of the Board who were evaluated on parameters such aslevel of engagement and contribution independence of judgment safeguarding the interestof the Company and its minority

Shareholders etc. The performance evaluation of the independent Directors was carriedout by the entire Board. The performance evaluation of the Chairman and non-independentDirectors was also carried out by the Independent Directors at their separate meeting. TheDirectors expressed their satisfaction with the evaluation process.

Vigil Mechanism/ Whistle Blower Policy:

Pursuant to Section 177(9) of the Companies Act 2013 read with Rule 7 of the Companies(Meetings of Board and its Powers) Rules 2014 and the Board of Directors had approved thePolicy on Vigil Mechanism/ Whistle Blower. This Policy inter-alia provides a direct accessto the Chairman of the Audit Committee.

Your Company hereby affirms that no Director/ employee have been denied access to theChairman of the Audit Committee and that no complaints were received during the year.

Brief details about the policy are provided on the Web site of the

Details of Subsidiary/Joint Ventures/Associates:

Company has not any subsidiary company/Joint Ventures/Associates during the year underreview.


During the year under review your Company did not accept any deposits within themeaning of provisions of Chapter V - Acceptance of Deposits by Companies of the CompaniesAct 2013 read with the Companies (Acceptance of Deposits) Rules 2014.

Significant and Material Orders Passed by the Regulators or Courts or Tribunalsimpacting the Going Concern status of the Company:

There are no significant and material orders passed by the Regulators or Courts orTribunals which would impact the going concern status of the Company.


The directors thank the Company's employees customers vendors investors and academicinstitutions for their continuous support. The directors also thank the government ofvarious countries government of India the governments of various states in India andconcerned government departments/agencies for their co-operation. The directors appreciateand value the contributions made by every member of the company.

On behalf of Board of Directors
For Franklin Industries Limited
Place : Ahmedabad Alpesh Maheshbhai Gupta
Date : 03.09.2021 Managing Director