Corporate Overview
Global Strides. Stronger Ties.
01
Global Vision, Local Expertise
02
Local Roots, Global Reach
04
Connecting Continents, Strengthening Bonds
06
Crafting Quality, Creating Connections
08
Letter from the Chairman
10
Letter from the Vice-Chairman
12
Letter from the MD
14
Letter from the Group CFO
16
Synergistic Ties, Collaborative Excellence
18
Global Presence, Unified Success
19
Exceeding Expectations, Mapping Success
20
Global Footprint, Local Precision
22
Digital Innovation, Global Integration
28
Fortifying Financials, Amplifying Strength
30
Sustainable Steps, Global Impact
32
Nurturing Talent, Strengthening Collaboration
34
Empowering Locals, Enriching Lives
36
Strengthening Foundations, Harmonising Operations
38
Steering Success, Shaping Growth
40
Risk Mastery, Global Unity
42
Honouring Excellence, Strengthening Capacity
44
Corporate Information
45
Statutory Reports
Management Discussion and Analysis
46
Notice
68
Directors’ Report
82
Business Responsibility and Sustainability Report
104
Corporate Governance Report
151
Financial Statements
Standalone
175
Consolidated
253
Disclaimer
This document contains statements about expected future events and
financials of Pearl Global Industries Limited (‘The Company’), which are
forward looking. By their nature, forward-looking statements require the
Company to make assumptions and are subject to inherent risks and
uncertainties. There is a significant risk that the assumptions, predictions,
and other forward-looking statements may not prove to be accurate. Readers
are cautioned not to place undue reliance on forward-looking statements as
several factors could cause assumptions, actual future results, and events
to differ materially from those expressed in the forward-looking statements.
Accordingly, this document is subject to the disclaimer and qualified in its
entirety by the assumptions, qualifications and risk factors referred to in the
Management Discussion and Analysis section of this Annual Report.
For more investor-related
information, please visit:
https://www.pearlglobal.
com/investor-relations/
Investor Information
Market Cap
: ` 2,716.13 Crores (as on May 18, 2024)
CIN
: L74899DL1989PLC036849
BSE Code
: 532808
NSE Symbol
: PGIL
Bloomberg Code
: PGIL:IN
Dividend Declared : Interim
AGM Date
: July 25, 2024
AGM Mode
: Virtual
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Global Strides.
Stronger Ties.
At Pearl Global, our journey is defined
by a dedication to excellence and a
commitment to forging meaningful
connections. As we navigate the dynamic
landscape of the global apparel industry,
this year encapsulates our vision and
ethos.
We are driven by our belief in the power of the best
talent, which we bring together to create a vibrant and
innovative environment. With a focus on attracting and
nurturing top professionals, we ensure that our teams
are equipped to excel in delivering comprehensive
supply chain solutions through cutting-edge technology
and forward-thinking fashion insights. We understand
the unique requirements of each brand we partner
with and tailor our offerings to meet and exceed these
expectations.
Our global strides reflect our relentless pursuit of
innovation, quality, and sustainability. From our diversified
product offerings to our operations across multiple
geographies, we continuously evolve to meet the
diverse needs of our clients and the ever-changing
market demands. With a robust design team and 24
manufacturing units (Including Partnership Facilities)
worldwide, we excel in creating high-quality products
while maintaining strong operational rigour and
sustainability in everything we do.
We are dedicated to bringing customised solutions to
some of the world’s biggest retailers, building strong
relationships with these leading marquee clients. Our
industry spans across the globe, connecting us with major
international brands and retailers, further enhancing our
global reach and influence.
Central to our success is the strength of our ties—with
our valued customers, dedicated employees, and trusted
partners. These relationships are the cornerstone of our
growth, enabling us to deliver unparalleled value and
foster mutual success. By cultivating an environment of
collaboration and trust, we ensure that our global network
thrives, driving us forward on the path of progress.
Together, we continue to make significant global strides,
building a future defined by resilience, innovation, and
enduring ties.
Key Highlights in 2023-24
Our Stature
` 3,436.15 Crores
Revenue
` 307.8 Crores
EBITDA
8.96%
EBITDA Margin
4.9%
PAT Margin
10
Countries (Global Presence)
24
Manufacturing Units (Including Partnership Facilities)
83.9 Million
Units Capacity Annually
25,708 Direct
Workforce
75 Direct
Designers (Globally)
Global Vision,
Local Expertise
Pearl Global Industries Limited (‘Pearl Global’ or ‘We’ or ‘Our Company’) was founded in 1987 by
Mr. Deepak Kumar Seth. Since then, we have grown into a prominent global apparel multinational
Company. We specialise in elevating everyday experiences with our range of stylish and trendy
apparel. Our commitment towards sustainable practices is deeply ingrained in our core values as
we strive to develop apparel that cater to all age groups, genders, and fashion sensibilities.
HOW WE DO IT
At Pearl Global, our design team is
committed to staying ahead of the curve by
keeping a watchful eye on emerging trends.
This enables us to present innovative and
distinctive ideas that set us apart from the
competition. By integrating our vision, we
consistently deliver innovative solutions that
push boundaries and exceed expectations.
Factual Insights
At Pearl Global, timely deliveries are a
hallmark of our success. Our operations
are designed to function like a well-oiled
machine, catering to the unique needs of
each client seamlessly. From concept to
delivery, we have a firm grip on every aspect
of the process, thanks to our robust process
management system.
Our state-of-the-art machinery is highly
scalable, as we leverage our cutting-
edge technologies, including solar power
generation, water conservation and recycling
treatment, as well as boilers, washing and
drying facilities, and fabric development. This
helps us achieve our sustainability goals,
while also ensuring that our products meet
the highest quality standards, thus generating
value for our stakeholders.
We adopt a strategic approach to our operations,
consistently planning, executing, and monitoring
our processes to remain focussed on our
goals. Our performance management system
is designed to ensure thoroughness and pre-
emptively address any issues that may arise.
At Pearl Global, we strive to create garments
that not only appeal to diverse fashion tastes but
also embodies our dedication to sustainability.
Our founding principle is to provide end-to-end
supply chain solutions to the global fashion
industry. We achieve this by empowering
individuals and safeguarding the environment,
ensuring that every garment we produce is a
testament to our values and vision.
Performance Management
We prioritise the needs of our clients and
develop tailored solutions to meet their
specific requirements. Our comprehensive
approach to design and manufacturing
involves a meticulous planning process
aimed at bringing each unique idea to life,
from conceptualisation to the final delivery
in store.
Customised Solutions
We take pride in our highly skilled and
trained team, which is well-equipped
to handle bulk production with ease.
Our employees are dedicated to deliver
exceptional results and work tirelessly
towards achieving our goal of meeting and
exceeding client expectations, thus enabling
us to consistently provide exceptional
products and services to our valued clients.
Skilled Team
Timely Deliveries
Reliable Infrastructure
2
PEARL GLOBAL INDUSTRIES LIMITED
OUR ETHOS
Our Vision
To be the global leader providing end-to-end
supply chain solutions to the fashion industry
Our Mission
To continuously exceed customer and
shareholder expectations by strategically
driving sustainability, technological
advancement, and innovative solutions,
delivered with the best talent in the industry
Our Goal
To innovate the way fashion is created
across the globe
STRONG SUCCESS MARKERS
DIVERSIFIED PRODUCT
OFFERING
Knits, Wovens, Denim, Outerwear, Activewear, and Athleisure
MULTINATIONAL
PRESENCE
Across 10 Countries such as India, Indonesia, Bangladesh,
Vietnam, Guatemala, the US, Spain, Hong Kong, the UK, and UAE
ROBUST DESIGN TEAM
75 Designers in 5 Countries
MANUFACTURING
CAPABILITY
24 Manufacturing Units (including Partnership Facilities)
Total Capacity: 83.9 Million Units per Year
OPERATIONAL RIGOUR
Delivering Timely Promises
SUSTAINABLE CARE
Environment-Friendly Solutions
CUSTOMISED SOLUTIONS
Biggest Pillar of Our Operations
PERFORMANCE
MANAGEMENT
Strategise, Plan, Perform, and Monitor Processes at
Every Stage
MARQUEE CLIENTELE
Kohl’s, PVH, Inditex, GAP, Old Navy and Macy’s, among others
3
ANNUAL REPORT 2023-24
1987
1998
2002
2004
2007
2011
2014
Commenced commercial operations
(by erstwhile Pearl Global Limited)
Established presence in
Hong Kong
Started operations
in Indonesia
Built import and distribution
in the US and the UK
Commenced Norp 1
operations in Bangladesh
Listed at NSE and BSE
Expanded Bangladesh
operations with Norp 2
Commenced Operations
in Bengaluru
Demerger of the
sourcing, marketing and
distribution business
Local Roots,
Global Reach
4
PEARL GLOBAL INDUSTRIES LIMITED
2016
2017
2020
2021
2022
2023
Commenced operations of Pearl 1,
in Chennai
Commenced operations in
Vietnam
Commenced operations of
Prudent Fashions in Bangladesh
Inaugurated own corporate office of
PT Pinnacle Apparels in Indonesia
Acquired land for acquisition of PT
Pinnacle Apparels’ operations in
Indonesia
Acquired Alpha Clothing
Limited in Bangladesh
Expanded capacity by building a new
facility on owned land in Indonesia
Expanded operations in Guatemala
5
ANNUAL REPORT 2023-24
Connecting Continents,
Strengthening Bonds
With a presence spanning across three continents, we have emerged as a leading apparel company, through
superior design and sustainable practices. We embrace the ever-evolving world of fashion with a strong
emphasis on teamwork, trust, and a steadfast focus on systems. Our journey is not just about expanding
geographically; it is about strengthening bonds across borders.
India
Bangladesh
Hong Kong
Vietnam
Indonesia
U.S.
Guatemala
U.K.
GLOBAL PRESENCE ACROSS 10 COUNTRIES
Spain
UAE
6
PEARL GLOBAL INDUSTRIES LIMITED
Disclaimer : This map is a generalised illustration only for the ease of the reader to understand the locations, and it is not intended to be used for reference purposes. The representation of
political boundaries and the names of geographical features/states do not necessarily reflect the actual position. The Company or any of its directors, officers or employees, cannot be held
responsible for any misuse or misinterpretation of any information or design thereof. The Company does not warrant or represent any kind of connection to its accuracy or completeness.
Gurugram
Chennai
Bengaluru
7
ANNUAL REPORT 2023-24
Crafting Quality,
Creating Connections
At Pearl Global, we have led the industry for decades by manufacturing top-notch apparel for renowned global
brands, all while championing sustainable solutions. Our dedication to excellence and integrity fuels our
passion to continuously refine our craft. This results in a diverse portfolio that resonates with individuals of all
ages, sizes, and genders.
We take pride in integrating sustainable practices across all facets of our manufacturing processes. Through a collaborative design
approach, each piece is meticulously crafted to meet the individual needs of our clients, ensuring uniqueness and distinction.
Embracing inclusivity, we offer accessible options that celebrate the diversity of every individual. Our commitment to quality extends
to sourcing fabrics from top-tier supply chains worldwide, ensuring adherence to rigorous international standards.
OUR CLOTHING CATEGORIES
Women
Toddlers
Girls
Boys
Men
Tops, Shirts, Long Shirts, Dresses,
Sleepwear, Hoodies, Leggings
Tops, Skirts, Dresses
Shirts
Shirts, Polo T-Shirts,
Sleepwear, Pyjamas
Rompers
T-Shirts, Skirts, Dresses,
Rompers, Tank Tops
T-Shirts, Two-piece Sets
T-Shirts, Hoodies
Dresses, Tops, Skirts,
Sweaters, T-Shirts, Joggers
Hong Kong
Spain
UK
US
Gender
Wovens
Knits
Design and
Marketing
Offices
GENDER-WISE SPLIT
KNITS
ACTIVEWEAR AND
ATHLEISURE
WOVENS
SLEEPWEAR AND LOUNGE
DENIM
CHILDRENSWEAR
OUTERWEAR
8
PEARL GLOBAL INDUSTRIES LIMITED
GLOBAL DISTRIBUTION OF APPAREL DESIGN AND
MARKETING OFFICES
PRODUCT-WISE SPLIT (%)
US
Spain
Hong Kong
UK
Woven
Knits
70
30
9
ANNUAL REPORT 2023-24
Dear Stakeholders,
At the outset, I am delighted
to share that Pearl Global has
achieved remarkable milestones
in terms of expansion and financial
strength, showcasing our strong
strategy, outstanding execution,
and unwavering resilience. Our
outstanding achievements were
characterised by sustainable sales
growth, addition of new marquee
customers, and manufacturing
capacity expansion, a growth in
shipped products, and record-
breaking EBITDA. Despite facing
various challenges, our team has
displayed exceptional determination
and perseverance, contributing to
our continued success.
Our unique heritage, defined by our
continuous innovation and stylish
apparels, consistently guides our
creative efforts season after season.
We are dedicated to showcasing
this heritage and our exceptional
manufacturing capabilities, while
maintaining a vigilant approach that
aligns with the current global context.
Our purpose is to offer products
made with great attention to detail,
beautiful designs, and quality
materials. Our products are made
with a great sense of responsibility,
considering their social and
environmental impact.
The Big Picture
In 2023-24, India’s economy
demonstrated remarkable growth,
despite challenges. It surpassed
the earlier expectations with an
expected growth rate of 7.6%. This
was supported by a combination
of stringent policy and regulatory
measures, coupled with the gradual
resurgence of the private sector.
Positioned on the brink of further
economic advancement, the
country is propelled by substantial
investments in emerging sectors,
continued Government spending,
and efficiency gains driven by
upgrading digitalisation and
infrastructure. While the fashion
industry may face some challenges
in demand, we firmly believe that a
resurgence is on the horizon. Guided
by these promising indicators and
the strategic initiatives we have
implemented, we are poised for
sustainable growth in the coming
year and beyond.
The growth and transformation
of our industry are shaped by
various fundamental and long-term
macro drivers and opportunities.
Our proactive approach has been
We embrace the core
pillars of Trust,
Transparency, and
Teamwork. Trust forms
our foundation,
Transparency fosters
open communication,
and Teamwork drives our
collective success. These
pillars guide our actions,
shaping a culture of
collaboration and reliability.
Letter from
the Chairman
10
PEARL GLOBAL INDUSTRIES LIMITED
instrumental in achieving exceptional
growth, supported by high-quality
innovations and precise cost control
measures. We have made significant
reinvestments in our strategies and
capabilities to enhance our ambitions
and drive improved profitability.
Our Commitment
At the heart of Pearl Global is our
commitment to partnership and
ownership, empowering individuals
to seize opportunities and cultivate
a culture rooted in our cherished
values. We embrace the core
pillars of Trust, Transparency,
and Teamwork. Trust forms
our foundation, Transparency
fosters open communication, and
Teamwork drives our collective
success. These pillars guide our
actions, shaping a culture of
collaboration and reliability.
We offer our products through
the best customer experience,
ensuring that when people visit us,
we give them quality at par with the
confidence they place in us. We
want our products to be appreciated
by end-customers for the personal
touch and affection that each of
our designers, pattern makers,
sales teams, buyers, suppliers, and
employees put into them. All these
factors make our business possible.
We believe firmly that our customers
value this commitment, and we work
tirelessly to honour this very special
relationship.
Our people are the driving force
behind our achievements. We
believe that their collective talent,
creativity, and dedication are the
cornerstones of our success.
By fostering an inclusive and
empowering work environment,
we enable our employees to reach
their full potential and contribute
meaningfully to our goals.
Our team comprises both
manufacturers and retailers, and
we have a diverse customer base.
Our Board of Directors stand at
the forefront of our organisation,
driving value-accredited growth not
just to the business but to every
stakeholder in our value chain.
We have in place a strong
leadership team that guides our
path towards sustainable growth.
We have onboarded Dr. Rajiv Kumar,
Mr. Sanjay Kapoor, and Mr. Ashwini
Agarwal as the Non-Executive
Independent Directors. They bring
in rich experience in their respective
field and their guidance will surely
help the Board and our Company
in achieving the goal we have set
forward for the next three-to-four-
year period. We also extend our
deepest gratitude to Mr. Anil Nayar
Mr. Rajendra Kumar Aneja, and Mr.
Chittranjan Dua for their invaluable
contribution towards our Company
during their tenure as Independent
Directors.
At the same time, we have prioritised
investments in our social and
environmental commitments. This
aligns with our objective of achieving
responsible growth and creating
shared value for all stakeholders.
These efforts demonstrate our
dedication to sustainable practices
and our commitment to positively
impacting the broader community
while pursuing our growth objectives.
We are as excited and unwilling
to settle as ever. We want to do
everything within our power to make
a positive difference in the future.
The magic at Pearl Global pushes
us to continue to do better, achieve
more milestones and push our
boundaries.
Way Forward
I would like to share our vision for
the future. We will focus on financial
discipline to avoid excessive
leverage and ensure the strength of
our profit and loss, cash flow, and
balance sheet. We must foster an
entrepreneurial mindset within our
organisation, with actions speaking
louder than words and embodying
the principle of ‘walking the talk.’
We need to build strong foundations
through continuous innovation in
design, operational excellence, and
digitisation, while adhering to the
basics. Collaboration is paramount,
as a united ‘we’ will always surpass
an individual ‘I.’ Embracing openness,
merit-based decision-making, and
a belief in our people is crucial to
our culture and values. Encouraging
autonomy and freedom, while
building trust as the cornerstone of
our relationships, is essential.
Recognising the importance of
family and social connections is
vital to our overall well-being. At
the same time, we understand that
discipline, hard work, values, and
a healthy lifestyle are essential for
business and professional success.
To achieve these objectives, we
need to establish strong foundations.
This includes compliant capacity,
customer dependency, credit,
compliance, currency, cost, inventory,
trust, transparency, and teamwork.
These building blocks will support
our growth and success.
Closing Note
I extend my heartfelt gratitude
to the members of our Executive
Committee and the exceptional
teams within our organisation for
their passion and energy throughout
the past year. I am deeply thankful
to my esteemed colleagues on the
Board for their steadfast commitment
and invaluable guidance. This
is more so as we navigated the
challenges of a predominantly
virtual working environment while
addressing a demanding agenda.
On behalf of the entire Pearl Global
family, I would also like to express
our sincere appreciation to our
shareholders, customers, bankers,
and all our business associates. Your
support has been instrumental in our
success, and we deeply value the
trust and partnership we have built
together to strive for excellence and
achieve our shared goals.
Sincerely,
Deepak Kumar Seth
Chairman
11
ANNUAL REPORT 2023-24
Dear Stakeholders,
Fashion reflects the social changes
and trends unfolding in the world
around us. At Pearl Global, we
are proud to make quality and
affordable fashion for millions of
people worldwide, helping them
express their individuality. It is also
a representation of what moves
them and what unites them. This
Annual Report provides an account
of our performance in 2023-24, our
identity, and our attention to detail in
offering quality products that meet our
customers’ demands. It also highlights
our evolution and the progress we
have made in transforming our sector.
Our strong and diverse customer
base, coupled with a wide geographic
presence, positions us well for
continued success in the years
ahead. This will further enable us
to expand our market share in the
total addressable market. We are
confident that our strategic approach
and commitment to excellence will
propel us to even greater heights in
the future.
The Overarching Story
2023-24 was marked by significant
complexity and instability. Uncertainty
has become a status quo in which we
have to carry out our businesses. Our
strong corporate culture, the hallmarks
of which include careful decision
making, committed professionals,
being nimble, and thinking outside
the box, sets us apart. It gives us an
edge in these times and allows us to
continue to bring the beauty that is
fashion to millions of people.
We are delighted to announce
our best financial performance
since inception in 2023-24, with a
remarkable 21% year-on-year (y-o-y)
increase in overseas revenue.
Additionally, our group level EBITDA
crossed the ` 300 Crores mark on
a full year basis. The exceptional
results for 2023-24 reflect our
robust global competitive edge.
Leveraging our core strengths, we
have achieved sustained growth,
driven by a diversified customer
portfolio.
Today, we have a diversified
product offering and operate in
multiple locations globally. With
24 manufacturing units including
partnership worldwide, a robust
design team, and a strong
operational foundation, we are
committed to sustainable practices in
all aspects of our operations.
We specialise in providing
customised solutions to some of
The exceptional results
for 2023-24 reflect our
robust global competitive
edge. Leveraging our
core strengths, we have
achieved sustained
growth, driven by a
diversified customer
portfolio.
Letter from the
Vice-Chairman
12
PEARL GLOBAL INDUSTRIES LIMITED
the world’s largest retailers, building
strong relationships with them.
In our industry, there are several big
retailers and international brands
worldwide. As a manufacturer
and exporter, we compete with
other companies to cater to these
customers.
Throughout our history, we have
demonstrated our ability to identify
promising projects and establish high-
potential partnerships. Our consistent
success is rooted in strategic thinking,
efficient resource allocation, and
personalised support, all underpinned
by our unmatched expertise. Our
commitment to expansion through
partnerships serves as a powerful
driver for our Company’s growth,
allowing Pearl Global to meet fashion
aspirations worldwide. Each new
partnership represents a new chapter,
a fresh value chain, and the acquisition
of new expertise, propelling us to even
greater heights.
We have a strategic approach to
sourcing that involves a combination
of 100% owned factories and
partnership factories. This strategy
is particularly important in mature
markets like Vietnam and Bangladesh.
These partnerships allow us to
leverage the ecosystems that have
been built in these countries, enabling
us to produce both in our own
factories and in professionally run
partner factories. Currently, about 16%
of our sourcing occurs through these
partnership factories.
ESG Commitment
As a responsible apparel manufacturer,
we are committed to reducing our
carbon footprint. We have adopted
renewable energy sources in
our operations and implemented
several sustainable initiatives. These
include using eco-friendly fabrics
with extended lifespans, conducting
environmental impact assessments,
and implementing solar power
generation. Additionally, we have
initiated the Aqualess Mission aimed
at reducing water consumption in
garment manufacturing processes.
We have also made substantial
investments in reducing water
consumption for denim washes,
achieving an impressive 85%
reduction. This has resulted in the
elimination of hazardous chemicals
in our production processes.
Each garment now receives an
Environmental Impact Score during
the design phase, ensuring minimal
environmental impact.
Open communication with our
employees is crucial for developing
mutual trust and understanding, which
in turn aligns the workforce with
our Company’s vision. As a global
Company, there is ample opportunity
for learning and growth. Whether it
is working on new technologies or
innovating existing processes, we
are constantly striving to create a
better workspace for everyone. We
encourage our employees to seize
new opportunities at various group
locations to advance their careers to
the next level.
In collaboration with the Gurugram
Metropolitan Development Authority
(GMDA) and the Abhipsa Foundation,
we have spearheaded a remarkable
initiative. Together, we have
transformed a once-neglected 0.5-
acre plot in sector 32, Gurugram, into
a vibrant green belt. This area, which
was previously a waste dumping
ground, now stands as a testament
to our commitment to environmental
stewardship and community well-
being.
This initiative aligns with Pearl
Global’s core values of sustainability
and community enhancement. By
reclaiming and revitalising this space,
we are taking significant strides
towards environmental preservation
and fostering a stronger, healthier
community. We are proud to lead
such impactful projects and remain
committed to driving positive change
for a better tomorrow.
Strategy Going Forward
At Pearl Global, we have a
multinational presence and plan for
growing revenue from these regions.
We anticipate achieving growth
across regions where we are currently
present. It is important to note that
99% of apparel manufacturing and
trading happens within four different
supply chains, and we are currently
operating in three of them.
In terms of product design, we focus
on co-creating products based on
the needs of the end customer. Our
robust design team utilises modern
techniques, such as 3D CAD rendering
and other advanced design software,
to innovate with woven fabrics. These
technologies enable the creation
of intricate patterns, textures, and
designs that enhance the visual and
functional appeal of woven products.
We are committed to the asset-light
model and will continue to progress
in this direction, leveraging our
presence in various locations. Looking
ahead to the next four or five years,
we aim to acquire more customers,
increase wallet share with existing
customers, expand geographically,
automate our facilities and processes,
and optimise our capacities. We also
plan to pursue partnership facilities
and capitalise on state government
initiatives to facilitate the setting up of
manufacturing facilities by creating a
conducive manufacturing ecosystem
in India.
It would be remiss of me to sign
off without referring to one of our
greatest strengths. In a world in which
everything seems to be changing
quickly, Pearl Global boasts solid
roots and a shareholder and financial
structure that allows us to set our
sights – truly – on the long term.
Our stability is what allows us to be
extraordinarily flexible and nimble
when required of us by the market
environment or our customers. With
more investment, more innovation
and doubling down on what we truly
believe in, here at Pearl Global, we
are ready to continue to thrive among
change.
Warm regards,
Pulkit Seth
Vice-Chairman
13
ANNUAL REPORT 2023-24
Dear Stakeholders,
Fashion and lifestyle trends evolve
globally at a rapid pace, and our
efforts at Pearl Global reflect this
trend. We ensure our global growth
and relevance by listening to our
customers’ feedback, continuously
refining our products, and staying
abreast of the latest trends. By doing
so, we accurately reflect the zeitgeist
and cater to the dynamic needs of
our clientele, securing our position
as a leader in the global fashion
landscape. Our 2023-24 performance
has witnessed strong growth year-
over-year across all metrics. Our group
level EBITDA crossed ₹ 300 Crores
mark on a full year basis. Increased
profitability from our overseas
operations, combined with a better
product mix and enhanced operational
efficiency, has boosted our EBIDTA
margin (excluding ESOP expenses) by
100 basis points year-on-year.
Our adaptability to the constantly
changing market conditions is deeply
rooted in our longstanding connection
with the real fashion world. This
foundational principle, though simple
in appearance, is at the core of our
identity. Our business model is the
result of a harmonious integration of
teamwork, talent, creativity, innovation,
dynamism, efficiency, and flexibility. It
is a culture deeply ingrained in us, one
that constantly pushes our boundaries
and extends beyond our comfort
zones.
This unique combination empowers
us to navigate the dynamic fashion
industry landscape with agility and
resilience. It ensures that we remain
at the forefront of industry trends and
continue to meet the evolving needs
of our customers.
Global Strides, Stronger Ties
In 2023, the US market experienced a
challenging period for imports, with a
significant inventory overhang leading
to a 15% reduction in imports compared
to the previous year. This situation
impacted manufacturers worldwide,
as orders decreased by 15% to 20%.
However, this phase seems to have
concluded, with fresh inventory being
placed in stores. This indicates a
potential improvement in order volumes
for the upcoming period.
In Europe, while there was no inventory
issue, cautiousness prevailed due to
the Ukraine war and other geopolitical
tensions. As a result, European
countries bought about 13% less
inventory overall, with countries like the
UK and Germany reducing imports by
17%. On the other hand, Japan, known
for its conservative approach post-
pandemic, saw a modest 4% decrease
In our ongoing efforts
to enhance operational
efficiency and product
quality, we have
successfully modernised all
our factories, implementing
a comprehensive
digitisation strategy. One
of the key outcomes of this
initiative is the introduction
of unique QR codes on
each garment we produce.
Letter from
the MD
14
PEARL GLOBAL INDUSTRIES LIMITED
in imports compared to 2022. Despite
these challenges, we have remained
vigilant and responsive to the market
dynamics, ensuring adaptability to
changing global trends and demands.
We have manufacturing facilities in
Gurugram, Chennai, and Bengaluru in
India; Dhaka in Bangladesh; Hanoi in
Vietnam; Semarang and Kabupaten
Demak in Indonesia; and Guatemala
City. Our design and market
intelligence centres in New York,
London, Madrid, Barcelona, and La
Coruna, Spain, collaborate closely with
customers to co-create products. In
addition, each manufacturing location
has a team of designers dedicated to
product development.
In India, we focus on products
blouses, dresses, shirts, some
requiring intricate handwork, like
flowy dresses with lace insertions,
using lighter fabrics such as double
gauze. In Dhaka, we concentrate on
core basic items like polos, hoodies,
fleece products, track pants, track
bottoms, and track tops. While we also
produce some women’s products in
Bangladesh, they are relatively basic
compared to our offerings from India.
Bangladesh is also known for its denim
and bottom products.
In Vietnam, we specialise in outerwear,
including technical outerwear and
athletic garments. We also produce
high-end technical items with features
like heat quilting, seam sealing, and
flat lock stitching. In Indonesia, our
focus is to develop upmarket and
smaller brands with a better value
proposition. We do have capability
to make technical high-altitude
outerwear, skiwear, and we also
produce dresses and blouses using
synthetic fabrics that require intricate
needlework.
In Guatemala, where we recently
started operations in 2023, we
serve as a near-shore option for
the US customers. With the current
challenges in inventory management
and logistics, the US customers are
increasingly sourcing 5% to 10%
of their inventory from near-shore
production markets. Although still a
small operation, however Guatemala is
an important location for our customers
in the US. We have started supplying
knit items like, Polo T-shirts, synthetic
knits and cotton tees and hoodies and
track bottoms, among other knitted
products.
Operational Efficiency
In our ongoing efforts to enhance
operational efficiency and product
quality, we have successfully
modernised all our factories,
implementing a comprehensive
digitisation strategy. One of the key
outcomes of this initiative is the
introduction of unique QR codes on
each garment we produce.
These QR codes serve as a hallmark of
our commitment to transparency and
quality assurance. While they enable
us to track every garment from the
fabric source to production, they also
help us capture vital information such
as the fabric’s origin, manufacturing
process details, and the individuals
involved at each step. This level of
traceability ensures 100% inventory and
quality control, and traceability for our
garments.
Furthermore, this initiative has
positioned us well to meet the evolving
demands of the market, especially from
the US retailers and the Government.
They emphasise on traceability in
garments to prevent sourcing from
regions with forced labour. Our ability
to provide complete garment history at
the scan of a QR code demonstrates
our readiness to meet these stringent
requirements.
Going Ahead
Our business strategy revolves around
building a diversified portfolio that
not only drives revenues but also
improves margins, supported by an
asset-light business model. We aim to
reduce dependency on any specific
vertical, ensuring long-term growth
sustainability and risk mitigation.
With a robust balance sheet, steady
cash flows, and global competitive
advantage, we are well-positioned
to grow in all the geographies to
capitalise on growth opportunities. We
aim to enhance our order book with
value-accretive orders, leveraging the
strong tailwinds in the infrastructure
sector. We also aim to achieve a double-
digit EBITDA in the coming years.
All these, coupled with our focus on
revenue growth and consistent margin
improvement, will drive sustainable
enhancements in Return on Capital
Employed (RoCE).
We are excited to announce our
strategic expansion plans for the
coming years, aimed at enhancing our
production capacity and geographical
reach. The indicative capital expenditure
(capex) for capacity expansion from
2023-24 to 2027-28 is forecasted
to range from ` 450 Crores to ` 550
Crores. This growth will be funded
through a mix of internal accruals, debt,
and expansion capital, ensuring a strong
financial foundation for our expansion
endeavours.
In India, we are currently in the
advanced stage of entering into
lease for capacity expansion in two
states, Madhya Pradesh and Bihar
through subsidiaries and are exploring
opportunities in other locations and
states to boost our domestic presence.
Overseas, we have already executed a
subsidiary in Guatemala. Additionally,
we continue to evaluate the acquisition
of factories in other countries to further
strengthen our global footprint. We have
a strong financial position, experienced
leadership, and a dedicated workforce.
With all this in place, we are confident
in our ability to adapt to changing
market dynamics, identify new growth
opportunities, and deliver exceptional
value to our stakeholders.
Acknowledgment
I extend my heartfelt gratitude to
the members of our Board, our
shareholders, business partners, the
Pearl Global team, and all stakeholders
for their support and trust in our growth
journey. I look forward to your
continued engagement and
partnership in the years to come.
Regards,
Pallab Banerjee
Managing Director
15
ANNUAL REPORT 2023-24
Dear Stakeholders,
I am delighted to share our
significant progress and
accomplishments over the
past three years, which have
resulted in improved financial
performance. Our revenue has
more than doubled since 2020-
21, surpassing our initial growth
target of 8% to 10% by achieving
a remarkable 12% to 14%
growth within three years. Our
EBITDA has shown substantial
improvement, increasing from 4%
to almost 9%. This improvement
can be attributed to various
strategies implemented across
verticals and geographies,
including operational leverage
and optimising our product and
customer mix.
Coming to specifics, our
consolidated revenue for 2023-
24 showed a remarkable growth
of 9% y-o-y, reaching ` 3,436.15
Crores compared to ` 3,158.41
Crores in 2022-23. Furthermore,
our EBITDA for 2023-24 amounted
to ` 307.8 Crores, representing an
impressive y-o-y growth of 22%
as opposed to ` 258.2 Crores in
2022-23. In addition, we witnessed
a noteworthy improvement in our
margin, with a y-o-y increase of
100 basis points – elevating it from
8% in 2022-23 to 9% in 2023-24.
These achievements underline
our commitment to operational
excellence, strategic growth, and
financial sustainability.
Our efforts to optimise working
capital have been successful, with
working capital days reduced from 70, 65,
and 60 to just 30 days. This improvement
was driven by our digitisation efforts,
which reduced turnaround time from
raw material to finished goods across
factories/geographies. As a result, we
have unlocked working capital, leading
to lower debt servicing, and reduced
working capital risk.
At Pearl Global, we prioritise risk
mitigation to safeguard our financial
position and operational stability. Our
raw material costs are passed through
to ensure stability. Our inventory is
only maintained against order, with
TAT being monitored at each stage,
thereby enhancing operational efficiency.
Additionally, our currency exposure is
minimal, with natural hedges in place
for overseas operations and domestic
sourcing for 99% of our fabric in India.
Our commitment to
governance, risk
management and financial
discipline remains at
the core of our growth
strategy, which is also duly
reflected in our Company’s
improved credit ratings
over the past two years.
Resource mobilisation and
optimisation will ensure
healthy capital employment
across geographies, thereby
maximising returns.
Letter from the
Group CFO
16
PEARL GLOBAL INDUSTRIES LIMITED
We follow a calibrated hedging
policy for export currency, protecting
profits in the face of currency
fluctuations. Compliance with
product and social ethical standards
is paramount in all our operations,
meeting the stringent requirements
of our buyers. We strictly adhere to
regulatory requirements, including
company laws statutory regulations,
and income tax laws, supported by a
robust governance framework.
Additionally, we prioritise customer
relationship management,
ensuring strong relationships and
customer satisfaction. Our cash
flow management practices, capital
allocation policy, and asset-light
approach are all geared towards
optimising financial performance and
ensuring sustainable growth.
We have made significant strides in
strengthening governance and have
been focussing on scalability and
value protection for our shareholders
and stakeholders. We appointed Big
4 top accounting firm as Statutory
Auditors for overseas companies,
bringing in best practices that have
helped in strengthening system and
processes.
To further bolster our internal
audit operations, we engaged E&Y
as internal auditors in India and
Bangladesh, recognising that these
regions contribute significantly
to our revenue. Strengthening
operational processes in these
key markets is crucial for long-
term scalability. We have also
automated several processes
related to group consolidation,
MIS review, concurrent audits,
and factory MIS reviews. These
efforts have enhanced governance,
transparency, and stakeholder
communication within our
Company.
Our commitment to governance
and financial discipline has resulted
in improved Company credit ratings
over the past two years. This has
enabled us to secure lower interest
rates despite the prevailing market
conditions. We have managed
to maintain or even reduce our
interest rates, despite increases
in the broader interest rate
environment in India.
At Pearl Global, we have a clearly
defined capital allocation policy
that prioritises a balance between
growth and returns to shareholders.
As a regular dividend paying
Company, we have established a
dividend policy stating that at least
20% of our net profits should be
distributed to shareholders. Our
goal is to ensure that while we
focus on growth, we also deliver
value to our shareholders. This
approach reflects our commitment
to responsible and balanced capital
allocation.
We are dedicated to revolutionising
the fashion industry worldwide. We
prioritise the implementation of
strong internal controls and focus
on maintaining high standards of
corporate and risk governance
within our Company. By
emphasising on financial discipline
through prudent capital allocation,
effective cash flow management,
efficient working capital
management, and comprehensive
risk management practices, we are
committed to enhancing value for
all our stakeholders.
Regards,
Sanjay Gandhi
Group CFO
17
ANNUAL REPORT 2023-24
Synergistic Ties,
Collaborative Excellence
Our partnership model is designed to unlock valuable synergies, allowing us to maximise value, optimise
frameworks, and deliver exceptional results. By leveraging the collective capacity and resources of our
partners, we devise strategies that harness the unique expertise and strengths of each party, resulting in
superior growth outcomes.
PARTNERING
COMPANY’S
CONTRIBUTION
As Pearl Global expands
collaborations globally,
our partner organisations
astutely handle local capital
expenditure and labour costs.
PEARL GLOBAL’S
CONTRIBUTION
At Pearl Global, we understand the significance of
investing in working capital to facilitate day-to-day
operations. This investment is essential for managing
short-term financing and investment choices efficiently
and ensure the smooth functioning of the business.
Our partnership approach is designed to capitalise
on our strengths in design and procurement. We
have also appointed industrial engineers who
play a crucial role in ensuring compliance with
industry standards and overseeing production
processes. Their presence ensures that production
aligns with established guidelines, maintaining
the highest standards of quality and efficiency.
Faster
Turnaround Time
Asset-Light
Model
Capacities in
Proximity to
Supply Chain
Area
Better Return
Ratios
SYNERGIES DERIVED FROM
PARTNERSHIP MODEL
PRODUCT-WISE SPLIT (%)
Owned
Partnership
85.3
14.7
18
PEARL GLOBAL INDUSTRIES LIMITED
Global Presence,
Unified Success
At Pearl Global, we strive to seamlessly adapt to the dynamic needs of our diverse clientele. This is an
outcome of our capability to analyse industry trends and our steadfast commitment to delivering unparalleled
products and services.
At the heart of our success is a collaborative ethos, where we work hand in hand with our clients to comprehend their distinct
requirements and preferences. This approach not only ensures customer satisfaction but also propels us towards greater
heights of achievement, transcending geographical boundaries to achieve unified success across continents.
19
ANNUAL REPORT 2023-24
Exceeding Expectations,
Mapping Success
In an era defined by rapid changes in the retail landscape, Pearl Global stands at the forefront, poised to
navigate the dynamic challenges and seize emerging opportunities. As market dynamics evolve, we continue
to adapt and innovate, ensuring a sustainable competitive edge.
Increasing Demand for Environment-Friendly Options
The garment industry is increasingly recognising the imperative to embrace environmental friendly practices in response
to growing consumer demand for sustainable fashion and the escalating environmental challenges posed by the sector. By
adopting sustainable materials, implementing circular economy initiatives, reducing chemical usage, conserving water and
energy, promoting supply chain transparency, and prioritising ethical labour practices, the industry is moving towards a more
environmentally friendly future.
The Company’s response: The Company provides evidence of adherence to specific guidelines, such as environmental
regulations, fair trade practices, labour standards, and product safety requirements. We are also using technology in our
Bangladesh operations to reduce 85% of the water used in denim production.
Increased Focus on Woven Fabrics and Modern Technology
The woven fabric market is expected to experience steady growth in the coming years. This can be attributed to population
growth, urbanisation, sustainability trends, and advancements in technology. Digital transformation in the textile industry is
crucial for improving efficiency, reducing costs, and enhancing competitiveness. Leveraging digital technologies such as 3D
design software, computer-aided manufacturing, and automation enables textile companies to streamline operations. This
minimises the time and resources required for product development, production, and distribution.
The Company’s response: Pearl Global’s robust design team utilises modern techniques, such as 3D CAD rendering and
other advanced design software, to innovate with woven fabrics. These technologies enable the creation of intricate patterns,
textures, and designs that enhance the visual and functional appeal of woven products.
Evolving economic environment
Fluctuations in global economic conditions, including GDP growth rates, trade policies, currency exchange rates, and
changes in consumer disposable income levels, purchasing power, and preferences influence the demand for textiles and
apparel products. These fluctuations impact the demand for textile products and export opportunities both domestically and
internationally.
The Company’s response: Pearl Global leverages its multinational presence, with 24 manufacturing units (including
partnership facilities) across five countries, to navigate fluctuations in global economic conditions effectively. This extensive
network ensures resilience against regional economic disruptions and facilitates access to a broad market base. This further
helps in stabilising demand and optimising export opportunities.
OUR CLOTHING CATEGORIES
20
PEARL GLOBAL INDUSTRIES LIMITED
UNIQUE PROPOSITION
Multinational
Presence
24 manufacturing units (including partnership facilities)
spread across 5 countries
Presence in 3 out of 4 supply chain areas
End-to-End supply chain provider
Ability to do Concept + Store
Fashion trend analysis by talented design personnel
Modern unique techniques like 3D CAD rendering, 3D
Optitex, CLO and Browzwear used to craft the final product
Partnership model to drive the next leg of growth
No lead time
Improved return ratios going ahead
Long-term relationship with well-known large retail format
stores (Kohl’s, Macy’s, Target Australia and others) and
specialised retail format stores (Bershka, Gap, Old Navy
and others)
Key Strengths
Outcome
Increasing wallet
share from existing
customers
Acquiring new
customers
Facilitating swift
expansion to new
geographies/expansion
to existing geographies
Providing new
product categories
Robust Design
Team
Shift Towards
Asset Light
Model
Strong
Customer
Relationship
21
ANNUAL REPORT 2023-24
Global Footprint,
Local Precision
At Pearl Global, we have established ourselves as a premier manufacturer of apparel for renowned
global brands. Our manufacturing processes prioritise sustainability, integrating eco-friendly practices
at every step.
At Pearl Global, we take pride in our scalable operations, ensuring that our factories are equipped with the latest technology
and resources for activities like knitting, washing, and drying fabric. These resources are strategically sourced from around the
world, reflecting our dedication to quality and efficiency.
No. of Units
Capacity
Utilisation%
(Blended)
2023-24
Annual
Capacity in
Pieces
Specialisation
In-House
Partnership
INDIA
7
-
61%
24.5 Million
pieces p.a.
Woven and knit tops, dresses, shirts,
women’s fashion wear, kid’s wear,
sleepwear and woven and knits bottoms
BANGLADESH
4
5
81%
45.0 Million
pieces p.a.
Woven, knits, denim, sleepwear and
loungewear, active wear & athleisure,
tops and bottoms for men, women and
kids
VIETNAM
1
4
50%
6.5 Million
pieces p.a.
Outerwear and jackets including down
jackets, woollen jackets and coats, seam-
sealed jackets, puffers, parkas, blazers,
anoraks, swimming trunks, and synthetic
bottoms
INDONESIA
2
-
32%
4.0 Million
pieces p.a.
Women’s professional wear, performance
wear, woven tops and dresses,
sleepwear, and loungewear
GUATEMALA
1
-
-
(Newly added)
2.0 Million
pieces p.a.
Polos, heavy-weight knits, light-weight
knits, bottoms, and denims
Note: No of units and Annual capacity includes own manufacturing and partnership
22
PEARL GLOBAL INDUSTRIES LIMITED
Context
Despite global economic risks, India has shown remarkable
resilience and progress. As one of the world’s fastest-
growing economies, India aims to attain high middle-
income status by 2047. It is dedicated to addressing
climate change and aims for net-zero emissions by 2070.
Significant investments in top-notch physical and digital
public infrastructure further bolster the country’s ability to
navigate both domestic and global challenges, ensuring
steady economic progress.
OUR CLOTHING CATEGORIES
Our India Business
SWOT Analysis
Strengths
Well-integrated and efficient supply chain, ensuring
timely delivery and cost-effective production
Investments in state-of-the-art
technology and automation
Weaknesses
Increasing labour costs and availability
Opportunities
Supportive Government policies and initiatives,
such as the ‘Make in India’ campaign, can provide
incentives and boost local manufacturing
Threats
Apparel industry is highly competitive, with
numerous domestic and international players
Our Strategies
Fully digitised factories
Equipped for future innovations
Integration of QR codes on each garment makes
tracking easy and guarantees authenticity
Commitment to environmental stewardship
Dedicated to sustainable practices
Focus on maintaining an asset-light model
Continuous advancement of operations
High-quality products with minimised
environmental footprint
Addressable Market Size
The Indian textile and apparel industry is projected to
exhibit a 10% CAGR from 2019-20, reaching USD 190 Billion
by 2025-26. Currently holding a 4% share of global trade,
India ranks as the world’s third-largest exporter in this
sector. Export expectations for 2025-26 stand at USD 65
Billion, with major markets including the US, EU27, and the
UK, constituting around half of India’s exports.
(Source: https://www.investindia.gov.in/sector/textiles-
apparel#:~:text=Total%20textile%20exports%20are%20
expected,Mn%20people%20in%20allied%20industries)
Way Forward
At Pearl Global, we remain dedicated to expanding our customer base. We also invest significant time, energy, and strategic
efforts towards this goal. Domestic expansion is a key focus area for us, alongside continuous automation of facilities and
processes. The Company aims to maximise the utilisation of capacities and forge strategic partnerships. Specifically in India,
state government incentives are promising, serving as growth catalysts for the country. We strongly believe in the potential
impact of these initiatives on India’s growth trajectory.
23
ANNUAL REPORT 2023-24
Context
Bangladesh’s GDP stands at approximately USD 1.13 Trillion. The
country’s apparel industry contributes around 60% to its total
industrial development, employing 4.5 Million people nationwide.
The World Bank Group is actively assisting Bangladesh in
achieving its goal of attaining upper-middle income status by
2031-32 through comprehensive technical, analytical, and financial
assistance programmes. These efforts encompass various
aspects including economic development, power, infrastructure,
disaster management, climate change, agriculture, human and
social development, and poverty reduction, aligning with the
Government’s economic growth agenda.
(Source: https://www.worldbank.org/en/country/bangladesh/
overview#3)
OUR BANGLADESH BUSINESS
Way Forward
Bangladesh is supported by strategic investments from manufacturers and brands seeking alternatives to China in South
and Southeast Asia. With ongoing infrastructure development and the country’s demonstrated performance, these prospects
appear promising. Bangladesh’s sustainability efforts, trade agreements, and robust global supply chain further enhance its
competitive advantages, ensuring continued benefits in the future.
SWOT Analysis
Strengths
Bangladesh offers competitive labour costs, making
it an attractive destination for manufacturing
Robust manufacturing infrastructure, ensuring
high production capacity and efficiency
Weaknesses
Bangladesh faces infrastructural issues such as power
shortages, inadequate transportation networks, and port
congestion, which can affect production and logistics
Opportunities
Increasing global demand for ready-made garments
Adopting new technologies and automation
in manufacturing processes can enhance
efficiency and product quality
Threats
Economic downturns in major consumer countries
can impact the demand
The global garment industry is highly competitive, and
other low-cost manufacturing countries pose a threat
Our Strategies
Export clothing to key markets: The US,
Germany, The UK, Spain, France
Duty-free benefits for exports to Canada
Strong bilateral agreements provide duty-
free access to ASEAN countries
Supported by industrial experience and
workforce training programmes
Significant employment opportunities
for the middle-aged population
Comprehensive services offered to all brands
Ability to take on complete responsibilities
and drive business growth
Addressable Market Size
Bangladesh’s apparel exports recorded a milestone
in CY 2023, fetching an all-time high of nearly USD 47
Billion. The textile and garment industry contributes
over 13% to Bangladesh’s GDP, with more than 84%
of export earnings coming from textiles and related
products. The country has invested approximately USD
15 Billion in the primary textile sector, which fulfils 85-
90% of the yarn demand for knit Ready-Made Garments
and 35-40% for woven Ready-Made Garments.
(Source: https://www.mordorintelligence.com/industry-
reports/bangladesh-textile-manufacturing-industry-study-
market/market-size)
24
PEARL GLOBAL INDUSTRIES LIMITED
Context
Vietnam’s economic growth is projected reach 5.5% in
2023-24, up from 5% in 2022-23. This can be attributed to
increasing global demand and restored domestic consumer
confidence. Real GDP growth is expected to strengthen in the
next three years, reaching the pre-pandemic average by 2025-
26. Vietnam has grown bolder in its development aspirations,
aiming to become a high-income country by 2045. To achieve
this goal, the economy would have to grow at an annual
average rate of about 6% per capita for the next 25 years.
(Source: https://www.worldbank.org/en/country/vietnam/
overview#3)
OUR VIETNAM BUSINESS
SWOT Analysis
Strengths
Vietnam’s proximity to major markets in Asia and
its integration into global supply chains make
it an advantageous manufacturing hub
Lower labour costs compared to other Asian
countries help maintain cost-efficient production
Growing pool of skilled and semi-skilled workers
proficient in garment manufacturing
Weaknesses
Heavy reliance on imported raw materials can
expose the business to supply chain disruptions
Opportunities
Adoption of advanced manufacturing technologies and
automation can enhance efficiency and product quality
Threats
Changes in trade policies, tariffs, and international
trade agreements can impact export competitiveness
Our Strategies
Primary operations centred in
Hanoi, northern Vietnam
Proximity to China reduces lead times
for shipping raw materials
Enhanced operational efficiency
Active involvement in various free trade
agreements, including with the EU
Facilitates smoother shipping routes
from Myanmar and China
Optimised supply chain and enhanced
global market competitiveness
Ongoing investments in digitisation
and modernisation
Aim to stay ahead of industry trends and
meet evolving customer needs
Way Forward
Pearl Vietnam is committed to delivering value and enhancing competitiveness by consolidating propositions with customers.
We strive for ongoing success and maintain a diversified source to support our goals consistently.
Addressable Market Size
In 2022, Vietnam’s textile and garment exports soared
to approximately USD 44 Billion, a testament to the
sector’s robust growth. This marked a 14.7% year-on-
year increase, solidifying the Southeast Asian nation’s
position as a formidable global garment exporter. The
surge in export value reflects the industry’s resilience
in the face of various challenges, including the
Covid-19 pandemic.
(Source: https://www.worldfashionexchange.com/blog/
vietnam-growing-textile-and-garment-industry/)
25
ANNUAL REPORT 2023-24
Context
Indonesia’s GDP growth is forecasted at 5% in 2023 and an
average of 4.9% over the medium term from 2024 to 2026.
Inflation is projected to decrease to 3.2% in 2024, down from an
average of 3.7% in 2023. The services sector, particularly tourism,
is anticipated to benefit from continued recovery, while lower
commodity prices and global growth challenges may hinder
goods exports. Government revenues as a percentage of GDP are
expected to increase due to tax reforms. Government spending is
set to gradually revert to pre-pandemic levels.
(Source: https://www.worldbank.org/en/country/indonesia/overview#3
https://www.worldbank.org/en/news/press-release/2023/12/13/
indonesia-economic-growth-to-ease-slightly-in-2024-as-commodity-
prices-soften )
OUR INDONESIA BUSINESS
SWOT Analysis
Strengths
Access to a large pool of skilled and semi-skilled labour
helps maintain efficient production capacities
Weaknesses
Significant reliance on imported raw materials can expose
the business to supply chain disruptions and cost volatility
Opportunities
Adopting advanced manufacturing
technologies and automation can enhance
productivity, quality, and cost efficiency
Threats
Natural disasters, geopolitical tensions, or pandemics
can disrupt the supply chain, affecting production
schedules and delivery commitments
Our Strategies
Primarily upmarket brands
Focus on delivering premium quality garments
Tailored production to meet specific
needs and uphold brand standards
Expertise in technical outerwear
Production of a wide range of garments
Ability to cater to a broader customer
base with a comprehensive selection
Specialising in synthetic fabrics
requiring intricate needlework
Meticulous attention to detail
Exceptionally high-quality standards,
surpassing industry norms
Addressable Market Size
The Indonesian textile industry, which is one of
the leading sectors in the country’s economy,
experienced a total USD 3.6 Billion in CY 2023 in
exports.
(Source: https://textileinsights.in/indonesian-textile-
exports-drop-14-78-in-previous-year/#:~:text=The%20
Indonesian%20textile%20industry%2C%20
which,billion%20in%202023%20in%20exports.)
Way Forward
Our focus is to develop brands with a better value proposition. We do have capability to make technical high altitude
outerwear, skiwear and produce dresses and blouses using synthetic fabrics that require intricate needlework.
26
PEARL GLOBAL INDUSTRIES LIMITED
Context
Guatemala, boasting the largest economy in Central
America in terms of population and economic activity, saw
a GDP growth of 4.1% in 2022 and 3.5% in 2023, with an
anticipated 3% growth in 2024. Despite this, Guatemala
has great potential to promote growth and prosperity
among its people. Its strategic proximity to the US presents
ample opportunities in tourism and nearshoring.
(Source: https://www.worldbank.org/en/
country/guatemala/overview#1)
OUR GUATEMALA BUSINESS
SWOT Analysis
Strengths
Proximity to key markets in North America,
particularly the US, facilitates shorter
lead times and lower shipping costs
Availability of a skilled and experienced workforce
Weaknesses
Guatemala’s development is concentrated in
few cities, mainly Guatemala City, making harder
for manufacturers to set commercial relations
Opportunities
Expanding into new product lines and
categories can diversify revenue streams
Threats
Natural disasters, geopolitical tensions, or
pandemics can disrupt the supply chain, affecting
production schedules and delivery commitments
Our Strategies
Initiated operations in 2023
Integrate pivotal growth Initiatives
into our strategic framework
Development of basic knits
Stronger product offerings and catering to a
broader range of customer needs in the region
Way Forward
With the acquisition and stabilisation of our Guatemala unit in 2023, we have strategically positioned ourselves in three out of
four major supply chains. This move significantly enhances our industry position, expands our presence and capabilities in key
markets, and strengthens our global footprint.
Addressable Market Size
The garment and textile industry in Guatemala has a
history of more than 30 years and accounts for 15% of
total exports, making it the country’s major export sector.
(Source: https://investguatemala.com/apparel-and-textile/)
27
ANNUAL REPORT 2023-24
Digital Innovation,
Global Integration
Embracing digitalisation, we have not only navigated the challenges of the modern market but also redefined
the standards of excellence in the industry. This commitment to innovation has enabled us to deliver superior
value to our customers and stakeholders, setting new benchmarks in global integration.
Digitisation Process
Fabric
Ginning
Spinning
Processing
Vetted Fabric
Cutting – PCS
SAP GRN
Creation
Fabric Rolls
Supermarket
Inventory
update
Cutting-Piles
Production
Line
Receive
Fabric QR code
Issue
Roll to
Quality
Quality
Garment QR
Code Issue
Garment QR code attachment
Cotton Traceability
Knitting
Weaving
Doc Set 1
Invoice
Packing List
Country of Origin
Bill of Lading
Doc Set 2
Invoice
Packing List
E-way Bill
Purchase Order
Doc Set 3
Invoice
Packing List
E-way Bill
Purchase Order
Doc Set 4
Invoice
Packing List
E-way Bill
Purchase Order
Doc Set 5
PO to Customers
Packing List
Bill of Landing
28
PEARL GLOBAL INDUSTRIES LIMITED
Garment
Manufacturing
Retailers
End of line
inspection
Finishing
Dispatch
Packing
Washing
Finishing Inspection
Compliance With Regulations and Standards
At Pearl Global, we recognise the importance of compliance with regulations and standards in the textile industry. As part
of our digitisation process, we have implemented traceability documents that enable us to meet a range of regulations and
standards effectively. They provide verifiable evidence of our adherence to guidelines, including environmental regulations,
fair trade practices, labour standards, and product safety requirements.
By digitising our traceability documents, we have not only streamline our operations but also ensure that ethical and
sustainable practices are followed throughout our supply chain. This digital transformation helps our buyers verify that we are
committed to responsible sourcing and production.
29
ANNUAL REPORT 2023-24
PAT
(₹ in Crores)
2019-20
21.7
17.5
70.1
153
169.1
2020-21
2021-22
2022-23
2023-24
Revenue from Operations
EBITDA
(₹ in Crores)
(₹ in Crores)
2019-20
2019-20
1,685.1
66.9
1,490.9
60.9
2,713.5
140.6
3,158.4
255.5
3,436.2
307.8
2020-21
2020-21
2021-22
2021-22
2022-23
2022-23
2023-24
2023-24
EBITDA Margin
PBT
(in %)
(₹ in Crores)
2019-20
2019-20
4.0
31.2
4.1
11.4
5.2
85.8
8.1
175.8
8.96
192
2020-21
2020-21
2021-22
2021-22
2022-23
2022-23
2023-24
2023-24
Fortifying Financials,
Amplifying Strength
30
PEARL GLOBAL INDUSTRIES LIMITED
Geographical Revenue Split
No. of Pieces Shipped
No. of Pieces
Shipped
(₹ in Crores)
(in Million)
(in Million)
860
13.6
16
10.8
19.7
19.9
720
1,780
2,054
2,482
825
17.6
36.3
18.0
27.6
26.9
771
934
1104
954
1,685
1.2
3.3
1.8
4.5
2.7
3.7
1.3
2.1
2.1
1.4
1,491
2,714
3,158
3,436
2019-20
2019-20
2023-24
2020-21
2021-22
2022-23
2020-21
2021-22
2022-23
2023-24
Revenue Contribution
from Key Clients
(in %)
Rest of the World
India
India
Bangladesh
Total
Vietnam
Indonesia
India
Bangladesh
Vietnam
Indonesia
Years of Relationship
>5 years
<5 years
56
44
2021
2022
2023
Long-Term
[ICRA] BBB
(Stable)
[ICRA] BBB+
(Stable)
[ICRA] A-
(Stable)
Short-Term
[ICRA] A3+
[ICRA] A2
[ICRA]
A2+
Improving Credit Rating Over the Years
Reasons for Upgrade
Our credit rating upgrade can be attributed to several
key factors. Despite a demand slowdown in our
key market, the US, our performance has remained
consistent. By effectively re-routing business from
China, we have partially offset this demand slowdown.
Additionally, our multinational presence places us in a
more favourable position compared to our peers. As
a result, we are able to borrow funds at low-cost debt
and have easy access to new credit lines.
We have established a dividend policy to ensure that
our shareholders receive a minimum dividend of 20%
of the consolidated Profit after Tax (PAT) each year.
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ANNUAL REPORT 2023-24
Sustainable Steps,
Global Impact
At Pearl Global, we recognise the importance of embracing environmental, social, and governance (ESG)
principles. This commitment to sustainability drives us to integrate these practices across all facets of our
operations. By embedding ESG principles into our core strategies, we strive to make a meaningful and lasting
impact on the environment, society, and corporate governance. Through these sustainable steps, we aim to
create a ripple effect, thereby contributing to a healthier planet and a more equitable future for all.
At Pearl Global, we are committed to reducing our carbon footprint by integrating renewable energy into our facilities. We are
also exploring other methods to minimise our environmental impact, such as utilising recycled materials and implementing
water conservation measures. Our business philosophy is rooted in the ‘Triple Bottom Line’ approach, which emphasises the
balance of People, Planet, and Profit. We believe true success comes from sustainability in all three areas.
We have established a comprehensive framework that includes regulatory compliance, environmental risk mitigation, and
long-term sustainability strategies. This framework allows us to effectively manage our environmental impact and continuously
enhance our practices.
People
Planet
Prosperity
32
PEARL GLOBAL INDUSTRIES LIMITED
UV Filtration Plant
Facilitate Recycling
and Re-Use of Water
in Laundry, Toilets
Gardening, and Fire Pump
ONGOING SUSTAINABLE INITIATIVES
ETP/ STP/ WTP
Recycle and Re-use
Water Treatment
Solution
Magic Box
Eco-Friendly
Reduce Water, Chemical,
and Energy
Consumption
Ozone
Eco-Friendly
Reduce Water
Consumption
C.W.M.U.
Central Water
Monitoring Unit
Laser
Eco-Friendly, Innovative,
and Robust, Saving
Water, Chemical, and
Energy
Eco-Friendly
Recycled Poly Stone,
Longer Life Span
Replacement Of Pumic
Stone with No Residue
Solar Power
Generation
Implemented
in Chennai and
Planned for Other
Facilities
PNG Boiler
PNG Run Boilers for
Reduced Emissions
Environmental
Impact
Measurement
Software to Monitor
the Impact of
Garment Finishing
Processes
Aqualess Mission
Recognising the importance of sustainability, we
have invested significantly in reducing water usage
in denim production. Our efforts have led to an
impressive 85% reduction in water usage, reflecting
our commitment to environmental stewardship.
Additionally, every garment we produce undergoes
a thorough environmental impact assessment. Our
Environmental Impact Score is consistently within
the green zone, showcasing our dedication to
sustainable practices.
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ANNUAL REPORT 2023-24
Nurturing Talent,
Strengthening Collaboration
At Pearl Global, we are deeply committed to fostering a people-centric culture that empowers and develops
our global workforce. We believe in investing in our employees’ growth and nurturing their potential,
recognising their contributions as the driving force behind our success.
Our values of trust, integrity, ethics, care, respect, and empowerment underpin our interactions and collaborations, creating
a foundation of mutual learning and growth. We prioritise talent development as a strategic imperative, aligning individual
aspirations with our shared vision.
At Pearl Global, we believe that every
individual has a unique contribution to
make towards making the Company a
better place. We believe in the power of
diversity and strive to create a workplace
where people of all genders, ages, skills,
and backgrounds can thrive.
At Pearl Global, we believe in making a
meaningful impact through innovative and
entrepreneurial thinking. We encourage
employees to think beyond conventional
routes and embrace creative ideas that
drive positive change.
At Pearl Global, we acknowledge that
our pursuit of knowledge is critical to
our ability to adapt to the demands of an
ever-changing marketplace. We believe in
investing in our people and equipping them
with the skills, technology, and research
capabilities needed to drive sustainable
growth for the Company.
At Pearl Global, we prioritise a safe,
transparent, and inclusive workplace. We
are committed to creating an environment
where every employee feels accepted
and comfortable. We have established
and adhere to a strict code of conduct that
prioritises the well-being of our employees.
Diversity
Forward-Thinking
Innovation
Care
OUR BELIEFS
34
PEARL GLOBAL INDUSTRIES LIMITED
We conduct our business focussing on
a sustainable future that encompasses
longevity for the environment, the
Company, employees, and customers.
Sustainability
We are fair in our dealings with all our
associates, stakeholders, and society. We
ensure that no party is put to an unwanted
disadvantage compared to the other.
Integrity
We deliver expectations with speed by
putting a strong focus on systems, trust,
teamwork, and demonstrating dynamism in
our way of work.
Speed to Action
We believe in creating world-class products
by excelling in every aspect of the fashion
industry.
Strive for Excellence
We design and execute all systems,
processes, and tasks with the sole purpose
of providing the highest customer delight
and a positive value to all our stakeholders.
Strive for Excellence
OUR VALUES
CAPABILITY BUILDING
INITIATIVES
Personal Advancement and
Career Enhancement (PACE)
The PACE programme has been carried out in
collaboration with our brand partner GAP, Inc. It has
been instrumental in providing women and girls in the
global apparel industry with opportunities to thrive.
Through foundational life skills, technical training, and
support, we aim to help them advance in their work,
lives, and communities. The programme focuses on
offering a practical education curriculum to support
women in our supply chain. We have successfully trained
over 559 female workers in 2023-24 in India through
PACE. We are excited to announce the relaunch of
PACE as Reimagining Industry to Support Equality
Supervisory Skills Training (SST)
At Pearl Global, we believe in empowering our supervisors
with the essential skills needed to effectively manage
relationships between our workforce and management.
Our SST programme, developed in collaboration with
Better Work and our implementation brand partner, GAP
Inc., is designed to strike a fair balance between the
interests of the Company and our workers. We are proud
to have already trained 147 supervisors in 2023-24 across
all our units in India and are committed to ensuring that
100% of our supervisors in India receive this training.
35
ANNUAL REPORT 2023-24
Empowering Locals,
Enriching Lives
At Pearl Global, we are deeply committed to CSR and creating sustainable value for society. Our business
practices are designed to positively impact stakeholders, promoting their well-being and a brighter future.
Additionally, we undertake initiatives to improve access to education and essential resources while raising
awareness about critical issues such as environmental sustainability and health. Through these efforts, we
strive to make a positive impact on the world around us.
At Pearl Global, we are committed to reducing our carbon footprint by integrating renewable energy into our facilities. We are
also exploring other methods to minimise our environmental impact, such as utilising recycled materials and implementing
water conservation measures. Our business philosophy is rooted in the ‘Triple Bottom Line’ approach, which emphasises the
balance of People, Planet, and Profit. We believe true success comes from sustainability in all three areas.
We have established a comprehensive framework that includes regulatory compliance, environmental risk mitigation, and
long-term sustainability strategies. This framework allows us to effectively manage our environmental impact and continuously
enhance our practices. Additionally, we use a powerful measuring tool to map, plan, and implement meaningful improvements
that protect the well-being of our factory workers, local communities, and the environment. This tool helps us track our
progress, identify areas for improvement, and make informed decisions about our environmental initiatives.
Project Badhtey Kadam at Government Girls Secondary School in Gurugram, engages with over 700 girls from
Shahid Lt. Atul Kataria Government Girls Senior Secondary School in Gurugram village, within the Gurugram
district of Haryana. The project’s objective is to facilitate mainstream education for these school children,
with Pearl Global providing support through our NGO partner, ETASHA. Additionally, it aims to enhance
the students’ FLN fluency and assist them with NMM and other state-supported scholarship programmes.
Furthermore, it provides career guidance to senior class students regarding their higher education options.
We also provide education scholarships and stipends to outstanding students of factory workers in India,
Bangladesh, Vietnam, and Indonesia.
Education
At Pearl Global, our operations are guided by five core CSR pillars, which are integral to our identity:
Education
We believe in empowering
communities through education
and providing them with the
tools to shape their futures.
Diversity and Inclusion
We embrace diversity and promote
inclusivity within our organisation
and the communities we serve.
Women Development
We are dedicated to supporting the
development and well-being of
women and children, ensuring they
have access to opportunities for
growth and advancement.
Environmental Sustainability
We strive to protect the environment
through sustainable practices,
reducing our carbon footprint and
preserving natural resources.
Healthcare and Sanitation
We are committed to improving
healthcare and sanitation
facilities, contributing to
healthier communities.
Our Chief Sustainability Officer, Mrs. Shifalli Seth, showcases commitment to the UN’s Sustainable Development Goals (SDGs)
as a driving force behind our progress. These goals align closely with our CSR focus areas, guiding us towards our desired
impact. At Pearl Global, we have initiated several programmes and projects within these pillars as part of our CSR efforts,
ensuring that our business positively impacts society and the environment.
36
PEARL GLOBAL INDUSTRIES LIMITED
Green Belt, Sector 32, Gurugram
Collaborating with the Gurugram Metropolitan Development Authority (GMDA) and the Abhipsa Foundation,
we at Pearl Global led the transformation of a 0.5-acre plot in sector 32 into a vibrant green belt. Once a waste
dumping ground, this area now serves as a crucial green space, countering pollution and enhancing the city’s
green landscape amid ongoing construction and heavy traffic.
By utilising treated wastewater for plantation, the green belt has seasonal saplings tailored to the region’s
specifications. This initiative not only enriches the area’s greenery but also contributes to groundwater recharge
and beautification efforts. By reclaiming and revitalising this space, our Company is making significant strides
towards environmental preservation and community enhancement.
We have undertaken various CSR initiatives worldwide. In Bangladesh, we organised multiple dental, medical,
and TB camps, as well as blanket and food distribution drives. Pearl Global Indonesia led Covid-19 vaccination
efforts, administering two doses and booster shots to all employees, workers, and the local community to
ensure their health and well-being. Our Company has also provided education scholarships and stipends to
outstanding students of factory workers in India, Bangladesh, Vietnam, and Indonesia. Additionally, Pearl Global
Indonesia runs the Workers’ Children Education programme to provide quality education and support the
development of workers’ children. Various HER project programmes, such as HER Health and HER Essentials,
have been implemented in our factories in India, Bangladesh, and Indonesia, training over 3,500 workers.
Pearl Global organises various events to help our employees connect with one another. This includes
football matches, team-building activities, and lucky draws. Through these events, we aim to promote
trust, commitment, and loyalty while fostering focussed and fruitful relationships. These activities enhance
networking and skill-building within our team, thereby strengthening the Company’s working community.
Under ‘Ek Nayi Pehchaan,’ we are driving change by empowering women from disadvantaged communities.
This initiative, operational in Begampur Khatola, Mohammadpur, and Khirki near Gurugram, addresses the
pressing need for women’s financial independence. Going beyond mere employment, the project focuses
on nurturing entrepreneurial skills among these women.
Through this project, women receive training in stitching and tailoring, preparing them for employment in
organised sector factories. Moreover, it identifies and supports women with entrepreneurial aspirations,
providing them with the tools to establish their own ventures. Participants undergo comprehensive training
in garment manufacturing, including stitching, tailoring, embroidery, and embellishments, with a focus on
producing baby essentials and accessories.
The project also offers training in life skills, confidence-building, market-oriented skills, and enterprise
management, fostering holistic growth among the women involved. In collaboration with the ETASHA Society,
the project has already benefitted approximately 70 women, marking a significant step towards women
empowerment and economic upliftment in the community.
Environment Sustainability
Other CSR Initiatives Around the World
Community Activities
Women Development
37
ANNUAL REPORT 2023-24
Strengthening Foundations,
Harmonising Operations
We prioritise structure and integrity, champion our people and team, and adhere to meticulous policies and
processes, upholding the highest standard and conduct. Through open communication and transparency, we
cultivate a culture of trust, ensuring that governance excellence resonates across our organisation.
38
PEARL GLOBAL INDUSTRIES LIMITED
At Pearl Global, we are proud to announce several key
initiatives aimed at enhancing our operational efficiency:
We appointed Big 4 top accounting firm as statutory
auditors for overseas companies, bringing in best
practices that have helped in strengthening systems
and processes.
To reinforce adherence to internal control protocols,
Ernst & Young (E&Y) serves as the Internal Auditor for
India and Bangladesh operations.
To streamline our financial reporting, we have
successfully automated our group financial
consolidation process, improving the accuracy and
timeliness of our financial information.
We also conduct townhall meetings to have open
communication with employees to ensure transparency.
Looking ahead, we are focussed on further automation
initiatives, including the automation of our Financial
Management Information System (MIS), Factory MIS,
Budgeting process, and Sales Forecasting, which
will enhance our operational efficiency and decision-
making capabilities.
39
ANNUAL REPORT 2023-24
Steering Success,
Shaping Growth
Mr. Deepak Kumar Seth
Chairman
Mr. Pulkit Seth
Vice-Chairman
Mrs. Shifalli Seth
Non-Executive Director
Mr. Pallab Banerjee
Managing Director
Mr. Shailesh Kumar
Whole-Time Director
Mr. Deepak Kumar
Whole-Time Director
Mr. Anil Nayar
Independent Director (till March 31, 2024)
Mr. Rajendra Kumar Aneja
Independent Director (till March 31, 2024)
Mr. Chittranjan Dua
Independent Director (till March 31, 2024)
Mr. Abhishek Goyal
Independent Director
Mrs. Madhulika Bhupatkar
Independent Director
Ms. Neha Khanna
Independent Director
Dr. Rajiv Kumar
Independent Director
Mr. Sanjay Kapoor
Independent Director
Mr. Ashwini Agarwal
Independent Director
Group Leadership
Mr. Pallab Banerjee
Managing Director
Mr. Sanjay Gandhi
Group CFO
Ms. Ratna Singh
Group CHRO
Core Team
INDIA
Mr. Sundeep Chatrath
CEO – Knits
Mr. Pankaj Bhasin
CEO – Woven
Mr. Narendra Somani
CFO
Ms. Shilpa Budhia
Company Secretary
BANGLADESH
Mr. Vikas Mehra
CEO – NorpKnit and Prudent
Mr. Paresh Kumar Powani
CEO – Alpha Clothing
Mr. Sanjay Sarker
Country Director
Mr. Rajesh Sharma
CFO
40
PEARL GLOBAL INDUSTRIES LIMITED
The UK
Ms. Joanna Hales
Senior Vice President
Ms. Narinda Leon
Design Head
The US
Dr. Mahesh Seth
Vice President – Operations
Mr. David Ayala
Global Creative Director
Mr. Matthew Healy
CEO – Pearl Unlimited
VIETNAM AND HONG KONG
Mr. Gurusankar Gurumoorthy
CEO
Mr. Kulbhushan Aggarwal
Director – Finance (Vietnam)
Mr. Sumit Lath
CFO (Hong Kong)
INDONESIA
Mr. Rajesh Ajwani
Commissioner
Mr. Amit Kumar
Director
GUATEMALA
Mr. Sebastian Del Pinal
CEO
Auditors
Statutory Auditors
M/s. S R Dinodia & Co. LLP
Internal Auditors
Ernst and Young LLP
Secretarial Auditors
M/s. Jayant Sood & Associates
41
ANNUAL REPORT 2023-24
Risk Mastery,
Global Unity
Our commitment to risk mastery begins with a deep understanding of the diverse risks that our business faces,
from supply chain disruptions to geopolitical tensions. Through meticulous analysis and scenario planning, we
proactively identify and assess risks, ensuring that we are prepared to mitigate their impact effectively.
Customer
At Pearl Global, we forge direct
connections with our customers,
fostering a collaborative environment
where we continuously monitor
their market demands and adapt
our services accordingly. Prior to
welcoming new customers aboard, we
conduct rigorous credit assessments
to establish a solid foundation for
a prosperous relationship. We also
provide comprehensive pre and post-
shipment coverage, safeguarding
our clients’ interests throughout the
entire transaction cycle. By covering
every stage of the process, we instil
confidence and add tangible value to
our customers’ experiences.
Product
At Pearl Global, we are dedicated
to upholding the highest quality
standards, aligning our practices
seamlessly with customer expectations
to effectively eliminate product risk.
Through ongoing communication
with customer representatives, we
foster a collaborative environment
that drives continuous process
improvement. Furthermore, we
empower our customers by providing
certification training to their associates,
enabling them to confidently
certify products on our behalf.
Raw Material
At Pearl Global, we prioritise supply
chain resilience to prevent production
delays caused by material shortages.
We employ proactive demand
forecasting and early booking of
raw materials to secure a consistent
supply. Our strategic partnerships with
key suppliers further ensure reliable
and timely deliveries. Additionally,
we align production with confirmed
sales orders and conduct regular
physical inventory counts to maintain
accurate stock levels, preventing
both stockouts and overstocks.
Currency
We leverage currency fluctuations
to our advantage through natural
hedging in all our international
operations. We minimise the
impact of currency fluctuations
by using the India-export-
forward cover, coupled with
minimal import procurement.
42
PEARL GLOBAL INDUSTRIES LIMITED
Social and Ethical
Compliance
Pearl Global maintains a rigorous
internal control and compliance
framework to ensure that all
processes and transactions meet
the highest standards of regulatory
adherence. We continuously monitor
these systems and swiftly implement
corrective actions when required.
Furthermore, we adhere to a stringent
customer onboarding process to
guarantee that all partners meet
comprehensive compliance standards.
Cashflow
Embracing an asset-light business
model, we have transitioned from
owning manufacturing facilities to
establishing strategic partnerships
with factories. This shift allows
us to optimise capital utilisation,
enabling us to fund operations
through internal resources
rather than relying on external
financing. Additionally, we maintain
a focus on timely collections
to ensure financial stability.
43
ANNUAL REPORT 2023-24
Highest Export in Woven
Garments to Pearl Global
Highest Export in Woven
Garments to Pearl Global
Highest Exports in
Woven Garments
Highest Global Exports (above
` 100 Crores and up to ` 500
Crores) - 1st Position
Dr. Deepak Kumar Seth, Chairman,
PGIL honoured as the ‘Icon of the
Indian Apparel Industry
Highest Exports in
Woven Garments
Asia One Most Influential Young
Leaders - Mr. Pulkit Seth
Highest Exports in Woven
Garments - 1st Position to Pearl
Global
Highest Exports by Young
Entrepreneur - 1st Position to
Mr. Pulkit Seth, Vice Chairman,
Pearl Global
Highest Exports by Young
Entrepreneur - Winner - Mr. Pulkit
Seth, Vice Chairman, Pearl Global
Honorary Ph.D awarded to
Chairman, Dr. Deepak Kumar Seth
Recognised as one of the best
organisations for women
Highest Exports by Young
Entrepreneur - 1st Position to Mr.
Pulkit Seth, Vice Chairman, Pearl
Global
2006-07
2007-08
2010-11
2015-16
2023-24
2011-12
2020-21
2009-10
2012-13
2022-23
2008-09
PGIL awarded for ‘Highest
Exports in Woven Garments
2021-22 & 2022-23’
2023-24
Honouring Excellence,
Strengthening Capacity
44
PEARL GLOBAL INDUSTRIES LIMITED
Corporate
Information
Board Members
Mr. Deepak Kumar Seth
Chairman
Mr. Pulkit Seth
Vice-Chairman
Mrs. Shifalli Seth
Non-Executive Director
Mr. Pallab Banerjee
Managing Director
Mr. Shailesh Kumar
Whole-Time Director
Mr. Deepak Kumar
Whole-Time Director
Mr. Anil Nayar
Independent Director
(till March 31, 2024)
Mr. Chittranjan Dua
Independent Director
(till March 31, 2024)
Mr. Rajendra Kumar Aneja
Independent Director
(till March 31, 2024)
Mr. Abhishek Goyal
Independent Director
Mrs. Madhulika Bhupatkar
Independent Director
Ms. Neha Khanna
Independent Director
Dr. Rajiv Kumar
Independent Director
Mr. Sanjay Kapoor
Independent Director
Mr. Ashwini Agarwal
Independent Director
Group Chief Financial
Officer
Mr. Sanjay Gandhi
Chief Financial Officer
Mr. Narendra Somani
Company Secretary
Ms. Shilpa Budhia
Audit Committee
Mr. Abhishek Goyal
Chairman
Mrs. Madhulika Bhupatkar
Member
Dr. Rajiv Kumar
Member
Mr. Ashwini Agarwal
Member
Nomination and
Remuneration
Committee
Mr. Abhishek Goyal
Chairman
Mr. Deepak Kumar Seth
Member
Dr. Rajiv Kumar
Member
Ms. Neha Khanna
Member
Stakeholders
Relationship
Committee
Mr. Ashwini Agarwal
Chairman
Mr. Pulkit Seth
Member
Mr. Sanjay Kapoor
Member
Risk Management
Committee
Mr. Pallab Banerjee
Chairman
Mr. Sanjay Kapoor
Member
Ms. Neha Khanna
Member
Corporate Social
Responsibility
Committee
Mrs. Madhulika Bhupatkar
Chairperson
Mr. Pulkit Seth
Member
Mr. Pallab Banerjee
Member
Auditors
Statutory Auditors
M/s. S R Dinodia & Co. LLP
Internal Auditors
Ernst and Young LLP
Secretarial Auditors
M/s. Jayant Sood & Associates
Registered Office
C-17/1, Paschimi Marg, Vasant Vihar,
New Delhi - 110 057
Corporate Office
‘Pearl Tower’, Plot No. 51, Sector-32,
Gurugram - 122 001, Haryana
Bankers
State Bank of India
Canara Bank
Standard Chartered Bank
RBL Bank Limited
HDFC Bank Limited
Punjab National Bank
45
ANNUAL REPORT 2023-24
GLOBAL ECONOMY OVERVIEW
The global economy continues to perform resiliently, with
growth holding steady as inflation aligns with targeted
levels. The trajectory is shaped by major events, starting
with supply-chain disruptions, the Russia-Ukraine conflict
that triggered a global energy and food crisis, and a
considerable surge in inflation. These headwinds were
subsequently tackled by a globally synchronised monetary
policy tightening.
Global growth, estimated at 3.2% in CY 2023, is projected
to maintain the same pace in 2024 and 2025. However,
this expansion remains below historical standards owing
to a host of factors, including persistently high borrowing
costs, reduced fiscal support, the lingering impact of the
Covid-19 pandemic, alongside the continuation of the
Russia-Ukraine conflict. In the inflationary front, the global
headline inflation is anticipated to decrease from 6.8% in
CY 2023 to 5.9% in CY 2024 and further to 4.5% in CY
2025. Advanced economies are expected to achieve
Management
Discussion and Analysis
their inflation targets sooner than emerging markets and
developing economies.
Circling back to growth perspective, advanced economies
are projected to experience a slight uptick, increasing
slightly from 1.6% in CY 2023 to 1.7% in CY 2024, followed
by a marginal surge to 1.8% in CY 2025. The US economy
is projected to register a growth of 2.7% in CY 2024, before
slowing down to 1.9% in CY 2025, influenced by fiscal
tightening and softening labour markets. On the other
hand, the Euro area is forecasted to recover from its low
growth rate of 0.4% CY 2023 to record a growth rate of
0.8% in CY 2024, before moving further upward to clock
1.5% in CY 2025. Other advanced economies, like the UK,
are also expected to see growth. On the contrary, there
is an expectation of deceleration in Japan’s output during
the same period. In emerging markets and developing
economies, growth is predicted to remain stable at 4.2%
in 2024 and 2025. Low-income developing countries are
forecasted to experience gradual increase in growth rates
as constraints on near-term growth ease.
46
PEARL GLOBAL INDUSTRIES LIMITED
Global Economic Growth Projections
3.2
3.2
3.2
CY 2023
CY 2024
CY 2025
World Output
2.5
2.7
1.9
CY 2023
CY 2024
CY 2025
The US
5.6
5.2
4.9
CY 2023
CY 2024
CY 2025
Emerging and Developing Asia
0.4
0.8
1.5
CY 2023
CY 2024
CY 2025
Euro Area
3.4
3.8
4.0
CY 2023
CY 2024
CY 2025
Sub-Saharan Africa
2.0
2.8
4.2
CY 2023
CY 2024
CY 2025
The Middle East and Central Asia
2.3
2.0
2.5
CY 2023
CY 2024
CY 2025
Latin America and the Caribbean
1.6
1.7
1.8
CY 2023
CY 2024
CY 2025
Advanced Economies
4.3
4.2
4.2
CY 2023
CY 2024
CY 2025
Emerging Markets
and Developing Economies
(Source: https://www.imf.org/en/Publications/WEO/Issues/2024/04/16/world-economic-outlook-april-2024)
OUTLOOK
Looking ahead to CY 2025, global GDP growth is projected to be
moderate, akin to its 2019 performance, but slightly surpassing the
anticipated 3.0% increase in 2023. This growth is expected to be mixed,
with advanced economies experiencing modest growth of around 1.3%,
while emerging markets maintain moderate momentum of 3.8%. Several
factors are likely to hinder growth in CY 2024. These include sluggish
employment expansion, consistently high prices and wages, elevated
interest rates, tighter credit conditions, and fiscal tightening across
most major economies, except China. Consequently, as supply chain
constraints ease, final demand moderates, labour markets rebalance, and
rents decrease, global disinflation is anticipated to persist in 2024.
(Source: https://www.ey.com/en_us/insights/strategy/global-
economic-outlook#:~:text=In%202024%2C%20we%20anticipate%20
moderate,about%203.8%25%20across%20emerging%20markets.)
47
ANNUAL REPORT 2023-24
OUTLOOK
India’s ambition to become a USD 7 Trillion economy
by CY 2030 is reflected in its confident stride towards
the milestone of attaining the status of a USD 5 Trillion
economy within the next three years. This reinforces its
stature as the world’s third-largest economy. Furthermore,
the Government is strategising effectively to reach its
ambitious target of transforming India into a developed
nation by CY 2047. With a foundation of stable and robust
domestic demand, increasing private consumption and
investments, and an ongoing push towards structural
reforms, the nation is poised to maintain its upward growth
trajectory in the foreseeable future.
INDIAN ECONOMY
OVERVIEW
India is positioned as a bright star within the global
economic landscape, propelled by its rapid rise and
indomitable commitment to scaling greater heights.
With its rich cultural heritage and a population
exceeding 1.4 Billion, the nation today stands as an
economic powerhouse, consistently demonstrating
its prowess on the global stage. The CY 2023 marked
a major moment in India’s boisterous journey, as the
nation’s GDP surged, further solidifying its leading
position in the global economic arena. Additionally,
real GDP recorded a remarkable growth of 7.6% in
2023-24, fuelled by robust demand in the residential
sector, culminating in a double-digit growth in the
construction industry. Furthermore, the Government
statistics highlights that India’s GDP growth rate
surpasses that of major economies, such as Russia,
the US, China, and Japan, firmly establishing the
nation’s economic dominance.
India witnessed major structural reforms since 2014,
leading to transformative growth across sectors. The
outcome of these focussed endeavours is evidenced
in the positioning of the country as the fastest-growing
economy among G20 nations, with estimated growth
rates of 7.3% in 2023-24, 7.2% in 2022-23 and 9.1%
in 2021-22. To keep the momentum going, India
continues to make strides in innovation, ranking as
the 48th most innovative country globally and securing
the 40th position out of 132 economies in the Global
Innovation Index 2023. Additionally, the nation ranks
3rd in the global number of scientific publications.
Merchandise exports soared in March 2024, reaching
USD 41.68 Billion, contributing to total merchandise
exports of USD 437.06 Billion for the period spanning
April 2023 to March 2024. As of April 12, 2024, India’s
foreign exchange reserves stood at USD 643.162
Billion, indicating a strong financial position for the
country.
The Government’s economic policy agenda is laser-
focussed on revitalising and amplifying India’s growth
potential. This comprehensive strategy includes efforts
to rejuvenate the financial sector, streamline business
conditions, and enhance both physical and digital
infrastructure to boost connectivity and augment
manufacturing competitiveness. Furthermore, ongoing
economic reforms are geared towards fostering a
more conducive business ecosystem, improving
quality of life, and fortifying governance systems to
align with this overarching vision.
(Source: https://www.forbesindia.com/
article/explainers/gdp-india/85337/1
https://pib.gov.in/PressReleasePage.
aspx?PRID=2000586#:~:text=We%20are%20the%20
third%2Dlargest,to%20the%20fastest%2Dgrowing%20unicorns.)
(Source: https://www.livemint.com/economy/india-to-
be-a-usd-7-trillion-economy-by-2030-finance-ministry-
nirmala-sitharaman-11706525095022.html)
Growth of the Indian Economy
(6.6)
8.7
7.2
7.6 (E)
2020-21
2021-22
2022-23
2023-24
Real GDP Growth (%)
E: Estimated
48
PEARL GLOBAL INDUSTRIES LIMITED
INDUSTRY OVERVIEW
Global Textile and Apparel Industry
The global textile market stood at USD 1,695 Billion in
2023. Moreover, it is projected to register an annual
growth rate of 7.7% and reach USD 3,041 Billion by 2030.
A multitude of factors, including a surge in population,
growing pace of urbanisation, higher disposable incomes,
the rise of online shopping, and a growing interest in eco-
friendly textile are driving this growth. Digital technology
is also making a big impact to bolster the growth potential
of the textile market. Thriving on digital traction, the
consumers can now interact directly with brands online,
facilitating greater customisation and convenience. This
trend, combined with a focus on sustainability and quality,
is helping the industry to flourish, with China and India
leading the way as the top producers and exporters of
textile. Notably, the US occupies a prominent position in
the market, both as a producer of raw cotton and as a big
importer of textile.
The apparel industry, being labour intensive, plays a
pivotal role too, particularly in developing economies by
bolstering revenue generation and stimulating employment
creation. Several factors contribute to the industry’s
upward trajectory, including the prevalence of favourable
demographics, shifting consumer preferences, and growing
Top 10 Apparel Exporters in CY 2023
(Source: https://www.maximizemarketresearch.
com/market-report/textile-market/200298/)
1,695
1,818
1,952 2,099 2,262 2,441 2,637 3,041
CY
2023
CY
2024
CY
2025
CY
2026
CY
2027
CY
2028
CY
2029
CY
2030
Global Textile Market, Forecast (in USD Billion)
per capita and disposable incomes. Another factor strongly
supporting the growth momentum of the apparel industry
is the increasing number of working women, which in
turn, is boosting household disposable income and
fuelling demand for womenswear. Furthermore, a growing
inclination towards branded and luxury wear, along with
evolving fashion trends, is further propelling growth. The
proliferation of online shopping and e-commerce platforms
emerges as a significant enabler, providing apparel
manufacturers with greater exposure, while enabling them
to reach international buyers beyond domestic markets.
Disclaimer : This map is a generalised illustration only for the ease of the reader to understand the locations, and it is not intended to be used for reference purposes. The representation of
political boundaries and the names of geographical features/states do not necessarily reflect the actual position. The Company or any of its directors, officers or employees, cannot be held
responsible for any misuse or misinterpretation of any information or design thereof. The Company does not warrant or represent any kind of connection to its accuracy or completeness.
(Source: https://www.
geeksforgeeks.org/top-
10-garment-exporting-
countries-in-the-world/)
Mexico
Indonesia
Italy
Germany
Turkey
India
Bangladesh
Vietnam
China
Hong Kong
49
ANNUAL REPORT 2023-24
Indian Textile and Apparel Industry
The Indian textile and apparel industry is expected to clock
in a 10% CAGR from 2019-20 to reach USD 190 Billion by
2025-26, according to the Government. India currently
holds a 4% share of the global trade in textile and apparel.
The nation ranks as the world’s third-largest exporter in this
sector, leading in the exports of several textile categories.
Forecasts suggest that by 2025-26, exports from India
are anticipated to reach USD 65 Billion. The key export
destinations for Indian textile and apparel include the US,
EU27, and the UK, collectively accounting for approximately
50% of India’s exports in this sector.
The textile industry’s significance lies in its close ties with
agriculture, particularly for raw materials such as cotton.
Moreover, the sector imparts a deep-rooted influence in
the cultural and traditional landscape of India. Boasting a
diverse range of products suitable for various domestic and
international markets, the textile industry stands out for its
unique positioning. Moreover, with the aim of accelerating
growth of this industry and generate fresh employment
opportunities, the Government unveiled a host of schemes.
For instance, the Scheme for Integrated Textile Parks
(SITP), Technology Upgradation Fund Scheme (TUFS), and
Mega Integrated Textile Region and Apparel (MITRA) Park
scheme, seek to propel a holistic growth of the industry,
emphasising on attracting private equity investments and
fostering industry development.
The textile and apparel industry holds significant
importance in India’s economy. Its critical positioning is
reflected through its contribution of approximately 2.3% to
the country’s GDP, 13% to industrial production, and 12%
to exports, as reported by Invest India. Moreover, it is the
second-largest employer in the country, providing jobs
to 45 Million people directly and supporting another 100
Million in allied industries.
Textile and apparel exports experienced a rebound with
a 6.91% year-on-year growth in March 2024. However,
the overall trend reveals a contraction of 3.24% in exports
during 2023-24, compared to the previous year. This
decline is attributed to adverse economic conditions
intensified by the Red Sea crisis, affecting the export of
textile products, particularly ready-made garments, to
foreign markets. On the contrary, the segment covering
cotton yarn, fabrics, made-ups, and handloom products
within the textile sector saw a notable year-on-year
increase in exports by USD 740 Million in 2023-24
compared to the previous year, driven by a surge in cotton
yarn exports.
(Source: https://www.imarcgroup.com/
indian-textiles-apparel-market
https://indiantextilejournal.com/industry-trends-for-2024/
https://economictimes.indiatimes.com/small-biz/
sme-sector/interim-budget-2024-textile-and-apparel-
industry-seeks-tax-incentives-infra-boost-for-
growth/articleshow/107281018.cms?from=mdr
3,03,372.95
3,30,079.47
3,13,287.68
2,91,808.48
4,22,004.40
4,51,065.44
7,15,990.13
6,13,052.05
3,94,435.88
4,74,709.26
5,14,050.45
4,64,712.80
2018
2019
2020
2021
2022
2023
India’s Total Exports and Imports (in USD Million)
Exports
Imports
50
PEARL GLOBAL INDUSTRIES LIMITED
Contribution of Textile and
Apparel Industry: Key Highlights
2.3%
Country’s GDP
13%
Industrial Production
12%
Exports
21%
Total Employment
USD 451,065.44 Million
Textile and Apparel Exports in CY 2023
GROWTH DRIVERS OF INDIAN
TEXTILE INDUSTRY
The Indian textile industry benefits from a host of
favourable factors. Among them are adept Government
schemes, a robust push for exports, the growing
prevalence of digital technology, a thriving self-employment
landscape, and a rising trend of women employment.
Government Schemes
The Indian Government’s initiative to establish seven
mega textile parks across India is aimed at catalysing
employment opportunities and bolstering the MSME
sector. These state-of-the-art parks feature advanced
infrastructure and extend tax incentives and other benefits
to textile companies. Additionally, the Government offers
a varied range of strategic impetus to propel growth.
For instance, the implementation of labour-friendly
policies, such as the EPF scheme, ensure 12% coverage
of the garment industry employers’ contribution to the
EPF for new employees earning less than ₹ 15,000 per
Exports Enhancement
The textile and apparel industry in India spans the entire
nation. The country ranks as the world’s second-largest
exporter of textile and clothing. Apparel stands out as
the leading contributor to exports, with home textile and
fabric also playing significant roles. In terms of export
destinations, the US is the largest market for Indian textile,
commanding an astounding 27% share, followed by the
EU at 18%, Bangladesh at 12%, and the UAE at 6%.
Sustainable Fashion
Sustainable fashion is revolutionising the textile industry,
driven by consumer demand for eco-conscious clothing.
This shift is fostering innovation, with companies
investing in eco-friendly materials and production
processes. Brands embracing sustainability are
enhancing their reputations, attracting environmentally
conscious consumers. Governments are also promoting
sustainability through regulations. The concept of a
circular economy, where products are recycled or
biodegraded, is gaining traction, reducing the industry’s
environmental footprint. Collaboration across the supply
chain is increasing, driving further sustainable practices.
month for the first three years. Furthermore, various
policies and initiatives, including the Duty Drawback
Scheme, Technology Upgradation Fund Scheme,
Export Promotion Capital Goods Scheme, and Invest
India Scheme, aim to promote industry growth.
(Source: https://www.impriindia.com/insights/pm-
mitra-parks-indias-textile-sector/#:~:text=As%20
per%20the%20scheme%2C%207,%2C%20Uttar%20
Pradesh%2C%20and%20Maharashtra.)
(Source: https://pib.gov.in/PressReleasePage.
aspx?PRID=1829802)
(Source: https://www.globalpsa.com/conscious-
consumption-rethinking-our-fashion-choices/)
51
ANNUAL REPORT 2023-24
Digital Technology
In recent years, digital textile technologies witnessed
rapid advancements. New-age endeavours, including
innovations in digital printing, fabric weaving, and
associated areas resulted in the production of a wide
range of fabrics with unparalleled precision, consistency,
and cost-effectiveness. Furthermore, inkjet printing
significantly accelerated fabric printing processes, with
digital printing offering greater colour accuracy and
vibrancy on textile. According to the announcement
made by the Union Minister for Textile, India is currently
ranked as the fifth-largest producer of technical textile
globally, signifying its critical positioning in the industry.
Increasing Consumer Preferences
Changes in consumer lifestyles, such as a growing
emphasis on fitness, heightened brand consciousness,
rapid shifts in fashion trends, increasing female
participation in workforce, and greater awareness
of hygiene, are influencing trends in end products.
These shifts ripple through the textile value chain,
leading to increased demand for fibres that can meet
these evolving requirements at an affordable price.
Availability of Raw Materials
and Manpower
India’s unique strengths, including abundant raw material
resources and a vast pool of skilled labour, position it as a
leading player in the global textile and apparel value chain.
With the capacity to capture more than 15% of global trade,
India holds the potential to create between 40-50 Lakh
jobs, thereby greatly fortifying the country’s economy.
Free Trade Association
The textile industry welcomes the signing of the
Trade and Economic Partnership Agreement with the
European Free Trade Association, recognising its
immense potential for advancing technology adoption
and product development. This agreement poised
to benefit the textile industry by opening up new
markets and reducing trade barriers. By eliminating or
reducing tariffs, quotas, and other trade barriers, textile
companies can access a larger pool of consumers,
leading to increased exports and higher revenues.
(Source: https://www.investindia.gov.in/sector/textiles-apparel)
(Source: https://economictimes.indiatimes.com/
small-biz/sme-sector/india-can-emerge-as-leading-
destination-for-global-textile-apparel-value-chain-
minister/articleshow/106008913.cms?from=mdr)
(Source: https://www.thehindu.com/news/cities/Coimbatore/
textile-industry-welcomes-economic-pact/article67936158.ece)
52
PEARL GLOBAL INDUSTRIES LIMITED
Self-Employment
The textile business presents abundant opportunities
for self-employment, catering to a diverse range of
interests. From crafting unique apparel designs to creating
personalised blankets and furnishings, the industry offers
everyone something to specialise in. With technological
advancements, the sector is poised to explore new and
untapped markets, enhancing its growth prospects further.
Individuals with a creative flair and entrepreneurial mindset
are well-positioned to thrive in this industry. Moreover, the
proliferation of internet opens boundless opportunities for
growth across various platforms, that can be leveraged
to showcase and market an individual’s creations to
potential customers. Additionally, a plethora of tools
and resources are available to aspiring entrepreneurs
to kickstart their journey into textile entrepreneurship.
Women Employment
Women’s involvement in the textile sector not only fosters
creativity but also enhances diversity of perspectives and
ideas. Their receptiveness to innovative concepts and
methods often propels them to leadership roles, driving
significant contributions to economic advancement.
Ensuring greater access to opportunities for women
in the textile sector is crucial for fostering a fairer and
more prosperous industry. Statistics reveal that women
constitute 60-70% of the workforce in the textile and
garment industry. In India alone, approximately 27 Million
women are employed in the textile and clothing sectors.
(Source: https://www.impriindia.com/insights/
policy-update/pm-mitra-pli-ftas/ )
53
ANNUAL REPORT 2023-24
GOVERNMENT INITIATIVES
PM MITRA
The Government introduced the PM Mega Integrated
Textile Region and Apparel (PM MITRA) Parks Scheme.
This initiative, with an allocation of ` 4,445 Crores until
2027-28, aims to develop top-notch infrastructure,
including plug-and-play facilities. Inspired by the 5F
vision of the Honourable Prime Minister—Farm to
Fibre to Factory to Fashion to Foreign, these parks
are anticipated to attract nearly ` 70,000 Crores in
investment and generate 20 Lakh jobs. In addition,
they are set to serve as a platform to establish
an integrated textile value chain encompassing
spinning, weaving, processing/dyeing, printing,
and garment manufacturing at a single location.
PLI Scheme
The Government sanctioned the Production Linked
Incentive (PLI) Scheme for Textile, aimed at fostering the
production of MMF Apparel, MMF Fabrics, and Technical
Textile products within the country. This initiative, with
an allocation of ` 10,683 Crores over a period of five
years, 2020-21 to 2024-25 is envisioned to propel the
textile sector towards achieving greater size, scale, and
competitiveness. The scheme consists of two parts;
while the Part-1 mandates a minimum investment of
` 300 Crores and a minimum turnover of ` 600 Crores
per company, the Part-2 necessitates a minimum
investment of ` 100 Crores and a minimum turnover of
` 200 Crores per company. A gestation period of two
years (2022-23 and 2023-2024) is incorporated into
the scheme. Incentives are slated to be disbursed to
companies upon meeting the investment and turnover
thresholds, followed by incremental turnover targets.
Kasturi Cotton Bharat
The Kasturi Cotton Bharat programme, spearheaded
by the Ministry of Textiles, represents a pioneering
endeavour to promote Indian Cotton. This initiative
encompasses branding, traceability, and
certification of Indian Cotton, conducted
collaboratively by the Government of India,
trade bodies, and industry stakeholders. This
initiative extensively engages with stakeholders
across the supply chain, including farmers,
ginning units, spinning mills, processing houses,
weaving units, garmenting units, home textile
manufacturers, retailers, and brands. The
objective is to orchestrate a concerted effort to
elevate the profile and value of Indian Cotton
in both domestic and international markets.
National Technical Textile
Mission (NTTM)
The Government launched the National Technical
Textile Mission (NTTM) with a budget of ` 1,480
Crores. Anchored on key pillars including ‘Research
Innovation & Development’, ‘Promotion and Market
Development’, ‘Education, Training, and Skilling’,
and ‘Export Promotion’, the mission is geared
towards expanding the application of technical
textile across various flagship programmes and
strategic sectors in the country. Recently, NTTM
received an extension until March 31, 2026, with a
subsequent sunset clause in effect until March 31,
2028, marking a major move towards supporting
the growth of the technical textile in India.
Samarth Scheme
The Government devised the Samarth Scheme as
part of a comprehensive skilling policy framework
to enhance the capabilities of workforce in the
textile sector. The scheme primarily aims to offer
opportunities for sustainable livelihoods. With an
implementation period until March 2024, Samarth’s
target is to deliver demand-driven, placement-
oriented skilling programmes, compliant with the
National Skill Qualification Framework (NSQF).
54
PEARL GLOBAL INDUSTRIES LIMITED
Bharat Tex 2024
Bharat Tex 2024, a global textile mega-event,
is jointly organised by a consortium of 11 Textile
Export Promotion Councils, with the backing of
the Ministry of Textiles. Convened on February 29,
2024, in New Delhi, this event blended tradition
and technology, while emphasising sustainability
and resilient supply chains. It promised to attract
top talent and industry leaders from around the
world. Furthermore, the event featured dedicated
pavilions on Sustainability and Recycling, alongside
thematic discussions on bolstering global
supply chains and embracing digitalisation.
Rebate of State and Central
Taxes and Levies (RoSCTL)
The Union Cabinet approved the extension of the
Scheme for Rebate of State and Central Taxes
and Levies (RoSCTL) for the export of apparel/
garments and made-ups until March 31, 2026.
Extending the scheme for a duration of two years is
set to facilitate the establishment of a stable policy
framework, crucial for long-term trade planning.
This strategic initiation is of particular significance
for the textile sector where orders are often placed
well in advance for extended delivery periods.
(Source: https://pib.gov.in/PressReleasePage.
aspx?PRID=1989149#:~:text=The%20Government%20with%20
a%20view,scheme%20is%20upto%20March%202024.)
55
ANNUAL REPORT 2023-24
OUTLOOK
Looking forward, the industry is on the brink of a
transformative journey towards sustainability and circularity,
transitioning from a mere ‘nice-to-have’ aspiration to
an indispensable imperative. Furthermore, women-led
enterprises are emerging as pivotal forces within the
sector. Globally, women play a pivotal role in setting
trends and market dynamics in apparel, as they account
for 85% of graduates from premier fashion schools. With
over 27 Million women employed in the sector, particularly
in unorganised segments like handlooms, handicrafts,
and sericulture, the presence is felt far and wide.
(Source: https://www.indianretailer.com/article/retail-business/trends/textile-industry-targets-5-pc-gdp-share-2030-doubling-current)
Moreover, emerging sectors such as technical textile
and Government initiatives like the Production Linked
Incentive Scheme are slated to generate additional
avenues for employment generation for women. Notably,
technical textile is projected to spearhead sectoral
growth, with an anticipated Compound Annual Growth
Rate (CAGR) of 15%. Encouraging the adoption of digital
technologies, regular upgrades, and the implementation
of blockchain-based supply chain traceability are crucial
for the industry to advance. Moreover, collaborations with
e-commerce platforms, including ONDC, are expected to
drive industry objectives forward, ensuring a promising
future for the sector.
56
PEARL GLOBAL INDUSTRIES LIMITED
COMPANY OVERVIEW
Pearl Global Industries Limited (also referred
to as ‘Pearl Global’ or ‘the Company’), stands
as a distinguished force in global fashion
and lifestyle, specialising in the design,
manufacturing, and distribution of apparel.
The Company offers an extensive product
range spanning denims, casual and formal
wear, knits, woven garments, and bottoms for
men, women, and children. With a reputation
of being a preferred, long-term vendor for
leading global brands, the Company is known
for its comprehensive supply chain solutions.
Pearl Global boasts a diversified and risk-
mitigated manufacturing presence across
India, Indonesia, Bangladesh, Vietnam and
Guatemala with a marketing and Design
offices in the US, Spain, Hong Kong, and the
UK. Catering to a diverse clientele, from high-
end fashion labels to mass-market retailers,
Pearl Global maintains a total manufacturing
capacity of approximately 83.9 Million
garments annually.
With an aim to become the preferred vendor
for top global apparel brands and for being
recognised as one of the world’s premier
garment manufacturers renowned for quality,
service excellence, and customer satisfaction,
the Company has strategic partnerships with
key customers such as GAP, Kohl’s, Inditex,
PVH, Macy’s, Ralph Lauren, Old Navy, Muji,
and Talbots, among others.
The Company upholds a commitment to
ethical and sustainable practices across its
operations, manifesting through various
sustainability initiatives like making significant
investments to reduce water consumption in
denim washes, resulting in an 85% reduction
in water usage, reflecting Pearl Global’s
dedication to environmental responsibility
and social accountability. The Company has
implemented a QR code tracking system for
every garment they manufacture, ensuring
comprehensive traceability from fabric
sourcing to the manufacturing stages and
quality control. This system guarantees 100%
traceability, inventory control, and quality
assurance, particularly valued by customers,
notably in the US market. Additionally, the
Company has integrated 3D software and
artificial intelligence to modernise its factories
COMPANY OUTLOOK
Revenue Growth
For the future, Pearl Global anticipates revenue growth driven by its
customer expansion strategy, an increase in wallet share, capacity
expansion, and enhanced plant efficiency. The Company expects
that volume expansion will allow better leverage of infrastructure,
combined with their global setup, resulting in sustainable margin
improvements. Additionally, consistent revenue growth and margin
enhancement are projected to lead to a sustainably improved RoCE.
The Company aims at achieving a ~ 12-14% CAGR of revenue over the
next 3 to 4 years driven by volume growth between 12-14% and strives
to maintain a double-digit EBITDA over the coming years.
Capacity Expansion
Pearl Global forecasts capital expenditure for capacity expansion from
2023-24 to 2027-28 to amount to ` 450-550 Crore. This expansion
will be funded through a mix of internal accruals, debt, and growth
capital. In India, the Company is undertaking expansion in Indore
through a subsidiary Company and exploring additional locations
and states. Overseas, Pearl Global has executed a joint venture in
Guatemala with factory expansion completed and is also considering
the potential acquisition of factories in other countries.
Growth Potential Post Expansion
Expansion of Customer Base and Product Range: Pearl Global
remains committed to expanding its customer base while
diversifying its product range.
Focus on Technology and Sustainability: Embracing technology
and sustainability are core pillars of Pearl Global’s strategy.
Investments in modernisation, digitalisation, and sustainable
practices will not only improve operational efficiency but also
enhance the brand’s reputation as an environmentally responsible
entity.
Global Expansion and Risk Mitigation: Despite economic
uncertainties and supply chain disruptions, Pearl Global’s
diversified geographical presence and robust risk management
framework will help mitigate potential challenges. Strategic
partnerships and investments in innovation will further strengthen
its competitive position in key markets.
Capacity Expansion and Process Optimisation: Plans for capacity
expansion and internal process optimisation underscore Pearl
Global’s commitment to meeting growing demand efficiently. By
enhancing production capabilities and streamlining operations, the
Company aims to capitilise on emerging opportunities effectively.
Commitment to Sustainability and Customer Satisfaction: With
a focus on sustainability and customer satisfaction, Pearl Global
is well-positioned to meet evolving consumer preferences and
regulatory requirements. By aligning its business practices with
environmental stewardship and customer-centricity, the Company
reinforces its brand value and ensures long-term viability.
57
ANNUAL REPORT 2023-24
OUR PRESENCE
India
Within India, the Company is significantly expanding
its capacity coupled with the implementation
of automation in machinery and maintenance
infrastructure. The automation and maintenance
CAPEX have already been accounted for, while
capacity expansion in Chennai factory is completed.
In the coming year, the Company plans to expand
in Madhya Pradesh, Bihar and other states in India
through its Indian subsidiaries. Land acquisition/
discussion is nearly at completion stage. Majority of
capex in these states will be incurred in 2024-25.
State administrations are actively encouraging us to
establish factories within their jurisdictions. Collectively,
these factors create a conducive environment for the
Company’s expansion efforts in India.
Vietnam
Pearl Global’s manufacturing facilities in Vietnam have
seen a significant uptick in productivity, propelled
by a more advantageous product assortment and
an expanded array of choices for customers. The
Company has observed increased returns and
substantial enhancements in operational effectiveness.
The growth of Pearl Vietnam can be attributed to a shift
in management strategy. The Company has effectively
capitalised on partnership model to maximise return on
investment. With the infusion of new talent and diverse
strategic approaches, the Company has cultivated a
comprehensive understanding of the industry. This
holistic perspective allows the Company to cater to the
needs of buyers, excel in manufacturing, and deliver
exceptional value to our customers.
Bangladesh
Pearl Bangladesh takes pride in manufacturing and
exporting the top three apparel categories: trousers,
t-shirts, and knitted shirts, along with denim and
other segments within the denim category. These
products are shipped to various countries including
the US, Germany, the UK, Spain, and France. Pearl
Bangladesh is poised to introduce new products
and technologies, enhancing our position as a key
player in rapid market penetration. The Company’s
turnaround time for workers absenteeism averages
less than 4%, demonstrating our commitment to
efficiency, fostering a culture of pride and ownership
among the team members. Looking ahead, the
Company is eager to expand our footprint and
increase impact. In essence, as a part of the Pearl
Global Group, Pearl Bangladesh is primed to elevate
its operations to the next level.
Indonesia
Pearl Global’s successful expansion into Indonesia
includes the construction of a new facility on land
acquired in 2021. This cutting-edge site has boosted
the Company’s Indonesian capacity by 35%, thereby
augmenting revenues due to capacity expansion,
facilitating the handling of more intricate processes
and the provision of value-added products to clients.
South Asia
South-East Asia
In 2023, the Company extended its operations into Guatemala, now establishing a presence in three out of four major supply chains.
In Guatemala, a joint venture has been executed and the expansion of a factory has been completed. This strategic move is geared
towards enhancing the Company’s growth by diversifying manufacturing capabilities and extending its geographic footprint. The
confidence exhibited by customers in conducting business presents a promising opportunity for Pearl Global to capitalise on.
Near Shore
58
PEARL GLOBAL INDUSTRIES LIMITED
Location
No. of Units
Annual Capacity
Specialisation
India
7
24.5
Million pieces p.a
Woven and knit tops, dresses, shirts, women’s
fashion wear, kid’s wear, sleepwear and woven
and knits bottoms
Bangladesh
9
45.0
Million pieces p.a
Woven, knits, denim, sleepwear and loungewear,
active wear & athleisure, tops and bottoms for
men, women and kids
Vietnam
5
6.5
Million pieces p.a
Outerwear and jackets including down jackets,
woollen jackets and coats, seam-sealed jackets,
puffers, parkas, blazers, anoraks, swimming trunks,
and synthetic bottoms
Indonesia
2
4.0
Million pieces p.a
Women’s professional wear, performance
wear, woven tops and dresses, sleepwear, and
loungewear
Guatemala
1
2.0
Million pieces p.a
Polos, heavy weight knits, light weight knits,
bottoms, and denims
59
ANNUAL REPORT 2023-24
Pearl Global has launched a new division
in the US specialising in branding and
licensing. With the appointment of a new
CEO possessing extensive expertise, the
Company aims to strengthen its operations
in the licensing segment and introduce a
new revenue stream focussed on licensed
product sales.
Pearl Global has design and marketing offices in
The US
Design Studios and
Marketing Offices
Hong Kong
Spain
The UK
BUSINESS PERFORMANCE
Pearl Global has a strong financial framework along with a robust cash flow management. The Company’s long-term credit
rating stood at A- (Stable). Consolidated revenue from operations during the year was ` 3,436.15 Crores, compared to
` 3,158.41 Crores in previous financial year. The Net Profit before Tax stood at ` 192.05 Crores, compared to ` 175.84 Crores in
the previous financial year.
Segment Wise Performance (%)
Region-Wise Export Performance
(Revenue in ` Crores)
70
27.76%
30
72.24%
Knitted
Woven
Rest of the World
India
New York
60
PEARL GLOBAL INDUSTRIES LIMITED
Particulars (` in Crores unless stated
otherwise)
2023-24
2022-23
2021-22
2020-21
2019-20
Revenue from Operations
3,436.15
3,158.4
2,713.5
1,490.9
1,685.1
EBITDA
307.8
255.5
140.6
60.6
66.9
EBITDA Margin (%)
8.96
8.1
5.2
4.1
4.0
Other Income
32.4
22.8
33.5
23.5
49.1
Profit before Tax
192.05
175.8
85.8
11.4
31.2
Profit after Tax
169.12
153
70.1
17.5
21.7
Profit after Tax Margin (%)
4.9%
4.8
2.6
1.2
1.3
Earnings per Share (`)
40.26 *
34.45 *
31.5
8
9.9
Financial Highlights (Consolidated)
* EPS adjusted post-split of shares from face value of ` 10/- to ` 5/- each
During the year, the Revenue from Operations stood at ` 3,436.15 Crores, registering a growth of 8%, as compared to
` 3,158.4 Crores in 2022-23. This growth can be attributed to the Overseas revenue increase by 21% led by growth in sales in
the Bangladesh & Vietnam facilities. Further, enhancements in operational efficiency contributed to increased revenue from
overseas, leading to economies of scale and consequently improving the EBITDA margin from international operations.
61
ANNUAL REPORT 2023-24
Particulars
2023-24
2022-23
% Change
Reason for Change
Formula Used
Interest Coverage Ratio
(x)
3.31
3.49
(5.04)
Improvement in ratio is because
of higher profitability on
account of higher realisation
and significant improvement in
operational efficiency across
geographies, while keeping the
debt under optimisation level
EBIT/Interest
Current Ratio (x)
1.45
1.42
1.89
The improvement in conversion
cycle of working capital while
keeping the liabilities in line with
the acceptable limits
Current Assets/
Current
Liabilities
Gross Debt-Equity Ratio
(x)
0.54
0.60
(9.81)
Improvement in ratio is on
account of keeping the debt at
an optimised level and significant
improvement in cash conversion
cycle, resulting in healthy cash
and bank balance
Total
Borrowings/
Total Equity
Net Debt-Equity Ratio
(x)
0.10
0.21
(53.61)
Improvement in ratio is on
account of keeping the debt at
an optimised level and significant
improvement in cash conversion
cycle, resulting in healthy cash
and bank balance
Net Debt/Total
Equity
Operating Profit Margin
(%)
8.04
7.21
11.53
Improvement in ratio is because
of higher profitability on
account of higher realisation
and significant improvement in
operational efficiency across
geographies, while keeping the
debt under optimisation level
EBIT/
Revenue from
Operations
FINANCIAL RATIOS
62
PEARL GLOBAL INDUSTRIES LIMITED
Particulars
2023-24
2022-23
% Change
Reason for Change
Formula Used
Net Profit Margin (%)
4.93
4.84
1.74
Improvement in ratio is because
of higher profitability on
account of higher realisation
and significant improvement in
operational efficiency across
geographies, while keeping the
debt under optimisation level
PAT/ Revenue
from
Operations
Return on Net Worth (%)
21.11
21.18
(0.31)
On account of Increase in
reserves
PAT/
Shareholders
Equity
Debtors Turnover Ratio
(x)
12.95
15.08
(14.15)
Debtor turnover has remained
healthy within 30 days
Revenue from
Operations/
Receivables
Inventory Turnover
Ratio (x)
6.83
6.15
11.08
Improvement in efficiency and
mixing of manufacturing with
partnership factories
Revenue from
Operations/
Inventory
Return on Capital
Employed (%)
28.2
24.2
21.40
Improvement in ratio is because
of:
Higher profitability on account
of higher realisation and
significant improvement in
operational efficiency across
geographies.
Significant improvement in
working capital cycle time,
keeping the debt under
optimisation level
Significant improvement in cash
conversion cycle resulting in
healthy cash and bank balance
EBIT/(Total
Equity + Net
Debt)
63
ANNUAL REPORT 2023-24
RISK MANAGEMENT
Every organisation faces an array of risks that wield
the potential to significantly impact its operations
and financial stability. These risks are inherent in the
organisation’s functioning and require persistent vigilance
for identification and mitigation. Pearl Global diligently
conducts a thorough assessment of the risks looming over
its operations. These include risks related to business
dynamics, volatilities in market and industry landscapes,
instability on the political front, liquidity challenges, credit
vulnerabilities, foreign exchange fluctuations, human
resources dynamics, and legal matters, in addition to
environmental factors, and natural disasters. These risks
can arise from both internal factors, such as changes in
market conditions, and external factors, including shifts
in regulatory environments or unforeseen events. To
effectively manage these risks, Pearl Global harnesses
a robust risk governance framework and puts in place
a detailed action plan for risk mitigation. This proactive
approach helps the Company anticipate and address
potential challenges, thereby ensuring the continuity and
stability of its operations.
Customer
Retention and Growth
Maintaining direct engagement
with every customer.
Undertaking consistent monitoring
of market trends pertinent to their
needs.
Payment Security
Conducting credit assessment
before onboarding a new
customer.
Obtaining pre-shipment & post-
shipment coverage.
Non-recourse factoring
arrangements.
Product
Quality
Ensuring quality systems and
practices are tailored to match
customer expectations.
Maintaining regular engagement
with customer representatives to
continually enhance processes.
Appointing customer-certified
Pearl associates to oversee
product certification to streamline
the process.
Raw Material
Prices and Supply Chain
Anticipating and reserving raw
materials proactively ahead of
time.
Fostering strategic and
transparent partnerships with
crucial suppliers.
Inventory
Aligning production in strict
accordance with confirmed sale
orders.
Ensuring regular review or
physical count for maximum
utilisation of stock.
Currency
Fluctuation
Benefitting from natural hedging
across all overseas operations.
Utilising India-export-forward
cover, with minimal import
procurement, creating negligible
impact.
64
PEARL GLOBAL INDUSTRIES LIMITED
Social and Ethical
Compliance
Zero-Tolerance Policy
Strict zero-tolerance policy
ensures a robust internal control
and compliance system.
Regular monitoring allows for
immediate corrections.
Customers are onboarded only
after complete compliance
standards are met.
Cashflow
Debt Repayment and Servicing
Sufficient operational cash flow to
cover all near-term debt repayments
and interest payments.
Prudent working capital
management.
Resources ensure collection on time.
Supply Chain
Diversification of Suppliers
Maintains relationships with
multiple suppliers for critical
materials and components,
reducing dependence on any
single source.
Strong relationships enable better
communication and collaboration,
facilitating early identification
and resolution of potential supply
chain issues.
Geopolitical
Regulatory Compliance
Closely monitors changes in
regulations and trade policies
across different geographies to
ensure compliance.
Strategic Partnerships
Building strategic partnerships
with local businesses or
Government agencies in regions
provides valuable insights and
support.
Governance
Compliance Assurance
In its trajectory to strengthen
compliance, Pearl Global has now
engaged Big Four Accounting
Firms as Statutory Auditors for
overseas operations, bringing in
best practices that have helped
in strengthening systems and
processes.
65
ANNUAL REPORT 2023-24
HUMAN RESOURCE
MANAGEMENT
Pearl Global prioritises employee development and
acknowledges their crucial role in the Company’s
success. A dedicated human resource department crafts
effective policies and guidelines for employee growth
and well-being. The Company ensures safe, hygienic,
and sustainable work environments across all locations to
attract, nurture, and retain talent. Pearl Global celebrates
diversity and individuality, believing in every individual’s
leadership potential. Practical learning follows the
70-20-10 model, emphasising diverse learning sources:
70% from challenging experiences, 20% from relationships,
and 10% from formal training. The Company had 25,708
direct employees as on March 31, 2024.
Pearl Global has also initiated an Employee Stock Option
Plan for the well-being of its employees. Pursuant to the
plan, 14,54,000 (no. adjusted post stock-split) options have
been approved. The Plan follows the SEBI (Share Based
Employee Benefits and Sweat Equity) Regulations, 2021.
As per the plan, vesting period shall commence after a
minimum of one (1) year from the grant date and it shall
extend up to maximum of four (4) years from the grant date,
at the discretion of and in the manner prescribed by the
Nomination and Remuneration Committee of the Board.
PEARL GLOBAL’S EMPLOYEE-
CENTRIC INITIATIVES
Inclusion-based Programmes
P.A.C.E. (Personal Advancement and Career
Enhancement): The Company offers P.A.C.E., a well-known
initiative by GAP Inc., dedicated to empowering women in
workplaces. This programme facilitates the professional
advancement of female workers at Pearl Global, enabling
them to assume leadership positions.
POSH (Prevention of Sexual Harassment): The Company
launched gender awareness training in partnership with
Corporate Ethos and Shakti Foundation, representing
a notable step towards creating a safe and inclusive
workplace. This initiative seeks to nurture a culture of
respect and inclusivity, guaranteeing that every employee
and factory worker feels appreciated and respected.
Innovation-based Programmes
Workplace Cooperation Programme (WCP): The Company
continues its Workplace Cooperation Programme in
partnership with GAP Inc., with the objective of enhancing
relationships and collaboration between factory
management and other departments. Focussed on
promoting effective communication, role clarity, and risk
assessment, this initiative endeavours to build cohesive
teams and instil a culture of trust and cooperation.
Supervisors Skill Training (S.S.T): The training is designed
to provide supervisors with the necessary professional
skills to facilitate more effective communication between
workers and management, while also ensuring a fair
balance between the organisation’s interests and those of
the workers. Developed by Better Work and implemented
in our units in collaboration with our partner brand GAP
Inc., this programme aims to enhance workplace relations
and promote mutual understanding.
Leadership Conclave/Multipliers: To equip our leaders
with the necessary skills and insights, a leadership
intervention titled ‘A.I.M- Align, Implement & Multiply’ was
introduced to recognise and harness the unique strengths
of our teams, empowering them to maximise their impact. It
was a 3-day conclave in association with Tracy Ann, aimed
at facilitating the management’s growth and development
to unlock their full potential. Furthermore, this conclave
was designed to discuss our vision and develop a much
healthier bottom line in the next 3 years, working towards
reaching our USD 1 billion+ goal.
Skills Training: The Company hosts workshops designed
to instil an entrepreneurial mindset and broaden employee
responsibilities, thereby aiding in their advancement. These
sessions encompass various topics such as business
communication, team management, basic computer skills,
personal finance, interpersonal communication, conflict
resolution, language proficiency, and industry-specific
technical training for the garment sector.
66
PEARL GLOBAL INDUSTRIES LIMITED
VISIONARY APPROACH
Pearl Global embraces diversity as a source of strength,
recognising that diverse perspectives, approaches,
and ideas combine to drive the organisation forward
synergistically. Equal opportunities are extended to all
individuals to showcase their talents and contribute to the
Company’s enrichment. With a focus on recruiting the most
skilled and suitable candidates, Pearl Global flourishes
with a legacy spanning decade, bolstered by a team of
experienced professionals.
CARE
HerHealth: Pearl Global takes pride in HerHealth, a
specialised initiative focussed on women’s health. Its aim
is to enhance awareness of well-being within low-income
families, emphasising healthy habits in vital areas like
lifestyle, nutrition, and sanitation. To connect effectively
with the intended audience, HerHealth sessions are
routinely held across Pearl Global’s factory facilities in India,
Indonesia, and Bangladesh.
Fair Trading Practices: At Pearl Global, transparency and
proactivity are core principles guiding our operations. We
prioritise building strong client relationships and strive to
exceed expectations through diligence and dedication.
Awareness Camps: At Pearl Global, educating our
workforce about social issues is a top priority to foster
societal well-being. To achieve this goal, we regularly
organise educational camps and workshops covering a
range of relevant topics. These include discussions on
gender equality, substance abuse prevention, sexual
harassment prevention, ethical conduct standards,
women’s empowerment, and general health awareness.
INTERNAL CONTROL
SYSTEM
Pearl Global boasts robust internal control
systems, meticulously overseeing transaction
recording, authorisation, and reporting,
while safeguarding Company assets. The
successful implementation of SAP across
its manufacturing units underscores the
Company’s commitment to ongoing system
enhancements. The Company appointed
the Big 4 top accounting firm as statutory
auditors for overseas companies, bringing
in best practices that have helped in
strengthening systems and processes. To
reinforce adherence to internal control
protocols, Ernst & Young (E&Y) serves as the
Internal Auditor for India and Bangladesh
operations. A regular review of audit findings
informs proactive compliance measures.
CAUTIONARY
STATEMENT
Investors are cautioned that this discussion
contains statements that involve risks
and uncertainties. Words like anticipate,
believe, estimate, intend, will, expect, and
other similar expressions are intended to
identify such forward-looking statements.
The Company assumes no responsibility to
amend, modify, or revise any forward-looking
statement, on the basis of any subsequent
developments, information, or events.
Besides, the Company cannot guarantee
that these assumptions and expectations are
accurate or will be realised. Actual results,
performance, or achievements could differ
materially from those projected in any such
forward-looking statements.
67
ANNUAL REPORT 2023-24
68
PEARL GLOBAL INDUSTRIES LIMITED
NOTICE TO MEMBERS
Notice is hereby given that the 35th Annual General Meeting
(AGM) of the Members of Pearl Global Industries Limited will
be held on Thursday, July 25, 2024, at 5:00 PM IST through
Video Conferencing (“VC”)/Other Audio-Visual Means
(“OAVM”) (“hereinafter referred to as “electronic mode”) to
transact the following businesses:
ORDINARY BUSINESS
1.
To receive, consider and adopt the Standalone and
Consolidated Audited Financial Statements of the
Company for the financial year ended March 31, 2024,
including the Reports of the Board of Directors and
Auditors thereon.
2.
To appoint a Director in place of Mr. Deepak Kumar
Seth (DIN 00003021), who retires by rotation and being
eligible, offers himself for re-appointment.
3.
To appoint a Director in place of Mr. Pulkit Seth
(DIN 00003044), who retires by rotation and being
eligible, offers himself for re-appointment.
SPECIAL BUSINESS
4.
TO
CONSIDER
AND
APPROVE
INCREASE
IN
REMUNERATION OF MR. PALLAB BANERJEE (DIN
07193749), MANAGING DIRECTOR OF THE COMPANY.
To consider and if thought fit, to pass the following
resolution with or without modification(s), as a
Special Resolution:
“RESOLVED THAT pursuant to the provisions of Section
188, 196, 197, 198 and 203 read with Schedule V and
all other applicable provisions of the Companies Act,
2013 (“the Act”) and the Companies (Appointment and
Remuneration of Managerial Personnel) Rules 2014,
applicable provisions of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (“Listing
Regulations”) (including any statutory modification(s)
or re-enactment thereof for the time being in force) and
Articles of Association of the Company and based on
the recommendation of Nomination and Remuneration
Committee (“NRC”) and the Board of Directors
(“Board”) of the Company, approval of the Members of
PEARL GLOBAL INDUSTRIES LIMITED
Registered Office: C-17/1, Paschimi Marg, Vasant Vihar, New Delhi-110 057
Corporate Office: Plot No.51, Sector-32, Gurugram-122001 (Haryana)
Tel: 011-46012471; 0124-4651000, Website: www.pearlglobal.com; E-mail: investor.pgil@pearlglobal.com
CIN: L74899DL1989PLC036849
the Company be and is hereby accorded for increase
in remuneration of Mr. Pallab Banerjee, Managing
Director of the Company with effect from April 01, 2024
to March 31, 2025, as mentioned in the explanatory
statement.
RESOLVED FURTHER THAT the other terms and
conditions, as approved by the Members with respect
to the appointment of Mr. Pallab Banerjee as Managing
Director, on March 30, 2022 shall remain the same.
RESOLVED FURTHER THAT in the event of loss or
inadequacy of profits in the financial year during his
term of appointment, overall remuneration by way
of salary, perquisites and allowances will be paid to
Mr. Pallab Banerjee, Managing Director, as the minimum
remuneration, in accordance with the provisions of the
Act and the Listing Regulations.
RESOLVED FURTHER THAT the Board of the Company
(which includes a Committee, constituted for the time
being in force) be and is hereby authorised to do all such
acts, deeds and things, to enter into such agreement(s),
deed(s) of amendment(s) or any such document(s),
as the Board may, in its absolute discretion, consider
necessary, expedient or desirable including power to
sub-delegate, in order to give effect to this resolution
or as otherwise considered by the Board to be in the
best interest of the Company, as it may deem fit.”
5.
APPROVAL FOR RELATED PARTY TRANSACTIONS
BETWEEN PEARL GLOBAL (HK) LIMITED AND
PRUDENT FASHIONS LIMITED
To consider and if thought fit, to pass the following
resolution with or without modification(s), as a Ordinary
Resolution:
“RESOLVED THAT pursuant to Section 188 and any
other applicable provisions of the Companies Act,
2013 and the rules framed thereunder, Regulation 23
and any other applicable provisions of SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, (including any statutory modification(s) or re-
enactment thereof for the time being in force), and
pursuant to the consent of the Audit Committee and
the Board of Directors, the approval of the members
NOTICE
69
ANNUAL REPORT 2023-24
of the Company be and is hereby accorded for related
party transactions between Pearl Global (HK) Limited,
a wholly Owned Subsidiary and Prudent Fashions
Limited a Step down Subsidiary of the Company as per
following terms:
Nature of Transactions
Amount
(` in Crores)
Financial
Year
Purchase / Sale of Goods
400.00
2024-2025
Purchase / Sale of Goods
450.00
2025-2026
Purchase / Sale of Goods
500.00
2026-2027
RESOLVED FURTHER THAT the Board of Directors be
and is hereby authorised to perform and execute all
such acts, deeds, matters and things including delegate
such authority, as may be deemed necessary, proper or
expedient to give effect to this resolution and for the
matters connected herewith or incidental hereto.”
By order of the Board of Directors
for Pearl Global Industries Limited
(Shilpa Budhia)
Place: Gurugram
Company Secretary
Date: May 20, 2024
ICSI M. No.: A23564
NOTES:
1.
Pursuant to the General Circular No. 10/2022 dated
December 28, 2022 and Circular No. 09/2023 dated
September 25, 2023 issued by the Ministry of Corporate
Affairs (MCA) and the SEBI Circular no. SEBI/HO/CFD/
CFD-PoD-2/P/CIR/2023/167 dated October 07, 2023
issued by SEBI (hereinafter collectively referred to as
“the Circulars”), companies are allowed to hold AGM
through VC, without the physical presence of members
at a common venue. Hence, in compliance with the
Circulars, the AGM of the Company is being held
through VC.
2.
Since the AGM will be held through VC / OAVM, the
Route Map is not annexed in this Notice.
3.
The relevant details, pursuant to regulation 36(3) of the
SEBI (Listing Obligations and Disclosure Requirements),
Regulations,
2015
(“Listing
Regulations”)
and
Secretarial Standard on General Meetings issued
by the Institute of Company Secretaries of India, in
respect of Director seeking re-appointment at this
AGM is annexed herewith.
4.
Pursuant to the provisions of the Companies Act, 2013
(“the Act”) a member entitled to attend and vote at the
AGM is entitled to appoint a proxy to attend and vote on
his/her behalf and the proxy need not be a Member of
the Company. Since this AGM is being held pursuant to
the MCA & SEBI Circulars through VC / OAVM, physical
attendance of Members has been dispensed with.
Accordingly, the facility for appointment of proxies by
the Members will not be available for the AGM and
hence the Proxy Form and Attendance Slip are not
annexed to this Notice.
5.
Corporate members intending to send their authorised
representatives to attend the AGM pursuant to Section
113 of the Act, are requested to send to the Company,
a certified copy (in PDF/ JPG Format) of the relevant
Board Resolution/ Authority letter etc. authorising its
representatives to attend the AGM through VC / OAVM
on their behalf and to vote through remote e-voting, by
e-mail to investor.pgil@pearlglobal.com with a copy
marked to evoting@nsdl.co.in.
6.
The Members may join the 35th AGM through VC/
OAVM facility by following the procedure mentioned
herein below in the Notice which shall be kept open for
the Members from 04:30 P.M. IST i.e.30 (thirty) minutes
before the time scheduled to start the 35th AGM and
the Company may close the window for joining the VC/
OAVM facility 30 (thirty) minutes after the scheduled
time to start the 35th AGM. Members may note that the
VC/ OAVM facility allows participation of at least 1,000
Members on a ‘first come first served’ basis. The large
Shareholders (i.e. shareholders holding 2% or more),
Promoters, Institutional Investors, Directors, Key
Managerial Personnel, the Chairpersons of the Audit
Committee, Nomination and Remuneration Committee
and Stakeholders Relationship Committee, Auditors
etc. can attend the 35th AGM without any restriction on
account of ‘first come first served’ basis.
7.
The attendance of the Members participating in the
35th AGM through VC/ OAVM facility shall be counted
for the purpose of reckoning the quorum under Section
103 of the Act.
8.
Voting rights shall be reckoned on the paid-up value
of shares registered in the name of member/beneficial
owners (in case of electronic shareholding) as on the
cut-off date i.e. Thursday, July 18, 2024. A person who
is not a member as on the cut-off date is requested to
treat this Notice for information purposes only.
9.
In compliance with the Circulars, the Annual Report
2023-24, the Notice of the 35th AGM, and instructions
for e-voting are being sent through electronic mode to
those members whose email addresses are registered
with the Company / depository participant(s) (DP).
Notice (Contd.)
70
PEARL GLOBAL INDUSTRIES LIMITED
10. Members may please note that the Annual Report including Notice of the 35th AGM of the Company will also be available
on the website of the Company at www.pearlglobal.com. The same can also be accessed from the websites of the Stock
Exchanges i.e. BSE Limited at www.bseindia.com and National Stock Exchange of India Limited at www.nseindia.com.
11. We urge members to support our commitment to environmental protection by choosing to receive the Company’s
communication through email. Members holding shares in demat mode, who have not registered their email addresses
are requested to register their email addresses with their respective DP, and members holding shares in physical
mode are requested to update their email addresses with the Company’s RTA, Link Intime India Private Limited at
delhi@linkintime.co.in, to receive copies of the Annual Report 2023-24 in electronic mode. Members may follow the process
detailed below for registration of email ID to obtain the report and update of bank account details for the receipt of dividend.
Type of holder
Process to be followed
Physical
For availing the following investor services, send a written request in the prescribed forms to the RTA
of the Company, Link Intime India Private Limited either by email to delhi@linkintime.co.in or by post
to Link Intime India Private Limited, Noble Heights, 1st floor, Plot No. NH 2, LSC, C-1 Block, Near Savitri
Market, Janakpuri, New Delhi – 110058
Form for availing investor services to register PAN, email address, bank
details and other KYC details or changes / update thereof for securities held
in physical mode
Form ISR-1
Update of signature of securities holder
Form ISR-2
For nomination as provided in Rule 19(1) of the Companies (Share Capital
and Debentures) Rules, 2014
Form SH-13
Declaration to opt out
Form ISR-3
Cancellation of nomination by the holder(s) (along with ISR-3) / Change of
nominee
Form SH-14
Form for requesting issue of duplicate certificate and other service requests
for shares / debentures / bonds, etc., held in physical form
Form ISR-4
Demat
Please contact your DP and register your email address and bank account
details in your demat account, as per the process advised by your DP.
-
12. Members must quote their Folio No. /Demat Account No. and contact details such as e-mail address, contact no. etc. in all
their correspondence with the Company’s Registrar and Share Transfer Agent, Link Intime.
SEBI has mandated through its circular dated March 16, 2023, for submission of PAN, KYC details and nomination
by holders of physical securities. Shareholders are requested to submit their PAN, KYC and nomination details to the
Company’s RTA, Link Intime India Private Limited, at delhi@linkintime.co.in. The forms for updating the same are available at
https://www.pearlglobal.com/investor-relations/. Members holding shares in electronic form are, therefore, requested to
submit their PAN to their Depository Participant.
13. In terms of the SEBI Listing Regulations, securities of listed companies can only be transferred in dematerialised form with
effect from April 01, 2019. In view of the above, Members are advised to dematerialise shares held by them in physical form.
14. The Members may please note that the Company has declared and paid the following dividends during the year in
compliance with the Dividend Distribution Policy:
Particulars
2nd Interim Dividend
2022-23
1st Interim Dividend
2023-24
2nd Interim Dividend
(Special) 2023-24
Date of Declaration
May 15, 2023
August 21, 2023
November 08, 2023
Record Date
May 26, 2023
September 01, 2023
November 22, 2023
Rate of Dividend per share
(Face Value of ` 10/- per share)
` 5/- per Equity Share
` 5/- per Equity Share
` 12.5/- per Equity Share
%
50%
50%
125%
Total Payout (` in Lakhs)
1083.20
1,083.19
2,721.99
Notice (Contd.)
71
ANNUAL REPORT 2023-24
Members are requested to note that in terms of Section 124 and 125 of the Act, dividend remaining unclaimed for a
period of seven years from the date of transfer to the Company’s unpaid dividend Account shall be transferred to the
Investor Education and Protection Fund (“IEPF”) and all shares on which dividend has not been paid or claimed for seven
consecutive years or more shall also be transferred to IEPF Authority as notified by the Ministry of Corporate Affairs.
The Company has been transferring the unpaid or unclaimed dividends from time to time on due dates to the IEPF.
Information in respect of unclaimed dividend including when due for transfer to the IEPF is given below:
Financial year
ended
Rate of Dividend per
equity share
Date of declaration of
Dividend
Last date for claiming
unpaid Dividend
Due date for transfer
to IEPF
31.03.2017
` 3.00/- (Final)
28.09.2017
27.10.2024
26.11.2024
31.03.2018
` 2.00/- (Final)
24.09.2018
23.10.2025
22.11.2025
31.03.2019
` 3.00/- (Final)
24.09.2019
23.10.2026
22.11.2026
31.03.2022
` 5.00/- (Interim)
25.05.2022
24.06.2029
23.07.2029
31.03.2023
` 2.50/- (Interim)
11.11.2022
10.12.2029
09.01.2030
31.03.2023
` 5.00/- (Interim)
15.05.2023
14.06.2030
13.07.2030
31.03.2024
` 5.00/- (Interim)
21.08.2023
20.09.2030
19.10.2030
31.03.2024
` 12.50/- (Interim-Special)
08.11.2023
07.12.2030
06.01.2031
Members who have not claimed their dividend so far,
are requested to make their claim to the Company or to
the Registrar and Share Transfer Agent of the Company
at Link Intime India Pvt. Limited, Noble Heights,
1st Floor, Plot NH-2, C-1 Block LSC, Near Savitri Market,
Janakpuri, New Delhi-110058.
15. Members who wish to obtain any information about the
Company or the financial statements for the financial
year ended March 31, 2024, may send their queries at
investor.pgil@pearlglobal.com at least 7 (Seven) days
before the date of 35th AGM. The same will be replied
by/ on behalf of the Company suitably.
16. In case of joint holders attending the 35th AGM, the
Member whose name appears as the first holder in the
order of names as per the Register of Members of the
Company will be entitled to vote.
17. E-VOTING
In compliance with provisions of Section 108 of the Act
read with Rule 20 of the Companies (Management and
Administration) Rules, 2014 (as amended), Secretarial
Standard on General Meetings (SS-2) issued by the
Institute of Company Secretaries of India (“ICSI”) and
Regulation 44 of the Listing Regulations, the Company
is pleased to provide its Members the facility to cast
their votes either for or against each resolutions set
forth in the Notice of the 35th AGM using electronic
voting system (‘remote e-voting’) and e-voting (during
the 35th AGM), provided by NSDL and the businesses
may be transacted through such voting.
Only those Members who will be present in the 35th
AGM through VC / OAVM facility and have not cast their
vote on the resolutions through remote e-voting, and
are otherwise not barred from doing so, shall be eligible
to vote through e-voting system during the 35th AGM.
The voting period begins on Monday, July 22, 2024
(10:00 AM IST) and ends on Wednesday, July 24, 2024
(5:00 PM IST). During this period, Members holding
shares either in physical or dematerialised form, as
on cut-off date, i.e., as on Thursday, July 18, 2024,
may cast their votes electronically. Any person, who
acquires shares of the Company and becomes a
Member of the Company after dispatch of the Notice of
35th AGM and holds shares as of the cut-off date, may
obtain the login ID and password by sending a request
at investor.pgil@pearlglobal.com or delhi@linkintime.
co.in (RTA email id). However, if a member is already
registered with Link Intime for e-voting, then he/she
can use existing user id and password/PIN for casting
the vote.
How do I vote electronically using NSDL e-Voting
system?
The way to vote electronically on NSDL e-Voting
system consists of “Two Steps” which are mentioned
below:
Notice (Contd.)
72
PEARL GLOBAL INDUSTRIES LIMITED
Step 1: Access to NSDL e-Voting system
A)
Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat
mode
In terms of SEBI circular dated December 09, 2020 on e-Voting facility provided by Listed Companies, Individual
shareholders holding securities in demat mode are allowed to vote through their demat account maintained with
Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in
their demat accounts in order to access e-Voting facility.
Login method for Individual shareholders holding securities in demat mode is given below:
Type of shareholders
Login Method
Individual
Shareholders
holding
securities in demat mode with
NSDL.
1.
Existing IDeAS user can visit the e-Services website of NSDL Viz. https://
eservices.nsdl.com either on a Personal Computer or on a mobile. On the
e-Services home page click on the “Beneficial Owner” icon under “Login”
which is available under ‘IDeAS’ section , this will prompt you to enter your
existing User ID and Password. After successful authentication, you will be
able to see e-Voting services under Value added services. Click on “Access
to e-Voting” under e-Voting services and you will be able to see e-Voting
page. Click on company name or e-Voting service provider i.e. NSDL
and you will be re-directed to e-Voting website of NSDL for casting your
vote during the remote e-Voting period or joining virtual meeting & voting
during the meeting.
2.
If you are not registered for IDeAS e-Services, option to register is available
at https://eservices.nsdl.com. Select “Register Online for IDeAS Portal” or
click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
3.
Visit the e-Voting website of NSDL. Open web browser by typing the
following URL: https://www.evoting.nsdl.com/ either on a Personal
Computer or on a mobile. Once the home page of e-Voting system is
launched, click on the icon “Login” which is available under ‘Shareholder/
Member’ section. A new screen will open. You will have to enter your
User ID (i.e. your sixteen digit demat account number hold with NSDL),
Password/OTP and a Verification Code as shown on the screen. After
successful authentication, you will be redirected to NSDL Depository site
wherein you can see e-Voting page. Click on company name or e-Voting
service provider i.e. NSDL and you will be redirected to e-Voting website
of NSDL for casting your vote during the remote e-Voting period or joining
virtual meeting & voting during the meeting.
4.
Shareholders/Members can also download NSDL Mobile App “NSDL
Speede” facility by scanning the QR code mentioned below for seamless
voting experience.
Notice (Contd.)
73
ANNUAL REPORT 2023-24
Type of shareholders
Login Method
Individual
Shareholders
holding
securities in demat mode with CDSL
1.
Users who have opted for CDSL Easi / Easiest facility, can login through
their existing user id and password. Option will be made available to reach
e-Voting page without any further authentication. The users to login Easi /
Easiest are requested to visit CDSL website www.cdslindia.com and click
on login icon & New System Myeasi Tab and then use your existing my
easi username & password.
2.
After successful login the Easi / Easiest user will be able to see the
e-Voting option for eligible companies where the evoting is in progress
as per the information provided by company. On clicking the evoting
option, the user will be able to see e-Voting page of the e-Voting service
provider for casting your vote during the remote e-Voting period or joining
virtual meeting & voting during the meeting. Additionally, there is also links
provided to access the system of all e-Voting Service Providers, so that the
user can visit the e-Voting service providers’ website directly.
3.
If the user is not registered for Easi/Easiest, option to register is available
at CDSL website www.cdslindia.com and click on login & New System
Myeasi Tab and then click on registration option.
4.
Alternatively, the user can directly access e-Voting page by providing
Demat Account Number and PAN No. from a e-Voting link available on
www.cdslindia.com home page. The system will authenticate the user
by sending OTP on registered Mobile & Email as recorded in the Demat
Account. After successful authentication, user will be able to see the
e-Voting option where the evoting is in progress and also able to directly
access the system of all e-Voting Service Providers.
Individual
Shareholders
(holding
securities in demat mode) login
through their depository participants
You can also login using the login credentials of your demat account through
your Depository Participant registered with NSDL/CDSL for e-Voting facility.
upon logging in, you will be able to see e-Voting option. Click on e-Voting
option, you will be redirected to NSDL/CDSL Depository site after successful
authentication, wherein you can see e-Voting feature. Click on company name
or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting
website of NSDL for casting your vote during the remote e-Voting period or
joining virtual meeting & voting during the meeting.
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget
Password option available at abovementioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login
through Depository i.e. NSDL and CDSL.
Login type
Helpdesk details
Individual Shareholders holding securities in
demat mode with NSDL
Members facing any technical issue in login can contact NSDL
helpdesk by sending a request at evoting@nsdl.co.in or call at 022 -
4886 7000 and 022 - 2499 7000
Individual Shareholders holding securities in
demat mode with CDSL
Members facing any technical issue in login can contact CDSL
helpdesk by sending a request at helpdesk.evoting@cdslindia.com
or contact at toll free no. 1800 22 55 33
Notice (Contd.)
74
PEARL GLOBAL INDUSTRIES LIMITED
B)
Login Method for e-Voting and joining virtual meeting for shareholders other than Individual shareholders holding
securities in demat mode and shareholders holding securities in physical mode.
How to Log-in to NSDL e-Voting website?
1.
Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.
com/ either on a Personal Computer or on a mobile.
2.
Once the home page of e-Voting system is launched, click on the icon “Login” which is available under
‘Shareholder/Member’ section.
3.
A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown
on the screen.
Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/
with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on
e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.
4.
Your User ID details are given below :
Manner of holding shares i.e. Demat
(NSDL or CDSL) or Physical
Your User ID is:
a)
For Members who hold shares in demat
account with NSDL.
8 Character DP ID followed by 8 Digit Client ID
For example if your DP ID is IN300*** and Client ID is
12****** then your user ID is IN300***12******.
b)
For Members who hold shares in demat
account with CDSL.
16 Digit Beneficiary ID
For example if your Beneficiary ID is 12**************
then your user ID is 12**************
c)
For Members holding shares in Physical Form. EVEN Number followed by Folio Number registered with
the Company
For example if folio number is 001*** and EVEN is
101456 then user ID is 101456001***
5.
Password details for shareholders other than Individual shareholders are given below:
a)
If you are already registered for e-Voting, then you can use your existing password to login and cast your
vote.
b)
If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which
was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’
and the system will force you to change your password.
c)
How to retrieve your ‘initial password’?
(i)
If your email ID is registered in your demat account or with the Company, your ‘initial password’ is
communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox.
Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open
the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or
folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial
password’.
(ii)
If your email ID is not registered, please follow steps mentioned below in process for those shareholders
whose email ids are not registered.
6.
If you are unable to retrieve or have not received the “Initial password” or have forgotten your password:
a)
Click on “Forgot User Details/Password?”(If you are holding shares in your demat account with NSDL or
CDSL) option available on www.evoting.nsdl.com.
Notice (Contd.)
75
ANNUAL REPORT 2023-24
b)
Physical User Reset Password?” (If you
are holding shares in physical mode)
option available on www.evoting.nsdl.
com.
c)
If you are still unable to get the
password by aforesaid two options, you
can send a request at evoting@nsdl.
co.in mentioning your demat account
number/folio number, your PAN, your
name and your registered address etc.
d)
Members can also use the OTP (One
Time Password) based login for casting
the votes on the e-Voting system of
NSDL.
7.
After entering your password, tick on Agree
to “Terms and Conditions” by selecting on
the check box.
8.
Now, you will have to click on “Login” button.
9.
After you click on the “Login” button, Home
page of e-Voting will open.
Step 2: Cast your vote electronically and join AGM on
NSDL e-Voting system.
How to cast your vote electronically and join AGM on
NSDL e-Voting system?
1.
After successful login at Step 1, you will be able
to see all the companies “EVEN” in which you
are holding shares and whose voting cycle and
General Meeting is in active status.
2.
Select “EVEN” of company for which you wish to
cast your vote during the remote e-Voting period
and casting your vote during the General Meeting.
For joining virtual meeting, you need to click on
“VC/OAVM” link placed under “Join Meeting”.
3.
Now you are ready for e-Voting as the Voting page
opens.
4.
Cast your vote by selecting appropriate options
i.e. assent or dissent, verify/modify the number
of shares for which you wish to cast your vote
and click on “Submit” and also “Confirm” when
prompted.
5.
Upon confirmation, the message “Vote cast
successfully” will be displayed.
6.
You can also take the printout of the votes cast
by you by clicking on the print option on the
confirmation page.
7.
Once you confirm your vote on the resolution, you
will not be allowed to modify your vote.
General Guidelines for shareholders
1.
Institutional
shareholders
(i.e.
other
than
individuals, HUF, NRI etc.) are required to
send scanned copy (PDF/JPG Format) of the
relevant
Board
Resolution/
Authority
letter
etc.
with
attested
specimen
signature
of
the duly authorised signatory(ies) who are
authorised to vote, to the Scrutiniser by e-mail to
jayantksood@benchwalklaw.com with a copy
marked
to
evoting@nsdl.co.in.
Institutional
shareholders (i.e. other than individuals, HUF,
NRI etc.) can also upload their Board Resolution
/ Power of Attorney / Authority Letter etc. by
clicking on “Upload Board Resolution / Authority
Letter” displayed under “e-Voting” tab in their
login.
2.
It is strongly recommended not to share your
password with any other person and take utmost
care to keep your password confidential. Login
to the e-voting website will be disabled upon
five unsuccessful attempts to key in the correct
password. In such an event, you will need to go
through the “Forgot User Details/Password?” or
“Physical User Reset Password?” option available
on www.evoting.nsdl.com to reset the password.
3.
In case of any queries, you may refer the Frequently
Asked Questions (FAQs) for Shareholders and
e-voting user manual for Shareholders available
at the download section of www.evoting.nsdl.
com or call on.: 022 - 4886 7000 and 022 - 2499
7000 or send a request to Ms. Pallavi Mhatre at
evoting@nsdl.co.in
Process for those shareholders whose email ids are
not registered with the depositories for procuring
user id and password and registration of e mail ids for
e-voting for the resolutions set out in this notice:
1.
In case shares are held in physical mode please
provide Folio No., Name of shareholder, scanned
copy of the share certificate (front and back),
PAN (self-attested scanned copy of PAN card),
AADHAR (self-attested scanned copy of Aadhar
Card) by email to (investor.pgil@pearlglobal.com).
2.
In case shares are held in demat mode, please
provide DPID-CLID (16 digit DPID + CLID or 16
digit beneficiary ID), Name, client master or copy
of Consolidated Account statement, PAN (self
Notice (Contd.)
76
PEARL GLOBAL INDUSTRIES LIMITED
attested scanned copy of PAN card), AADHAR
(self attested scanned copy of Aadhar Card) to
(investor.pgil@pearlglobal.com). If you are an
Individual shareholders holding securities in
demat mode, you are requested to refer to the
login method explained at step 1 (A) i.e. Login
method for e-Voting and joining virtual meeting
for Individual shareholders holding securities in
demat mode.
3.
Alternatively shareholder/members may send a
request to evoting@nsdl.co.in for procuring user
id and password for e-voting by providing above
mentioned documents.
4.
In terms of SEBI circular dated December 09, 2020
on e-Voting facility provided by Listed Companies,
Individual shareholders holding securities in
demat mode are allowed to vote through their
demat account maintained with Depositories
and Depository Participants. Shareholders are
required to update their mobile number and email
ID correctly in their demat account in order to
access e-Voting facility.
THE INSTRUCTIONS FOR MEMBERS FOR e-VOTING
ON THE DAY OF AGM ARE AS UNDER:-
1.
The procedure for e-Voting on the day of AGM
is same as the instructions mentioned above for
remote e-voting.
2.
Only those Members/ shareholders, who will be
present in the AGM through VC/OAVM facility
and have not casted their vote on the Resolutions
through remote e-Voting and are otherwise not
barred from doing so, shall be eligible to vote
through e-Voting system in the AGM.
3.
Members who have voted through Remote e-Voting
will be eligible to attend the AGM. However, they
will not be eligible to vote at the AGM.
4.
The details of the person who may be contacted
for any grievances connected with the facility for
e-Voting on the day of the AGM shall be the same
person mentioned for Remote e-voting.
INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE
AGM THROUGH VC/OAVM ARE AS UNDER:
1.
Member will be provided with a facility to attend
the AGM through VC/OAVM through the NSDL
e-Voting system. Members may access by
following the steps mentioned above for Access
to NSDL e-Voting system. After successful login,
you can see link of “VC/OAVM” placed under “Join
meeting” menu against company name. You are
requested to click on VC/OAVM link placed under
Join Meeting menu. The link for VC/OAVM will be
available in Shareholder/Member login where the
EVEN of Company will be displayed. Please note
that the members who do not have the User ID
and Password for e-Voting or have forgotten the
User ID and Password may retrieve the same
by following the remote e-Voting instructions
mentioned in the notice to avoid last minute rush.
2.
Members are encouraged to join the Meeting
through Laptops for better experience.
3.
Further Members will be required to allow Camera
and use Internet with a good speed to avoid any
disturbance during the meeting.
4.
Please note that Participants Connecting from
Mobile Devices or Tablets or through Laptop
connecting via Mobile Hotspot may experience
Audio/Video loss due to Fluctuation in their
respective network. It is therefore recommended
to use Stable Wi-Fi or LAN Connection to mitigate
any kind of aforesaid glitches.
5.
Shareholders who would like to express their
views/have questions may send their questions
in advance mentioning their name demat account
number/folio number, email id, mobile number at
(investor.pgil@pearlglobal.com). The same will be
replied by the Company suitably.
a.
Shareholders who would like to speak
during the meeting must register their
request 7(Seven) days in advance i.e.
on or before July 18, 2024, with the
Company on the specific email id i.e.
investor.pgil@pearlglobal.com.
b.
Shareholders will get confirmation on first
cum first basis.
c.
Shareholders will receive “speaking serial
number” once they mark attendance for the
meeting.
d.
Please remember speaking serial number
and start your conversation with panelist by
switching on video mode and audio of your
device.
Shareholders are requested to speak only when
moderator of the meeting/ management will announce
the name and serial number for speaking.
Notice (Contd.)
77
ANNUAL REPORT 2023-24
18. CS Jayant Sood (C.P. No. 22410) proprietor of M/s
Jayant Sood and Associates (Company Secretaries)
has been appointed as the Scrutiniser to scrutinise the
remote e-voting process and voting during 35th AGM in
a fair and transparent manner.
19. The Scrutiniser shall, immediately after the conclusion
of voting at the general meeting, first count the votes
cast at the meeting, thereafter unblock the votes cast
through remote e-voting in the presence of at least
two witnesses not in the employment of the Company
and make, not later than three days of conclusion of
EXPLANATORY STATEMENT
(Pursuant to Section 102 of the Act)
As required by Section 102 of the Act, the following
Explanatory Statement sets out all material facts relating
to the business mentioned under Item Nos. 4 & 5 of the
35th AGM Notice.
Item No. 4
Mr. Pallab Banerjee was appointed as the Managing Director
of the Company for a period of 3 (three) years commencing
from April 01, 2022. The current remuneration of Mr. Pallab
Banerjee is ` 3.75 Crores per annum, excluding the value
of perquisites arising from the exercise of stock options
granted to him, in terms with Pearl Global Industries Limited
Employee Stock Option Plan 2022.
Mr. Pallab Banerjee’s three decades of experience in the
apparel industry has provided him with strategic thinking
and keen market analysis that can help the Company to
navigate the ever-changing industry landscape effectively.
He has built a knack for identifying emerging global trends
and leveraging them to the Company’s advantage, ensuring
that we stay ahead of the competition.
Based on the strong performance of the Company in terms of
operational efficiency across geographies, better profitability
on account of higher realisation, under the leadership of
Mr. Pallab Banerjee, the Nomination and Remuneration
Committee considered and recommended to the Board an
increase in the remuneration of Mr. Pallab Banerjee.
Accordingly, the Board of Directors have in its meeting held
on May 20, 2024, on the recommendation of Nomination
and Remuneration Committee, approved and recommended
payment of following remuneration to Mr. Pallab Banerjee
with effect from April 01, 2024, till his remaining tenure as
Managing Director:
A)
Gross salary upto ` 5.00 Crores p.a. (Basic Salary,
Perquisites, Allowances, Variable pay/Bonus) from the
Company and its material wholly owned subsidiary
Pearl Global (HK) Limited, Hong Kong;
B)
Apart from the above, Perquisite value arising on
account of exercise of Stock Options granted to him;
C)
Reimbursement of actual business expenses of
Conveyance including Driver and Entertainment
reimbursement, Provident Fund & Gratuity and other
benefits as per Company’s rules.
The proposed remuneration of Mr. Pallab Banerjee is
aligned with the current and emerging remuneration
practices and trends for similar positions in the
corporate sector in India, as well as Nomination and
Remuneration Policy of the Company as prescribed
under the Act and Listing Regulations.
Shareholders’ approval is sought for payment of
remuneration to Mr. Pallab Banerjee as Managing
Director of the Company. The Remuneration payable
to Mr. Pallab Banerjee is within the limits as provided
under Section 196, 197 and 203 read with Schedule
V and other applicable provisions of the Act.
The terms as set out in the resolution and explanatory
statement may be treated as a written memorandum
setting out terms of appointment of Mr. Pallab Banerjee
under Section 190 of the Act.
Additional information in respect to Mr. Pallab Banerjee,
pursuant to Regulation 36(3) of Listing Regulations,
and Secretarial Standard 2 issued by ICSI is annexed
as Annexure-1 to this Notice.
Your Directors recommend the passing of Resolution
at Item no. 4 as a Special Resolution.
None of the Directors and Key Managerial Personnel
of the Company, or their relatives, except Mr. Pallab
Banerjee, is interested, financially or otherwise, in this
Resolution.
Notice (Contd.)
the meeting, a Consolidated Scrutiniser’s Report of
the total votes cast in favour or against, if any, to the
Chairman or a person authorised by him in writing who
shall countersign the same.
20. The Results of the 35th AGM of the Company will be
declared within the prescribed timeframe. The Results
declared along with the Scrutiniser’s Report shall
be placed immediately on the Company’s website
www.pearlglobal.com and on the website of NSDL and
communicated to the BSE Limited and National Stock
Exchange of India Limited simultaneously.
78
PEARL GLOBAL INDUSTRIES LIMITED
As prescribed by the Ministry of Corporate Affairs (MCA) Circular No. 20/2020 dated May 05, 2020, the copies of the
resolutions passed at the meeting of the Nomination and Remuneration Committee and the Board of Directors shall be
made available for inspection of the Members through electronic mode.
Statement Pursuant to Section II of Part II of Schedule V of the Act, is provided below:
I.
GENERAL INFORMATION:
1.
Nature of industry
Pearl Global Industries Limited is engaged in manufacture and exports of Ready to
wear apparels.
2.
Date or expected date
of commencement of
commercial production
The date of commencement of commercial production (in erstwhile Pearl Global
Limited, since merged with the Company) was December 07, 1987.
3.
In case of new companies,
expected date of
commencement of activities
as per project approved
by financial institutions
appearing in the prospectus
Not Applicable
4.
Financial performance based
on given indicators
(` In Lakhs)
2023-24
2022-23
2021-22
Standalone
Consolidated
Standalone
Consolidated
Standalone
Consolidated
95,366.71
3,43,615.11
110,377.07
315,840.92
93,377.06
271,352.90
3,047.69
19,205.97
6,167.05
17,584.92
3,610.59
8,581.82
2,823.77
16,912.36
5,381.65
15,299.22
2,715.78
7,010.88
Revenue from operations
Profit Before Tax
Profit After Tax
5.
Foreign investments or
collaborators, if any
Apart from 6,209,125 equity shares of ` 5/- each of your Company being held by 208
NRI/FPI/ Members/Folios representing approx 14.25% of the total paid up Capital
of the Company as on March 31, 2024, there is no other foreign investment in the
Company.
II.
INFORMATION ABOUT MR. PALLAB BANERJEE
1.
Background Details
Mr. Pallab Banerjee, aged about 55 years, holds B.Sc. (Hons) degree and Postgraduate
in Apparel Manufacturing and Marketing from NIFT and Financial Management from
eCornell and having three decades of experience in the apparel industry has provided
him with strategic thinking and keen market analysis. He has built a knack for
identifying emerging global trends and leveraging them to our advantage, ensuring
that we stay ahead of the competition.
He is Managing Director of the Company and overseeing the domestic and overseas
operations of the Pearl Group.
2.
Past Remuneration
` 3.75 Crores per annum.
3.
Recognition or Awards
N.A.
4.
Job Profile and their
Suitability
Mr. Pallab Banerjee, is responsible for overall operations and management of the
Company and shall perform such duties and services as shall from time to time be
entrusted to him by the Board of Directors of the Company.
5.
Remuneration Proposed
As per the explanatory statement as set out in item no. 4
6.
Comparative Remuneration
profile with respect to
industry, size of the
Company profile of position
and person
Considering the experience and responsibilities of Mr. Pallab Banerjee, the
remuneration being proposed to be paid to him is reasonable and in line with
remuneration levels in the industry.
7.
Pecuniary relationship
directly or indirectly with
the Company or with the
managerial personnel, if any.
NIL
Notice (Contd.)
79
ANNUAL REPORT 2023-24
III
OTHER INFORMATION:
1.
Reasons of loss or
inadequate profits
The profit on standalone basis is inadequate, however on group level the performance
of the Company was exceptionally well.
The revenue segmentation of India Business is majorly from outside India, in a highly
competitive and transparent industry, leaving a lower space for margins for India
Entity.
2.
Steps taken or proposed
to be undertaken for
improvements
The Company is taking suitable steps for increasing the profit of the Company like,
operational efficiencies, better products mix, new customer addition.
3.
Expected increase in
productivity and profits in
measurable terms
The Standalone Turnover of your Company during the year 2023-24 was ` 95,366.71
Lakhs and Profit after tax was ` 2,823.77 Lakhs for the financial year 2023-24.
Considering the current year growth, the Company aims at achieving ~ 12-14% CAGR
of revenue over the next 3 to 4 years driven by volume growth between 12-14% and
aim to achieve a double-digit EBITDA over the coming years.
IV
DISCLOSURES:
The Disclosures on Remuneration under point no. IV of Section II of Part II of Schedule V of the Act is detailed in
Corporate Governance Report included in Annual Report 2023-24.
The Company has not defaulted in payment of dues to any Bank or Public Financial Institution or any other secured
creditor.
ITEM NO. 5:
Pearl Global Industries Limited (“the Company”) is engaged into the business of manufacturing, sourcing and trading of ready
to wear apparels in India and overseas, through its overseas subsidiaries. The Manufacturing facilities of the Company are
established In India, Bangladesh, Indonesia, Vietnam and Guatemala. The Company’s one of the step-down subsidiary Prudent
Fashions Limited has manufacturing facilities at Bangladesh. Pearl Global (HK) Limited, Hong Kong, is also a wholly owned
subsidiary of the Company, engaged in the business of sourcing and trading of ready to wear apparels in Hong Kong.
During the normal course of the business and considering requirements of customers, trading and sourcing activities are being
undertaken by Pearl Global (HK) Limited with Prudent Fashions Limited. Related Party Transactions are undertaken between
Prudent Fashions Limited and Pearl Global (HK) Limited on a continuous basis, being the normal business practice. The value of
such transactions between these entities is likely to exceed ` 343.61 Crores during the financial year 2024-25, being ten percent
(10%) of the Consolidated turnover (` 3,436.15 Crores) of the Company for the financial year ended March 31, 2024.
As per the provisions of Regulation 23 of the Listing Regulations any material related party transactions between two subsidiary
Companies exceeding 10% of annual consolidated turnover of immediately previous year of the listed Company, requires prior
approval shareholders of the listed Company.
Since the value of such transactions is likely to exceed 10% of consolidated turnover of financial year 2023-24 of the Company,
prior approval of Shareholders of the Company is sought for the following related party transactions between Pearl Global (HK)
Limited and Prudent Fashions Limited for the period of three years:
Nature of Transactions
Amount (` in Crores)
Financial Year
Purchase / Sale of Goods
400.00
2024-2025
Purchase / Sale of Goods
450.00
2025-2026
Purchase / Sale of Goods
500.00
2026-2027
The Audit Committee and the Board of Directors have approved the proposed transactions, being in the interest of the Company,
between two subsidiaries of the Company in their meetings held on May 20, 2024. The same is being placed before the members
of the Company for their approval.
Your Directors recommend the passing of resolution at Item no.5 as an Ordinary Resolution.
Mr. Deepak Kumar Seth, Mr. Pulkit Seth, Mrs. Shifalli Seth and Mrs. Payel Seth, being Directors and/or Shareholders of the
Company and Directors/shareholders in the subsidiaries are interested in this resolution. None of the other Directors or Key
Managerial Personnel or their relatives, except to the extent of their shareholding, are interested financially or otherwise in this
resolution.
Notice (Contd.)
80
PEARL GLOBAL INDUSTRIES LIMITED
Annexure 1
Details of Directors seeking appointment/reappointment including variation of the terms of their appointment/reappointment
under Listing Regulations and Secretarial Standard-2, the following Explanatory Statement sets out the material facts relating
to the businesses under Item Nos. 2,3 & 4 of the accompanying Notice.
Details of Directors seeking re-appointment at the forthcoming Annual General Meeting:
Name of the Directors Mr. Deepak Kumar Seth
(DIN 00003021)
Mr. Pulkit Seth
(DIN 00003044)
Mr. Pallab Banerjee
(DIN 07193749)
Age
73 years
44 years
55 years
Qualifications
Master of Business
Administration (MBA) and B.A.
(Economics)
Bachelor of Business Management
degree from Leonard N. Stern School
of Business, University of New York,
USA
B.Sc. (Hons) degree and
Postgraduate in Apparel
Manufacturing and
Marketing from NIFT and
Financial Management
from eCornell
Experience (including
expertise in specific
functional area) / Brief
resume
Mr. Deepak Kumar Seth is the
Chairman of the Company. He is
an active member of the Apparel
Export Promotion Council of
India (“AEPC”) and has held the
post of “Vice Chairman” of the
Eastern Region of AEPC for 2
years. He is also an executive
member of the Apparel Exporters
& Manufacturers Association
(AEMA) and was awarded “Icon
of the Indian Apparel Industry” in
the year 2022-23.
His knowledge of the business
environment and vast experience
in general management has
been an asset to the Company
Mr. Pulkit Seth is the Vice-Chairman
of the Company. He has over twenty
years of experience in the Apparel
Industry. He has been overseeing the
operations of Pearl Group.
Under the able leadership of Mr. Pulkit
Seth, the Company has established
formidable moat in manufacturing
business by creating sustainable
development capabilities, global
cost competitiveness, outstanding
operational excellence with focus
on customer centricity optimising
regional presence. He has extensive
experience to drive manufacturing
excellence across geographies
coupled with endearing commitment
to serve customers.
Mr. Pallab Banerjee is the
Managing Director of the
Company. He has been in
the Apparel Industry for
three decades with world
class experience in Supply
Chain Strategic Solutions.
He is able to devise
competitive, long-term
strategies, with the unique
ability to identify trends
that the brands pick on and
develop.
Date of first
appointment on the
Board
22.03.1994
01.11.2004
01.10.2021
Shareholding of
non-executive
directors in the listed
entity, including
shareholding as a
beneficial owner as on
March 31, 2024
5,724,290 Equity Shares of
` 5/- each.
13,895,242 Equity Shares of ` 5/-
each.
Being an Executive Director,
he holds 140,708 Equity
Shares of ` 5/- each and
102,000 stock options.
Notice (Contd.)
81
ANNUAL REPORT 2023-24
Name of the Directors Mr. Deepak Kumar Seth
(DIN 00003021)
Mr. Pulkit Seth
(DIN 00003044)
Mr. Pallab Banerjee
(DIN 07193749)
Directorships held
in other public
companies including
private companies
which are subsidiaries
of public companies
(excluding foreign
companies)
He holds directorship in the
following Companies:
1.
PDS Limited
2.
SBUYS E-Commerce
Limited
3.
Pearl Global Kaushal Vikas
Limited
4.
Digital Ecom Techno
Private Limited
5.
Technocian Fashions
Private Limited
6.
SEAD Apparels Private
Limited
He holds directorship in the following
Companies:
1.
SBUYS E-Commerce Limited
2.
Pearl Global Kaushal Vikas
Limited
3.
SEAD Apparels Private Limited
He holds directorship in the
following Companies:
1.
Pearl Global Kaushal
Vikas Limited
2.
SBUYS E-Commerce
Limited
3.
SEAD Apparels Private
Limited
Memberships/
Chairmanships of
committees across all
companies
He holds membership in
Nomination and Remuneration
Committee of the Company. He
is Member of Audit Committee,
Nomination and Remuneration
Committee, Stakeholders
Relationship Committee and
Risk Management Committee of
PDS Limited.
He holds membership in Stakeholders
Relationship Committee, Corporate
Social Responsibility Committee and
Chairmanship in Finance Committee
of the Company.
He holds membership
in CSR Committee,
Finance Committee and
Chairmanship in Risk
Management Committee of
the Company.
Directorships held in
listed entities from
which the person has
resigned in the past
three years
NIL
NIL
NIL
Inter-se relationships
between Directors,
Manager and other
Key Managerial
Personnel
Father of Mr. Pulkit Seth; and
Father in-Law of Mrs. Shifalli
Seth
Son of Mr. Deepak Kumar Seth,
Chairman; and Husband of Mrs.
Shifalli Seth.
None
No. of Board Meetings
attended during the
financial year 2023-24
2
4
5
Terms and conditions
of re-appointment
All terms and conditions of
appointment as per applicable
policies of the Company. As a
Director he is liable to retire by
rotation.
All terms and conditions of
appointment as per applicable
policies of the Company. As a Director
he is liable to retire by rotation.
The terms and conditions
as per detailed in
explanatory statement at
item no. 4.
Details of last
drawn remuneration
and proposed
remuneration
Sitting fees
Sitting fees
Last drawn remuneration:
` 3.75 Crores per annum.
Proposed remuneration:
As detailed in explanatory
statement at Item no. 4.
Notice (Contd.)
82
PEARL GLOBAL INDUSTRIES LIMITED
To the Members,
Your directors have pleasure in presenting their 35th Annual Report on the business and operations of the Company together
with the Audited Financial Statements for the financial year ended March 31, 2024.
FINANCIAL RESULTS
(` in Lakh)
Particulars
Consolidated
Standalone
2023-24
2022-23
2023-24
2022-23
Income from operations
3,43,615.11
3,15,840.92
95,366.71
1,10,377.07
Other Income
3,236.87
2,280.99
4,232.27
3,035.51
Total Income
3,46,851.98
3,18,121.91
99,598.98
1,13,412.58
EBITDA
30,780.37
25,553.50
4,931.89
6,959.91
Profit before Tax
19,205.97
17,584.92
3,047.69
6,167.05
Provision for Tax
2,293.61
2,285.70
223.92
785.40
Net Profit /(loss) for the period
16,912.36
15,299.22
2,823.77
5,381.65
Earnings per share
(a) Basic
40.26
34.45
6.50
12.42
(b) Diluted
40.05
34.40
6.45
12.39
DIRECTORS’ REPORT
FINANCIAL PERFORMANCE, STATE OF THE AFFAIRS OF
THE COMPANY AND FUTURE OUTLOOK
During the year, your Company’s consolidated income
from operations was ` 3,43,615.11 Lakhs as against
` 3,15,840.92 Lakhs in the previous year and Net Profit was
` 16,912.36 Lakhs as against Net Profit ` 15,299.22 Lakhs
in the previous year.
Further during the year, your Company’s standalone income
from operations was ` 95,366.71 Lakhs as compared to
` 1,10,377.07 Lakhs in the previous year and Net Profit was
` 2,823.77 Lakhs as compared to Net Profit ` 5,381.65 Lakhs
in the previous year.
Pearl Global Industries Limited (PGIL) is one of the India’s
largest listed garment exporters, manufacturing from
multiple sourcing regions within India and countries
within South Asia. A preferred long-term vendor to most
leading global brands, we are amongst the leading player
in our Industry. Our mainstay business is to create value
from competitively manufacturing and exporting fashion
garments to leading global brands.
PGIL is a worldwide clothing manufacturing company that
provides end-to-end supply chain solutions to global brands
with its integrated production capabilities centered on Design
and Development, Global Manufacturing, Marketing and
Distribution, and Sourcing and Supply Chain. The Company
develops apparels for all genders and age groups across
locations and style preferences. The Company has twenty-
four state-of-the-art manufacturing plants (including
Partnership facilities) across five countries including
India (Gurugram, Chennai and Bengaluru), Bangladesh,
Vietnam, Indonesia and Guatemala and has design studios
and marketing offices in Hong Kong, Spain, the UK and
the US.
Our product portfolio includes Knits, Wovens, Denim, Outerwear,
Activewear & Athleisure, Sleepwear and Lounge, Childrenswear
and Workwear. We are a well-diversified company with a de-
risked manufacturing base having multinational presence. Our
business is primarily focused on the export of apparels with
USA contributing the highest amongst all countries. Marquee
Clientele includes GAP, Kohl’s, Inditex, PVH, Macy’s, Ralph
Lauren, Old Navy, Muji, Talbots among others. We have a total
capacity to manufacture around 6.99 Million garments per
month (83.9 Million garments per annum including own and
partnership facilities).
The Company is continuously striving to add more strategic
customers and growing manufacturing facilities to manage
more complex processes, which will not only help us
improve per-piece realisations, but also enable us to better
serve our customers’ evolving needs. Your company is
currently in the advanced stage of entering into lease for
capacity expansion in two states through subsidiaries
and also exploring opportunities in other locations and
states to boost our domestic presence. Additionally, the
Company continues to evaluate the acquisition of factories
in other countries to further strengthen our global footprint.
Furthermore, Pearl Global is strengthening its partnership
model in overseas countries to serve its customers by
meeting all their requirements, also maximizing the return
for the investors with improved return ratios.
We strive to be the most preferred vendor to the top global
apparel brands and be ranked amongst the top garment
manufacturers in the world, in terms of quality, service
standards and ultimately-customers satisfaction, keeping
in line with our broader vision.
83
ANNUAL REPORT 2023-24
CREDIT RATING
During the year, ICRA upgraded the Long-Term Credit Rating to A- (Stable) from [ICRA] BBB+ (Stable) and Short Term Rating
A2+ from [ICRA] A2.
TRANSFER TO GENERAL RESERVES
The Board of Directors do not propose to transfer any amount to Reserve.
DIVIDEND DISTRIBUTION POLICY
The Company has a Dividend Distribution Policy in place as required under Regulation 43A of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, as amended from time to time.
The Dividend Distribution Policy may be accessed on the Company’s website at https://www.pearlglobal.com/wp-content/
uploads/2021/10/Dividend-Distribution-Policy.pdf.
DIVIDEND
The Board of Directors had declared the following Interim Dividends during the year in compliance with the Dividend Distribution
Policy. The dividend amount paid by the Company also includes the dividend received by the Company from its wholly owned
subsidiary Pearl Global (HK) Limited, Hong Kong.
Particulars
For 2022-23
For 2023-24
2nd Interim Dividend
1st Interim Dividend
2nd Interim Dividend
(Special)
Date of Declaration
May 15, 2023
August 21, 2023
November 08, 2023
Record Date
May 26, 2023
September 01, 2023
November 22, 2023
Rate of Dividend per share
(Face Value of ` 10 per share)
` 5/- per
Equity Share
` 5/- per
Equity Share
` 12.5/- per
Equity Share
%
50%
50%
125%
Total Payout (` in Lakhs)
1,083.19
1,083.19
2,721.99
Pursuant to the Finance Act, 2020, dividend is taxable in the
hands of the shareholders with effect from April 01, 2020
and tax has been deducted at source on the Dividend at
prevailing tax rates inclusive of applicable surcharge and
cess based on information received by the Registrar &
Transfer Agent and the Company from the Depositories.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
In compliance with Regulation 17 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015
(“Listing
Regulations”)
and
pursuant
to
the
recommendations of the Nomination and Remuneration
Committee, Dr. Rajiv Kumar (DIN: 02385076), Mr. Sanjay
Kapoor (DIN: 00264602) and Mr. Ashwini Agarwal
(DIN: 00362480) were appointed as Additional Directors in
the category of Non-Executive, Independent Directors for a
period of five years, w.e.f. February 12, 2024 by the Board
of Directors at its meeting held on February 12, 2024. The
Company has also obtained shareholders’ approval for
appointment of the aforesaid Directors through Postal
Ballot on March 27, 2024.
Further, Mr. Anil Nayar (DIN: 01390190), Mr. Chittranjan
Dua (DIN: 00036080) and Mr. Rajendra Kumar Aneja
(DIN: 00731956) have completed their second term as
Independent Directors and have consequently ceased to be
Directors of the Company w.e.f. the close of business hours
on March 31, 2024. Your Directors placed on record their
appreciation for the valuable contribution made by them
during their tenure as Directors of the Company.
During the year under review, Mr. Shailesh Kumar (DIN:
08897225) was re-appointed as a Whole Time Director (Key
Managerial Personnel) for a period of three (3) year effective
from October 07, 2023.
The Company has received necessary declaration from
Independent Directors of the Company that they meet with
the criteria of their Independence as laid down in Section
149(6) of the Companies Act, 2013 (“the Act”) and Regulation
25(8) of the Listing Regulations.
Further, in accordance with the provisions of Section 152
of the Act and the Company’s Articles of Association,
Mr. Deepak Kumar Seth (DIN: 00003021) and Mr. Pulkit
Seth (DIN: 00003044), Directors will retire by rotation at
the forthcoming 35th Annual General Meeting (“AGM”) and
being eligible, have offered themselves for re-appointment.
The Board of Directors recommend the proposal of their
re-appointment as Directors in the Notice convening the
35th AGM for approval of the Members of the Company.
Mr. Deepak Kumar Seth and Mr. Pulkit Seth are not
disqualified under Section 164(2) of the Act and not debarred
Directors’ Report (Contd.)
84
PEARL GLOBAL INDUSTRIES LIMITED
from holding the office of Director pursuant to order of SEBI
or any other authority.
During the financial year 2023-24, meetings of the Board
of Directors were held on May 15, 2023, August 11, 2023,
August 21, 2023, November 08, 2023, and February 12, 2024.
KEY MANAGERIAL PERSONNEL
As per the provisions of Section 203 of the Act, Mr. Pallab
Banerjee - Managing Director, Mr. Shailesh Kumar and
Mr. Deepak Kumar - Whole Time Directors, Mr. Sanjay
Gandhi - Group CFO, Mr. Narendra Somani - Chief Financial
Officer, and Ms. Shilpa Budhia - Company Secretary are the
Key Managerial Personnel of the Company.
During the year under review, there is no change in the Key
Managerial Personnel of the Company.
BOARD EVALUATION
The annual evaluation process of the Board of Directors,
Individual Directors and Committees was conducted in
accordance with the provisions of the Act and the Listing
Regulations.
The Board evaluated its performance after seeking inputs
from all the Directors on the basis of criteria such as
the Board composition and structure, effectiveness of
Board processes, information and functioning, etc. The
performance of the Committees was evaluated by the Board
after seeking inputs from the committee members on the
basis of criteria such as the composition of committees,
effectiveness of committee meetings, performance of
specified duties, obligations and governance, level of
engagement and contribution etc. The above criteria are
broadly based on the Guidance Note on Board Evaluation
issued by SEBI.
The Board and the Nomination and Remuneration
Committee reviewed the performance of the Individual
Directors on the basis of the criteria such as the contribution
of the Individual Director to the Board and Committee
meetings like preparedness on the issues to be discussed,
meaningful and constructive contribution and inputs in
meetings, etc. In addition, the Chairman was also evaluated
on the key aspects of his role.
In a separate meeting of Independent Directors held on
February 09, 2024, performance of Non-Independent
Directors, performance of the Board as a whole and
performance of the Chairman was evaluated, taking into
account the views of Executive Directors and Non-Executive
Directors. The same was discussed in the Board meeting
that followed the meeting of the Independent Directors, at
which the performance of the Board, its committees and
Individual Directors was also discussed.
FAMILIARISATION PROGRAMME FOR INDEPENDENT
DIRECTORS
At the time of appointing a Director, a formal letter of
appointment is given to the concerned Director, which inter-
alia explains the roles, function, duties and responsibilities
as expected from a Director of the Company. The Director is
also explained in detail, the compliance requirements under
the Act, the Listing Regulations and various statutes. The
Company also undertakes a one-to-one discussion with the
newly appointed Director to familiarise him / her with the
Company’s operations.
Further, on an ongoing basis as a part of Agenda of
Board/ Committee Meetings, presentations are regularly
made to the Independent Directors on various matters
inter-alia covering the Company’s and its subsidiaries
businesses and operations, industry and regulatory
updates, strategies, finance, risk management framework,
role, rights, responsibilities of the Independent Directors
under various statutes and other relevant matters. Details
of the programme for familiarisation of Independent
Directors with the working of the Company are available
on the website of the Company and can be accessed on
https://www.pearlglobal.com/investor-relations/
NOMINATION, REMUNERATION AND BOARD DIVERSITY
POLICY
The Board of Directors have framed the Nomination,
Remuneration and Board Diversity policy which lays down
a framework in relation to remuneration of Directors,
Key Managerial Personnel and Senior Management of
the Company. The Policy broadly lays down the guiding
principles, philosophy and the basis for payment of
remuneration to Executive and Non-Executive Directors (by
way of sitting fees), Key Managerial Personnel and Senior
Management.
The policy also provides the criteria for determining
qualifications, positive attributes and Independence of
Director and criteria for appointment and removal of
Directors, Key Managerial Personnel / Senior Management
and performance evaluation which are considered by the
Nomination and Remuneration Committee and the Board of
Directors.
The Policy sets out a framework that assures fair and
optimum remuneration to the Directors, Key Managerial
Personnel, Senior Management Personnel such that the
Company’s business strategies, values, key priorities and
goals are in harmony with their aspirations. The policy lays
emphasis on the importance of diversity within the Board,
encourages diversity of thought, experience, background,
knowledge, ethnicity and perspective etc. The policy is
directed towards rewarding performance, based on review
Directors’ Report (Contd.)
85
ANNUAL REPORT 2023-24
of achievements. It is aimed at attracting and retaining high
calibre talent.
A Nomination & Remuneration Policy was laid down by
the Board, on the recommendation of the Nomination &
Remuneration Committee, for selection and appointment
of the Directors, Key Managerial Personnel and Senior
Management and their remuneration. The extract of the
Nomination and Remuneration Policy covering the salient
features are provided in the Corporate Governance Report
which forms part of Directors’ Report.
The Nomination and Remuneration Policy of the Company
is annexed herewith as Annexure-I with this report and
also available on the website of the Company at https://
www.pearlglobal.com/wp-content/uploads/2023/09/
Nomination-and-Remuneration-Policy.pdf
CODE OF CONDUCT FOR DIRECTORS AND SENIOR
MANAGEMENT
The Company has formulated a Code of Conduct for
Directors and Senior Management Personnel and has
complied with all the requirements mentioned in the code.
An affirmation on the same duly signed by the Managing
Director of the Company forms part of the Corporate
Governance Report.
MATERIAL CHANGES AND COMMITMENTS
No material changes and commitments affecting the
financial position of your Company have occurred between
the end of the financial year of the Company to which the
financial statements relates and on the date of this report.
INTERNAL FINANCIAL CONTROLS, THEIR ADEQUACY AND
RISK MANAGEMENT
Your Company has an effective internal control and risk-
mitigation system, which is constantly assessed and
strengthened with new/revised standard operating procedures.
The Company’s internal control system is commensurate with
its size, scale and complexities of operations.
Business risks and mitigation plans are reviewed, and the
internal audit conducted by the Internal Auditors, M/s. Ernst
and Young LLP include evaluation of all critical and high-
risk areas. Critical functions are rigorously reviewed, and the
reports of Internal Auditor are shared with the Management
for timely corrective actions, if any. During the year under
review, there were no elements of risk which in the opinion
of the Board of Directors impact on the business and
operations of the Company. Risks that arise in the business
of the Company are mitigated in accordance with the Risk
Management Framework and Policy.
The Audit Committee of the Board of Directors actively
reviews the adequacy and effectiveness of the internal
control systems and evaluates the recommendations of the
Risk Management Committee of the Board.
The Audit Committee suggests improvements and utilises
the reports generated from a Management Information
System integral to the control mechanism.
ENVIRONMENT, HEALTH AND SAFETY
The Company is conscious of the importance of
environmentally clean and safe operations. The Company’s
policy requires conduct of operations in such a manner so as to
ensure safety of all concerned, compliances of environmental
regulations and preservation of natural resources.
HUMAN RESOURCES AND INDUSTRIAL RELATIONS
The Human Resources function works as a strategic
partner to the business. The technical and quality demands
of the industry combined with our own vision to expand
significantly over the next few years have ensured that we
build an agile, engaged, and energised work force.
Your Company ensures that employees are aligned with the
organisational culture and values whilst never losing sight
of our business objectives. Technical and safety training
programmes are given periodically to workers.
The Company has a robust performance evaluation process
through which individual goals are aligned to organisational
goals so that the individuals and the organisation grow in
tandem.
During the year under review, the Industrial relations
remained generally cordial.
COMMITTEES OF THE BOARD
The Board of Directors have re-constituted the following
Committees on account of completion of tenure of
Mr. Anil Nayar and Mr. Rajendra Kumar Aneja as Independent
Directors of the Company, who were the members of the
below Committees. As on date of this report, details of
composition of the Board Committees are as follows:
1.
Audit Committee
Name
Designation
Mr. Abhishek Goyal
Chairman
Mrs. Madhulika Bhupatkar
Member
Dr. Rajiv Kumar
Member
Mr. Ashwini Agarwal
Member
2.
Nomination and Remuneration Committee
Name
Designation
Mr. Abhishek Goyal
Chairman
Mr. Deepak Kumar Seth
Member
Dr. Rajiv Kumar
Member
Ms. Neha Khanna
Member
Directors’ Report (Contd.)
86
PEARL GLOBAL INDUSTRIES LIMITED
3.
Stakeholders Relationship Committee
Name
Designation
Mr. Ashwini Agarwal
Chairman
Mr. Pulkit Seth
Member
Mr. Sanjay Kapoor
Member
4.
Corporate Social Responsibility Committee
Name
Designation
Mrs. Madhulika Bhupatkar
Chairperson
Mr. Pulkit Seth
Member
Mr. Pallab Banerjee
Member
5.
Risk Management Committee
Name
Designation
Mr. Pallab Banerjee
Chairman
Ms. Neha Khanna
Member
Mr. Sanjay Kapoor
Member
6.
Finance Committee
Name
Designation
Mr. Pulkit Seth
Chairman
Mrs. Shifalli Seth
Member
Mr. Abhishek Goyal
Member
Mr. Pallab Banerjee
Member
The details of the Committees of the Board along with
their composition, attendance of members and number
of meetings held during the financial year 2023-24 are
provided in the Report on Corporate Governance forming
part of the Annual Report 2023-24.
VIGIL MECHANISM
The Company has a Vigil Mechanism, which also
incorporates a whistle blower policy in terms of Listing
Regulations made by the SEBI. Protected disclosures
can be made by a whistle blower through a letter to the
Vigilance Officer or to the Chairman of the Audit Committee.
The policy on vigil mechanism and whistle blower policy
may be accessed on the Company’s website at the link:
https://www.pearlglobal.com/investor-relations/corporate-
governance. During the year, no complaints were received.
CORPORATE SOCIAL RESPONSIBILITY
The Corporate Social Responsibility Committee of the
Company has formulated a Corporate Social Responsibility
Policy (CSR Policy) indicating the activities to be undertaken
by the Company, which has been approved by the Board.
The CSR Policy may be accessed on the Company’s
website at https://www.pearlglobal.com/investor-relations/
corporate-governance/
Your Company had identified CSR spend for education, rural
development, environment sustainability and promoting
health care activities for the financial year 2023-24. The
prescribed CSR amount for the financial year 2023-24 was
` 15.82 Lakhs. However, the Company has spent ` 398.16
Lakhs during the financial year 2023-24.
The Annual Report on CSR activities is annexed herewith as
Annexure-II.
SUBSIDIARY COMPANIES
During the year under review, your Company has acquired
55% stake in Pearl GT Holdco Ltd (British Virgin Islands) on
June 09, 2023. Pearl GT has two wholly owned subsidiaries,
namely, Corporacion de Productos Y Servicios Asociados,
Sociedad Anonima (CORPASA) and Shoretex, Sociedad
Anonima (SHORETEX) in Guatemala and engaged into
the business of trading and manufacturing of apparels,
respectively, in Guatemala.
Further, the Company has acquired 100% stake in Trinity
Clothing Limited, Hong Kong, through its wholly owned
subsidiary Pearl Global (HK) Limited, Hong Kong. Trinity
Clothing Limited is engaged into the business of trading of
fabrics and interlining,
During the year under review, Pearl Global F.Z.E., Dubai
(U.A.E), a non-material step down Subsidiary was liquidated
on November 08, 2023.
Pursuant to Section 129(3) of the Act, a statement
containing the salient features of the financial statements
of the subsidiary companies is attached to the Financial
Statements in Form AOC-1. The Company will make
available the said financial statements and related detailed
information of the subsidiary companies upon the request
by any member of the Company.
The financial statements of the Company, along with the
relevant documents and separate audited accounts in
respect of subsidiaries, are available on the website of the
Company at www.pearlglobal.com/investor-relations.
MATERIAL SUBSIDIARY
Pearl Global (HK) Limited and Norp Knit Industries Limited
are material subsidiaries of the Company as per the
thresholds laid down under the Listing Regulations for the
2023-24. The Board of Directors of the Company have
approved a Policy for determining material subsidiaries
which is in line with the Listing Regulations as amended
from time to time. The Policy can be accessed at www.
pearlglobal.com/investor-relations.
AUDITORS & REPORTS OF THE AUDITORS
a)
STATUTORY AUDITORS
Pursuant to the provisions of Section 139 of the Act,
M/s. S. R. Dinodia & Co. LLP, Chartered Accountants
Directors’ Report (Contd.)
87
ANNUAL REPORT 2023-24
(Firm’s Registration No. 001478N/N500005) were
appointed as Statutory Auditors by the members of
the Company in their 33rd Annual General Meeting held
on September 26, 2022, for a period of five years, with
effect from financial year 2022-23.
The Statutory Auditors’ Reports (Consolidated &
Standalone) for the financial year ended March 31,
2024 do not contain any qualification, reservation or
adverse remark. The Auditors’ Reports are enclosed
with the financial statements in this Annual Report.
During the year under review, the Statutory Auditors
have not reported any matter under Section 143(12) of
the Act.
b)
SECRETARIAL AUDITOR
Pursuant to the provisions of Section 204 of the Act, read
with the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, and Listing
Regulations, M/s Jayant Sood & Associates, Practicing
Company Secretaries, was appointed as Secretarial
Auditor of the Company for the financial year 2023-24.
The Secretarial Audit Report submitted by M/s Jayant
Sood & Associates for the Financial Year 2023-24
is annexed as Annexure–III and forms part of this
report. Further, there are no qualification, reservation,
adverse remarks or disclaimer made by the Secretarial
Auditor in their report for the financial year ended
March 31, 2024.
During the year under review, the Auditors have not
reported any matter under Section 143(12) of the Act.
c)
INTERNAL AUDITOR
Pursuant to the provisions of Section 138 of the Act,
M/s. Ernst and Young LLP, New Delhi, were appointed
as Internal Auditors of the Company for a period of two
years w.e.f. October 01, 2022.
d)
COST AUDIT
Cost Audit and Maintaining of cost records as specified
by the Central Government under section 148(1) of the
Act, is not applicable to your Company.
ANNUAL RETURN
Pursuant to the Section 92(3) of the Act,, read with the
Companies (Management and Administration) Rules, 2014,
Annual Return of the Company for the financial year 2023-24
in the prescribed Form MGT-7 is available on the website of the
Company at https://www.pearlglobal.com/investor-relations/.
RELATED PARTY TRANSACTIONS
The Company in the normal course of its business enters into
related party transactions with its subsidiaries and group
companies engaged in similar business and for common
services. The Audit Committee approves all the Related
Party Transactions in compliance with the provisions of
the Act, and Listing Regulations. Prior approval of the
Audit Committee is obtained for undertaking Related Party
Transactions, where required. Omnibus approval is obtained
on a yearly basis for transactions which are repetitive in
nature. Transactions entered pursuant to omnibus approval
are placed before the Audit Committee and the Board for
review and approval / noting on a quarterly basis.
All related party transactions entered during the financial
year were in the ordinary course of the business and on
arm’s length basis.
There were no material related party transactions during
the year under review with the Promoters, Directors or Key
Managerial Personnel. Details of all related party transactions
are mentioned in note no. 47 of Standalone financial
statements forming part of the Annual Report. The Company
has developed a robust framework through Standard
Operating Procedures for the purpose of identification and
monitoring of such related party transactions.
None of the Directors have any pecuniary relationship or
transactions vis-a-vis the Company except remuneration.
PARTICULARS
OF
LOANS,
GUARANTEES
AND
INVESTMENTS
Particulars of Loans, guarantees and investments covered
under Section 186 of the Act forms part of the notes to the
standalone financial statements.
DEPOSITS
The Company has not accepted any deposits falling under
the Section 73 of Act and the Rules framed thereunder
during the year under review.
DIRECTORS’ RESPONSIBILITY STATEMENT
Pursuant to the requirement under Section 134(5) of the
Act, with respect to Directors Responsibility Statement, your
Directors state that:
a)
in the preparation of the annual accounts for the
financial year ended March 31, 2024, the applicable
accounting standards have been followed along with
proper explanation relating to material departures.
There are no material departures from the same;
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 at the end of the financial year March 31,
2024 and of the profit and loss of the Company for that
period;
Directors’ Report (Contd.)
88
PEARL GLOBAL INDUSTRIES LIMITED
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.
LISTING
The shares of your Company are listed at BSE Limited and
National Stock Exchange of India Limited, Mumbai. The
listing fees to the Stock Exchanges for the year 2024-25
have been paid.
REGISTRAR AND SHARE TRANSFER AGENT
M/s. Link Intime India Private Limited is Company’s Registrars
and Share Transfer Agent (RTA) and acts as a common
agency both for physical and demat shares, as required under
Securities Contract (Regulation) Act, 1956. The detail of RTA
forms part of the Corporate Governance Report.
CORPORATE GOVERNANCE
Report on Corporate Governance along with the certificate
from the Practicing Company Secretary, confirming
compliance of conditions of Corporate Governance as
stipulated under Schedule V of the Listing Regulations
forms part of the Annual report 2023-24.
SHARE CAPITAL
During the year under review, the Equity shares of your
Company has undergone sub-division of face value from
` 10/- each to ` 5/- each. The same was approved by the
Shareholders through Postal Ballot on December 19, 2023.
The record date for determining the eligibility of members
for giving the effect of sub-division was January 05, 2024.
As on March 31, 2024, the Authorised Share Capital of the
Company is ` 84,01,00,000/- (Eighty Four Crore and One
Lakh Only) divided into: -
1.
10,28,80,000 (Ten Crore Twenty-Eight Lakhs and
Eighty Thousand) Equity Shares of ` 5/- each.
2.
32,56,000 (Thirty-Two Lakhs and Fifty-Six Thousand)
10.5% non-cumulative Preference Shares of ` 100/-
each.
3.
10,000 (Ten Thousand) 4% non-cumulative Preference
redeemable Shares of ` 10/- each.
During the year under review, the Company has allotted
2,55,650 equity shares of face value of ` 5/- each, pursuant to
exercise of Stock Options by the eligible employees under Pearl
Global Industries Limited Employee Stock Option Plan – 2022.
As on March 31, 2024, the issued, subscribed and paid-
up Equity Share Capital of the Company is 21,79,17,620/-
(Rupees Twenty-One Crore Seventy-Nine Lakhs Seventeen
Thousand and Six Hundred Twenty Only) divided into
4,35,83,524 Equity Shares of ` 5/- each.
During the year under review, the Company has neither
issued any shares with differential voting rights nor sweat
equity shares or warrants.
EMPLOYEE STOCK OPTION PLAN
Pursuant to the approval of the members by way of
Postal Ballot held on August 28, 2022, your Company had
implemented Pearl Global Industries Limited - Employee
Stock Option Plan – 2022 (“the Plan”) to create, offer, grant,
issue and allot under the Plan, a maximum of 7,27,000 Stock
Options exercisable into 7,27,000 Equity Shares of face
value of ` 10/- each fully paid up to the eligible employees.
Further, the Nomination and Remuneration Committee had
amended the Plan for giving the effect of sub-division of face
value of equity shares from ` 10/- each to ` 5/- as approved
by the shareholders through Postal Ballot on December
19, 2023. Consequently, the total Stock Options under the
Plan stands as 14,54,000 Stock Options convertible into
14,54,000 Equity Shares of face value of ` 5/- each fully paid
up to the eligible employees.
The Company has obtained a Certificate from the
Secretarial Auditors of the Company that the Plan has been
implemented in accordance with the SEBI (Share Based
Employee Benefits and Sweat Equity) Regulations, 2021
(SBEB&SE Regulations), and the resolution passed by the
members of the Company.
Further, in terms of the provisions of Regulation 14 of the
SBEB&SE Regulations, the required disclosures are annexed
as Annexure IV.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
The Management Discussion and Analysis Report on the
operations of the Company, as required under the Listing
Regulations is provided in a separate section and forms an
integral part of this Report.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
As per Regulation 34(2)(f) of Listing Regulations, a Business
Responsibility and Sustainability Report is attached as
Annexure V and forms part of this Annual Report.
Directors’ Report (Contd.)
89
ANNUAL REPORT 2023-24
PARTICULARS
OF
EMPLOYEES
AND
RELATED
DISCLOSURES
The Disclosure required under Section 197(12) of the Act
read with the Rule 5(1) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, is
annexed as Annexure VI and forms an integral part of this
Report.
The statement comprising the names of top 10 employees
in terms of remuneration drawn and every person employed
throughout the year, who were in receipt of remuneration
in terms of Rule 5(2) and Rule 5(3) of the Companies
(Appointment and Remuneration of Managerial Personnel)
Rules, 2014 is annexed as Annexure VII and forms an
integral part of this annual report. The said Annexure is not
being sent along with this annual report to the members
of the Company in line with the provisions of Section 136
of the Act. Members who are interested in obtaining these
particulars may write to the Company Secretary at the
Registered Office of the Company. The aforesaid Annexure
is also available for inspection by Members at the Registered
Office of the Company, 21 days before and up to the date
of the ensuing Annual General Meeting during the business
hours on working days. None of the employees listed in the
said Annexure is a relative of any Director of the Company.
None of the employees hold (by himself/herself or along
with his/her spouse and dependent children) more than two
percent of the Equity Shares of the Company.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION
AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The particulars relating to conservation of energy, technology
absorption, foreign exchange earnings and outgo, as
required under Section 134(3)(m) is annexed Annexure VIII.
TRANSFER TO INVESTOR EDUCATION AND PROTECTION
FUND
The Company has transferred unclaimed/unpaid dividend
amounting to ` 5,88,679/- during the financial year 2023-24
to Investor Education and Protection Fund (IEPF) established
by the Central Government, in compliance with the Act. The
above said amount represents unclaimed dividend for the
financial year 2015-16 which was lying with the Company
for a period of seven years.
Any shareholder whose shares or unclaimed dividend have
been transferred to the IEPF, may claim the shares under
provision to Section 124(6) or apply for refund under Section
125(3) of the Act, as the case may be, to the Authority by
making an application in Web Form IEPF–5 available on
website www.iepf.gov.in.
DETAILS OF SIGNIFICANT AND MATERIAL ORDERS
PASSED
BY
THE
REGULATORS
OR
COURTS
OR
TRIBUNALS IMPACTING THE GOING CONCERN STATUS
AND COMPANY’S OPERATIONS IN FUTURE
No significant and material orders were passed by the
regulators or courts or tribunals impacting the going
concern status and Company’s operations in future.
INSOLVENCY AND BANKRUPTCY CODE
No application has been made under the Insolvency and
Bankruptcy Code. The requirement to disclose the details
of application made or any proceeding pending under the
Insolvency and Bankruptcy Code, 2016 (31 of 2016) during
the year along with their status as at the end of the financial
year is not applicable.
REPORT
ON
SEXUAL
HARASSMENT-INTERNAL
COMPLAINTS COMMITTEE
Pursuant to the provisions of The Sexual Harassment
of Women at the Workplace (Prevention, Prohibition and
Redressal) Act, 2013, Internal Complaints Committee
has been set up to redress complaints received regarding
sexual harassment. All employees (permanent, contractual,
temporary, trainees) are covered under this policy. No
complaint was received during the financial year 2023-24.
SECRETARIAL STANDARDS
During the year under review, your Company has complied
with the applicable Secretarial Standards issued by the
Institute of Company Secretaries of India.
ACKNOWLEDGEMENT
Your Directors wish to thank its customers, Business
Associates, Members, Bankers, Government Bodies &
Regulators for their continued support and faith reposed in
the Company. Your Directors also wish to place on record
appreciation for the contribution made by Employees for
their commitment and dedication towards the Company.
For and on behalf of the Board
for Pearl Global Industries Limited
(Pulkit Seth)
(Pallab Banerjee)
Place: Gurugram
Vice-Chairman
Managing Director
Date: May 20, 2024
DIN: 00003044
DIN: 07193749
Directors’ Report (Contd.)
90
PEARL GLOBAL INDUSTRIES LIMITED
ANNEXURE-I
NOMINATION AND REMUNERATION POLICY
1.
OBJECTIVE
The Nomination and Remuneration Committee and
this Policy shall be in compliance with Section 178 of
the Companies Act, 2013 (the Act) read along with the
applicable rules thereto and Regulation 19 of the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 and as per the listing schedule. (as
amended from time to time) (the ‘Listing Regulations’).
The Key Objectives of the Committee would be:
1.1. To guide the Board in relation to appointment and
removal of Directors, Key Managerial Personnel
and Senior Management.
1.2. To evaluate the performance of the members of
the Board and provide necessary report to the
Board for further evaluation of the Board.
1.3. To recommend to the Board on Remuneration
payable to the Directors, Key
Managerial
Personnel and Senior Management.
1.4. To provide to Key Managerial Personnel and
Senior Management reward linked directly to their
efforts, performance, dedication and achievement
relating to the Company’s operations.
1.5. To retain, motivate and promote talent and
to ensure long term sustainability of talented
managerial persons and create competitive
advantage.
1.6. To devise a policy on Board diversity.
1.7. To develop a succession plan for the Board and to
regularly review the plan.
1.8 To act as compensation committee in terms
with regulation 5 of SEBI (Share Based Employee
Benefits and Sweat Equity) Regulations, 2021.
2.
DEFINITIONS
2.1. Act means the Companies Act, 2013 and Rules
framed thereunder, as amended from time to time.
2.2. Board means Board of Directors of the Company.
2.3. Directors mean Directors of the Company.
2.4. Key Managerial Personnel means
•
Chief Executive Officer or the Managing
Director or the Manager
•
Whole-time director
•
Chief Financial Officer
•
Company Secretary; and
•
such other officer as may be prescribed
2.5. Senior Management shall mean the officers and
personnel of the Company who are members of
its core management team, excluding the Board
of Directors, and shall also comprise all the
members of the management one level below
the Chief Executive Officer or Managing Director
or Whole Time Director or Manager (including
Chief Executive Officer and Manager, in case
they are not part of the Board of Directors) and
shall specifically include the functional heads, by
whatever name called and the Company Secretary
and the Chief Financial Officer.
3.
POLICY FOR APPOINTMENT AND REMOVAL OF
DIRECTOR, KMP AND SENIOR MANAGEMENT
3.1. Appointment criteria and qualifications
a)
The Committee shall identify and ascertain
the integrity, qualification, expertise and
experience of the person for appointment
as Director, KMP or at Senior Management
level and recommend to the Board his / her
appointment.
b)
A
person
should
possess
adequate
qualification,
expertise
and
experience
for the position he / she is considered for
appointment. The Committee has discretion
to decide whether qualification, expertise
and experience possessed by a person is
sufficient / satisfactory for the concerned
position.
c)
The Company shall not appoint or continue
the employment of any person as Managing
Director or Whole-Time Director who has
attained the age of seventy years. Provided
that the term of the person holding this
position may be extended beyond the
age of seventy years with the approval of
shareholders by passing a special resolution
based on the explanatory statement annexed
to the notice for such motion indicating the
justification for extension of appointment
beyond seventy years.
3.2. Term / Tenure
a)
Managing Director/Whole-time Director:
The Company shall appoint or re-appoint
any person as its Executive Chairman,
Managing Director or Executive Director for
91
ANNUAL REPORT 2023-24
a term not exceeding five years at a time. No
re-appointment shall be made earlier than
one year before the expiry of term.
b) Independent Director:
-
An Independent Director shall hold
office for a term up to five consecutive
years on the Board of the Company
and will be eligible for re-appointment
on passing of a special resolution by
the Company and disclosure of such
appointment in the Board’s report.
-
No Independent Director shall hold
office for more than two consecutive
terms, but such Independent Director
shall be eligible for appointment after
expiry of three years of ceasing to
become
an
Independent
Director.
Provided that an Independent Director
shall not, during the said period of three
years, be appointed in or be associated
with the Company in any other capacity,
either directly or indirectly. However, if
a person who has already served as
an Independent Director for 5 years or
more in the Company as on October
01, 2014 or such other date as may be
determined by the Committee as per
regulatory requirement; he / she shall
be eligible for appointment for one
more term of 5 years only.
-
At
the
time
of
appointment
of
Independent Director it should be
ensured that number of Boards on
which such Independent Director serves
is restricted to seven listed companies
as an Independent Director and three
listed companies as an Independent
Director in case such person is serving
as a Whole-Time Director of a listed
company or such other number as may
be prescribed under the Act.
3.3. Evaluation
The Committee shall carry out evaluation of
performance of every Director, KMP and Senior
Management
Personnel
at
regular
interval
(yearly).
3.4. Removal
Due to reasons for any disqualification mentioned
in the Act or under any other applicable Act,
rules and regulations thereunder, the Committee
may recommend, to the Board with reasons
recorded in writing, removal of a Director, KMP
or Senior Management Personnel subject to the
provisions and compliance of the said Act, rules
and regulations.
3.5. Retirement
The KMP and Senior Management Personnel
shall retire as per the applicable provisions of
the Act and the prevailing policy of the Company.
The Board will have the discretion to retain the
Director, KMP, Senior Management Personnel in
the same position/ remuneration or otherwise
even after attaining the retirement age, for the
benefit of the Company.
4.
POLICY RELATING TO THE REMUNERATION OF
THE WHOLE-TIME DIRECTOR, KMP AND SENIOR
MANAGEMENT PERSONNEL
4.1. General
a)
The
remuneration
/
compensation
/
commission etc. to the Whole-time Director,
KMP and Senior Management Personnel
will be determined by the Committee or as
per policies framed by the committee. The
remuneration / compensation / commission
etc. shall be subject to the prior/post
approval of the shareholders of the Company
and Central Government, wherever required.
b) Increments in the existing remuneration/
compensation
structure
may
be
recommended by the Committee to the
Board which should be within the slabs
approved by the Shareholders in the case of
Whole-time Director.
c)
Where any insurance is taken by the
Company on behalf of its replace with
Directors, KMP and any other employees for
indemnifying them against any liability, the
premium paid on such insurance shall not be
treated as part of the remuneration payable
to any such personnel. Provided that if such
person is proved to be guilty, the premium
paid on such insurance shall be treated as
part of the remuneration.
Annexure-I (Contd.)
92
PEARL GLOBAL INDUSTRIES LIMITED
4.2. Remuneration to Whole-time / Executive /
Managing Director, KMP and Senior Management
Personnel
a)
Fixed pay:
The Whole-time Director/ KMP and Senior
Management Personnel shall be eligible for
a monthly remuneration as may be approved
by the Board on the recommendation of the
Committee. The breakup of the pay scale
and quantum of perquisites including,
employer’s contribution to P.F, pension
scheme, medical expenses, club fees etc.
shall be decided and approved by the Board/
the Person authorised by the Board or the
Committee.
b) Minimum Remuneration:
If, in any financial year, the Company has
no profits or its profits are inadequate, the
Company shall pay remuneration to its
Whole-time Director/Managing Director in
accordance with the provisions of Schedule
V of the Act and if it is not able to comply with
such provisions, with the previous approval
of the Central Government.
c)
Provisions for excess remuneration:
If Whole-time Director/Managing Director
draws or receives, directly or indirectly by
way of remuneration any such sums in
excess of the limits prescribed under the Act
or without the prior sanction of the Central
Government, where required, he / she shall
refund such sums to the Company and until
such sum is refunded, hold it in trust for the
Company. The Company shall not waive
recovery of such sum refundable to it unless
permitted by the Central Government.
4.3. Remuneration to Non- Executive / Independent
Director
a)
Sitting Fees:
The Non- Executive / Independent Director
may receive remuneration by way of fees for
attending meetings of Board or Committee
thereof. Provided that the amount of
such fees shall not exceed ` One Lakh per
meeting of the Board or Committee or such
amount as may be prescribed by the Central
Government from time to time.
b) Stock Options:
An Independent Director shall not be entitled
to any stock option of the Company.
5.
MEMBERSHIP
5.1 The Committee shall consist of a minimum 3
Non-Executive Director, two-third of them being
independent.
5.2 Minimum two (2) members shall constitute a
quorum for the Committee meeting.
5.3 Membership of the Committee shall be disclosed
in the Annual Report.
5.4 Term of the Committee shall be continued unless
terminated by the Board of Directors.
6.
CHAIRPERSON
6.1 Chairperson of the Committee shall be an
Independent Director.
6.2 Chairperson of the Board may be appointed as
a member of the Committee but shall not be a
Chairman of the Committee.
6.3 In the absence of the Chairperson, the members
of the Committee present at the meeting shall
choose one amongst them to act as Chairperson.
6.4 Chairperson of the Nomination and Remuneration
Committee meeting should be present at the
Annual General Meeting or may nominate some
other member to answer the shareholders’
queries.
7.
FREQUENCY OF MEETINGS
The meetings of the Committee shall be held at such
regular intervals as may be required.
8.
COMMITTEE MEMBERS’ INTERESTS
8.1 A member of the Committee is not entitled to
be present when his or her own remuneration
is discussed at a meeting or when his or her
performance is being evaluated.
8.2 The Committee may invite such executives, as
it considers appropriate, to be present at the
meetings of the Committee.
9.
SECRETARY
The Company Secretary of the Company shall act as
Secretary of the Committee.
Annexure-I (Contd.)
93
ANNUAL REPORT 2023-24
10. VOTING
10.1 Matters arising for determination at Committee
meetings shall be decided by a majority of votes
of Members present and voting and any such
decision shall for all purposes be deemed a
decision of the Committee.
10.2 In the case of equality of votes, the Chairman of
the meeting will have a casting vote.
11. NOMINATION DUTIES
The duties of the Committee in relation to nomination
matters include:
11.1 Ensuring that there is an appropriate induction
in place for new Directors, KMP and members
of Senior Management and reviewing its
effectiveness;
11.2 Ensuring that on appointment to the Board, Non-
Executive Directors receive a formal letter of
appointment in accordance with the Guidelines
provided under the Act;
11.3 Identifying and recommending Directors who are
liable to retire by rotation;
11.4 Determining the appropriate size, diversity and
composition of the Board;
11.5 Setting a formal and transparent procedure for
selecting new Directors for appointment to the
Board;
11.6 Evaluating the performance of the Board
members and Senior Management in the context
of the Company’s performance from business
and compliance perspective;
11.7 Delegating any of its powers to one or more of its
members or the Secretary of the Committee; and
11.8 Considering any other matters, as may be
requested by the Board.
12. REMUNERATION DUTIES
The duties of the Committee in relation to remuneration
matters include:
12.1 to consider and determine the Remuneration
Policy, based on the performance and also bearing
in mind that the remuneration is reasonable and
sufficient to attract retain and motivate members
of the Board and such other factors as the
Committee shall deem appropriate with respect
to elements of the remuneration of the members
of the Board.
12.2 to approve the remuneration of the Senior
Management including KMP of the Company
maintaining a balance between fixed and incentive
pay reflecting short and long term performance
objectives appropriate to the working of the
Company.
12.3 to delegate any of its powers to one or more of its
members or the Secretary of the Committee.
12.4 to consider any other matters as may be
requested by the Board.
12.5 Professional indemnity and liability insurance for
Directors, KMP and senior management.
Annexure-I (Contd.)
94
PEARL GLOBAL INDUSTRIES LIMITED
ANNUAL REPORT ON CSR ACTIVITIES
1.
Corporate Social Responsibility (“CSR”)
Pearl Global Industries Limited recognises that its business activities have wide impact on the societies in which
it operates, and therefore an effective practice is required giving due consideration to the interests of its stakeholders
including shareholders, customers, employees, suppliers, business partners, local communities, and other organisations.
The Company endeavors to make CSR a key business process for sustainable development.
2.
Composition of CSR Committee as on March 31, 2024:
Sl.
No.
Name of Director
Designation/Nature of
Directorship
Number of meetings of
CSR Committee held
during the year
Number of meetings of
CSR Committee attended
during the year
I.
Mrs. Madhulika Bhupatkar
Chairperson / Independent
Director
1
1
II.
Mr. Pulkit Seth
Member / Non -Executive
Director
1
1
III.
Mr. Anil Nayar
Member / Independent
Director
1
1
3.
Provide the web-link(s) where Composition of CSR committee, CSR Policy and CSR
projects approved by the board are disclosed on the website of the Company.
https://www.pearlglobal.com/
investor-relations/
4.
Provide the executive summary along with web link(s) of Impact assessment of
CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the Companies
(Corporate Social responsibility Policy) Rules, 2014, if applicable.
Not Applicable
5.
(a) Average net profit of the Company as per section 135(5).
` 791.18 Lakhs
(b) Two percent of average net profit of the Company as per section 135(5)
` 15.82 Lakhs
(c) Surplus arising out of the CSR projects or programmes or activities of the
previous financial years.
NIL
(d) Amount required to be set off or the financial year, if any
NIL
(e) Total CSR obligation for the financial year (b)+(c)-(d)
` 15.82 Lakhs
6.
(a) Amount spent on CSR Projects (both Ongoing Project and other than Ongoing
Project).
` 398.16 Lakhs (Spent on other
than Ongoing projects)
(b) Amount spent on Administrative Overheads.
NIL
(c)
Amount spent on Impact Assessment, if applicable
NIL
(d) Total amount spent for the Financial Year [(a)+(b)+(c)].
` 398.16 Lakhs
(e) CSR amount spent or unspent for the Financial Year:
Total Amount
Spent for the
Financial Year.
(in ` /Lakhs)
Amount Unspent (in ` /Lakhs)
Total Amount transferred to
Unspent CSR Account as per
section 135(6).
Amount transferred to any fund specified under
Schedule VII as per second proviso to section 135(5).
Amount.
Date of transfer.
Name of the
Fund
Amount.
Date of transfer.
398.16
NIL
ANNEXURE-II
95
ANNUAL REPORT 2023-24
(f) Excess amount for set-off, if any:
Sl.
No
Particulars
Amount (` in Lakh)
(i)
Two percent of average net profit of the Company as per section 135(5)
15.82
(ii)
Total amount spent for the Financial Year
398.16
(iii)
Excess amount spent for the financial year [(ii)-(i)]
382.34
(iv)
Surplus arising out of the CSR projects or programmes or activities of the previous
financial years, if any
113.34
(v)
Amount available for set off in succeeding financial years [(iii)-(iv)]
495.68
7.
Details of Unspent CSR amount for the preceding three financial years:
Sl.
No.
Preceding
Financial
Year(s)
Amount
transferred
to Unspent
CSR Account
under
subsection
(6) of section
135 (in `)
Balance
Amount in
Unspent
CSR Account
under
subsection
(6) of
section 135
(in `)
Amount
Spent
in the
Financial
Year (in `)
Amount transferred
to a Fund as specified
under Schedule VII as
per second proviso to
subsection (5) of section
135, if any
Amount
remaining to
be spent in
succeeding
Financial
Years (in `)
Deficiency,
if any
Amount
(in `)
Date of
transfer
NIL
8.
Whether any capital assets have been created or acquired through CSR amount spent in the Financial Year: NO
9.
Specify the reason(s), if the Company has failed to spend two per cent of the average net profit as per subsection (5) of
section 135.
Not applicable, as the Company has spent more than the minimum prescribed amount for CSR activities.
Place: Gurugram
(Pallab Banerjee)
(Madhulika Bhupatkar)
Date: May 20, 2024
Managing Director
Chairperson of CSR Committee
Annexure-II (Contd.)
96
PEARL GLOBAL INDUSTRIES LIMITED
ANNEXURE-III
MR-3
Secretarial Audit Report
For the Financial Period Ended March 31, 2024
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]
To,
The Members,
Pearl Global Industries Limited
C-17/1, Paschimi Marg, Vasant Vihar,
New Delhi-110057
CIN: L74899DL1989PLC036849
We have conducted secretarial audit of the compliance
of applicable statutory provisions and adherence to good
corporate practices by Pearl Global Industries Limited
[hereinafter referred as ‘the Company’]. The secretarial audit
was conducted in a manner that provided us a reasonable
basis for evaluating the corporate conducts/statutory
compliances and expressing our opinion thereon.
Based on our verification of the Company’s books, papers,
minute books, forms and returns filed and other records
maintained by the Company and also the information
provided by the Company, its officers and authorised
representatives during the conduct of secretarial audit,
we hereby report that in our opinion, the Company has,
during the audit period covering the financial period ended
on March 31, 2024 (commencing from April 01, 2023 to
March 31, 2024), complied with the statutory provisions
listed hereunder and also that the Company has proper
Board processes and compliance mechanism in place to
the extent based on the management representation letter/
confirmation received from the management, in the manner
and subject to the reporting made hereinafter. The Members
are requested to read Secretarial Audit Report (“Report”)
along with our letter dated May 20, 2024 an enclosed
herewith to this Report as Annexure – A.
1.
We have examined the books, papers, minute books,
forms and returns filed and other records maintained by
the Company for the financial period ended on March
31, 2024 according to the applicable provisions of:
i)
The Companies Act, 2013 (the ‘Act’) and the Rules
made thereunder;
ii)
The Securities Contracts (Regulation) Act, 1956
(‘SCRA’) and the Rules made thereunder;
iii)
The Depositories Act, 1996 and the regulations
and bye– laws framed thereunder;
iv)
Foreign Exchange Management Act, 1999 and
the Rules and Regulations made thereunder to
the extent of Foreign Direct Investment, Overseas
Direct Investment and External Commercial
Borrowings, as applicable;
v)
The
following
Regulations
and
Guidelines
prescribed under the Securities and Exchange
Board of India Act, 1992 (‘SEBI Act’):
a)
The Securities and Exchange Board of India
(Substantial Acquisition of Shares and
Takeovers) Regulations, 2011;
b)
The Securities and Exchange Board of India
(Prohibition of Insider Trading) Regulations,
2015;
c)
The Securities and Exchange Board of
India (Issue of Capital and Disclosure
Requirements) Regulations, 2018;
d)
The Securities and Exchange Board of
India (Share Based Employee Benefits and
Sweat Equity) Regulations, 2021 {or the
erstwhile Securities and Exchange Board
of India (Share Based Employees Benefits)
Regulations, 2014};
e)
The Securities and Exchange Board of
India (Issue and Listing of Non-Convertible
Securities)
Regulations,
2021
{or
the
erstwhile Securities and Exchange Board of
India (Issue and Listing of Debt Securities)
Regulations, 2008}; (Not applicable to the
Company during the audit period as the
Company has not issued any debt securities
during the year under review);
f)
The Securities and Exchange Board of India
(Registrars to an issue and share transfer
agents) Regulations, 1993 regarding the
Companies Act and dealing with clients
(Not applicable since the Company is not
registered as Registrar to Issue and Share
Transfer Agent during the period);
g)
The Securities and Exchange Board of India
(Delisting of Equity Shares) Regulations,
2009 (Not applicable to the Company during
the audit period as the Company has not
delisted/ proposed to delist its equity shares
during the year under review).
97
ANNUAL REPORT 2023-24
h)
The Securities and Exchange Board of India
(Buyback of Securities) Regulations, 2018
(Not applicable to the Company during the
audit period as the Company has not bought
back/ proposed to buy-back any of its
securities during the year under review);
i)
The Securities and Exchange Board of
India (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
2.
We have relied upon the representation made by
the Company, its officers, and compliance reports
from the management for systems and mechanism
framed by the Company and basis that there are
adequate systems and processes in the Company,
commensurate with the size and operations of the
Company, to monitor and ensure compliance of other
Act, Laws and Regulations specifically applicable to
the Company.
3.
We have also examined compliance with the applicable
clauses of the following:
i)
Secretarial Standards issued by The Institute of
Company Secretaries of India, with respect to
board and general meetings (hereinafter referred
as ‘Secretarial Standards’). We noted that the
Company is generally regular in complying with
the Secretarial Standards; and
ii)
The Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 and the Listing Agreements
entered into by the Company with BSE Limited
and National Stock Exchange of India Limited.
4.
During the period under review, to the best of our
knowledge and belief and according to the information
and explanations given to us, the Company has been
regular in compliance with the provisions of the Acts,
Rules, Regulations, Secretarial Standards and the
Listing Agreements, as mentioned above.
5.
We further report that compliance of applicable
financial laws including direct and indirect tax laws
and maintenance of financial records and books of
accounts by the Company has not been reviewed in this
audit since the same has been subject to review by the
Statutory Auditors and other designated professionals.
6.
We further report that:
i)
The Board of Directors of the Company is duly
constituted with proper balance of Executive
Directors,
Non–Executive
Directors
and
Independent Directors including woman directors.
The Changes in the composition of Board of
Directors that took place during the period under
review were carried out in compliance with the
provisions of the Act.
ii)
Adequate notice is given to all directors to
schedule the Board Meetings. Notice and Agenda
with notes to Agenda of Board meetings was sent
at least seven days in advance and a system exists
for directors to seek and obtain further information
and clarifications on the agenda items before the
meetings and for their meaningful participation at
the meetings.
iii)
Decisions of Board/Committee were carried
through majority. We have been informed that
there were no dissenting members’ views on
any of the matters during the year that were
required to be captured and recorded as part of
the minutes.
iv)
There are adequate systems and processes
in the Company commensurate with the size
and operations of the Company to monitor and
ensure compliance with applicable laws, rules,
regulations and guidelines.
v)
We further report that during the audit period the
Company had no specific actions having bearing
on the Company’s affairs in pursuance of the
above referred laws, rules, regulations, standards,
guidelines etc.
For Jayant Sood & Associates
Company Secretaries
(CS Jayant K Sood)
Proprietor
FCS: 4482, CP No. 22410
Date: May 20, 2024
UDIN: F004482F000406565
Peer Review Certificate No: 1061/2021
Unique Identification No: S2019HR699200
Annexure-III (Contd.)
98
PEARL GLOBAL INDUSTRIES LIMITED
Annexure –A to Secretarial Audit Report dated May 20, 2024
To,
The Members,
Pearl Global Industries Limited
C-17/1, Paschimi Marg, Vasant Vihar,
New Delhi-110057
CIN: L74899DL1989PLC036849
The Secretarial Audit Report dated May 20, 2024 is to be read with this Letter.
The compliance of provisions of all laws, rules, regulations and standards applicable to Pearl Global Industries Limited
[hereinafter referred as ‘the Company’] is the responsibility of the management of the Company. Our examination was limited to
the verification of records and procedures on test check basis for the purpose of issue of the Secretarial Audit Report.
1.
Maintenance of secretarial and other records of applicable laws is the responsibility of the management of the Company.
Our responsibility is to issue Secretarial Audit Report, based on the audit of the relevant records maintained and furnished
to us by the Company, along with explanations where so required.
2.
We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the
correctness of the contents of the secretarial records. The verification was done on test basis to ensure that correct facts
are reflected in secretarial records. We believe that the processes and practices followed provide a reasonable basis for the
purpose of issue of the Secretarial Audit Report.
3.
We have not verified the correctness and appropriateness of financial records and books of accounts of the Company as it
is taken care in the statutory audit process.
4.
We have obtained the management’s representation about the compliance of laws, rules and regulations and happening of
events, wherever required.
5.
This Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or
effectiveness with which the management has conducted the affairs of the Company.
For Jayant Sood & Associates
Company Secretaries
(CS Jayant K Sood)
Proprietor
FCS: 4482, CP No. 22410
Date: May 20, 2024
UDIN: F004482F000406565
Peer Review Certificate No: 1061/2021
Unique Identification No: S2019HR699200
Annexure-III (Contd.)
99
ANNUAL REPORT 2023-24
DISCLOSURE UNDER REGULATION 14 OF SEBI (SHARE BASED EMPLOYEE BENEFITS AND SWEAT EQUITY)
REGULATIONS, 2021 for 2023-24
Sl.
No.
Particulars
Pearl Global Industries Limited Stock Option Plan – 2022 (“the Plan”)
1.
Any material change in the scheme(s) and whether
the scheme(s) is / are in compliance with the
regulations
No changes are made in the Plan. However, pursuant to the Sub-
division of Equity shares of the Company on January 05, 2024, the
Total Stock Options are adjusted in the Plan after giving effect of
the sub-division
Further, the Plan is in compliance with the SEBI (Share Based
Employee Benefits and Sweat Equity) Regulations, 2021.
2.
Following disclosures are made on the website of the Company: https://www.pearlglobal.com/investor-relations/
a.
Relevant disclosures in terms of the accounting standards prescribed by the Central Government in terms of section
133 of the Companies Act, 2013 (18 of 2013) including the ‘Guidance note on accounting for employee share-based
payments’ issued in that regard from time to time.
Members may refer notes to the audited financial statements prepared as per Indian Accounting Standards (Ind AS)
for the financial year 2023-24, available on https://www.pearlglobal.com/investor-relations/
b.
Diluted EPS on issue of shares pursuant to all the schemes covered under the regulations shall be disclosed in
accordance with ‘Accounting Standard 20 - Earnings Per Share’ issued by Central Government or any other relevant
accounting standards as issued from time to time.
Basic and Diluted EPS for the year ended March 31, 2024 is ` 6.50 and ` 6.45 respectively (as per Standalone
Financials Statement)
c.
Details related to the Plan:
(i)
A description of the Plan that existed at any time during the year, including the general terms and conditions of the Plan,
including -
(a)
Date of shareholders’ approval
The shareholders approved the Plan and grants to Eligible
employees under regulation 6(1) of the SEBI (Share Based Employee
Benefits and Sweat Equity) Regulations, 2021 through Postal Ballot
resolution dated August 28, 2022.
(b)
Total number of stock options approved under
the Plan
The maximum number of Options approved pursuant to the Plan
are 14,54,000 (Fourteen Lakh Fifty-Four Thousand only) options.
(Nos. are adjusted after giving effect of the Sub-division of Equity
shares)
(c)
Vesting requirements
The Options granted shall vest based on performance-based and
time-based Vesting conditions which shall be prescribed in the
Letter of Grant. The Options granted shall vest for a period not less
than 1 (one) year from the Grant Date and maximum 4 (four) years
from the Grant Date, as prescribed in the Letter of Grant.
The Nomination and Remuneration Committee may prescribe
varying vesting schedule for different Participants, and/or for
different Options under the Plan.
(d)
Exercise price or pricing formula
The Exercise Price shall be the Fair Market Value or discounted Fair
Market Value of the Share as on the Grant Date of the Options, as
determined by the Nomination and Remuneration Committee and
provided in the Letter of Grant in pursuance of this Plan.
(e)
Maximum term of stock options granted
The Options granted shall vest over a period of 4 years subject to
continued employment with the Company.
(f)
Source of shares
(Primary, secondary or combination)
Primary
(g)
Variation in terms of stock options
Not Applicable
ANNEXURE - IV
100
PEARL GLOBAL INDUSTRIES LIMITED
Sl.
No.
Particulars
Pearl Global Industries Limited Stock Option Plan – 2022 (“the Plan”)
(ii)
Method used to account for the Plan -
Intrinsic or Fair value
Fair Market value
(iii)
Where the Company opts for expensing
of
the
options
using
the
intrinsic
value of the options, the difference
between the employee compensation
cost so computed and the employee
compensation cost that shall have been
recognised if it had used the fair value of
the options shall be disclosed. The impact
of this difference on profits and on EPS of
the Company shall also be disclosed.
The Company had opted for using the Fair value method for expensing of the
options. Hence, same is not applicable.
(iv)
Option movement during the year
Sl.
No.
Particulars
Details
1
Number of options outstanding at the beginning of
the period
8,26,200
2
Number of options granted during the year*
4,54,000
3
Number of options forfeited / lapsed during the year
43,400
4
Number of options vested during the year
3,30,700
5
Number of options exercised during the year
2,55,650
6
Number of shares arising as a result of exercise of
options
2,55,650
7
Money realised by exercise of options (`), if scheme is
implemented directly by the Company
3,83,47,500
8
Loan repaid by the Trust during the year from exercise
price received
Not applicable,
The Plan is
implemented
directly
9
Number of options outstanding at the end of the year
9,81,150
10
Number of options exercisable at the end of the year
75,050
* Break up of options granted during the year
May 15, 2023
54,000
August 10, 2023
3,48,000
October 10, 2023
52,000
Annexure-IV (Contd.)
101
ANNUAL REPORT 2023-24
Sl.
No.
Particulars
Pearl Global Industries Limited Stock Option Plan – 2022 (“the Plan”)
(v)
Weighted-average exercise prices and
weighted average fair values of options
shall be disclosed separately for options
whose exercise price either equals or
exceeds or is less than the market price
of the stock.
Options
granted
on
October
10, 2022
Options
granted
on
May 15,
2023
Options
granted on
August
10, 2023
Options
granted
on
October
10, 2023
Weighted average
exercise price of Options
outstanding at the end
of the year whose
exercise price is less
than market price
150
162.5
Option 1
150
Option 2
225
375
Weighted average
fair value of Options
outstanding at the end
of the year whose
Exercise price is less
than market price
230.675
222.95
322.875
322.875
507.125
(vi)
Employee wise details (name of employee,
designation, number of options granted
during the year, exercise price) of options
granted to –
(a) senior managerial personnel as
defined
under
Regulation
16(d)
of the Securities and Exchange
Board of India (Listing Obligations
and
Disclosure
Requirements)
Regulations, 2015.
(a) List of Senior Managerial Personnel to whom ESOPs are granted is
annexed:
(b) any other employee who receives
a grant in any one year of option
amounting to 5% or more of option
granted during that year; and
(b) NA
(c)
identified
employees
who
were
granted option, during any one year,
equal to or exceeding 1% of the
issued capital (excluding outstanding
warrants and conversions) of the
Company at the time of grant.
(c)
NA
A
description
of
the
method
and
significant assumptions used during the
year to estimate the fair value of options
including the following information:
(a) the weighted-average values of
share price, exercise price, expected
volatility,
expected
option
life,
expected dividends, the risk-free
interest rate and any other inputs to
the model;
Options granted on
October 10, 2022
Vest 1
25.00%
Vest 2
25.00%
Vest 3
25.00%
Vest 4
25.00%
The weighted-average
values of share price of
option granted
122.88
128.645
132.22
135.81
Exercise price
150
150
150
150
Expected volatility
58.21%
57.92%
55.93%
54.70%
Expected option life
5 years
6 years
7 years
8 years
(Vesting & exercise period)
in years
Vesting – 4 years Exercise – 4 years
Expected dividends
0.95%
0.95%
0.95%
0.95%
Average Risk-free interest
rate
7.05%
7.15%
7.23%
7.29%
Any other inputs
Kindly refer notes to the financial statement
Annexure-IV (Contd.)
102
PEARL GLOBAL INDUSTRIES LIMITED
Sl.
No.
Particulars
Pearl Global Industries Limited Stock Option Plan – 2022 (“the Plan”)
Options granted on
May 15, 2023
Vest 1
25.00%
Vest 2
25.00%
Vest 3
25.00%
Vest 4
25.00%
The weighted-average
values of share price of
option granted
114.015
122.855
129.335
134.705
Exercise price
162.5
162.5
162.5
162.5
Expected volatility
56.05%
54.82%
53.24%
52.03%
Expected option life
5 years
6 years
7 years
8 years
(Vesting & exercise period)
in years
Vesting – 4 years Exercise – 4 years
Expected dividends
1.06%
1.06%
1.06%
1.06%
Average Risk-free interest
rate
6.83%
6.85%
6.88%
6.91%
Options granted on August 10, 2023
Option 1
Vest 1
100.00%
Option 2
Vest 1
33.33%
Vest 2
33.33%
Vest 3
33.34%
The weighted-
average values
of share price
of option
granted
208.275
The
weighted-
average
values of
share price
of option
granted
171.835
184.97
193.81
Exercise price
150
Exercise
price
225
225
225
Expected
volatility
56.73%
Expected
volatility
56.73%
55.73%
53.73%
Expected
option life
5 years
Expected
option life
5 years
6 years
7 years
(Vesting &
exercise
period) in years
Vesting
– 1 year
Exercise
– 4
years
(Vesting &
exercise
period) in
years
Vesting – 3 years
Exercise – 4 years
Expected
dividends
0.93%
Expected
dividends
0.93%
0.93%
0.93%
Average Risk-
free interest rate
6.99%
Average
Risk-free
interest rate
6.99%
7.02%
7.03%
Options granted on
October 10, 2023
Vest 1
25.00%
Vest 2
25.00%
Vest 3
25.00%
Vest 4
25.00%
The weighted-average
values of share price of
option granted
259.93
280.82
294.315
305.525
Exercise price
375
375
375
375
Expected volatility
57.23%
56.15%
53.97%
52.38%
Expected option life
5 years
6 years
7 years
8 years
(Vesting & exercise period)
in years
Vesting – 4 years Exercise – 4 years
Expected dividends
1.17%
1.17%
1.17%
1.17%
Average Risk-free interest
rate
7.21%
7.26%
7.29%
7.31%
Annexure-IV (Contd.)
103
ANNUAL REPORT 2023-24
Sl.
No.
Particulars
Pearl Global Industries Limited Stock Option Plan – 2022 (“the Plan”)
(b) the
method
used
and
the
assumptions made to incorporate
the effects of expected early exercise
b)
Not Applicable
(c) how
expected
volatility
was
determined, including an explanation
of the extent to which expected
volatility was based on historical
volatility; and
c)
Expected volatility was determined based on Black -Scholes model of
the Company as on the date of grant using the Fair value method.
(d) whether and how any other features
of the option grant were incorporated
into the measurement of fair value,
such as a market condition.
d)
Volatility and Risk-Free rate have been considered that takes care of
Market Conditions
Disclosures in respect of grants made in
three years prior to IPO under each ESOS
Not applicable
Annexure-IV (Contd.)
Sl.
No.
Name of the Employee
Designation
Options granted
during the year
Exercise Price
in INR
1.
Mr. Pallab Banerjee
Managing Director
102000
150
2.
Mr. Sanjay Gandhi
Group CFO
102000
150
3.
Mr. Sanjay Kumar Sarker
Country Director - Bangladesh Operations
42000
225
4.
Mr. Vikas Mehra
CEO - Bangladesh Operations
42000
225
5.
Mr. Gurusankar Gurumoorthy CEO - Vietnam, Hongkong Operations
42000
225
6.
Ms. Ratna Singh
Group CHRO
40000
162.5
18000
225
7.
Mr. Narendra Somani
CFO
20000
375
# All prices in the above ESOP disclosure is after providing effect to Stock- Split
For and on behalf of the Board
for Pearl Global Industries Limited
(Pallab Banerjee)
(Pulkit Seth)
Place: Gurugram
Managing Director
Vice-Chairman
Date: May 20, 2024
DIN: 07193749
DIN: 00003044
BUSINESS
RESPONSIBILITY
SUSTAINABILITY
REPORT
AND
ANNEXURE-V
105
ANNUAL REPORT 2023-24
A SECTION
SECTION GENERAL DISCLOSURES
I. BASIC
DETAILS
Corporate Identity Number (CIN) of the listed entity
L74899DL1989PLC036849
Name of the Listed Entity
Pearl Global Industries Limited
Year of incorporation
1989
Registered office address
C-17/1, Paschimi Marg, Vasant Vihar, New Delhi - 110057
Corporate address
Pearl Tower, Plot no-51, Sector 32, Gurugram – 122 001, Haryana
E-mail
investor.pgil@pearlglobal.com
Telephone
+91-124-4651000
Website
www.pearlglobal.com
Financial year for which reporting is being done
April 01, 2023 to March 31, 2024
Name of the Stock Exchange(s) where shares are listed
BSE Ltd. and National Stock Exchange of India Limited
Paid-up capital (in `)
21,79,17,620
Name and contact details (telephone, email address) of the person who may be contacted
in case of any queries on the BRSR report
Ms. Shilpa Budhia Telephone: 124-4651000
E-mail: Company.secretary@pearlglobal.com
Reporting boundary - Are the disclosures under this report made on a standalone basis (i.e. only for
the entity) or on a consolidated basis (i.e. for the entity and all the entities which form a part of its
consolidated financial statements, taken together).
On a standalone basis
1
2
3
4
5
6
7
8
9
10
11
12
13
Required information
106
PEARL GLOBAL INDUSTRIES LIMITED
II.
Products/services
III.
Operations
14
Details of business activities (accounting for 90% of the turnover):
15
Products/services sold by the entity (accounting for 90% of the entity’s turnover):
Description of main activity
Manufacturing and export of
apparels
Description of business activity
Manufacturing and export of
apparels
% of turnover of the entity
97.78
Product/service
Manufacturing of wearing
apparels
NIC code
141
% of total turnover contributed
100
16
Number of locations where plants and/or operations/offices of the entity are situated:
plants
offices
Total
7
3
10
plants
offices
Total
8
8
16
National
International
107
ANNUAL REPORT 2023-24
IV.
Employees
17
Market served by the entity:
18
Details as at the end of financial year:
Number of locations:
c.
What is the contribution of
exports as a percentage of the
total turnover of the entity?
A brief on type of customers
National (No. of States)
2
International (No. of Countries)
7
Pearl Global provides apparel solutions to leading fashion brands and
corporate customers across various categories. The Company’s main
focus is on exporting apparel, with USA being the largest contributor
among all countries.
a.
97.78
b.
No.
Particulars
Total (A)
Male
Female
No. (B)
% (B/A)
No. (C)
% (C/A)
a.
Employees and workers (including differently abled):
Employees
1
Permanent (D)
1731
1484
85.73%
247
14.27%
2
Other than Permanent (E)
0
0
0.00%
0
0.00%
3
Total employees (D+E)
1731
1484
85.73%
247
14.27%
Workers
4
Permanent (F)
7385
2327
31.51%
5058
68.49%
5
Other than Permanent (G)
1797
1228
68.34%
569
31.66%
6
Total workers (F+G)
9182
3555
38.72%
5627
61.28%
b.
Differently abled employees and workers:
Differently Abled Employees
1
Permanent (D)
0
0
0.00%
0
0.00%
2
Other than Permanent (E)
0
0
0.00%
0
0.00%
3
Total differently abled employees (D+E)
0
0
0.00%
0
0.00%
Differently Abled Workers
4
Permanent (F)
0
0
0.00%
0
0.00%
5
Other than Permanent (G)
0
0
0.00%
0
0.00%
6
Total differently abled workers (F+G)
0
0
0.00%
0
0.00%
108
PEARL GLOBAL INDUSTRIES LIMITED
19
Participation/inclusion/representation of women:
20
Turnover rate for permanent employees and workers (Disclose trends for the past 3 years)
Board of
Directors
Key Management
Personnel (not part of
the Board)
No. and percentage of Females
No. (B)
% (B/A)
Total (A)
15
20%
3
33%
3
1
2023-24
(Turnover rate in current FY)
2022- 23
(Turnover rate in previous FY)
2021 - 22
(Turnover rate in the year prior to
the previous FY)
Male
Female
Total
Male
Female
Total
Male
Female
Total
Permanent
employees
43.37%
38.14%
42.64%
69.39%
58.93%
68.08%
53.54%
45.02%
52.53%
Permanent
workers
115.67%
90.79%
98.84%
163.81%
108.90%
125.12%
76.57%
72.61%
73.70%
V.
Holding, Subsidiary and Associate Company (including Joint Ventures)
21
(a) Name of holding/subsidiary/associate companies/joint ventures
Sl.
No
Name of the holding / subsidiary /
associate companies / joint ventures (A)
Indicate whether
holding/ Subsidiary/
Associate/ Joint
Venture
% of shares
held by listed
entity
Does the entity indicated at
column A, participate in the
Business Responsibility initiatives
of the listed entity? (Yes/No)
1
Norp Knit Industries Limited
Subsidiary
99.99
No
2
Pearl Global Fareast Limited
Subsidiary
100
No
3
Pearl Global USA, INC
Subsidiary
100
No
4
Pearl Global Kaushal Vikas Limited
Subsidiary
100
No
5
SBUYS E-Commerce Limited
Subsidiary
100
No
6
Sead Apparels Private Limited
Subsidiary
100
No
7
Pearl Global (HK) Limited
Subsidiary
100
No
8
Vin Pearl Global Vietnam Limited
Subsidiary
100
No
109
ANNUAL REPORT 2023-24
Sl.
No
Name of the holding / subsidiary /
associate companies / joint ventures (A)
Indicate whether
holding/ Subsidiary/
Associate/ Joint
Venture
% of shares
held by listed
entity
Does the entity indicated at
column A, participate in the
Business Responsibility initiatives
of the listed entity? (Yes/No)
9
Pearl Global Vietnam Company Limited
Subsidiary
100
No
10
Pearl Grass Creations Limited
Subsidiary
100
No
11
A&B Investment Limited
Subsidiary
100
No
12
Prudent Fashions Limited
Subsidiary
99.95
No
13
DSSP Global Limited
Subsidiary
100
No
14
PT Pinnacle Apparels
Subsidiary
69.92
No
15
PGIC Investment Limited
Subsidiary
100
No
16
Pearl Unlimited Inc.
Subsidiary
100
No
17
Alpha Clothing Limited
Subsidiary
76.54
No
18
Trinity Clothing Limited
Subsidiary
100
No
19
Pearl Global Industries FZCO
Subsidiary
100
No
20
Pearl GT Holdco Limited
Subsidiary
55
No
21
Corporacion de Productos Y Servicios
Asociados, Sociedad Anonima
Subsidiary
55
No
22
Shoretex, Sociedad Anonima
Subsidiary
55
No
VI.
CSR details
22.
Whether CSR is
applicable as per section
135 of Companies
Act, 2013: (Yes/No)
Yes
(i)
(ii)
(iii)
Turnover
(in ` Lakh)
95,366.71
Net worth
(in ` Lakh)
37,413.31
110
PEARL GLOBAL INDUSTRIES LIMITED
VII.
Transparency and disclosure compliances
23
Complaints/grievances on any of the principles (Principles 1 to 9) under the National Guidelines on Responsible
Business Conduct:
Stakeholder
group from
whom complaint
is received
Grievance
Redressal
mechanism in place
(Yes/No) (If Yes,
then provide web-
link for grievance
redress Policy)*
2023 - 24
2022- 23
Number of
complaints
filed during
the year
Number of
complaints
pending
resolution at
close of the
year
Remarks
Number of
complaints
filed during
the year
Number of
complaints
pending
resolution at
close of the
year
Remarks
The list of the
stakeholders
Communities
Yes
0
0
Nil
0
0
Nil
Investors
(other than
shareholders)*
Yes
0
0
Nil
0
0
Nil
Shareholders*
Yes
3
0
Nil
0
0
Nil
Employees and
workers
Yes
26
0
Nil
0
0
Nil
Customers
Yes
0
0
Nil
0
0
Nil
Value chain
partners
Yes
0
0
Nil
0
0
Nil
Other
(please specify)
Yes
0
0
Nil
0
0
Nil
*Weblink: https://www.pearlglobal.com/investor-relations/
111
ANNUAL REPORT 2023-24
24
Overview of the entity’s material responsible business conduct issues
Please indicate material responsible business conduct and sustainability issues pertaining to environmental and social
matters that present a risk or an opportunity to your business, rationale for identifying the same, approach to adapt or
mitigate the risk along-with its financial implications, as per the following format
Sl.
No
Material issue
identified
Indicate
whether
risk or
opportunity
(R/O)
Rationale for identifying the
risk/opportunity
In case of risk, approach to adapt
or
mitigate
Financial implications
of the risk or opportunity
(Indicate
positive or negative
implications)
1.
Energy
efficiency
& water
management
Risk and
opportunity
Risk
Proactively identifying
risks related to energy
and water management,
and implementing policies
to reduce consumption
are crucial steps in Pearl
Global’s sustainability
strategy. Failing to conserve
energy and manage waste
could result in increased
costs, reduced resource
efficiency and potential
regulatory compliance
issues.
Opportunity
Concrete strategies to
address these risks can
improve the Company’s
resource efficiency,
reduce costs, and
enhance competitiveness.
Implementing
comprehensive resource
management plans aligned
with the Company’s
environmental conservation
strategy underscores
its commitment to
environmental preservation
and contributes to climate
change mitigation through
responsible financial
practices.
Pearl Global is deeply committed to
long-term resource conservation
and environmental management,
as demonstrated through its
extensive sustainability initiatives
and certifications. The Company
adheres to the Global Recycled
Standard (GRS) and established
frameworks to anticipate and
meet environmental performance
expectations, ensure regulatory
compliance, minimise environmental
risks and develop long-term
environmental strategies. For
water treatment solutions, Pearl
Global employs ETP/WTP/STP
systems and maintains a central
water monitoring unit. Additionally,
Pearl Global utilises environmental
impact measurement software to
identify opportunities for reducing
and adopting innovative eco-friendly
practices for water and energy
conservation. Energy conservation
efforts include:
- Installing steam boilers to replace
electrical boilers
- Replacing official electrical items
with energy efficient models like
air conditioners, fans
- Implementing focussed
lighting systems and reducing
unnecessary lighting
- Optimising workstation layouts
for energy efficiency
- Installing solar energy plants at
factory units
Pearl Global remains committed
to waste reduction, raw material
conservation and achieving zero
pollution through ongoing various
initiatives, technological upgrades
and improvement projects.
Positive
The Company’s
commitment to reducing
environmental impact
not only progresses
its decarbonisation
journey but also
enhances credibility
among stakeholders,
decreases longer-term
costs and effectively
meets increasing
stakeholder expectations.
Strengthening climate
and ESG initiatives
enables the Company to
create long-term value
and effectively meet
increasing stakeholder
expectations.
Negative
Inadequate initiatives
and action plans to
promote ESG awareness
and address climate
change could weaken
the Company’s ESG
profile. This may hinder
sustainable growth and
expansion into new
markets, potentially
resulting in a loss of
market share to ESG-
focussed competitors.
112
PEARL GLOBAL INDUSTRIES LIMITED
Sl.
No
Material issue
identified
Indicate
whether
risk or
opportunity
(R/O)
Rationale for identifying the
risk/opportunity
In case of risk, approach to adapt
or
mitigate
Financial implications
of the risk or opportunity
(Indicate
positive or negative
implications)
2.
Supply chain
management
Risk and
opportunity
Risk
A well-structured and
efficient supply chain
management system
mitigates risks related to
procurement, production,
strikes, labour disputes, and
costs that could negatively
impact business activities.
Opportunities
By maintaining a
transparent and
unambiguous value chain
engagement, the Company
can optimise efforts, create
a circular economy, and
enhance profitability. This
approach enables faster
product turnaround times,
increasing the wallet share
of customers. Effective
supply chain management
fosters better collaboration,
improved quality control,
enhanced risk mitigation,
eco-friendly initiatives,
and transparent product
procurement.
Pearl Global prioritises providing
end-to-end supply chain solutions
to their partners, keeping
design, technology, innovation,
sustainability, and quality at the
forefront. The Company complies
with Organic Content Standards
(OCS), which verify the organic
content of products at every step
of the value chain and ensure
traceability back to the source.
Additionally, Pearl Global is certified
under the Global Organic Textile
Standards (GOTS), recognised as
the world’s leading standard for
organic fibre textile production.
These certifications establish high-
level environmental criteria, ensuring
that products are processed
sustainably.
Positive
Efficient supply chain
management ensures
that the Company
delivers maximum
business value at the
lowest possible cost.
This approach reduces
environmental impact
and supports the
Company’s long-term
sustainability efforts.
Negative
A mismanaged supply
chain results in inefficient
resource utilisation,
disrupts the natural
procurement of materials,
and hinders waste
elimination throughout
the product lifecycle.
3.
Health &
safety
Risk
Risk
The risks include hazards
in the working environment
stemming from employee
non-compliance with
safety measures, lack
of awareness of a safe
and secure environment,
and non-adherence to
Covid-19 safety protocols.
These issues can result in
injuries, accidents, illness,
and fatalities, leading to
interruptions in workplace
operations and a higher
attrition rate.
Pearl Global values each individual
as integral to the organisation and
upholds high standards of safety
and protection. Every employee
is responsible for adhering to the
Company’s safety and security
procedures, as well as relevant
local laws and regulations, at all
times. The Company operates
facilities with required permits,
approvals, and controls aimed at
safeguarding health, safety, and the
environment. It expects all other
ecosystem participants to uphold
comparable levels of health and
safety protection.
Negative
Weak mechanisms
to promote health
and safety in the
workplace result in
higher absenteeism and
employee turnover rates,
negatively impacting
overall productivity. The
Company’s reputation
suffers, leading to a loss
of confidence among
stakeholders. Additionally,
it may incur losses due
to legal actions and
claims, affecting the
organisation’s top-line.
113
ANNUAL REPORT 2023-24
Sl.
No
Material issue
identified
Indicate
whether
risk or
opportunity
(R/O)
Rationale for identifying the
risk/opportunity
In case of risk, approach to adapt
or
mitigate
Financial implications
of the risk or opportunity
(Indicate
positive or negative
implications)
4.
Product
quality &
safety
Risk and
opportunity
Risk
The Company faces
potential product risk losses
due to non-compliance with
product quality requirements
or standards. This directly
impacts customer
satisfaction and poses a
risk to ongoing partnerships,
thereby affecting the
Company’s top-line growth.
Opportunities
Product quality and
safety are crucial factors
determining the Company’s
success and reputation in
customer markets. They
foster customer loyalty,
establish brand recognition,
and manage costs
effectively. High product
quality leads to higher
return on investments and
increased productivity,
which in turn drives
consumer demand.
Pearl Global demonstrates
its commitment to delivering
high-quality products through
internationally recognised
certifications such as Standard
100 by OEKO-TEX, Organic Content
Standard (OCS), and Global Organic
Textile Standards (GOTS). The
Company’s quality systems and
practices are closely aligned with
customer expectations, and it
maintains regular communication
with customer representatives
to facilitate continuous process
improvements. Pearl Global also
employs dedicated customer-
certified associates to ensure
product certification on their behalf.
Positive
Ensuring higher product
quality enhances
customer satisfaction
and strengthens
customer relationships.
The Company should
maintain direct
relationships with
all customers and
continually monitor
developments in the
customer market.
Negative
Poor product quality
and safety can result in
several consequences,
including lost customers,
reduced productivity, and
higher costs. Increased
product recalls can lead
to legal liabilities and
damage the Company’s
reputation, thereby
impacting revenue
generation.
5.
Employee
engagement
&
development
Risk and
opportunity
Risk
Employee development
programmes and benefits
provisions are considered
expenses for the Company.
Opportunity
Structured employee
development and
engagement programmes
significantly boost work
satisfaction, enhancing
overall performance
and Pearl Global’s
topline. Improved
collaboration among team
members fosters better
communication, trust, a
robust talent pipeline, a
shared understanding
of company goals and
priorities, and improved
employee retention. An
empowered and organised
workforce is more stable,
predictable, and productive,
reducing resource shocks
and generating productivity
gains.
The Company’s forward-thinking
and employee-centric human
resources department is dedicated
to implementing effective policies,
procedures, and people-friendly
guidelines to support governance
within the organisation. They
focus on building capabilities at
all levels through programmes like
iLEAD (Leadership Development
Programme), SEED (Operational
Development Programme),
and innovating with technology
using the Company’s Human
Resource Management System.
Additionally, they implement Pay
for Performance (Achieve: Pearl’s
Performance Management System)
initiatives. These efforts aim to
foster a PearlONE culture, with
employee engagement central to all
HR initiatives.
Positive
A strong workforce
with high engagement,
retention rates, and
diversity brings
new perspectives,
experiences, and ideas,
fostering innovation,
enhancing performance,
and nurturing a positive
organisational culture.
This underscores the
Company’s commitment
to creating a conducive
work environment.
Negative
Failure to meet workforce
expectations can lead to
decreased productivity,
morale issues, and hinder
the Company’s long-term
growth plans.
114
PEARL GLOBAL INDUSTRIES LIMITED
Sl.
No
Material issue
identified
Indicate
whether
risk or
opportunity
(R/O)
Rationale for identifying the
risk/opportunity
In case of risk, approach to adapt
or
mitigate
Financial implications
of the risk or opportunity
(Indicate
positive or negative
implications)
6.
Business
ethics
Risk
Compromising ethical
standards could significantly
damage the organisation’s
reputation and integrity.
It may lead to reduced
productivity and hinder
business revenue growth
due to the tarnished image.
Investors might react
negatively to unethical
behaviour, impacting their
willingness to invest further.
This could indirectly affect
employee performance,
increase turnover, and pose
challenges in recruitment.
Effective policies and mechanisms
must be established to foster a
culture of integrity and address
evolving risks and challenges.
The Company has implemented
a conflict of interest policy and
a code of business conduct that
outlines the Company’s standards
and procedures for reporting and
addressing non-compliance. All
stakeholders are expected to adhere
to these policies.
Negative
Unethical behaviour
could directly tarnish the
bank’s reputation and
undermine morale and
employee productivity,
ultimately impacting the
organisation’s top-line
growth.
7.
Regulatory
& legal
compliance
Risk
The risk of non-compliance
exposes the Company to
legal penalties and financial
losses stemming from
failure to adhere to industry
laws and regulations. Non-
compliance can directly
impact the bank’s revenue,
valuations, and reputation,
potentially leading to missed
business opportunities.
Companies that prioritise
compliance typically achieve
improved performance
and enhanced process
efficiency. Compliance
also offers assurance and
provides investors with
a broader understanding
of the organisation’s
operations.
The Company appoints an industrial
engineer to ensure compliance
with industry norms and monitor
production processes according
to established guidelines. They
maintain a robust internal
control and compliance system,
onboarding customers only after
verifying complete compliance
with standards. Pearl Global’s
internal control system accurately
records transactions, includes
internal checks, and ensures prompt
reporting through SAP. Additionally,
the Company has adequate systems
in place to ensure that transactions
are properly recorded, authorised,
and reported, thereby safeguarding
Pearl Global’s assets.
Negative
Failure to comply could
damage reputation
and disrupt business
operations. Banks that
adhere to regulatory laws
effectively manage risks
and foster a stronger
sense of fairness and
loyalty among employees.
115
ANNUAL REPORT 2023-24
B SECTION
SECTION MANAGEMENT AND PROCESS DISCLOSURES
This section is aimed at helping businesses demonstrate the structures, policies and processes put in place
towards adopting the NGRBC Principles and Core Elements.
The National Guidelines for Responsible Business Conduct (NGRBCs) as prescribed by the Ministry of
Corporate Affairs advocates nine principles referred as P1-P9 as given below:
P1: Businesses should conduct and govern themselves with integrity, and in a manner that is Ethical,
Transparent and Accountable.
P2: Businesses should provide goods and services in a manner that is sustainable and safe.
P3: Businesses should respect and promote the well-being of all employees, including those in their value
chains.
P4: Businesses should respect the interests of and be responsive to all its stakeholders.
P5: Businesses should respect and promote human rights.
P6: Businesses should respect and make efforts to protect and restore the environment.
P7: Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is
responsible and transparent.
P8: Businesses should promote inclusive growth and equitable development.
P9: Businesses should engage with and provide value to their consumers in a responsible manner.
Disclosure questions
P 1
P 2
P 3
P 4
P 5
P 6
P 7
P 8
P 9
Policy and management processes
1.
a.
Whether your entity’s policy/
policies cover each principle
and its core elements of the
NGRBCs. (Yes/No)
Yes
b.
Has the policy been approved
by the Board? (Yes/No)
Yes
c.
Web link of the Policies,
if available
https://www.pearlglobal.com/investor-relations/corporate-governance
2.
Whether the entity has translated
the policy into procedures. (Yes/No)
Yes
3.
Do the enlisted policies extend to
your value chain partners? (Yes/No)
Yes
116
PEARL GLOBAL INDUSTRIES LIMITED
Disclosure questions
P 1
P 2
P 3
P 4
P 5
P 6
P 7
P 8
P 9
4.
Name of the national and
international codes/certifications/
labels/standards (e.g. Forest
Stewardship Council, Fairtrade,
Rainforest Alliance, Trustee)
standards (e.g. SA 8000, OHSAS,
ISO, BIS) adopted by your entity and
mapped to each principle.
All policies adhere to the applicable laws of the country, the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, and the National
Guidance on Responsible Business Conduct. In addition, these policies are
formulated in alignment with the following standards, wherever applicable:
ISO 14001:2015, ISO 45001:2018, OHSAS, UNGC Guidelines and ILO Guidance.
Pearl Global holds several internationally recognised certifications, including:
SLCP/FSLM, SMETA, Global Organic Textile Standards, Organic Content Standard,
Global Recycled Standard, Standard 100 by OEKO-TEX, USCTP, and FLAX
European Linen.
5.
Specific commitments, goals and
targets set by the entity with defined
timelines, if any.
The Company firmly integrates its financial performance with social and
environmental considerations. Pearl Global invests in its social and environmental
commitments, aiming for responsible growth and value creation for all
stakeholders. The Company continuously seeks innovative ways to minimise its
carbon footprint like using renewable energy and alternative fuels like PNG in its DG
and Boilers. Pearl Global undertakes sustainable initiatives like using eco-friendly
fabrics with extended lifespans, environmental impact measurements, solar
power generation, community solar lighting projects and green belt development
near Rajiv Chowk, Gurugram. The Company is committed to waste reduction, raw
material conservation and achieving zero pollution through various technological
upgrades and improvement projects. Moreover, Pearl Global channels its CSR
funds to empower vulnerable and marginalised communities, operating skill
centres like Project - Ek Nayi Pehchaan for women’s empowerment, educational
programmes like Badhtey Kadam for underprivileged children, scholarships
under the Mina Seth Charitable Trust and providing safe driving water facilities
in Melavalam village, Chennai. Pearl Global remains dedicated to responsible
stakeholder engagement and ensures all interactions adhere to its Code of
Conduct.
6.
Performance of the entity against
the specific commitments, goals
and targets along-with reasons in
case the same are not met.
Pearl Global has adopted the world’s leading processing standard for textiles
made from organic fabrics to promote sustainable solutions. The Company has
implemented a robust sustainability policy to effectively oversee and integrate
ESG aspects into its business operations. Continuously striving for process
improvements, the Company through its innovative measures, aims to reduce
energy consumption, emissions and waste.
•
The Company has enhanced biodiversity by establishing a green belt in
Gurugram.
•
All suppliers have undergone health & safety audits, achieving a 100%
assessment rate.
•
A dedicated ESG team is operational within the Company.
•
Pearl Global enjoys global recognition for its accomplishments and
milestones, consistently praised for excellence in operations, sales, exports,
and planning.
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ANNUAL REPORT 2023-24
7.
Statement by director responsible for the business responsibility report, highlighting ESG related
challenges, targets and achievements (listed entity has flexibility regarding the placement of this
disclosure)
Please refer to the Management’s comments on the initial page nos. 32 and 33 of Annual Report.
8
Details of the highest authority responsible for implementation and oversight of the Business
Responsibility policy (ies).
The Board of Directors, Corporate Social Responsibility Committee, Core Management Team and ESG
Team are collectively responsible for overseeing and implementing sustainability initiatives across the
business operations.
9.
Does the entity have a specified Committee of the Board/Director responsible for decision making
on sustainability related issues? (Yes/No). If yes, provide details.
The Corporate Social Responsibility Committee and ESG team are responsible for making decisions on
sustainability-related issues, guided by the Board of Directors and the Core Management team.
Governance, leadership and oversight
10
Details of review of NGRBCs by the Company:
Subject of review
Indicate whether review was undertaken by
Director/Committee of the Board/Any other
Committee
Frequency (annually/half yearly/quarterly/
any other – please specify)
P1
P2
P3
P4
P5
P6
P7
P8
P9
P1
P2
P3
P4
P5
P6
P7
P8
P9
Performance against above
policies and follow up action
Corporate Social Responsibility
Committee and the Board of Directors.
Ongoing
Compliancec with statutory
requirements of relevance to
the principles, and rectification
of any non-compliances
Corporate Social Responsibility
Committee and the Board of Directors.
Ongoing
11
Has the entity carried out independent assessment/evaluation of the working of its policies by an external agency?
(Yes/No). If yes, provide name of the agency
P1
P2
P3
P4
P5
P6
P7
P8
P9
Pearl Global has not engaged external agencies for independent assessment or evaluation of its policies. However, all policies
and processes undergo specific audits and reviews conducted internally within the Company.
12
If answer to question (1) above is “No” i.e. not all Principles are covered by a policy, reasons to be stated:
P1
P2
P3
P4
P5
P6
P7
P8
P9
a.
The entity does not consider the Principles material to its business
(Yes/No)
–
b.
The entity is not at a stage where it is in a position to formulate and
implement the policies on specified principles (Yes/No)
–
c.
The entity does not have the financial or/human and technical
resources available for the task (Yes/No)
–
d.
It is planned to be done in the next financial year (Yes/No)
–
e.
Any other reason (please specify)
–
118
PEARL GLOBAL INDUSTRIES LIMITED
C SECTION
SECTION MANAGEMENT AND PROCESS DISCLOSURES
This section is aimed at helping entities demonstrate their performance in integrating the Principles and
Core Elements with key processes and decisions. The information sought is categorised as “Essential” and
“Leadership”.
While the essential indicators are expected to be disclosed by every entity that is mandated to file this report,
the leadership indicators may be voluntarily disclosed by entities which aspire to progress to a higher level
in their quest to be socially, environmentally and ethically responsible.
Segment
Total number of
training and awareness
programmes held
Topics/principles covered under the
training and its impact
Percentage of persons in
respective category covered by
the awareness programmes
Board of
Directors
4
Business strategy, regulations,
corporate governance, sustainability
initiatives, CSR and supply chain
management.
100%
Key
Managerial
Personnel
5
100%
Employees
other than
BOD & KMP
4
Supervisory skill training workplace
cooperation programme, supervisory
development programme,
management development
programme, personal advancement
and career enhancement.
75%
Workers
12
Health and safety, behaviour, capability
building, and impact are to ensure
overall growth and maintain the best
work environment, ambiance and
Human Rights Policy.
90%
Businesses should conduct and govern themselves with integrity, and in a manner that is Ethical, Transparent
and Accountable.
PRINCIPLE 1
Essential Indicators
1
Percentage coverage by training and awareness programmes on any of the Principles during the financial year:
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ANNUAL REPORT 2023-24
2
Details of fines/penalties/punishment/award/compounding fees/settlement amount paid in proceedings (by the entity
or by directors / KMPs) with regulators/law enforcement agencies/judicial institutions, in the financial year, in the
following format (Note: the entity shall make disclosures on the basis of materiality as specified in Regulation 30 of
SEBI (Listing Obligations and Disclosure Obligations) Regulations, 2015 and as disclosed on the entity’s website):
Monetary
NGRBC principle
Name of the regulatory/
enforcement agencies/
judicial institutions
Amount
(in `)
Brief of the case
Has an appeal
been preferred?
(Yes/No)
Penalty/fine
-
-
0
-
-
Settlement
-
-
0
-
-
Compounding fee
-
-
0
-
-
Non-monetary
NGRBC
principle
Name of the regulatory/enforcement
agencies/judicial institutions
Brief of
the case
Has an appeal been
preferred? (Yes/No)
Imprisonment
-
-
-
-
Punishment
-
-
-
-
3
Of the instances disclosed in Question 2 above, details of the appeal/revision preferred in cases where monetary or
non-monetary action has been appealed.
Case details
Name of the regulatory/enforcement agencies/judicial institutions
Not Applicable
4
Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and if available, provide a
web-link to the policy.
Yes
https://www.pearlglobal.com/investor-relations/corporate-governance/
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PEARL GLOBAL INDUSTRIES LIMITED
5
Number of Directors/KMPs/employees/workers against whom disciplinary action was taken by any law enforcement
agency for the charges of bribery/corruption:
6
Details of complaints with regard to conflict of interest:
2023-24
(Current financial year)
2022 - 23
(Previous financial year)
Number
Remarks
Number
Remarks
Number of complaints received in relation to issues
of conflict of interest of the Directors
0
-
0
-
Number of complaints received in relation to issues
of conflict of interest of the KMPs
0
-
0
-
2023-24
(Current financial year)
2022-23
(Previous financial year)
Directors
KMPs
Employees
Workers
0
0
0
0
0
0
0
0
7
Provide details of any corrective action taken or underway on issues related to fines/penalties/action taken by
regulators/law enforcement agencies/judicial institutions, on cases of corruption and conflicts of interest.
Not Applicable
Leadership Indicators
Total number
of awareness
programmes held
Topics/principles
covered under the
training
Percentage of value
chain partners covered
(by value of business
done with such partners)
under the awareness
programmes
Pearl Global does not organise awareness programmes for its value chain partners.
2
Does the entity have processes in place to avoid/manage conflict of interests involving members of the Board? (Yes/
No) If Yes, provide details of the same.
Yes
https://www.pearlglobal.com/investor-relations/corporate-governance/
1
Awareness programmes conducted for value chain partners on any of the principles during the financial year:
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ANNUAL REPORT 2023-24
1
Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the environmental
and social impacts of product and processes to total R&D and capex investments made by the entity, respectively
3
Describe the processes in place to safely reclaim your products for reusing, recycling and disposing at the end of life,
for
Businesses should provide goods and services in a manner that is sustainable and safe.
PRINCIPLE 2
Essential Indicators
Current financial
year
Previous financial
year
Details of improvements in
environmental and social impacts
R & D
Nil
Capex
2
a.
Does the entity have procedures in place for sustainable sourcing? (Yes/No)
Yes
b.
If yes, what percentage of inputs were sourced sustainably?
23-25%
(a) Plastics (including packaging)
The Company segregates all waste into appropriate categories and stores it in designated areas. Additionally, the
Company ensures disposal of such waste through authorised vendors.
(b) E-waste
We have an agreement with Authorised vendors to dispose off e-waste.
(c) Hazardous waste
The management and transboundary movement of hazardous waste are conducted in compliance with the
Hazardous Waste Management Rules, 2016.
(d) Other waste
All non-hazardous waste is disposed of according to the Waste Handling Policy.
4
Whether Extended Producer Responsibility (EPR) is applicable to the entity’s activities (Yes/No). If yes, whether the
waste collection plan is in line with the Extended Producer Responsibility (EPR) plan submitted to Pollution Control
Boards? If not, provide steps taken to address the same.
No, Pearl Global is committed to integrating sustainability into every business decision throughout its value chain. The
waste collection plan aligns with government regulatory bodies like the Haryana State Pollution Control Board, the Tamil
Nadu Pollution Control Board and the Karnataka State Pollution Control Board.
122
PEARL GLOBAL INDUSTRIES LIMITED
Leadership Indicators
1
Has the entity conducted Life Cycle Perspective/Assessments (LCA) for any of its products (for manufacturing industry)
or for its services (for service industry)? If yes, provide details in the following format?
2
If there are any significant social or environmental concerns and/or risks arising from production or disposal of your
products/services, as identified in the Life Cycle Perspective/Assessments (LCA) or through any other means, briefly
describe the same along-with action taken to mitigate the same.
3
Percentage of recycled or reused input material to total material (by value) used in production (for manufacturing
industry) or providing services (for service industry).
NIC code
Name of Product/service
% of total turnover contributed
Boundary for which the Life Cycle Perspective/
Assessment was conducted
Whether conducted by independent external
agency (Yes/No)
Results communicated in public domain
(Yes/No) If yes, provide the web-link.
No assessments have been conducted in this financial year.
Name of product/service
Description of the risk/concern
Action taken
Not Applicable
Indicate input
material
Recycled or re-used input
material to total material
1.28%
2023-24
(Current financial year)
Recycled or re-used input
material to total material
0.68%
2022-23
(Previous financial year)
123
ANNUAL REPORT 2023-24
5
Reclaimed products and their packaging materials (as percentage of products sold) for each product category
4
Of the products and packaging reclaimed at end of life of products, amount (in metric tonnes) reused, recycled, and
safely disposed, as per the following format:
2023-24
(Current financial year)
2022-23
(Previous financial year)
Re-used
Recycled
Safely
disposed
Re-used
Recycled
Safely
disposed
Plastics (including packaging)
0
0
47.74
0
0
87.27
E-waste
0
0
2.05
0
0
0.17
Hazardous waste
0
0
0.866
0
0
0.718
Other waste
0
0
1,709.19
0.5
3.01
1,050.00
Reclaimed products and their
packaging materials as % of total
products sold in respective category
Indicate product category
Not Applicable
PEARL GLOBAL INDUSTRIES LIMITED
124
1
a
Details of measures for the well-being of employees:
b
Details of measures for the well-being of workers:
Businesses should respect and promote the well-being of all employees, including those in their value chains.
PRINCIPLE 3
Essential Indicators
Category
% of employees covered by
Total
(A)
Health
Insurance
Maternity
benefits
Paternity
benefits
Day care
facilities
Number
(B)
%
(B/A)
Number
(C)
% (C/A)
Number
(D)
% (D/A) Number
(E)
% (E/A)
Number
(F)
% (F/A)
Permanent employees
Male
1484
1484
100%
1484
100%
Not Applicable
0
0%
0
0%
Female
247
247
100%
247
100%
247
100%
Not Applicable
0
0%
Total
1731
1731
100%
1731
100%
247
100%
0
0%
0
0%
Other than permanent employees
Male
0
0
0%
0%
0%
Not Applicable
0
0%
0
0%
Female
0
0
0%
0%
0%
0
0%
Not Applicable
0
0%
Total
0
0
0%
0%
0%
0
0%
0
0%
0
0%
Category
% of employees covered by
Total
(A)
Health
Insurance
Accident
insurance
Maternity
benefits
Paternity
benefits
Day care
facilities
Number
(B)
%
(B/A)
Number
(C)
% (C/A)
Number
(D)
% (D/A) Number
(E)
% (E/A)
Number
(F)
% (F/A)
Permanent employees
Male
2327
2327
100%
2327
100%
Not Applicable
0
0%
0
0%
Female
5058
5058
100%
5058
100%
5058
100%
Not Applicable
0
0%
Total
7385
7385
100%
7385
100%
5058
100%
0
0%
0
0%
Other than permanent employees
Male
1228
1228
100%
1228
100%
Not Applicable
0
0%
0
0%
Female
569
569
100%
569
100%
569
100%
Not Applicable
0
0%
Total
1797
1797
100%
1797
100%
569
100%
0
0%
0
0%
125
ANNUAL REPORT 2023-24
2
Details of retirement benefits, for current FY and previous FY
Benefits
2023-24
2022-23
No. of
employees
covered as
a % of total
employees
No. of workers
covered as
a % of total
workers
Deducted and
deposited with
the authority
(Y/N/N.A.)
No. of
employees
covered as
a % of total
employees
No. of workers
covered as
a % of total
workers
Deducted and
deposited with
the authority
(Y/N/N.A.)
PF
20%
100%
Yes
29%
100%
Yes
Gratuity
100%
100%
Yes
100%
100%
Yes
ESI
15%
100%
Yes
23%
100%
Yes
Others - Please specify
-
-
-
-
-
-
3
Accessibility of workplaces
Are the premises/offices of the entity accessible to differently abled employees and workers, as per the requirements of
the Rights of Persons with Disabilities Act, 2016? If not, whether any steps are being taken by the entity in this regard
Yes
4
Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act,
2016? If so, provide a web-link to the policy.
Yes, the Company offers equal opportunities to all its employees and eligible applicants for employment, without unfair
discrimination based on race, caste, religion, colour, ancestry, marital status, gender, sexual orientation, age, nationality,
ethnic origin, disability or any other category protected by applicable law.
Weblink: https://www.pearlglobal.com/investor-relations/
5
Return to work and retention rates of permanent employees and workers that took parental leave.
Return to work rate
Return to work rate
Retention rate
Retention rate
Permanent
employees
Gender
Male
Female
Total
Permanent
workers
Not
Applicable
126
PEARL GLOBAL INDUSTRIES LIMITED
6
Is there a mechanism available to receive and redress grievances for the following categories of employees and worker?
If yes, give details of the mechanism in brief.
Yes/No (If yes, then give details of the mechanism in brief)
7
Membership of employees and worker in association(s) or Unions recognised by the listed entity:
8
Details of training given to employees and workers:
Yes, the Company provides a dedicated ethics line
portal (https://secure.integritymatters.in/signin) for all
the employees/workers worldwide to raise grievances
at each location or factory for resolution. A nominated
Global Ethics Committee handles all grievances.
Additionally, anonymous toll-free helpline numbers are
available for employees to report issues at any time.
Permanent workers
Other than permanent workers
Permanent employees
Other than permanent employees
Category
2023-24
2022-23
Total
employees/
workers in
respective
category (A)
No. of employees/
workers in respective
category, who are part
of association(s) or
Union (B)
%
(B / A)
Total
employees/
workers in
respective
category (C)
No. of employees/
workers in respective
category, who are part
of association(s) or
Union (D)
%
(D/C)
Total permanent
employees
Nil
Male
Female
Total permanent
workers
Male
Female
Category
2023-24
2022-23
Total
(A)
On health and
safety measures
On skill
upgradation
Total
(D)
On health and
safety measures
On skill
upgradation
No. (B)
% (B/A)
No. (C)
% (C/A)
No. (E)
% (E/D)
No. F
% (F/D)
Employees
Male
1484
1484
100%
1484
100%
1436
1436
100%
1436
100%
Female
247
247
100%
247
100%
218
218
100%
218
100%
Total
1731
1731
100%
1731
100%
1654
1654
100%
1654
100%
Workers
Male
3555
3555
100%
3555
100%
3898
3898
100%
3898
100%
Female
5627
5627
100%
5627
100%
5192
5192
100%
5192
100%
Total
9182
9182
100%
9182
100%
9090
9090
100%
9090
100%
127
ANNUAL REPORT 2023-24
9
Details of performance and career development reviews of employees and worker:
10
Health and safety management system:
11
Details of safety related incidents, in the following format:
Category
2023-24
2022-23
Total (A)
No.(B)
% (B/A)
Total (C)
No.(D)
% (D/C)
Employees
Male
1484
1484
100%
1436
1436
100%
Female
247
247
100%
218
218
100%
Total
1731
1731
100%
1654
1654
100%
Workers
Male
3555
3555
100%
3898
3898
100%
Female
5627
5627
100%
5192
5192
100%
Total
9182
9182
100%
9090
9090
100%
Safety incident/number
Category
2023-24
2022-23
Lost Time Injury Frequency Rate (LTIFR) (per one
million-person hours worked)
Employees
Nil
Nil
Workers
Total recordable work-related
injuries
Employees
Workers
No. of fatalities
Employees
Workers
High consequence work-related injury or ill-health
(excluding fatalities
Employees
Workers
Whether an occupational health and safety
management system has been implemented by the
entity? (Yes/No). If yes, the coverage such system?
Yes, as per the Factory Act.
What are the processes used to identify work-
related hazards and assess risks on a routine and
non-routine basis by the entity?
Pearl Global conducts risk assessments every
six months to ensure safety measures across all
critical areas. Starting this year, the Company has
implemented daily safety protocols to monitor
hazardous areas regularly.
a.
b.
Whether you have processes for workers to report
the work related hazards and to remove themselves
from such risks. (Y/N)
Health & Safety Committee meetings occur quarterly,
with suggestion boxes installed within the factory
for reporting safety or other concerns. Additionally,
employees have access to anonymous helpline toll-
free numbers to report any issues at any time.
Do the employees/worker of the entity have access
to non-occupational medical and healthcare
services? (Yes/No)
Yes.
c.
d.
128
PEARL GLOBAL INDUSTRIES LIMITED
12
Describe the measures taken by the entity to ensure a safe and healthy work place.
Yes, Pearl Global implements a comprehensive group-wide health & safety policy aimed at fostering safe and healthy
working environments across all its facilities.
13
Number of complaints on the following made by employees and workers:
14
Assessments for the year:
15
Provide details of any corrective action taken or underway to address safety-related incidents (if any) and on significant
risks/concerns arising from assessments of health & safety practices and working conditions.
The assessment did not identify any significant risks or concerns.
Category
2023-24
2022-23
Filed during
the year
Pending
resolution at the
end of year
Remarks
Filed during
the year
Pending
resolution at the
end of year
Remarks
Working conditions
10
0
NA
Nil
Nil
NA
Health & safety
16
0
NA
Nil
Nil
NA
% of your plants and offices that were assessed (by entity or statutory authorities or third parties)
100%
by entity or statutory authorities.
100%
by entity or statutory authorities.
Health and
safety practices
Working
conditions
Leadership Indicators
1
Does the entity extend any life insurance or any compensatory package in the event of death of (A) Employees (Y/N) (B)
Workers (Y/N).
(A) Employees (Y) (B) Workers (Y)
2
Provide the measures undertaken by the entity to ensure that statutory dues have been deducted and deposited by the
value chain partners.
Monthly reconciliation and confirmation process are in place and wherever there is gap, corrective measures are taken.
129
ANNUAL REPORT 2023-24
3
Provide the number of employees/workers having suffered high consequence work related injury/ill-health/fatalities
(as reported in Q11 of Essential Indicators above), who have been are rehabilitated and placed in suitable employment
or whose family members have been placed in suitable employment:
6
Provide details of any corrective actions taken or underway to address significant risks/concerns arising from
assessments of health and safety practices and working conditions of value chain partners.
No significant risks or concerns were identified.
Category
Total no. of affected
employees/workers
No. of employees/workers that are rehabilitated
and placed in suitable employment or whose family
members have been placed in suitable employment
2023-24
2022-23
2023-24
2022-23
Employees
Nil
Nil
Nil
NA
Workers
Nil
Nil
Nil
NA
100%
100%
Health and
safety practices
Working
conditions
4
Does the entity provide transition assistance programs to facilitate continued employability and the management of
career endings resulting from retirement or termination of employment? (Yes/No)
No
5
Details on assessment of value chain partners:
% of value chain partners (by value of business done with such partners) that were assessed
130
PEARL GLOBAL INDUSTRIES LIMITED
1
Describe the processes for identifying key stakeholder groups of the entity
Pearl Global identifies its stakeholders through periodic stakeholder mapping exercises. The Company’s early
engagement policy provides a valuable opportunity to influence stakeholder perceptions and build long-term
relationships that enhance performance. Stakeholders are prioritised based on their importance to business operations,
categorised according to their connection to different stages of operations, as well as the impact and risks they face. In
this financial year, Pearl Global conducted its first materiality assessment through a survey involving a diverse group
of internal and external stakeholders. The feedback received played a crucial role in identifying key material issues
relevant to the Company. This allows the Company to address these issues effectively and advance its sustainable
business practices.
Businesses should respect the interests of and be responsive to all its stakeholders.
PRINCIPLE 4
Essential Indicators
2
List stakeholder groups identified as key for your entity and the frequency of engagement with each stakeholder group
Stakeholder group
Whether
identified as
vulnerable &
marginalised
group (Yes/No)
Channels of communication
(Email, SMS, newspaper,
pamphlets, advertisement,
community meetings, notice
board, website), other
Frequency of
engagement
(annually/half yearly/
quarterly/others –
please specify)
Purpose and scope of
engagement including
key topics and
concerns raised during
such engagement
Employees
No
• Team meetings
• Email communication
• Trainings
• Orientation/induction
programme
• Town halls
• Learning Initiatives
• Annual performance
reviews
• Rewards and recognition
• Exit interviews
Ongoing -Throughout
the year
Employee well-being,
grievance handling,
career development,
organisational strategy,
vision, policies, and
procedures, workplace
health and safety, and
compensation and
benefits
Customers
No
Customer meetings,
personal/telephonic
Interactions, conferences,
customer surveys, face-to-
face meetings, e-mails, and
customer feedbacks
Ongoing -Throughout
the year
Understanding
customer needs,
preferences, and
expectations.
Complaints handling
and new product
development
communication and
feedback
Shareholders
No
Annual General Meeting,
shareholder meetings, plant
visit, email, Stock Exchange
(SE) intimations, investor/
analysts meet/conference
calls, annual reports,
quarterly results, media
releases and Company
website.
Ongoing-throughout
the year
Disseminating and
sharing of financial
performance and
business updates with
the shareholders with
a view to updating and
also to seeking their
approval, as required.
131
ANNUAL REPORT 2023-24
Stakeholder group
Whether
identified as
vulnerable &
marginalised
group (Yes/No)
Channels of communication
(Email, SMS, newspaper,
pamphlets, advertisement,
community meetings, notice
board, website), other
Frequency of
engagement
(annually/half yearly/
quarterly/others –
please specify)
Purpose and scope of
engagement including
key topics and
concerns raised during
such engagement
Value chain partners
No
Visits and personal/
telephonic interactions,
trainings and communication
via e-mails.
Ongoing
Maintaining
relationships with
suppliers of raw
materials and indirect
services are crucial for
Pearl Global to ensure
uninterrupted delivery
to its consumers.
Communities
Yes
Promoting special education,
advancing gender equality
and empowering women and
supporting children in rural
areas.
Ongoing
Improved access to
basics, including water,
sanitation and hygiene,
promoting education.
Regulators/Govt.
Ministries
No
Industry associations/
forums corporate
presentations/written
reports/e-mails,
communication briefings
and direct meetingss
Ongoing
Compliance, and
industry concerns.
Leadership Indicators
1
Provide the processes for consultation between stakeholders and the Board on economic, environmental, and social
topics or if consultation is delegated, how is feedback from such consultations provided to the Board.
Stakeholder consultation with the Board is integrated into the management process through delegation. The Company
engages with its stakeholders regularly and as required, adapting the format of engagement based on the stakeholders’
nature and requirements.
2
Whether stakeholder consultation is used to support the identification and management of environmental, and social
topics (Yes/No). If so, provide details of instances as to how the inputs received from stakeholders on these topics were
incorporated into policies and activities of the entity.
Yes, this year marks a significant milestone for Pearl Global with the launch of its inaugural sustainability report titled
Fashioning ‘A Green Future’. The Company prioritises transparency and precision in documenting its progress, aligning
closely with the UN SDGs. Insights from the Company’s materiality assessment, involving 33 stakeholders, have
provided valuable guidance on stakeholder concerns and priorities, influencing decision-making and resource allocation.
Compliance with legal regulations and the social well-being of Pearl Global’s stakeholders are highlighted as primary
priorities, underscoring its commitment to ethical business practices and community welfare.
3
Provide details of instances of engagement with, and actions taken to, address the concerns of vulnerable/marginalised
stakeholder groups.
Pearl Global’s CSR initiatives target disadvantaged, vulnerable and marginalised segments of society. These activities are
mentioned in principle no. 8.
132
PEARL GLOBAL INDUSTRIES LIMITED
Businesses should respect and promote human rights.
PRINCIPLE 5
Essential Indicators
Category
2023-24
2022-23
Total (A)
No. employees
workers covered
(B)
% (B/A)
Total (C)
No. employees
workers covered
(D)
% (D/A)
Employees
Permanent
1731
1731
100.00%
1654
1000
60.46%
Other than permanent
0
0
0.00%
0
0
0.00%
Total Employees
1731
1731
100.00%
1654
1000
60.46%
Workers
Permanent
7385
7385
100.00%
6798
6798
100.00%
Other than permanent
1797
1797
100.00%
2292
2292
100.00%
Total Workers
9182
9182
100.00%
9090
9090
90.90%
1
Employees and workers who have been provided training on human rights issues and policy(ies) of the entity, in the
following format:
2
Details of minimum wages paid to employees and workers, in the following format:
Category
2022-23
2021-22
Total (A)
Equal to Minimum
Wage
More than
Minimum Wage
Total D
Equal to Minimum
Wage
More than
Minimum Wage
No. (B)
% (B/A)
No. (C)
% (C/A)
No. (E)
% (E/D)
No. (F)
% (F/D)
Employees
Permanent
1731
0
0%
1731
100%
1654
0
0%
1654
100%
Male
1484
0
0%
1484
100%
1436
0
0%
1436
100%
Female
247
0
0%
247
100%
218
0
0%
218
100%
Other than
Permanent
0
0
0%
0
0%
0
0
0%
0
0%
Male
0
0
0%
0
0%
0
0
0%
0
0%
Female
0
0
0%
0
0%
0
0
0%
0
0%
Workers
Permanent
7385
7385
100%
0
0%
6798
6798
100%
0
0%
Male
2327
2327
100%
0
0%
2086
2086
100%
0
0%
Female
5058
5058
100%
0
0%
4712
4712
100%
0
0%
Other than
Permanent
1797
1797
100%
0
0%
2292
2292
100%
0
0%
Male
1228
1228
100%
0
0%
1812
1812
100%
0
0%
Female
569
569
100%
0
0%
480
480
100%
0
0%
133
ANNUAL REPORT 2023-24
3
Details of remuneration/salary/wages, in the following format:
6
Number of complaints on the following made by employees and workers:
Male
Female
Number
Median remuneration/
salary/wages of
respective category
Number
Median remuneration/
salary/ wages of
respective category
Board of Directors (BoD)
12
172444 p.m.
3
Nil
Key Managerial Personnel (other than BoD)
2
501024 p.m.
1
221021 p.m.
Employees other than BoD and KMP
1473
31000 p.m.
243
28169p.m.
Workers
2327
12100 p.m.
5058
10700 p.m.
4
Do you have a focal point (Individual/Committee) responsible for addressing human rights impacts or
issues caused or contributed to by the business? (Yes/No)
The ethics team is responsible for addressing human rights impacts and concerns.
5
Describe the internal mechanisms in place to redress grievances related to human rights issues.
There is an Ethics Committee, which addresses grievances related to human rights impacts. All our business
units, factories and offices are committed to respect the human rights of our workforce.
Category
2023-24
Current Financial Year
2022-23
Previous Financial Year
Filed during the
year
Pending
resolution at the
end of year
Remarks
Filed during the
year
Pending
resolution at the
end of year
Remarks
Sexual Harassment
Nil
Discrimination at
workplace
Child Labour
Forced Labour/
Involuntary Labour
Wages
Other Human
Rights related issues
7
Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases
The Company has a POSH committee in place and complies with all the regulatory Labour Laws. The
Whistleblower policies have also been communicated to all stakeholders.
8
Do human rights requirements form part of your business agreements and contracts? (Yes/No)
Yes, we have a Global Governance Manual which emphasizes on Human Rights requirements. We prefer these
principles to be part of our Business agreements and contracts too.
134
PEARL GLOBAL INDUSTRIES LIMITED
9
Assessments for the year:
10
Provide details of any corrective actions taken or underway to address significant risks/concerns arising from the
assessments at Question 9 above.
Not Applicable
% of your plants and offices that were assessed
(by entity or statutory authorities or third parties)
Child labour
100%
Forced/involuntary labour
100%
Sexual harassment
100%
Discrimination at workplace
100%
Wages
100%
Others – please specify
100%
Leadership Indicators
1
Details of a business process being modified / introduced as a result of addressing human rights grievances/complaints.
During the reporting period, no business processes have been modified or introduced for addressing human rights
grievances/complaints.
2
Details of the scope and coverage of any Human rights due-diligence conducted.
No due-diligence has been conducted on human rights
3
Is the premise/office of the entity accessible to differently abled visitors, as per the requirements of the Rights of
Persons with Disabilities Act, 2016?
Yes
% of value chain partners (by value of business done with
such partners) that were assessed
Sexual Harassment
100%
Discrimination at workplace
100%
Child Labour
100%
Forced Labour/Involuntary Labour
100%
Wages
100%
Others – please specify
NIL
5
Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the
assessments at Question 4 above.
Not Applicable
4
Details on assessment of value chain partners:
135
ANNUAL REPORT 2023-24
1.
Details of total energy consumption (in Giga Joules) and energy intensity, in the following format:
3.
Provide details of the following disclosures related to water, in the following format:
Businesses should respect and make efforts to protect and restore the environment.
PRINCIPLE 6
Essential Indicators
Parameter
2023-24
2022-23
Total electricity consumption (A)
28,559.78
28,674.83
Total fuel consumption (B)
47.65
6,599.80
Energy consumption through other sources (C)
8.70
4,119.05
Total energy consumption (A+B+C)
28,616.13
39,393.68
Energy intensity per rupee Crores of turnover
(Total energy consumption/turnover in ` Cr)
30
42.19
Energy intensity (optional) – the relevant metric may be selected
by the entity
-
Note: Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency: No
Parameter
2023-24
2022-23
Water withdrawal by source (in kilolitres)
(i)
Surface water
NA
-
(ii)
Groundwater
40,109.00
83,515.00
(iii) Third party water (tanker)
4,338.00
8,407.00
(iv) Seawater/desalinated water
NA
-
(v)
Water from municipal corporation
88,287.00
-
(vi) Others
275.62
Total volume of water withdrawal (in kilolitres) (i + ii + iii + iv + v)
1,32,734.00
92,197.62
Total volume of water consumption (in kilolitres)
1,32,734.00
92,197.62
Water intensity per rupee Crores of turnover (Water consumed/
turnover)
139.177
82.53
Water intensity (optional) – the relevant metric may be selected by
the entity
-
-
Note: Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency: No
2.
Does the entity have any sites/facilities identified as designated consumers (DCs) under the Performance, Achieve and
Trade (PAT) Scheme of the Government of India? (Y/N) If yes, disclose whether targets set under the PAT scheme have
been achieved. In case targets have not been achieved, provide the remedial action taken, if any.
No
136
PEARL GLOBAL INDUSTRIES LIMITED
5
Please provide details of air emissions (other than GHG emissions) by the entity, in the following format:
6
Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity, in the following format:
Parameter
Please
specify unit
2023-24
2022-23
NOx
µg/m3
5.13
28.83
Sox
µg/m3
1.84
11.07
Particulate matter (PM)
µg/m3
21.60
91.81
Persistent organic pollutants (POP)
µg/m3
-
-
Volatile organic compounds (VOC)
µg/m3
-
-
Hazardous air pollutants (HAP)
µg/m3
0.11
82.20
Others – please specify
µg/m3
38.21
41.90
Note: Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency: No
Parameter
Unit
2023-24
2022-23
Total Scope 1 emissions (Break-up of the GHG into
CO2, CH4, N2O, HFCs, PFCs, SF6, NF3, if available)
Ton of CO2
25.77
425.43
Total Scope 2 emissions (Break-up of the GHG into
CO2, CH4, N2O, HFCs, PFCs, SF6, NF3, if available)
Ton of CO2
7,170.84
6,292.53
Total Scope 1 and Scope 2 emissions per rupee
Crores of turnover
Ton of CO2
7.54
7.19
Total Scope 1 and Scope 2 emission intensity
(optional) – the relevant metric may be selected by
the entity
-
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If
yes, name of the agency. No
4.
Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage and
implementation.
No
7.
Does the entity have any project related to reducing Green House Gas emission? If Yes, then provide details.
No
137
ANNUAL REPORT 2023-24
8
Provide details related to waste management by the entity, in the following format:
Parameter
2023-24
2022-23
Total waste generated (in metric tonnes)
Plastic waste (A)
43.31
65.50
E-waste (B)
1.86
1.50
Bio-medical waste (C)
0.03
0.10
Construction and demolition waste (D)
-
-
Battery waste (E)
0.23
0.01
Radioactive waste (F)
-
-
Other hazardous waste (oil-soaked cotton waste, DG filters, paint cans,
chemical cans, paint residue, oil sludge, DG chimney soot, coolant oil
and used oil). Please specify, if any. (G)
0.87
1.20
Other non-hazardous waste generated (H). Please specify, if any. (Break-
up by composition i.e. by materials relevant to the sector)
1709.19
1,050.00
Total (A+B+C+D+E+F+G+H)
1755.49
1,118.31
For each category of waste generated, total waste recovered through recycling,
re-using or other recovery operations (in metric tonnes)
Category of waste
(i)
Recycled
6.95
(ii)
Re-used
0.5
(iii) Other recovery operations
0
Total
7
For each category of waste generated, total waste disposed by nature of disposal method (in metric tonnes)
Category of waste
(i)
Incineration
The waste is sent to
authorised vendors
for safe disposal.
(ii)
Landfilling
(iii) Other disposal operations
Total
Note: Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency? (Y/N) If
yes, name of the external agency
138
PEARL GLOBAL INDUSTRIES LIMITED
10
If the entity has operations/offices in/around ecologically sensitive areas (such as national parks, wildlife sanctuaries,
biosphere reserves, wetlands, biodiversity hotspots, forests, coastal regulation zones etc.) where environmental
approvals/clearances are required, please specify details in the following format:
11
Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the
current financial year:
12
Is the entity compliant with the applicable environmental law/regulations/guidelines in India; such as the Water
(Prevention and Control of Pollution) Act, Air (Prevention and Control of Pollution) Act, Environment protection act and
rules thereunder (Y/N). If not, provide details of all such non-compliances, in the following format:
9
Briefly describe the waste management practices adopted in your establishments. Describe the strategy
adopted by your company to reduce usage of hazardous and toxic chemicals in your products and processes
and the practices adopted to manage such wastes
The waste is generated and disposed of responsibly in accordance with regulatory norms set by the State
Pollution Control Board (SPCB) and the Central Pollution Control Board (CPCB).
Sl.
no
Location of
operations/offices
Type of
operations
Whether the conditions of environmental approval/clearance are
being complied with? (Y/N) If no, the reasons thereof and corrective
action taken, if any
Nil
Name and brief details
of project
EIA
notification no.
Date
Whether conducted by
independent external
agency (Yes/No)
Results
communicated in
public domain
(Yes/No)
Relevant web
link
The identification and assessment of environmental risks are currently underway.
Sl.
no
Specify the law/regulation/
guidelines which was not
complied with
Provide details of the non-
compliance details of the
noncompliance
Any fines/penalties/action taken by
regulatory agencies such as pollution
control boards or by courts
Corrective action
taken, if any
Pearl Global adheres to all relevant laws and regulations at all operational sites.
139
ANNUAL REPORT 2023-24
2
Please provide details of total Scope 3 emissions & its intensity, in the following format:
1
Water withdrawal, consumption and discharge in areas of water stress (in kilolitres):
Pearl Global’s factories and offices do not withdraw, consume or discharge water in areas experiencing water stress.
Note: No independent assessment/evaluation/assurance has been carried out by an external agency.
Parameter
Unit
2023-24
2022-23
Total Scope 3 emissions (Break-up of the GHG into
CO2, CH4, N2O, HFCs, PFCs, SF6, NF3, if available)
Metric tonnes of CO2
equivalent
Pearl Global aims to track Scope 3
emissions in the upcoming financial year.
Total Scope 3 emissions per rupee of turnover
Total Scope 3 emission intensity (optional) – the
relevant metric may be selected by the entity
Sl. no
Initiative undertaken
Details of the initiative (Web-link, if any, may
be provided along-with summary)
Outcome of the initiative
1
Energy reductions
The Company has replaced its ordinary
lights (36 watts) with LED lights (18 watts).
Reduced GHG emissions
2
Optimised energy use
Conversion of ordinary motors to energy
efficient turbo-motors
Minimised GHG emissions
3
Conversion of diesel geneartors
from diesel to PNG and diesel
Fuel change process in diesel generators
Decreased GHG emissions
4
ETP and STP
Capacity of ETP and STP increased
Water optimisation
4
If the entity has undertaken any specific initiatives or used innovative technology or solutions to improve resource
efficiency, or reduce impact due to emissions/effluent discharge/waste generated, please provide details of the same
as well as outcome of such initiatives, as per the following format:
3
With respect to the ecologically sensitive areas reported at Question 10 of Essential Indicators above, provide details
of significant direct & indirect impact of the entity on biodiversity in such areas along-with prevention and remediation
activities.
Not Applicable
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N)
If yes, name of the external agency- No
Leadership Indicators
140
PEARL GLOBAL INDUSTRIES LIMITED
5
Does the entity have a business continuity and disaster management plan? Give details in 100 words/web
link.
Business continuity and disaster management planning are integral components of the Company’s Risk
Management Policy. Weblink: https://www.pearlglobal.com/investor-relations/.
6
Disclose any significant adverse impact to the environment, arising from the value chain of the entity. What
mitigation or adaptation measures have been taken by the entity in this regard
Nil
7
Percentage of value chain partners (by value of business done with such partners) that were assessed for
environmental impacts.
Nil
141
ANNUAL REPORT 2023-24
1
a.
Number of affiliations with trade and industry chambers/associations. (As below)
b.
List the top 10 trade and industry chambers/associations (determined based on the total members of such body)
the entity is a member of/ affiliated to.
Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and
transparent.
PRINCIPLE 7
Essential Indicators
Apparel Export Promotion Council
Gurgaon Industrial Association
Gurgaon Chamber of Commerce
Federation of Indian Export Organisations
National
State
State
National
Name of the trade and industry
chambers/associations
Reach of trade and industry chambers/
associations (state/national)
2
Provide details of corrective action taken or underway on any issues related to anticompetitive conduct by the entity,
based on adverse orders from regulatory authorities.
Name of authority
Brief of the case
Corrective action taken
NIL
Leadership Indicators
1
Details of public policy positions advocated by the entity:
Sr.
no
Public policy
advocated
Method resorted
for such
advocacy
Whether information
available in public domain?
(Yes/No)
Frequency of Review by Board
(annually/ half yearly/quarterly/
others – please specify)
Web link, if
available
NIL
142
PEARL GLOBAL INDUSTRIES LIMITED
Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and
transparent.
PRINCIPLE 8
Essential Indicators
1
Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, in the current
financial year.
2
Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being undertaken by your
entity, in the following format:
Name and brief
details of project
SIA
notification
no.
Date of
notification
Whether conducted by
independent external
agency (Yes/No)
Results communicated
in public domain
(Yes/No)
Relevant
web link
The Company has not undertaken SIA for the current financial year
Sl.no
Name of project
for which R&R is
ongoing
State
District
No. of Project Affected
Families (PAFs)
% of PAFs
covered by R&R
Amounts paid to
PAFs in the FY
(in `)
Not Applicable
Directly sourced from MSMEs/small producers
2023-24
2022-23
Sourced directly from within the district and neighbouring districts
12%
34%
16%
29%
4
Percentage of input material (inputs to total inputs by value) sourced from suppliers:
3
Describe the mechanisms to receive and redress grievances of the community.
Pearl Global’s operations have no direct or indirect negative impact on the environment or society, resulting in minimal
community grievances. However, the Company engages with community stakeholders to comprehend their needs and
aspirations. Pearl Global actively participates in community engagement initiatives through its CSR projects.
143
ANNUAL REPORT 2023-24
Sl.no
Intellectual property based on
traditional knowledge
Owned/Acquired
(Yes/No)
Benefit shared
(Yes/No)
Basis of calculating
benefit share
-
-
-
-
Leadership Indicators
1
Provide details of actions taken to mitigate any negative social impacts identified in the Social Impact Assessments
(Reference: Question 1 of Essential Indicators above):
2
Provide the following information on CSR projects undertaken by your entity in designated aspirational districts as
identified by government bodies:
Details of negative social impact identified
Corrective action taken
Not Applicable
Sl.no
State
Aspirational district
Amount spent (in `)
CSR projects not undertaken in aspirational districts
3.
(a) Do
you
have
a
preferential
procurement
policy
where
you
give preference to purchase from
suppliers comprising marginalised/
vulnerable groups? (Yes/No)
No
3.
(b) From which marginalised/vulnerable
groups do you procure?
Pearl
Global
does
not
source
materials
from
marginalised
groups.
3.
(c)
What percentage of total procurement
(by value) does it constitute?
Not Applicable
4
Details of the benefits derived and shared from the intellectual properties owned or acquired by your entity (in the
current financial year), based on traditional knowledge:
5
Details of corrective actions taken or underway, based on any adverse order in intellectual property related disputes
wherein usage of traditional knowledge is involved.
Name of authority
Brief of the case
Corrective action taken
Not Applicable
144
PEARL GLOBAL INDUSTRIES LIMITED
6
Details of beneficiaries of CSR projects:
Sl.no
CSR project
No. of persons benefitted
from CSR Projects
% of beneficiaries from vulnerable
and marginalised groups
1
Education - Badhtey Kadam is a project
launched in government schools in Gurgaon to
support underprivileged children. The Company
has introduced remedial classes to enhance
their mainstream education.
770 students
100%
2
Environment Sustainability - Green Belt: At Rajiv
Chowk, Gurugram, 0.5 acres of land have been
adopted to develop it into a green belt area.
Community benefits
include enhanced air
quality, groundwater
quality improvement, and
temperature regulation.
This initiative also supports
biodiversity by providing
habitats for various plants
and animals.
Approx. 70%
3
Women
Development
-
Project
Ek
Nayi
Pehchaan aims to empower women through
skill development initiatives. Women participate
in specialised courses in cutting and tailoring,
along with training in entrepreneurial skills to
enable them to start their own businesses.
70 women & families
100%
145
ANNUAL REPORT 2023-24
Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and
transparent.
PRINCIPLE 9
Essential Indicators
1
Describe the mechanisms in place to receive and respond to consumer complaints and feedback.
A well-established system is in place for handling customer feedback and complaints. Customers have multiple
options to connect with the Company, including e-mail, telephone, website, social media, and feedback forms,
among others. All complaints are promptly addressed, and every effort is made to resolve them.
2
Turnover of products and/services as a percentage of turnover from all products/service that carry information about:
3
Number of consumer complaints in respect of the following:
Environmental and social parameters relevant to the product
Safe and responsible usage
As a percentage to total turnover
Recycling and/or safe disposal
100%
100%
NIL
2023-24
Current Financial Year
2022-23
Previous Financial Year
Received
during the
year
Pending
resolution at the
end of year
Remarks
Received
during the
year
Pending
resolution at the
end of year
Remarks
Data privacy
0
0
Nil
0
0
Nil
Advertising
0
0
Nil
0
0
Nil
Cyber-security
0
0
Nil
0
0
Nil
Delivery of products
0
0
Nil
0
0
Nil
Quality of products
3
0
Nil
3
0
Pearl Global
recalled the
consignment
and replaced
it with other
products.
Restrictive trade practices
0
0
Nil
0
0
Nil
Unfair trade practices
0
0
Nil
0
0
Nil
Other
0
0
Nil
0
0
Nil
146
PEARL GLOBAL INDUSTRIES LIMITED
4
Details of instances of product recalls on account of safety issues:
Number
Reasons for recall
Voluntary recalls
Forced recalls
0
0
NA
NA
5
Does the entity have a framework/policy on cyber security and risks related to data privacy? (Yes/No)
If available, provide a web-link of the policy.
Yes. Web Link: https://www.pearlglobal.com/investor-relations/corporate-governance/
6
Provide details of any corrective actions taken or underway on issues relating to advertising, and
delivery of essential services; cyber security and data privacy of customers; re-occurrence of
instances of product recalls; penalty/action taken by regulatory authorities on safety of products/
services
No incidents related to the mentioned topics have been reported.
Leadership Indicators
1
Channels/platforms where information on
products and services of the entity can be
accessed (provide web link, if available).
Detailed information about all the products
and services offered by the Company is
available at: https://www.pearlglobal.com/
products/
2
Steps taken to inform and educate
consumers about safe and responsible
usage of products and/or services.
The
product
tags
feature
detailed
instructions for safe and responsible use,
including guidelines for washing, drying,
and ironing.
3
Mechanisms in place to inform consumers
of any risk of disruption/discontinuation
of essential services
The Company is not engaged in providing
of essential services.
147
ANNUAL REPORT 2023-24
4
Does the entity display product information on the product over and above what is mandated as per local laws?
(Yes/No/Not Applicable) If yes, provide details in brief. Did your entity carry out any survey with regard to
consumer satisfaction relating to the major products/services of the entity, significant locations of operation
of the entity or the entity as a whole? (Yes/No)
Yes, Pearl Global displays essential product information on its labels. The Company’s clients are well-known retail
chains, and it actively seeks feedback on consumer fashion trends and preferences.
5
Provide the following information relating to data breaches:
b.
Percentage of data breaches
involving personally identifiable
information of customers
a.
Number of instances of data
breaches along-with impact
NIL
148
PEARL GLOBAL INDUSTRIES LIMITED
ANNEXURE - VI
[PURSUANT TO RULE 5 (1) OF THE COMPANIES (APPOINTMENT AND
REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014]
Sl.
No.
Particulars
Disclosures
I
The ratio of the remuneration of each Director to the median
remuneration of the employees for the financial year
Mr. Pallab Banerjee (MD) 100.65x
Mr. Shailesh Kumar (WTD) 7.66x
Mr. Deepak Kumar (WTD) 8.97x
II
The percentage increase in remuneration of each Director,
CFO, CS in the financial year
Mr. Pallab Banerjee (MD) 36.36
Mr. Shailesh Kumar (WTD) 9.60
Mr. Deepak Kumar (WTD) 5.00
Mr. Sanjay Gandhi (Group CFO) 20
Mr. Narendra Somani (CFO) NIL
Ms. Shilpa Budhia (Company Secretary) 4.00
III
The percentage increase in the median remuneration of
employees in the financial year
The median remuneration of the employees in the financial
year was increased by 5.21%.
IV
The number of permanent employees on the rolls of the
Company
There were approx 9116 permanent employees as on
March 31, 2024
V
Average percentile increase already made in the salaries of
employees other than the managerial personnel in the last
financial year and its comparison with the percentile increase
in the managerial remuneration and justification thereof
and point out if there are any exceptional circumstances for
increase in the managerial remuneration;
Average percentile increase in the salary of employees
other than managerial personnel in the last financial year
was 5.21%.
Average percentile increase in the salary of Managerial
personnel in the last financial year was 16.99%.
VI
Affirmation that the remuneration is as per the remuneration
policy of the Company
The remuneration paid to Directors/employees is as per
remuneration policy.
149
ANNUAL REPORT 2023-24
ANNEXURE - VIII
PARTICULARS OF ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND
OUTGO REQUIRED UNDER THE COMPANIES (ACCOUNTS) RULES, 2014.
A.
CONSERVATION OF ENERGY
(i)
Steps taken for conservation of energy:
-
Installed Steam boilers in place of electrical boilers
-
Replaced old office electrical items like Air Conditions, fans with energy efficient ones
-
Other measures like placing focused lighting systems and reducing lights wherever not needed
-
Effective utilisation of work station for energy conservation
(ii) Steps taken by the Company for utilising alternate sources of energy:
The Company being into garment manufacturing does not consume heavy electricity. However, the Company has
installed 200 KW capacity of solar energy plant at its factory located at Chennai.
(iii) The Capital investment on energy conversation equipment:
The Company has invested approx ` 1.07 Crores for installation of solar energy plant.
B.
TECHNOLOGY ABSORPTION:
(i)
Efforts made towards technology absorption:
Nil
(ii) Benefits derived like product improvement, cost reduction, product development or import substitution:
Not Applicable
(iii) In case of imported technology (imported during the last three years reckoned from the beginning of the financial
year):
a
Technology Imported
:
Not Applicable
b
Year of Import
:
N.A.
c
Has technology been fully absorbed?
:
N.A.
d
If not fully absorbed, areas where this has not taken place, and the reasons.
:
N.A.
(iv) The expenditure incurred on Research & Development:
(` in Lakh)
Expenditure on R & D
2023-24
2022-23
a)
Capital
NIL
NIL
b)
Recurring
769.12
419.13
Total
769.12
419.13
C.
FOREIGN EXCHANGE EARNINGS AND OUTGO
Foreign Exchange Earnings
(` in Lakh)
Particulars
2023-24
2022-23
Export of Goods - FOB basis
86,729.91
1,00,943.77
Interest Income
18.68
8.07
IT/SAP Income
157.99
151.38
Total
86,906.58
1,01,103.22
150
PEARL GLOBAL INDUSTRIES LIMITED
Foreign Exchange Outgo
(` in Lakh)
Particulars
2023-24
2022-23
Imports
4,624.86
3,974.36
Foreign Travelling
150.61
58.19
EDI Expenses
46.42
92.25
Others
2,867.73
302.77
Total
7,689.63
4,427.57
For and on behalf of the Board
for Pearl Global Industries Limited
(Pallab Banerjee)
(Pulkit Seth)
Place: Gurugram
Managing Director
Vice-Chairman
Date: May 20, 2024
DIN: 07193749
DIN: 00003044
Annexure-VIII (Contd.)
151
ANNUAL REPORT 2023-24
1.
CORPORATE GOVERNANCE
Pearl Global Industries Limited’s (“PGIL” or “Company”)
governance framework enjoins the highest standards
of ethical and responsible conduct of business to create
value for all stakeholders. It continues to focus on
good corporate governance, in line with emerging local
and global standards. It understands and respects its
fiduciary role in the corporate world. Besides adhering
to the prescribed corporate governance practices as
per Regulation 4(2) read with chapter IV of the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 (“Listing Regulations”), the Company
voluntarily governs itself as per highest standards
of ethical and responsible conduct of business in all
facets of its operations and in all interactions with
its stakeholders, including shareholders, employees,
consumers, lenders and the community at large.
This report of your Company contains all the
information and disclosures which are required to
be given under the Companies Act, 2013 (“Act”) and
Listing Regulations.
2.
PHILOSOPHY ON CORPORATE GOVERNANCE
Corporate
Governance
encompasses
a
set
of
systems and practices to ensure that the Company’s
affairs are being managed in a manner which
ensures accountability, transparency and fairness in
all transactions in the widest sense. The objective
is to meet stakeholders’ aspirations and societal
expectations. Good governance practices stem
from the dynamic culture and positive mindset of
the organisation. We are committed to meet the
aspirations of all our stakeholders. This is demonstrated
in shareholder returns, high credit ratings, awards
and
recognitions,
governance
processes
and
an
entrepreneurial
performance
focused
work
environment.
At PGIL, Corporate Governance is all about maintaining a
valuable relationship and trust with all the stakeholders.
We consider stakeholders as partners in our success
and remain committed to maximising stakeholders’
value, be it Customers, Local Communities, Employees,
Suppliers & Distributors, Investors & Shareholders and
Government & Regulatory Authorities.
Over the years, we have strengthened governance
practices. These practices define the way business
is conducted and value is generated. Stakeholders’
interests are taken into account before making
CORPORATE GOVERNANCE
any business decision. PGIL has the distinction of
consistently rewarding its shareholders for over three
eventful decades. Since then, PGIL has moved from
one big idea to another and these milestones continue
to fuel its relentless pursuit of ever-higher goals.
We believe, Corporate Governance is not just a
destination, but a journey to constantly improve
sustainable value creation. It is an upward-moving
target that we collectively strive towards achieving. Our
multiple initiatives towards maintaining the highest
standards of governance are detailed in this Report.
3.
BOARD OF DIRECTORS
At PGIL, we believe that an active, well-informed and
Independent Board is necessary to ensure highest
standards of Corporate Governance. The Board of
Directors of PGIL, being at the core of its Corporate
Governance practice, plays the most pivotal role in
overseeing how the management serves and protects
the long term interests of all our stakeholders.
PGIL’s Board consists of an optimal combination of
Executive, Non-Executive and Independent Directors
including Women Directors, representing a judicious
mix of professionalism, knowledge and experience.
The Directors bring in expertise in the fields of
strategy, management, business development, legal,
finance and economics, among others. The Board
provides leadership, strategic guidance, objective and
independent view to the Company’s management
while discharging its fiduciary responsibilities, thereby
ensuring that the management adheres to high
standards of ethics, transparency and disclosure.
Composition
and
Category
of
Directors:
The
composition of the Board meets the requirements
of Regulation 17(1) of Listing Regulations. As on
March 31, 2024, the Company’s Board of Directors
consists of 15 (Fifteen) Directors including Executive
Directors (EDs), Non-Executive Directors (NEDs) and
Independent Directors (IDs).
The following is the percentage of EDs and NEDs of the
Company:
Category of
Directors
No. of Directors
% of total no.
of Directors
EDs
3
20
NEDs (Promoter)
3
20
IDs (Including
women)
9
60
Total
15
100
Note: The Chairman of the Board is NED (Promoter).
152
PEARL GLOBAL INDUSTRIES LIMITED
Corporate Governance (Contd.)
The details of each member of the Board as on March 31, 2024 and their attendance at the Board Meetings during the year
and last Annual General Meeting are provided hereunder:
Name of Director
and Director
Identification
Number (DIN)
Executive/
Non-
Executive/
Independent /
Promoter
Company’s
shares & other
convertible
instruments
No. of positions held in other Public
Companies
Directorship in Listed Company(ies)
Board@
Committee (^)
Name of the
Company
Position Held
Chairperson
Member
Mr. Deepak
Kumar Seth
(DIN: 00003021)
Promoter –
Chairman &
NED
57,24,290
3
-
2
PDS Limited
(Formerly PDS
Multinational
Fashions Limited)
Promoter, NED
Mr. Pulkit Seth
(DIN: 00003044)
Promoter –
Vice -Chairman
& NED
1,38,95,242
2
-
-
-
-
Mrs. Shifalli Seth
(DIN: 01388430)
Promoter &
NED
4,02,956
2
-
-
-
-
Mr. Pallab Banerjee
(DIN: 07193749)
Managing
Director
1,40,708
(1,02,000
Stock Options)
2
-
-
-
-
Mr. Shailesh Kumar
(DIN: 08897225)
Whole Time
Director
-
-
-
-
-
-
Mr. Deepak Kumar
(DIN: 09497467)
Whole Time
Director
-
-
-
-
-
-
Mr. Chittranjan
Dua*
(DIN: 00036080)
ID
-
6
2
5
TVS Motor
Company Limited
Non-Executive
Independent
Director
Gillette India
Limited
Non-Executive
Independent
Director
Procter & Gamble
Hygiene and
Health Care
Limited
Chairman of
the Board and
Non-Executive
Independent
Director
Sundaram
-Clayton Limited
Non-Executive
Independent
Director
Mr. Rajendra
Kumar Aneja*
(DIN: 00731956)
ID
-
-
-
-
-
-
Mr. Anil Nayar*
(DIN: 01390190)
ID
-
-
-
-
-
-
Mr. Abhishek Goyal
(DIN: 01928855)
ID
-
1
-
-
-
-
Mrs. Madhulika
Bhupatkar
(DIN: 08712718)
ID
-
-
-
-
-
-
Ms. Neha Khanna
(DIN: 03477800)
ID
-
-
-
-
-
-
153
ANNUAL REPORT 2023-24
Corporate Governance (Contd.)
Name of Director
and Director
Identification
Number (DIN)
Executive/
Non-
Executive/
Independent /
Promoter
Company’s
shares & other
convertible
instruments
No. of positions held in other Public
Companies
Directorship in Listed Company(ies)
Board@
Committee (^)
Name of the
Company
Position Held
Chairperson
Member
Mr. Ashwini
Agarwal#
(DIN: 00362480)
ID
-
-
-
-
-
-
Dr. Rajiv Kumar#
(DIN: 02385076)
ID
-
-
-
-
-
-
Mr. Sanjay Kapoor#
(DIN: 00264602)
ID
-
1
-
-
-
-
(*) Completed their second term of five years on March 31, 2024. Consequently, ceased to be IDs w.e.f. close of business hours
on March 31, 2024.
(#) Appointed as IDs for a period of five years, w.e.f. February 12, 2024.
(@) Other Directorships do not include Foreign Companies, Bodies Corporate, Private Companies and Companies under
Section 8.
(^) Membership and chairmanship in Committees includes Audit Committee and Stakeholders’ Relationship Committee as per
Regulation 26 of the Listing Regulations, for all public limited companies whether listed or not, excluding the memberships and
chairmanships in the Company.
No convertible instruments are held by NEDs.
None of the Directors held directorship in more than 20 (twenty) Indian companies including not more than 10 (ten) public
limited companies.
Board Meetings
The Board of Directors meets at regular intervals to discuss and decide on business strategies/policies and review the financial
performance of the Company and its subsidiaries, apart from other statutory matters as required to be deliberated and approved
by the Board.
The notice and detailed agenda along with the relevant notes and other material information are sent in advance separately to each
Director and in exceptional cases tabled at the Meeting with the approval of the Board. The information as specified in Schedule II
to the Listing Regulations is regularly made available to the Board, whenever applicable, for discussion and consideration. Video-
conferencing facility as per procedure mandated under the Act, is also provided to facilitate the Directors to participate at the
meetings conveniently. The Board Agenda includes an Action Taken Report comprising of actions arising from the Board Meetings
and status updates thereof. The Chairman, Vice Chairman, Managing Director (MD), Group CFO, Chief Financial Officer and
Company Secretary keep the members of the Board informed about any material development/business update from time to time.
During the financial year 2023-24, Board Meetings were held on May 15, 2023, August 11, 2023, August 21, 2023, November
08, 2023 and February 12, 2024. All meetings were held with a gap of less than 120 days. The Company follows the relevant
Secretarial Standards in relation to the Board Meetings.
Attendance of Directors at the Board Meetings and at the last Annual General Meeting (“AGM“)
Sr.
No.
Name of Directors
No. of Board Meetings
Attendance at the AGM held
on July 31, 2023
Entitled to attend
Attended
1.
Mr. Deepak Kumar Seth
5
2
Yes
2.
Mr. Pulkit Seth
5
4
Yes
3.
Mrs. Shifalli Seth
5
1
No
4.
Mr. Pallab Banerjee
5
5
Yes
5.
Mr. Shailesh Kumar
5
5
Yes
6.
Mr. Deepak Kumar
5
4
Yes
7.
Mr. Chittranjan Dua
5
4
Yes
154
PEARL GLOBAL INDUSTRIES LIMITED
Sr.
No.
Name of Directors
No. of Board Meetings
Attendance at the AGM held
on July 31, 2023
Entitled to attend
Attended
8.
Mr. Rajendra Kumar Aneja
5
4
Yes
9.
Mr. Anil Nayar
5
5
Yes
10.
Mr. Abhishek Goyal
5
3
Yes
11.
Mr. Ashwini Agarwal
1
1
Not Applicable
12.
Dr. Rajiv Kumar
1
1
Not Applicable
13.
Mr. Sanjay Kapoor
1
1
Not Applicable
14.
Mrs. Madhulika Bhupatkar
5
4
Yes
15.
Ms. Neha Khanna
5
4
Yes
Relationship amongst Directors
Mr. Deepak Kumar Seth, Chairman, Mr. Pulkit Seth, Vice Chairman and Mrs. Shifalli Seth, NEDs are related to each other. Mrs.
Shifalli Seth is the spouse of Mr. Pulkit Seth and Mr. Pulkit Seth is the son of Mr. Deepak Kumar Seth.
Familiarisation Programme for IDs
At the time of appointing an IDs, a formal letter of appointment is given to the concerned Director, which inter-alia explains
the role, function, duties and responsibilities as expected from a Director of the Company. The Director is also explained in
detail the Compliance requirements under the Act, the Listing Regulations and various statutes. The Chairman, Vice- Chairman
and Managing Director also have a one-to-one discussion with the newly appointed Director to familiarise him / her with the
Company’s operations.
The details of the Familiarisation Programme imparted to IDs is disclosed at Company’s website at https://www.pearlglobal.
com/investor-relations/.
Core Skills/Expertise/Competence of the Board of Directors
The Board is satisfied that the current composition reflects an appropriate mix of knowledge, skills, experience, diversity
and independence. The Board provides leadership, strategic guidance, objective and an independent view to the Company’s
management while discharging its fiduciary responsibilities, thereby ensuring that the management adheres to high standards
of ethics, transparency and disclosure. The Board periodically evaluates the need for change in its composition and size. The
Company requires skills/expertise/competencies in the areas of strategy, finance, leadership, technology, legal and governance,
human resources, etc. to efficiently carry on its core businesses. The Board comprises qualified members who bring the required
skills, competence and expertise.
The following is the list of core skills/expertise/competencies identified by the Board of Directors as required in the context of
the business of the Company for it to function effectively and those actually available with the Board:
Name of the Director
Area of skills/expertise/competence
Product design,
Manufacturing,
Sales and
Marketing
Finance
Global
Business
Leadership
& Strategic
Planning
Technology
and
Innovation
Legal and
Governance
Human
Resource &
Administration
Mr. Deepak Kumar Seth
Mr. Pulkit Seth
Mrs. Shifalli Seth
-
-
-
Mr. Pallab Banerjee
Mr. Shailesh Kumar
-
-
-
-
-
Mr. Deepak Kumar
-
-
-
-
-
Mr. Anil Nayar
-
-
Mr. Chittranjan Dua
-
-
-
-
Mr. Rajendra Kumar Aneja
-
-
Mr. Abhishek Goyal
-
-
-
Corporate Governance (Contd.)
155
ANNUAL REPORT 2023-24
Name of the Director
Area of skills/expertise/competence
Product design,
Manufacturing,
Sales and
Marketing
Finance
Global
Business
Leadership
& Strategic
Planning
Technology
and
Innovation
Legal and
Governance
Human
Resource &
Administration
Mrs. Madhulika Bhupatkar
-
-
Ms. Neha Khanna
-
-
-
Mr. Ashwini Agarwal
-
-
-
Dr. Rajiv Kumar
-
-
Mr. Sanjay Kapoor
-
-
Role of NEDs (including IDs)
NEDs play a critical role in balancing the functioning of the
Board by providing their independent judgements on various
matters discussed in the Board meetings like formulation of
business strategies, monitoring of performances, etc. Their
role, inter-alia, includes the following:
•
Striking balance to the overall Board by providing
independent judgement;
•
Providing
valuable
suggestions
/
opinions
on
Company’s strategies, overall performance; and
•
Scrutinising the performance of management
Directorship of IDs and disclosures
IDs are NEDs as defined under Regulation 16(1)(b) of the
Listing Regulations read with Section 149(6) of the Act along
with rules framed thereunder. In terms of Regulation 25(8) of
the Listing Regulations, they have confirmed that they are not
aware of any circumstance or situation which exists or may
be reasonably anticipated that could impair or impact their
ability to discharge their duties. Based on the declarations
received from the IDs, the Board of Directors have confirmed
that they meet the criteria of independence as mentioned
under Regulation 16(1)(b) of the Listing Regulations and
that they are independent of the management. Further,
declaration on compliance with Rule 6(3) of the Companies
(Appointment and Qualification of Directors) Rules, 2014, as
amended, regarding the requirement relating to enrolment
in the Data Bank created by MCA for IDs, has been received
from all the IDs.
None of the IDs of the Company serve as an ID in more than
7 (seven) listed companies. None of the IDs is serving as a
Whole-Time Director/MD in any listed entity.
All IDs are persons of eminence and bring a wide range
of expertise and experience to the Board. All IDs of the
Company have been appointed as per the provisions of the
Act and Listing Regulations.
During the year, no ID has resigned before the expiry of his/
her tenure.
Directors and Officers Liability Insurance
As per the provisions of the Act, the Company has taken
a Directors and Officers Liability Insurance on behalf of
all Directors including IDs, Officers and Managers for
indemnifying them against any liability in respect of any
negligence, default, misfeasance, breach of duty or breach
of trust for which they may be held guilty in relation to the
Company.
4.
COMMITTEES OF THE BOARD
The Board of Directors have constituted Board
Committees to deal with specific areas and activities
which concern the Company and requires a closer
review. The Board Committees are formed with
approval of the Board and function within their
respective Charters. These Committees play a pivotal
role in the overall Management of day-to-day affairs
and governance of the Company.
The Board Committees meet at regular intervals and
take necessary steps to perform their duties entrusted
by the Board. The Minutes of the Committee Meetings
are placed before the Board for noting.
The Company has following six Board Level
Committees:
A.
Audit Committee
B.
Nomination and Remuneration Committee
C.
Stakeholders Relationship Committee
D.
Risk Management Committee
E.
Corporate Social Responsibility Committee
F.
Finance Committee
A. AUDIT COMMITTEE
The Audit Committee has been constituted as per
Section 177 of the Act and Regulation 18 of Listing
Regulations. The primary objective of the Audit
Committee is to monitor and provide effective
supervision of the Management’s financial reporting
Corporate Governance (Contd.)
156
PEARL GLOBAL INDUSTRIES LIMITED
process with a view to ensuring accurate and timely
disclosures, with the highest levels of transparency,
integrity and quality of financial reporting. The
Committee oversees the work carried out in the
financial reporting process by the management, the
Internal Auditors and the Statutory Auditors and notes
the processes and safeguards employed by each
All possible measures are taken by the Committee
to ensure the objectivity and independence of the
auditors.
Brief description of terms of reference:
1.
Reviewing with the management, quarterly/
annual financial statements before submission to
the Board, focusing primarily on:
•
The Company’s financial reporting process
and the disclosure of its financial information,
including earnings, press release, to ensure
that the financial statements are correct,
sufficient and credible;
•
Reports on the Management Discussion
and Analysis of financial condition, results of
Operations and the Directors’ Responsibility
Statement;
•
Major
accounting
entries
involving
estimates based on exercise of judgment by
Management;
•
Compliance with accounting standards and
changes in accounting policies and practices
as well as reasons thereof;
•
Draft Audit Report, qualifications, if any and
significant adjustments arising out of audit;
•
Scrutinise
inter
corporate
loans
and
investments; and
•
Disclosures made under the MD and CFO
certification and
•
Approval or any subsequent modification of
transactions with related parties
2.
Review with the management, statutory auditor
and internal auditor, adequacy of internal control
systems, identify weakness or deficiencies
and
recommending
improvements
to
the
management.
3.
Recommend
the
appointment/removal
of
the statutory auditor, fixing audit fees and
approving consulting services provided by the
statutory auditors’ firms to the Company and its
subsidiaries evaluating auditors’ performance,
qualifications, experience, independence and
pending proceedings relating to professional
misconduct, if any.
4.
Discuss with the internal auditor and senior
management, significant internal audit findings
and follow-up thereon.
5.
Review the findings of any internal investigation
into matters involving suspected fraud or
irregularity or a failure of internal control systems
of a material nature and report the matter to the
Board.
6.
Discuss with the statutory auditor before the
audit commences, the nature and scope of audit,
as well as conduct post-audit discussions to
ascertain any area of concern.
7.
Review the functioning of the Vigil Mechanism
under the Whistle-Blower policy of the Company.
8.
Review the financial statements and investments
made by subsidiary companies and oversight
relating to areas such as adequacy of the internal
audit structure and function of the subsidiaries,
their status of audit plan and its execution, key
internal audit observations, risk management and
the control environment.
9.
Look into reasons for any substantial defaults in
payment to the creditors, if any.
10. Review the effectiveness of the system for
monitoring compliance with laws and regulations.
11. Approve the appointment of CFO after assessing
the qualification, experience and background etc.
of the candidate.
12. To approve and review policies in relation to
the implementation of the Code of Conduct
for Prevention of Insider Trading and Code of
Corporate Disclosure Practices (“Code”) to note
the dealings by Designated Persons in securities
of the Company and to provide directions on any
penal action to be initiated, in case of any violation
of the Code.
13. Note and take on record the status reports,
detailing the dealings by designated persons in
securities of PGIL, as submitted by our compliance
officer on a quarterly basis and to provide
directions on any penalties for any violations of
the Code. Ms. Shilpa Budhia, Company Secretary
of the Company is the Compliance Officer under
the Code.
Corporate Governance (Contd.)
157
ANNUAL REPORT 2023-24
Composition, Name of Members and Chairperson
The Committee comprises of 4 members, all being IDs,
who are financially literate and have relevant finance
and/or audit exposure. The quorum of the Committee
is two members or one-third of its members, whichever
is higher, with at least two IDs. The Chairperson of Audit
Committee is an ID. Members of the Audit Committee
meet the Statutory Auditors before the quarterly
financial results meetings. The Audit Committee
comprises of the following members as on March 31,
2024:
Name of the Members
Designation
Mr. Anil Nayar
Chairman
Mrs. Madhulika Bhupatkar
Member
Mr. Abhishek Goyal
Member
Mr. Rajendra Kumar Aneja
Member
The Secretary of the Company acts as Secretary of the
Committee.
Meetings and attendance during the year
During the financial year 2023-24, the Audit Committee
meetings were held on May 15, 2023, August 11,
2023, November 08, 2023 and February 12, 2024. The
requisite quorum was present for all Meetings. The
Chairperson of the Audit Committee was present at the
previous Annual General Meeting of the Company held
on July 31, 2023.
The attendance of Members at its meetings held during
the year is as follows:
Name of the
Member
Category
No. of
Meetings
entitled to
attend
No. of
Meetings
attended
Mr. Anil Nayar
ID
4
4
Mrs. Madhulika
Bhupatkar
ID
4
4
Mr. Abhishek
Goyal
ID
4
3
Mr. Rajendra
Kumar Aneja
ID
4
3
B. NOMINATION AND REMUNERATION COMMITTEE
Brief description of terms of reference
The
Nomination
and
Remuneration
Committee
(NRC) of the Company functions according to its
terms of reference, that defines its objective, meeting
requirements, authority and power, responsibilities,
reporting and evaluation functions in accordance with
Section 178 of the Act and Regulation 19 read with Part
D of Schedule II of the Listing Regulations. The terms of
reference as mandated under the Listing Regulations,
are as follows:
•
Formulation of the criteria for determining
qualifications,
positive
attributes
and
independence of a director and recommend to
the Board of Directors a policy relating to, the
remuneration of the Directors, Key Managerial
Personnel and other employees;
•
To identify persons who are qualified to become
directors and persons who may be appointed
in Senior Management Position including Key
Managerial Personnel in accordance with the
criteria laid down and recommend to the Board of
Directors their appointment and removal;
•
For every appointment of an ID, the Committee
evaluates the balance of skills, knowledge and
experience on the Board and on the basis of
such evaluation, prepare a description of the role
and capabilities required of an ID. The person
recommended to the Board for appointment as
an ID shall have the capabilities identified in such
description. For the purpose of identifying suitable
candidates, the Committee may:
a.
Use the services of an external agencies, if
required;
b.
Consider candidates from a wide range of
backgrounds, having due regard to diversity;
and
c.
Consider the time commitments of the
candidates;
•
Formulate the criteria for effective evaluation of
performance of Board of Directors, its Committees
and Individual Directors including IDs, to be carried
out either by the Board or by NRC or through
an Independent External Agency and review its
implementation and compliance. Formulation of
criteria for evaluation of performance of IDs and
the Board of Directors;
•
To recommend to the Board of Directors,
qualifications, appointment, remuneration and
removal of Directors, Key Managerial Personnel
and persons in Senior Management positions
in
accordance
with
the
Nomination
and
Remuneration policy;
•
To devise a policy on diversity of Board of
Directors;
•
To carry out performance evaluation of every
Director in accordance with the Nomination and
Remuneration policy;
Corporate Governance (Contd.)
158
PEARL GLOBAL INDUSTRIES LIMITED
•
Whether to extend or continue the term of
appointment of the ID, on the basis of the report
of performance evaluation of IDs;
•
To decide the remuneration of consultants
engaged by the Committee;
•
To act as Compensation Committee as per
Regulation 5 of SEBI (Share Based Employee
Benefits and Sweat Equity) Regulations, 2021
including administration and superintendence of
the Pearl Global Industries Limited - Employee
Stock Option Plan 2022.
Composition, Name of Members and Chairperson
The composition of NRC is in accordance with the
provisions of Section 178(1) of the Act and Regulation
19 of the Listing Regulations. The Committee
comprises 3 IDs and 1 NED.
The composition of the NRC is as follows:
Name of the Members
Designation
Mr. Abhishek Goyal
Chairman
Mr. Deepak Kumar Seth
Member
Mr. Anil Nayar
Member
Mr. Rajendra Kumar Aneja
Member
Meeting and Attendance
During the financial year 2023-24, the NRC meetings
were held on May 15, 2023 and February 09, 2024. The
requisite quorum was present for both the Meetings.
The Chairperson of the NRC was present at the previous
Annual General Meeting of the Company held on
July 31, 2023.
The attendance of Members at its meetings held during
the year is as follows:
Name of the
Member
Category
No. of
Meetings
entitled to
attend
No. of
Meetings
attended
Mr. Abhishek
Goyal
ID
2
0
Mr. Deepak
Kumar Seth
NED
2
1
Mr. Anil Nayar
ID
2
2
Mr. Rajendra
Kumar Aneja
ID
2
2
Performance evaluation criteria for IDs
The performance evaluation criteria for NEDs,
including IDs, is determined by the NRC. An indicative
list of factors that were evaluated include participation
and contribution by a director, commitment, effective
deployment of knowledge and expertise, effective
management
of
relationship
with
stakeholders,
role in Board constituted committees, integrity and
maintenance of confidentiality and independence of
behaviour and judgement.
•
Attendance and contribution at Board and
Committee meetings;
•
Knowledge on specific matters like finance, legal,
marketing, internal controls, risk management,
and business operations;
•
Pro-active and positive approach with regard
to Board and Senior Management particularly
the arrangement for management of risk and
the steps needed to meet challenges from the
competition;
•
Openness to ideas, perspectives and opinions and
ability to challenge old practices and throwing up
new ideas for discussion;
•
Capacity to effectively examine financial and other
information on operations of the Company and
the ability to make positive contribution thereon.
In a separate meeting of IDs held on February 09, 2024,
performance of Non-IDs, performance of the Board
as a whole and performance of the Chairman and
Management was evaluated, taking into account the
views of EDs and NEDs. The same was discussed in
the Board meeting that followed the meeting of the IDs,
at which the performance of the Board, its committees
and individual Directors was also discussed.
C. STAKEHOLDERS RELATIONSHIP COMMITTEE
Stakeholders Relationship Committee (SRC) oversees,
inter-alia, redressal of Shareholders and Investor
grievances,
transfer/
transmission
of
Shares,
nonreceipt of dividend declared, dematerialisation/
rematerialisation of shares and other related matters.
The SRC functions in accordance with Section 178
of the Act and Regulation 20 read with Part D of
Schedule II of the Listing Regulations. The roles and
responsibilities of the SRC are as follows:
•
Approve issue of duplicate certificates for
securities and transmission of securities.
•
Resolve grievances of security holders of the
Company,
including
complaints
related
to
transfer/transmission of shares, non-receipt of
annual report, non-receipt of declared dividends,
issue of new/duplicate certificates, general
meetings etc.
•
Review measures taken for effective exercise of
voting rights by shareholders.
Corporate Governance (Contd.)
159
ANNUAL REPORT 2023-24
•
Review adherence to the service standards
adopted by the Company in respect of various
services being rendered by the Registrar & Share
Transfer Agent.
•
Review various measures and initiatives taken
by the Company for reducing the quantum of
unclaimed dividends and ensuring timely receipt
of dividend warrants/annual reports/statutory
notices by the Shareholders of the Company.
•
Oversee statutory compliance relating to all
securities including dividend payments and
transfer of unclaimed amounts to the Investor
Education and Protection Fund and claims made
by members / investors from the said fund.
•
Review
movements
in
shareholding
and
ownership structures of the Company.
•
Suggest and drive implementation of various
investor friendly initiatives.
•
Carry out any other function as is referred by
the Board from time to time or enforced by
any statutory notification / amendment or
modification as may be applicable.
Composition, Name of the Members and Chairperson
The Committee comprises 2 IDs and 1 NED. The
Chairman of the Committee is an ID.
As on March 31, 2024, the committee comprises of the
following members:
Name of the Members
Designation
Mr. Anil Nayar
Chairman
Mr. Pulkit Seth
Member
Mr. Rajendra Kumar Aneja
Member
Meeting and Attendance:
During the financial year 2023-24, the SRC meetings
were held on August 07, 2023 and March 01, 2024. The
requisite quorum was present at both the Meetings.The
Chairperson of the SRC was present at the previous
Annual General Meeting of the Company held on
July 31, 2023.
The attendance of Members at its meetings held during
the year is as follows:
Name of the
Member
Category
No. of
Meetings
entitled to
attend
No. of
Meetings
attended
Mr. Anil Nayar
ID
2
2
Mr. Pulkit Seth
NED
2
2
Mr. Rajendra
Kumar Aneja
ID
2
2
The Company Secretary acts as Secretary to the
Committee. and is also designated as Compliance
Officer pursuant to the requirements of Listing
Regulations.
The Secretarial Department of the Company and the
Registrar and Share Transfer Agent, Link Intime India
Private Limited attend to all grievances of the shareholders
received directly or through SEBI, Stock Exchanges,
Ministry of Corporate Affairs, Registrar of Companies,
etc. The Minutes of Meetings of SRC are circulated to the
Board and noted by the Board of Directors.
Continuous efforts are made to ensure that grievances
are more expeditiously redressed to the satisfaction of
the investors. Shareholders are requested to update
their telephone numbers and e-mail addresses to
facilitate prompt action.
Details of Shareholders’ Complaints
There were no pending share transfers and pending
requests for dematerialisation as on March 31,
2024. Shareholders’/Investors’ complaints and other
correspondence are normally attended to within
7 (seven) working days except those which are
constrained by disputes or legal impediments.
The details of complaints received, resolved, pending
during the financial year 2023-24 is given below:
Complaints pending as on April 01, 2023
0
Complaints received during the year
3
Complaints resolved during the year
3
Complaints pending as on March 31, 2024
0
The above includes Complaints received by the
Company from SEBI SCORES and through Stock
Exchanges where the securities of the Company are
listed.
D.
RISK MANAGEMENT COMMITTEE
The Risk Management Committee (RMC) is constituted
and functions as per Regulation 21 read with Part D
of Schedule II of the Listing Regulations to frame,
implement and monitor the risk management plan for
the Company. The terms of reference enumerated in
the Committee Charter, as mandated under the Listing
Regulations are as follows:
Brief description of terms of reference
•
Reviewing the Company’s risk governance
structure, risk assessment and risk management
practices and guidelines, policies and procedures
for risk assessment and risk management
including the risk management plan.
Corporate Governance (Contd.)
160
PEARL GLOBAL INDUSTRIES LIMITED
•
Reviewing and approving Enterprise-wide Risk
Management (ERM) framework.
•
Review the alignment of the ERM framework with
the strategy of the Company.
•
Monitor the Company’s risk appetite and strategy
relating to key risks, including credit risk, liquidity
and funding risk, market risk, cyber security risk,
forex risk, product risk and reputational risk, as
well as the guidelines, policies and processes for
monitoring and mitigating such risks.
•
Oversee
Company’s
process
and
policies
for determining risk tolerance and review
management’s measurement and comparison of
overall risk tolerance to established levels.
•
Review and analyse risk exposure related to
specific issues, concentrations and limit excesses,
and provide oversight of risk across organisation.
•
Review compliance with risk policies, monitor
breaches / trigger trips of risk tolerance limits and
direct action.
•
Nurture
a
healthy
and
independent
risk
management function in the Company.
•
Carry out any other function as assigned by
the Board from time to time or enforced by any
statutory notification/ amendment or modification
as may be applicable.
Composition, Name of Members and Chairperson
The composition of the RMC is in conformity with
the requirements of Listing Regulations, with all
the members being Directors of the Company. The
Members of the RMC comprise of 2 IDs, 1 ED. The
Chairperson of the Committee is the ED.
As on March 31, 2024, the RMC comprises of the
following members:
Name of the Members
Designation
Mr. Pallab Banerjee
Chairman
Ms. Neha Khanna
Member
Mr. Abhishek Goyal
Member
Meetings and Attendance
During the financial year 2023-24, the RMC meetings
were held on August 04, 2023 and January 29, 2024. The
requisite quorum was present for both the Meetings.
The maximum gap between any two meetings was in
compliance with the Act and Listing Regulations.
The attendance of Members at its meetings held during
the year is as follows:
Name of the
Member
Category
No. of
Meetings
entitled to
attend
No. of
Meetings
attended
Mr. Pallab
Banerjee
MD
2
2
Ms. Neha
Khanna
ID
2
2
Mr. Abhishek
Goyal
ID
2
2
E.
CORPORATE SOCIAL RESPONSIBILITY COMMITTEE
The Corporate Social Responsibility Committee (CSRC)
is constituted by the Board in accordance with the
Act to:
a.
Formulate and recommend to the Board, a
Corporate Social Responsibility Policy which shall
indicate the activities to be undertaken by the
Company as specified in Schedule VII of the Act;
b.
Recommend the amount of expenditure to be
incurred on the activities referred to in the above
clause (a); and
c.
Monitor the Corporate Social Responsibility Policy
of the Company from time to time
Composition, Name of Members and Chairperson
The Composition of CSRC is in accordance with the
provisions of Section 135 of the Act and the Companies
(Corporate Social Responsibility Policy) Rules, 2014.
The Members of the CSRC comprise of 2 IDs, 1 NED.
The Chairperson of the Committee is the ID.
Name of the Members
Designation
Mrs. Madhulika Bhupatkar
Chairperson
Mr. Pulkit Seth
Member
Mr. Anil Nayar
Member
Meetings and Attendance
During the financial year 2023-24, the CSRC meeting
was held on May 15, 2023. The requisite quorum was
present for at the Meeting.
The attendance of Members at its meeting held during
the year is as follows:
Name of the
Member
Category
No. of
Meetings
entitled to
attend
No. of
Meetings
attended
Mrs. Madhulika
Bhupatkar
ID
1
1
Mr. Pulkit Seth
NED
1
1
Mr. Anil Nayar
ID
1
1
Corporate Governance (Contd.)
161
ANNUAL REPORT 2023-24
F.
FINANCE COMMITTEE
Composition, Name of Members and Chairperson:
The Members of the Finance Committee comprise of
1 ID, 2 NEDs and 1 ED. The Chairperson of the Finance
Committee is the NED.
As on March 31, 2024, the Finance Committee
comprises of:
Name of the Members
Designation
Mr. Pulkit Seth
Chairman
Mrs. Shifalli Seth
Member
Mr. Abhishek Goyal
Member
Mr. Pallab Banerjee
Member
Meetings and Attendance:
During the financial year 2023-24, the Finance
Committee meetings were held on May 03, 2023, May
09, 2023, May 30, 2023, June 15, 2023, July 12, 2023,
August 11, 2023, August 23, 2023, September 18, 2023,
September 28, 2023, December 12, 2023, December 19,
2023, January 30, 2024, February 07, 2024, February
27, 2024 and March 20, 2024. The requisite quorum
was present for all Meetings.
Name of the
Members
Category
No. of
Meetings
entitled to
attend
No. of
Meetings
attended
Mr. Pulkit Seth
NED
15
15
Mrs. Shifalli
Seth
NED
15
15
Mr. Abhishek
Goyal
ID
15
15
Mr. Pallab
Banerjee
MD
15
15
5.
REMUNERATION OF DIRECTORS
The NEDs including IDs are paid Sitting Fees for
attending each Meeting of the Board and Committee.
The NEDs/IDs do not have any pecuniary relationship
or transactions with the Company.
Corporate Governance (Contd.)
162
PEARL GLOBAL INDUSTRIES LIMITED
Details of Remuneration paid to Directors for the financial year ended March 31, 2024:
(` in Lakh)
Name of the Director(s)
Mr.
Deepak
Kumar
Seth
Mr.
Pulkit
Seth
Mrs.
Shifalli
Seth
Mr.
Pallab
Banerjee
Mr.
Shailesh
Kumar
Mr.
Deepak
Kumar
Mr. Anil
Nayar
Mr.
Chittranjan
Dua
Mr.
Rajendra
Kumar
Aneja
Mr.
Abhishek
Goyal
Mrs.
Madhulika
Bhupatkar
Ms.
Neha
Khanna
Mr.
Ashwini
Agarwal
Dr. Rajiv
Kumar
Mr.
Sanjay
Kapoor
Designation
NED
(Chairman)
NED
(Vice-
Chairman)
NED
MD
Whole-
Time
Director
Whole-
Time
Director
ID
ID
ID
ID
ID
ID
ID
ID
ID
Basic Salary
--
--
--
55.42
10.65
12.10
--
--
--
--
--
--
--
--
--
HRA
--
--
--
27.71
5.28
6.05
--
--
--
--
--
--
--
--
--
Special Allowance
--
--
--
26.14
1.35
3.07
--
--
--
--
--
--
--
--
--
Provident Fund
--
--
--
6.65
--
0.21
--
--
--
--
--
--
--
--
--
Perquisites
--
538.85
--
0.07
--
--
--
--
--
--
--
--
--
Break up of fixed
components and
Performance linked
incentives with
performance criteria
--
--
--
--
--
--
--
--
--
--
--
--
--
--
--
Performance Incentive
--
--
--
258.56
--
2.07
--
--
--
--
--
--
--
--
--
Service Contract
--
-
-
3 years
3 years
3 years
--
--
--
--
--
--
--
--
--
Notice Period, Severance
fees
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Stock Options details
(if any): Whether issued at
discount.
Period over which it is
accrued and is exercisable
Nil
Nil
Nil
102,000
(Issued at
~ 53.54%
discount on
market price
and to be
vested after
a period of
one year and
exercisable
within
4 years
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Sitting Fees
0.60
1.20
0.25
--
-
--
2.90
1.25
2.65
1.80
2.25
1.55
0.25
0.25
0.25
Total
0.60
1.20
0.25
913.33
17.28
23.57
2.90
1.25
2.65
1.80
2.25
1.55
0.25
0.25
0.25
The Company has a policy of Employee Stock Option Plan. The Company does not have any separate service contract with EDs apart from Resolutions passed by the Board/
shareholders of the Company.
Corporate Governance (Contd.)
163
ANNUAL REPORT 2023-24
6.
SENIOR MANAGEMENT :
During the year under review, there has been no change in the Senior Management Personnel of the Company.
7.
GENERAL BODY MEETINGS
Location and time where last 3 Annual General Meetings were held:
Year
AGM
Location
Date
Special Resolution passed
Time
2022-23
34th
Through Video Conferencing
(VC) or Other Audio-Visual
Means (OAVM)
31.07.2023
1.
Adoption
of
New
Set
of
Memorandum of Association of
the Company in pursuance to the
provisions of Companies Act, 2013.
2.
Adoption of New Set of Articles
of Association of the Company
in pursuance to the provisions of
Companies Act, 2013
3.
Revision in remuneration of Mr.
Pallab Banerjee (DIN 07193749),
Managing Director of the Company.
4.
Re-appointment of Mr. Shailesh
Kumar, as Whole-Time Director of
the Company.
5.00 PM
IST
2021-22
33rd
Through Video Conferencing
(VC) or Other Audio-Visual
Means (OAVM)
26.09.2022
NIL
5.00 PM
IST
2020-21
32nd Through Video Conferencing
(VC) or Other Audio-Visual
Means (OAVM)
24.09.2021
1.
Appointment of Ms. Neha Khanna
as an Independent Director of the
Company.
2.
Re-appointment of Mr. Abhishek
Goyal as an Independent Director of
the Company.
3.
Re-appointment of Mrs. Shifalli
Seth as Whole-Time Director of the
Company.
4.
Appointment of Mr. Pallab Banerjee
as Whole Time Director to be
Designated as Joint Managing
Director of the Company.
5.
Approval
of
related
party
transaction with Mr. Pulkit Seth,
Managing Director of the Company
for holding office or place of profit
in the branch office of the Company
as Chief Executive Officer.
5.00 PM
IST
8.
DETAILS OF RESOLUTIONS PASSED THROUGH POSTAL BALLOT:
During the financial year 2023-24, under Section 110 of the Act read with Companies (Management and Administration)
Rules, 2014, the Company passed the following Special and Ordinary Resolutions by postal ballot:
1.
Date of Postal Ballot Notice: February 12, 2024
Date of Declaration of Result: March 27, 2024
Corporate Governance (Contd.)
164
PEARL GLOBAL INDUSTRIES LIMITED
Voting Period: February 26, 2024 to March 26, 2024
Date of Approval: March 26, 2024
S.
No.
Particular of Resolutions
Total valid
votes cast
Votes cast in favour of
Resolution
Votes cast against the
Resolution
No.
%
No.
%
1.
Appointment of Dr. Rajiv Kumar (DIN:
02385076) as an Independent Director of
the Company.
2,96,00,742
2,96,00,068
99.998
674
0.002
2.
Appointment of Mr. Sanjeev Kapoor (DIN:
00264602) as an Independent Director of
the Company.
2,96,00,742
2,95,99,836
99.997
906
0.003
3.
Appointment of Mr. Ashwini Agarwal (DIN:
00362480) as an Independent Director of
the Company.
2,96,00,742
2,96,00,068
99.998
674
0.002
2.
Date of Postal Ballot Notice: November 08, 2023
Date of Declaration of Result: December 20, 2023
Voting Period: November 20, 2023 to December 19, 2023
Date of Approval: December 19, 2023
S.
No.
Particular of Resolutions
Total valid
votes cast
Votes cast in favour of
Resolution
Votes cast against the
Resolution
No.
%
No.
%
1.
Approval for sub-division/split of Equity
Shares from the face value of ` 10/- to
face value of ` 5/- per Equity Share.
1,44,87,843
1,44,87,751
99.9994
92
0.0006
2.
Approval for alteration of the capital clause
of the Memorandum of Association of the
Company.
1,44,87,818
1,44,87,756
99.9996
62
0.0004
3.
Authorisation for raising capital through
issue of Equity Shares and/or other
eligible securities.
1,44,87,818
1,44,87,633
99.9987
185
0.0013
4.
Approval for revision in remuneration
of Mr. Pallab Banerjee (DIN: 07193749)
Managing Director for the purpose of
exercise of stock options.
1,44,87,818
1,44,87,383
99.9970
435
0.0030
Procedure followed for postal ballot:
The Postal Ballot was carried out as per the provisions of Section 108, 110 and other applicable provisions, if any, of
the Act (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) read with Rule 20
and Rule 22 of the Companies (Management and Administration) Rules, 2014 (including any statutory modification(s)
or re-enactment(s) thereof for the time being in force) (“Rules”), Regulation 44 of the Listing Regulations, General
Circular No. 14/2020 dated April 08, 2020 and General Circular No. 17/2020 dated April 13, 2020 read with other relevant
circulars, including General Circular No. 9/2023 dated September 25, 2023, issued by the Ministry of Corporate Affairs,
Government of India (“MCA Circulars”), and any other applicable law.
The Company had engaged the services of National Securities Depository Limited (NSDL) for providing remote
e-Voting facilities to the Members, enabling them to cast their vote electronically and in a secure manner.
In compliance with the MCA Circulars, the Company sent the Postal Ballot Notice only in electronic form to those
Members whose names appeared in the Register of Members/List of Beneficial Owners as received from the
Depositories and the Company’s Registrars and Transfer Agents (RTA) as on cut-off date and whose email addresses
were registered with the Company/ RTA/Depositories/Depository Participants (in case of electronic shareholding) or
who registered their email addresses in accordance with the process outlined in the Postal Ballot Notice.
Corporate Governance (Contd.)
165
ANNUAL REPORT 2023-24
Mr. Jayant Sood (FCS 4482), Practicing Company Secretary was appointed as the scrutiniser for carrying out the
Postal ballot process for both the Postal Ballots conducted during the year in a fair and transparent manner.
The Scrutiniser, after the completion of scrutiny, submitted his report to Ms. Shilpa Budhia, Company Secretary of the
Company who was authorised to accept, acknowledge and countersign the Scrutiniser’s Report as well as declared
the voting results.
The consolidated results of the remote e-Voting was announced by the Company Secretary of the Company and were
also made available on the Company’s website at https://www.pearlglobal.com/ besides being communicated to BSE
Limited (BSE), National Stock Exchange of India Limited (NSE) and NSDL.
9.
MEANS OF COMMUNICATION
The quarterly results of the Company are published in leading and widely circulated English National and Hindi Regional
Newspapers as per the requirements of the Listing Regulations. The results are also submitted to the BSE Limited and
National Stock Exchange of India Limited, through their online portal.
The results are normally published in Business Standard (English) and Business Standard (Hindi).
The Company’s Financial Results, Shareholding Pattern and official news releases, if any, are displayed on the Company’s
website www.pearlglobal.com, besides the website of BSE Limited at https://www.bseindia.com/ and National Stock
Exchange of India Limited at https://www.nseindia.com/.
The Company regularly updates the media, analysts, institutional investors, etc., through a formal presentation on its
financials as well as other business developments.
Analyst/Investor calls are also scheduled after every Board Meeting to provide insights on the Financial and Operational
performance of the Company. The audio of the call along with transcripts are also uploaded on website of the Company
along with websites of NSE and BSE.
An Investor/Analyst meet was organised by the Company on February 26, 2024 in Jio Convention Centre, Mumbai for
interacting with Institutional Investors/Analyst.
10. GENERAL SHAREHOLDER INFORMATION
(i)
Annual General Meeting 35th Annual General Meeting of the Company will be held on Thursday, July 25, 2024, at 5:00
pm IST through Video Conference.
(ii) Financial year: The financial year covers the period April 01 to March 31.
Financial Calendar, 2024-25 (Tentative)
First Quarter Results
Second week of August, 2024
Second Quarter & Half Yearly Results
Second week of November, 2024
Third Quarter Results
Second week of February, 2025
Fourth Quarter & Annual Results
Last week of May, 2025
(iii) Dividend payment date: Not Applicable.
(iv) Listing on Stock Exchanges and their Stock Code
Name of the Stock Exchanges, wherein shares of the Company are currently listed and their Stock Code:
Stock Exchange
Stock Code
BSE LIMITED
1ST FLOOR, NEW TRADING RING
ROTUNDA BUILDING, P. J. TOWERS
DALAL STREET, FORT, MUMBAI – 400 001Mumbai
532808
NATIONAL STOCK EXCHANGE OF INDIA LTD.
“EXCHANGE PLAZA”, PLOT NO. C- 1, G- BLOCK,
BANDRA - KURLA COMPLEX,
BANDRA ( E ), MUMBAI - 400 051
PGIL
The Annual Listing Fee for the financial year 2024-25 has been paid to the Stock Exchanges within the stipulated time.
The ISIN No. of the equity shares of your Company is INE940H01022 (post-split).
Corporate Governance (Contd.)
166
PEARL GLOBAL INDUSTRIES LIMITED
(v) The Company’s Market Price Data: High, Low during each month in financial year 2023-24:
(Amount in `)
MONTH(S)
BSE Limited
National Stock Exchange of India Limited
High
Low
High
Low
April 2023
444.50
377.00
448.00
405.65
May 2023
555.00
412.20
556.95
432.20
June 2023
662.20
505.05
663.00
502.60
July 2023
658.55
571.90
657.80
571.10
August 2023
805.85
603.90
805.80
613.00
September 2023
1,046.60
785.35
1,047.80
786.00
October 2023
1,470.00
1,005.60
1,470.80
1,005.70
November 2023
1,373.80
1,202.05
1,375.80
1,205.00
December 2023
1,363.95
1,211.30
1,349.85
1,210.05
January 2024
1,415.00*
525.00
715.00$
522.00
February 2024
693.90
533.60
679.85
527.70
March 2024
672.35
524.90
670.95
524.20
*Pre-split price
$ Post-split price
Note: The Company’s shares have undergone sub-division of face value from ` 10/- each to ` 5/- each w.e.f.
January 05, 2024.
(vi) The Company’s Share price performance in comparison to BSE Sensex and NSE Nifty:
(Amount in `)
MONTH(S) (As on end
of last trading day of
the month)
SHARE PRICES COMPARISION
BSE
NSE
PGIL
Sensex
PGIL
Nifty
April 2023
435.85
61,112.44
436.10
18,065.00
May 2023
499.50
62,622.24
500.65
18,534.40
June 2023
644.30
64,718.56
643.70
19,189.05
July 2023
612.85
66,527.67
613.10
19,753.80
August 2023
800.95
64,831.41
799.10
19,253.80
September 2023
1,003.75
65,828.41
1,008.80
19,638.30
October 2023
1,286.40
63,874.93
1,266.60
19,079.60
November 2023
1,238.70
66,988.44
1,238.10
20,133.15
December 2023
1,287.00
72,240.26
1,298.85
21,731.40
January 2024*
583.00
71,752.11
584.35
21,725.70
February 2024
650.55
72,500.30
655.90
21,982.80
March 2024
540.15
73,651.35
547.15
22,326.90
*Post-split price
(vii) Registrar and Share Transfer Agent
Link Intime India Pvt. Limited
Nobel Heights, 1st Floor
Plot No.NH-2, C-1 Block
LSC Near Savitri Market
Janakpuri, New Delhi - 110 058
Tel. No.
: 011 - 41410592 - 94
Fax No.
: 011 – 41410591,
E-mail
: delhi@linkintime.co.in
Corporate Governance (Contd.)
167
ANNUAL REPORT 2023-24
(viii) Share Transfer System
As mandated by SEBI, securities of the Company can be transferred / traded only in dematerialised form. Shareholders
holding shares in physical form are advised to avail the facility of dematerialisation. The Shares in physical form are
processed by the Registrar and Transfer Agents and approved by the Stakeholders Relationship Committee.
(ix) Distribution Schedule
(a) Distribution of Equity Shareholding of the Company as on March 31, 2024
Number of Equity
Shares Held
Shareholders
Equity Shares Held
Numbers
% to Total
Numbers
% to Total
1-500
15,636
92.87
13,89,449
3.19
501-1000
563
3.34
4,15,387
0.95
1001-2000
278
1.65
4,27,157
0.98
2001-3000
86
0.51
2,13,688
0.49
3001-4000
52
0.30
1,90,270
0.44
4001-5000
30
0.18
1,36,299
0.31
5001-10000
69
0.41
4,87,428
1.12
10001 and above
123
0.74
4,03,23,846
92.52
16,837
100.00
4,35,83,524
100.00
* Equity Share of the face value of ` 5/- each.
(b) Categories of Shareholders as on March 31, 2024
No. of Folio’s
% to total Folios
No. of Shares held
% to total shares
PROMOTERS (A)
Indian
1
0.01
4,03,016
0.92
NRI
6
0.04
2,84,46,802
65.27
TOTAL (A)
7
0.05
2,88,49,818
66.19
PUBLIC (B)
Foreign Portfolio
Investors Category – I
39
0.23
23,45,414
5.38
Foreign Portfolio
Investors Category– II
3
0.02
29,764
0.07
Alternate Investment
Funds
1
0.01
2,14,011
0.49
Key Managerial
Personnel
4
0.02
2,20,758
0.51
NRI’s
296
1.76
3,66,274
0.84
Bodies Corporate
113
0.67
9,13,315
2.10
Clearing Members
3
0.02
1,152
0.00
Individual
15,845
94.11
1,00,07,209
22.96
Hindu Undivided Family
509
3.02
3,60,058
0.83
Trusts
1
0.01
14,246
0.03
Unclaimed Shares
1
0.01
840
0.00
IEPF
1
0.01
1,61,516
0.37
LLP
14
0.08
99,149
0.23
TOTAL (B)
16,830
99.95
1,47,33,706
33.81
TOTAL [(A) + (B)]
16,837
100.00
4,35,83,524
100.00
* Equity Share of the face value of ` 5/- each.
Corporate Governance (Contd.)
168
PEARL GLOBAL INDUSTRIES LIMITED
(x) Dematerialisation of Shares and liquidity
The shares of the Company are in compulsory
demat segment and are available for trading in the
depository systems of both National Securities
Depository Limited and Central Depository
Services (India) Limited. As on March 31, 2024,
4,34,74,030 Equity Shares of the Company forming
99.75% of the Share Capital of the Company are
dematerialised.
(xi) Outstanding
GDRs/ADRs/Warrants
or
any
Convertible instruments, conversion date and
likely impact on equity:
During the year under review, the Company has
not issued any GDRs/ADRs/Warrants etc.
However, the Company has granted Employee
Stock Options to the eligible employees of the
Company/Subsidiary Companies under Pearl
Global Employee Stock Option Plan 2022.
Further details of the grants are mentioned in the
Annexure-IV of the Directors’ Report.
(xii) Commodity price risk or foreign exchange risk
and hedging activities
The Company is engaged in the business of
manufacturing and exporting of apparels and
may face foreign exchange fluctuation risks.
The
Company
uses
derivative
financial
instruments, such as forward currency contracts,
interest rate swaps, full currency swaps and
forward commodity contracts, to hedge its
foreign currency risks and commodity price risks,
respectively. Such derivative financial instruments
are initially recognised at fair value on the date
on which a derivative contract is entered into
and are subsequently remeasured at fair value.
Derivatives are carried as financial assets when
the fair value is positive and as financial liabilities
when the fair value is negative. Embedded
derivatives are separated from the host contract
and accounted for separately if the host contract
is not a financial asset and certain criteria are
met. Any gains or losses arising from changes in
the fair value of derivatives are taken directly to
statement of profit and loss.
The Company does not have material exposure to
any commodity activities. Accordingly, disclosure
in terms of SEBI circular no. SEBI/HO/CFD/CMD1/
CIR/P/2018/0000000141 dated November 15,
2018 is not applicable.
(xiii) Plant locations:
The Company have following plants at various
locations in India, Bangladesh, Indonesia, Vietnam
and Guatemala, as follows:
446, Udyog Vihar, Phase-V, Gurgaon - 122
016 (Haryana)
Plot
No.73,
Udyog
Vihar,
Phase-I,
Gurgaon-122016
Plot
No.274,
Udyog
Vihar,
Phase-II,
Gurgaon-122016
16-17, Udyog Vihar, Phase VI, Khandsa,
Gurgaon - 122 004 (Haryana)
751, Pace City II, Sector 37, Khandsa,
Gurgaon - 122 004 (Haryana)
Plot at Khasra No 15//19 & 22, Village
Begumpur Khatola, Gurugram, Haryana
122001
2/31/,Thirukahukundram
Road,
Melavalam
Village,
Madhuranthagam,
Taluk, Kancheepuram District-603303
Plot No. 19A, NTTF Road, Peenya Industrial
Area, Bengaluru-560058
Plot No: S-18, S-19 & S-20 in Sy. Nos. Part of
38, 40 & 41 at KIADB, Apparel Park, Industrial
Area, Doddaballapura, Bangalore 561 203
Norp Knit Industries Ltd, North Khailkur,
P.O.
National
University,
Gazipur-1704,
Bangladesh
Norp Knit Industries Ltd- 93, Islampur,
Kodda, Nandun, Gazipur-1700, Bangladesh
Alpha Clothing Limited, Tenguri, BKSP,
Ashulia, Savar, Dhaka-1349, Bangladesh
Prudent Fashions Ltd. Dag No. 49, Gazir Chat
Alia Madrasha, Kaichabari Road, Dhamsona,
Ashulia, Savar, Dhaka-1344 Bangladesh
PT Pinnacle Apparels, JL.Soekarno- Hatta
No.55 Km 30.5, Blok KL Dusan Kutan, Rt04
Rw02 Kel. Randugunting, Kec. Bergas,
Kabupaten Semarang, Jawa Tengah-50552,
Indonesia
PT Pinnacle Apparels, Kawasan Industri
Jatengland Industrial Park Sayung ( JIPS)
Jalaan Salam Cemara Blok C-2, Desa Batu,
Kecamatan
Karangtengah,
Kabupaten
Demak, Jawa Tengah-59561, Indonesia
Pearl Global Vietnam Company Limited, Dinh
Tri Commune, Bae Giang City, Bae Giang
Province, Vietnam
Corporate Governance (Contd.)
169
ANNUAL REPORT 2023-24
SHORETEX
SOCIADAD
ANONIMA,
Km.
36.5 Carretera Interamericana, Santiago
Sacatepéquez, Sacatepéquez, Guatemala
(xiv) Registered Office of the Company:
C-17/1, Paschimi Marg, Vasant Vihar,
New Delhi-110057
Corporate Office & Address for Correspondence:
Pearl Tower, Plot No.51, Sector-32
Gurugram - 122 001, Haryana (India)
In case of any Complaint, Investors can contact
Compliance Officer:
The Company Secretary
Pearl Global Industries Limited
Pearl Tower, Plot No.51, Sector-32
Gurugram - 122 001, Haryana (India)
E-mail id : investor.pgil@pearlglobal.com
Tel. No.: 91 - 124 – 4651000
(xv) Credit Ratings
Details of Credit ratings of the Company are given
below:
Rating Agency Credit Rating
ICRA Limited
Long
term
rating:
[ICRA]A-
(Stable)
Short term rating: [ICRA] A2+
11. OTHER DISCLOSURES
a)
There had been no materially significant related
party transaction that might have potential
conflict with the interests of the Company at large.
Transactions with related parties are disclosed
in Note 47 of Notes to Standalone Financial
Statement in the Annual Report.
b)
There has been no non-compliance, penalties/
strictures imposed on the Company by Stock
Exchange(s) or SEBI or any other Statutory
Authority, on any matter related to capital markets,
during the last three years.
c)
The Company has formulated Whistle Blower
Policy for vigil mechanism of Directors and
employees to report concern about unethical
behavior, actual or suspected fraud or violation
of Company’s code of conduct and ethics. The
mechanism provides for adequate safeguards
against victimisation of employees and Directors
who use such mechanism and makes provision
for direct access to the Chairman of the Audit
Committee in exceptional cases. None of the
personnel of the Company have been denied
access to the Audit Committee.
d)
The Company has complied with all the mandatory
requirements including Regulations 17 to 27 and
46 (2) (b) to (i) of the Listing Regulations. As regard
the non-mandatory requirements, the extent of
compliance has been stated in this report against
each of them.
e)
Policy for determining ‘material’ subsidiaries is
disclosed at Company’s website at https://www.
pearlglobal.com/investor-relations/
f)
Policy on dealing with related party transactions
is disclosed at Company’s website at https://
www.pearlglobal.com/investor-relations/
g)
The Company does not have material exposure
of any commodity and accordingly, no hedging
activities for the same are carried out.
The Company is into the business of exporting
garments and may face foreign exchange
fluctuation risk.
The
Company
uses
derivative
financial
instruments, such as forward currency contracts,
interest rate swaps, full currency swaps and
forward commodity contracts, to hedge its
foreign currency risks and commodity price risks,
respectively. Such derivative financial instruments
are initially recognised at fair value on the date
on which a derivative contract is entered into
and are subsequently remeasured at fair value.
Derivatives are carried as financial assets when
the fair value is positive and as financial liabilities
when the fair value is negative. Embedded
derivatives are separated from the host contract
and accounted for separately if the host contract
is not a financial asset and certain criteria are
met. Any gains or losses arising from changes in
the fair value of derivatives are taken directly to
statement of profit and loss.
h)
During the year under review, the Company has
not raised any funds either through preferential
allotment or qualified institutions placement as
per Regulation 32 (7A), therefore disclosure of this
information is not applicable to the Company.
i)
A Certificate from a Company Secretary in
practice that none of the Directors on the Board of
the Company have been debarred or disqualified
from being appointed or continuing as Directors of
the Company by the Board/Ministry of Corporate
Affairs or any such statutory authority is annexed
with this report.
Corporate Governance (Contd.)
170
PEARL GLOBAL INDUSTRIES LIMITED
j)
The Board had accepted all recommendations of Committees of the Board, which is mandatorily required, in the
financial year 2023-24.
k)
The details of total fees for all services paid by the Company and its subsidiaries, on consolidated basis, to the
statutory auditors and all entities in the network firm/network entity of which statutory auditors is a part, are as
follows:
(` in Lakh)
Particulars
For the financial year
ended March 31, 2024
For the financial year
ended March 31, 2023
Statutory Audit Fee
40.24
40.24
Tax Audit Fees
5.50
5.50
Other Services
3.70
7.26
Reimbursement of Expenses
3.69
1.99
Total
53.13
54.99
l)
There were no cases filed pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013, during the financial year 2023-24.
m) Disclosure by Company and its subsidiaries of ‘Loans and advances in the nature of loans to firms/companies in
which directors are interested by name and amount’- NIL
n)
Details of material subsidiaries of the listed entity including the date and place of incorporation and the name and date
of appointment of the statutory auditors of such subsidiaries.
Name of the Material Subsidiaries
Date and place of
Incorporation
Name of the
Statutory Auditors
Date of
appointment
Pearl Global (HK) Limited
22.12.2009
(Hong Kong)
Ernst & Young
07.07.2022
Norp Knit Industries Limited
05.05.2004
(Bangladesh)
Rahman Rahman
Huq (Member firm
of KPMG)
12.12.2023
12. The Company is in compliance with all mandatory requirements under the Listing Regulations. There has been no instance
of non-compliance of any requirement of the Corporate Governance Report.
13. DISCRETIONARY REQUIREMENTS AS SPECIFIED IN PART E OF SCHEDULE II OF THE LISTING REGULATIONS
Discretionary requirements are as follows:
A.
The Board
Maintenance of Non-Executive Chairman’s Office - The Company is maintaining office of the Non-Executive Chairman.
B.
Shareholders Rights
The Company’s Investor Presentation, Analyst meet, Shareholding Pattern and official news releases are displayed on
the Company’s website https://www.pearlglobal.com/investor-relations/
C.
Modified opinion(s) in audit report - There is no modified opinion in the audit report.
D.
Separate Posts of Chairperson and Chief Executive Officer
Presently, the Company has separate post of Non-Executive Chairman and MD.
E.
Reporting of internal auditor-The internal auditor reports to Audit Committee as and when required.
14. COMPLIANCE WITH THE CODE OF CONDUCT
The Company has adopted a “Code of Conduct for the Directors and Senior Management”. The Code is available on the
official website of the Company https://www.pearlglobal.com/investor-relations/
The declaration from the MD regarding compliance with the code by all the Directors and Senior Management forms part
of the Report.
Corporate Governance (Contd.)
171
ANNUAL REPORT 2023-24
15. COMPLIANCE CERTIFICATE ON CORPORATE GOVERNANCE
A certificate from practicing company secretary regarding compliance of conditions of Corporate Governance is annexed
with this Annual Report.
16. CEO/CFO CERTIFICATION
The MD and Chief financial Officer have certified to the Board, inter alia, the accuracy of financial statements and adequacy
of Internal Controls for the financial reporting purpose as required under Regulation 17(8) of the Listing Regulations, for the
year ended March 31, 2024. Certificate is annexed with this Annual Report.
17. DISCLOSURE WITH RESPECT TO DEMAT SUSPENSE ACCOUNT / UNCLAIMED SUSPENSE ACCOUNT
Shares remaining unclaimed and lying in the IPO escrow A/c of the Company for the financial year 2023-24, is as follows:
-
Total shares outstanding at the beginning of financial year are 840 (post split) & total number of shareholders is 20.
-
Number of shareholders approached the Company for transfer of shares: Nil
-
Number of shareholders to whom shares transferred from escrow a/c: Nil
-
Aggregate number of shareholders & shares at the close of the year are 20 and 840 respectively.
-
Voting rights of these shares shall remain frozen till claim made against their shares.
18. ELECTRONIC CLEARING SERVICE (ECS)
SEBI had vide its Circular No. DCC/FITTCIR-3/2001 dated October 15, 2001 advised that all companies should mandatorily
use ECS facility wherever available. In the absence of ECS facility, companies may use warrants for distributing the dividends
and vide its Circular No. D&CC/FITTCIR-04/2001 dated November 13, 2001 had advised companies to mandatorily print
the Bank Account details furnished by the Depositories, on the dividend warrants. This ensures that the dividend warrants,
even if lost or stolen, cannot be used for any purpose other than for depositing the money in the accounts specified on the
dividend warrants and ensures safety for the investors. However, members who wish to receive dividend in an account
other than the one specified while opening the Depository account, may notify their DPs about any change in the Bank
Account details.
19. DEPOSITORY SERVICES
For guidance on depository services, shareholders may write to the Company or to the respective Depositories:
National Securities Depository Limited
Central Depository Services (India) Limited
Trade World, A wing, 4th Floor,
Kamala Mills Compound, Lower Parel, Mumbai - 400013
Marathon Futurex, 25th floor, NM Joshi Marg, Lower Parel
(East), Mumbai-400013
Telephone: 022-48867000 / 022-24997000
Telephone: 22-23023333
E-Mail : info@nsdl.co.in
E-Mail : investors@cdslindia.com
Website : www.nsdl.co.in
Website : www.cdslindia.com
Corporate Governance (Contd.)
172
PEARL GLOBAL INDUSTRIES LIMITED
To
The Members of Pearl Global Industries Limited
1.
We, Jayant Sood and Associates, Company Secretaries have examined the compliance of conditions of Corporate
Governance by the Company PEARL GLOBAL INDUSTRIES LIMITED (“the Company”), for the year ended on March 31,
2024, as stipulated in regulations 17 to 27 and clauses (b) to (i) of regulation 46(2) and para’s C and D of Schedule V of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended (“SEBI Listing Regulations”).
MANAGEMENT’S RESPONSIBILITY
2.
The compliance of conditions of Corporate Governance is the responsibility of the Management. This responsibility
includes the design, implementation and maintenance of internal control and procedures to ensure compliance with the
conditions of the Corporate Governance stipulated in the SEBI Listing Regulations.
3.
Our responsibility is limited to examining the procedures and implementation thereof, adopted by the Company for ensuring
compliance with the conditions of the Corporate Governance. It is neither an audit nor an expression of opinion on the
financial statements of the Company.
4.
We have examined relevant records and documents maintained by the Company for the purposes of providing reasonable
assurance on the compliance with Corporate Governance requirements by the Company.
5.
We have carried our examination in accordance with the Guidance Note on Certification of Corporate Governance issued
by the Institute of Company Secretaries of India and was limited to procedures and implementation thereof, adopted by the
Company for ensuring the compliance of the conditions of Corporate Governance. It is neither an audit nor an expression
of opinion on the financial statements of the Company.
OPINION
6.
Based on our examination of the relevant records and according to the information and explanations provided to us and the
representations provided by the Management, we certify that the Company has complied with the conditions of Corporate
Governance as stipulated in regulations 17 to 27 and clauses (b) to (i) of regulation 46(2) and para’s C and D of Schedule V
of the SEBI Listing Regulations during the year ended March 31, 2024.
7.
We state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or
effectiveness with which the Management has conducted the affairs of the Company.
For Jayant Sood and Associates
Company Secretaries
CS Jayant K Sood
FCS: 4482
COP-22410
Place: Gurugram
UDIN: F004482F000401197
Date: May 20, 2024
Peer Review Certificate Number: 1061/2021
CORPORATE GOVERNANCE CERTIFICATE
173
ANNUAL REPORT 2023-24
DECLARATION OF COMPLIANCE WITH CODE OF CONDUCT
OF BOARD OF DIRECTORS AND SENIOR MANAGEMENT
This is to certify that as per the provisions of Regulation 26 and Schedule V of Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015, the Board Members and the Senior Management Personnel have
affirmed compliance with the Code of Conduct for the financial year ended March 31, 2024.
For Pearl Global Industries Limited
(Pallab Banerjee)
Place: Gurugram
Managing Director
Dated: May 20, 2024
DIN 07193749
We, Pallab Banerjee, Managing Director and Narendra Somani, Chief Financial Officer of Pearl Global Industries
Limited (the Company), to the best of our knowledge and belief certify that:
A.
We have reviewed Financial Statements including the Cash Flow Statement for the year ended March 31, 2024
and to best of our knowledge and belief:
1)
these statements do not contain any materially untrue statement or omit any material fact or contain
statements that might be misleading.
2)
these statements together present a true and fair view of the Company’s affairs and are in compliance with
existing accounting standards, applicable laws and regulations.
B.
We also certify that to the best of our knowledge and belief, there are no transactions entered into by the
Company during the year, which are fraudulent, illegal or violate the Company’s Code of Conduct.
C.
We are responsible for establishing and maintaining internal controls for financial reporting and have evaluated
the effectiveness of internal control systems of the company pertaining to financial reporting and we have
disclosed to the Auditors and the Audit Committee, deficiencies in the design or operation of such internal
controls, if any, of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.
D.
We have indicated to the Auditors and the Audit Committee:
1. there are no significant changes in internal controls over financial reporting during the year;
2. there are no significant changes in accounting policies during the year; and
3. there are no instances of significant fraud of which we have become aware.
For Pearl Global Industries Limited
(Pallab Banerjee)
(Narendra Somani)
Place: Gurugram
Managing Director
Chief Financial Officer
Dated: May 20, 2024
DIN 07193749
ICAI M. No. 092155
CERTIFICATION BY MANAGING DIRECTOR AND CHIEF
FINANCIAL OFFICER OF PEARL GLOBAL INDUSTRIES LIMITED
174
PEARL GLOBAL INDUSTRIES LIMITED
(Pursuant to Regulation 34(3) and Schedule V Para C clause (10) (i) of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015)
To,
The Members
Pearl Global Industries Limited
CIN: L74899DL1989PLC036849
C-17/1, Paschimi Marg, Vasant Vihar, New Delhi-110057
We have examined the relevant register, records, forms, returns and disclosures received from the Directors of Pearl Global
Industries Limited, having CIN L74899DL1989PLC036849 and having registered office at C-17/1, Paschimi Marg, Vasant Vihar,
New Delhi-110057, (hereinafter referred to as “the Company”), produced before us by the Company for the purpose of the
issuing this Certificate, in accordance with the Regulation 34(3) read with Schedule V Para-C clause 10(i) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015.
In our opinion and to the best of our information and according to the verifications (including Director Identification Number (DIN)
status at the portal www.mca.gov.in) as considered necessary and explanations furnished to us by the Company and respective
Directors, we hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year
ending on March 31, 2024 have been debarred or disqualified from being appointed or continuing as Directors of Companies by
the Securities and Exchange Board of India, Ministry of Corporate Affairs, or any such other Statutory Authority.
LIST OF DIRECTORS AS ON MARCH 31, 2024
S.
NO.
NAME OF THE DIRECTORS
DESIGNATION
DIN
Director Since
1.
Mr. Deepak Kumar Seth
Chairman
00003021
March 22, 1994
2.
Mr. Pulkit Seth
Vice-Chairman and Non-Executive Director
00003044
November 01, 2004
3.
Mrs. Shifalli Seth
Non-Executive Director
0001388430
January 19, 2012
4.
Mr. Pallab Banerjee
Managing Director
07193749
October 01, 2021
5.
Mr. Shailesh Kumar
Whole-Time Director
08897225
October 07, 2020
6.
Mr. Deepak Kumar
Whole-Time Director
09497467
February 14, 2022
7.
Mr. Chittranjan Dua*
Independent Director
00036080
September 12, 2006
8.
Mr. Rajendra Kumar Aneja*
Independent Director
00731956
September 12, 2006
9.
Mr. Anil Nayar*
Independent Director
01390190
January 19, 2012
10.
Mr. Abhishek Goyal
Independent Director
01928855
May 26, 2017
11.
Mrs. Madhulika Bhupatkar
Independent Director
08712718
March 18, 2020
12.
Ms. Neha Khanna
Independent Director
03477800
June 21, 2021
13.
Mr. Ashwini Agarwal
Independent Director
00362480
February 12, 2024
14.
Dr. Rajiv Kumar
Independent Director
02385076
February 12, 2024
15.
Mr. Sanjay Kapoor
Independent Director
00264602
February 12, 2024
(*) Completed their second term of five years on March 31, 2024. Consequently, ceased to be IDs w.e.f. close of business hours
on March 31, 2024.
Ensuring the eligibility of for the appointment / continuity of every Director on the Board is the responsibility of the management
of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate is neither an
assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has
conducted the affairs of the Company.
For Jayant Sood & Associates
Company Secretaries
(CS Jayant K Sood)
Proprietor
FCS: 4482
CP No. 22410
Place: Gurugram
UDIN: F004482F000401494
Date: May 20, 2024
Peer Review Certificate No: 1061/2021
CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS
175
ANNUAL REPORT 2023-24
To
The Members of
Pearl Global Industries Limited
Report on the Audit of the Standalone Financial Statements
Opinion
We have audited the accompanying standalone financial
statements of Pearl Global Industries Limited (“the
Company”), which comprise the Balance Sheet as at March
31, 2024, and the Statement of Profit and Loss (including
Other Comprehensive Income), Statement of Changes
in Equity and Statement of Cash Flows for the year then
ended, and notes to the standalone financial statements,
including a summary of material accounting policies and
other explanatory information (hereinafter referred to as
“the standalone financial statements”).
In our opinion and to the best of our information and according
to the explanations given to us, the aforesaid standalone
financial statements give the information required by the
Companies Act, 2013 (“the Act”) in the manner so required
and give a true and fair view in conformity with the Indian
Accounting Standards prescribed under section 133 of the
Act read with the Companies (Indian Accounting Standards)
Rules, 2015, as amended, (“Ind AS”) and accounting
principles generally accepted in India, of the state of affairs
of the Company as at March 31, 2024, the Profit (financial
performance including other comprehensive income),
changes in equity and its cash flows for the year ended on
that date.
INDEPENDENT AUDITOR’S REPORT
Basis for Opinion
We conducted our audit of the standalone financial
statements in accordance with the Standards on Auditing
(SAs) specified under section 143(10) of the Act. Our
responsibilities under those Standards are further described
in the Auditor’s Responsibilities for the Audit of the
Standalone Financial Statements section of our report. We
are independent of the Company in accordance with the Code
of Ethics issued by the Institute of Chartered Accountants
of India (ICAI) together with the ethical requirements
that are relevant to our audit of the standalone financial
statements under the provisions of the Act and the Rules
made thereunder, and we have fulfilled our other ethical
responsibilities in accordance with these requirements and
the ICAI’s Code of Ethics. We believe that the audit evidence
we have obtained is sufficient and appropriate to provide a
basis for our opinion on the standalone financial statements.
Key Audit Matters
Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of the
standalone financial statements of the current year.
These matters were addressed in the context of our audit
of the standalone financial statements as a whole, and
in forming our opinion thereon, and we do not provide a
separate opinion on these matters. We have determined the
matters described below to be the key audit matters to be
communicated in our report w.r.t the Company:
Key Audit Matter
How our audit addressed the Key Audit Matter
Adequacy and completeness of disclosures of
Related Party Transactions
Refer Note 47 to the accompanying standalone
financial statements as at March 31, 2024 for the
disclosure of related parties and transactions with
them.
The Company has related party transactions which
include among others, sale/purchase of goods to its
subsidiaries and other related parties. This area was
significant to our audit due to the following reasons:
-
the significance of transactions with related
parties during the year ended March 31, 2024;
and
Our procedures included the following steps:
√
Obtaining an understanding of the Company’s policies and
procedures in respect of identification of related parties and
transactions with them. We also traced the related parties from
declaration given by directors, wherever applicable.
√
Read the minutes of the meetings of Board of Directors and Audit
Committee and verified that the transactions are approved in
accordance with internal procedures and the applicable regulations
to the Company.
√
Tested on a sample basis the arrangements between the
related parties along with supporting documents to evaluate the
management’s assertions that the transactions were at arm’s
length and in the ordinary course of business.
176
PEARL GLOBAL INDUSTRIES LIMITED
Independent Auditor’s Report (Contd.)
Key Audit Matter
How our audit addressed the Key Audit Matter
-
related party transactions are subject to
compliance requirement under the Companies
Act, 2013 and SEBI (listing and Obligation
Disclosure Requirement) 2015.
√
Evaluated and tested on a sample basis the rights and obligations
of the related parties and assessed whether the transactions were
recorded appropriately and disclosed in accordance with IND AS 24,
Companies Act, 2013 and SEBI (LODR), 2015.
√
Wherever appropriate, our substantive work was supplemented
by controls testing work which encompassed understanding,
evaluating and testing key controls in respect of Related Party
Transactions.
Our procedures as mentioned above did not identify any findings that are
significant for the financial statements as whole in respect of accounting,
presentation and disclosure of Related Party Transactions.
Recognition,
measurement,
presentation
and
disclosures of revenues as per Ind AS 115 “Revenue
from Contracts with Customers”
Refer Note 3(h) to the accompanying standalone
financial statements as at March 31, 2024
In accordance with the requirements of Ind AS 115
- Revenue from Contracts with Customers, an entity
shall recognise revenue when the entity satisfies a
performance obligation by transferring a promised
good or service to a customer. An asset is transferred
when the customer obtains control of that asset.
Revenue is one of the key measures of performance.
Revenue is identified as an area of significant risk.
As per the accounting policy, the Company derives
its revenue primarily from sale of garments with
revenue recognised at a point in time when control
of the goods has transferred to the customer. At the
year end, management has to exercise significant
judgement & control as the volume of transactions
are high. Accordingly, Revenue Recognition is
identified as a Key Audit Matter.
Our procedures included, but were not limited to the following:
√
Assessed the appropriateness of the Company’s revenue
recognition accounting policies as per Ind AS 115 -Revenue from
Contracts with Customers.
√
Obtained
an
understanding
and
assessed
the
design,
implementation and operating effectiveness of key internal controls
over recognition and measurement of revenue in accordance with
customer contracts, including correct timing of revenue recognition.
√
Performed substantive testing (including year-end cut-off testing)
by selecting samples of revenue transactions recorded during the
year, verifying with the underlying documents i.e sales invoices,
dispatch documents including shipping bill, Airway bill, bill of lading,
forwarder cargo receipt etc.
√
Performed cut off testing, on sample basis to ensure that the
revenue from sale of goods is recognized in the appropriate period.
√
Assessed manual journals posted to revenue to identify unusual
items and tested the same on a sample basis.
√
Performed analytical procedures for reasonableness of revenues
disclosed vis-à-vis the direct and indirect costs involved.
√
Considered adequacy of the Company’s disclosures in respect of
revenue and related estimates and judgements in the standalone
Ind AS financial statements.
Based on our procedures as mentioned above, we did not identify
any findings that are significant for the financial statements as whole
in respect of accounting, presentation and disclosure of Revenue
Recognition.
Information
Other
than
the
Standalone
Financial
Statements and Auditor’s Report Thereon
The Company’s Board of Directors is responsible for
the other information. The other information comprises
the information included in the annual report, but does
not include the standalone financial statements and our
auditor’s report thereon. The Annual Report is expected to
be made available to us after the date of this auditor’s report.
Our opinion on the standalone financial statements does
not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the standalone financial
statements, our responsibility is to read the other information
when it becomes available and, in doing so, consider whether
the other information is materially inconsistent with the
standalone financial statements or our knowledge obtained
177
ANNUAL REPORT 2023-24
Independent Auditor’s Report (Contd.)
in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that
there is a material misstatement of this other information,
we are required to report that fact.
Responsibility of Management and Those Charged with
Governance for the Standalone Financial Statements
The Company’s Board of Directors is responsible for the
matters stated in section 134(5) of the Act with respect to
the preparation of these standalone financial statements
that give a true and fair view of the financial position,
financial
performance,
total
comprehensive
income,
changes in equity and cash flows of the Company in
accordance with the Ind AS and other accounting principles
generally accepted in India. This responsibility also includes
maintenance of adequate accounting records in accordance
with the provisions of the Act for safeguarding of the assets
of the Company and for preventing and detecting frauds and
other irregularities; selection and application of appropriate
accounting policies; making judgments and estimates that
are reasonable and prudent; and design, implementation
and maintenance of adequate internal financial controls,
that were operating effectively for ensuring the accuracy
and completeness of the accounting records, relevant to
the preparation and presentation of the standalone financial
statements that give a true and fair view and are free from
material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, the Board
of Directors is responsible for assessing the Company’s
ability to continue as a going concern, disclosing, as
applicable, matters related to going concern and using
the going concern basis of accounting unless Board of
Directors either intends to liquidate the Company or to
cease operations, or has no realistic alternative but to do so.
Those Board of Directors are also responsible for overseeing
the Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Standalone
Financial Statements
Our objectives are to obtain reasonable assurance about
whether the standalone financial statements as a whole
are free from material misstatement, whether due to fraud
or error, and to issue an auditor’s report that includes our
opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance
with SAs will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they
could reasonably be expected to influence the economic
decisions of users taken on the basis of these standalone
financial statements.
As part of an audit in accordance with SAs, we exercise
professional judgment and maintain professional skepticism
throughout the audit. We also:
•
Identify and assess the risks of material misstatement
of the standalone financial statements, whether due
to fraud or error, design and perform audit procedures
responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis
for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for
one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or
the override of internal control.
•
Obtain an understanding of internal control relevant to
the audit in order to design audit procedures that are
appropriate in the circumstances. Under section 143(3)
(i) of the Act, we are also responsible for expressing
our opinion on whether the Company has adequate
internal financial controls with reference to financial
statements in place and the operating effectiveness of
such controls.
•
Evaluate the appropriateness of accounting policies
used and the reasonableness of accounting estimates
and related disclosures made by management.
•
Conclude on the appropriateness of management’s
use of the going concern basis of accounting and,
based on the audit evidence obtained, whether
a material uncertainty exists related to events or
conditions that may cast significant doubt on the
Company’s ability to continue as a going concern.
If we conclude that a material uncertainty exists, we
are required to draw attention in our auditor’s report
to the related disclosures in the standalone financial
statements or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the
audit evidence obtained up to the date of our auditor’s
report. However, future events or conditions may cause
the Company to cease to continue as a going concern.
•
Evaluate the overall presentation, structure and content
of the standalone financial statements, including the
disclosures, and whether the standalone financial
statements represent the underlying transactions and
events in a manner that achieves fair presentation.
We communicate with those charged with governance
regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including
any significant deficiencies in internal control that we
identify during our audit.
178
PEARL GLOBAL INDUSTRIES LIMITED
We also provide those charged with governance with a
statement that we have complied with relevant ethical
requirements regarding independence, and to communicate
with them all relationships and other matters that may
reasonably be thought to bear on our independence, and
where applicable, related safeguards.
From the matters communicated with those charged with
governance, we determine those matters that were of
most significance in the audit of the standalone financial
statements of the current period and are therefore the key
audit matters. We describe these matters in our auditor’s
report unless law or regulation precludes public disclosure
about the matter or when, in extremely rare circumstances,
we determine that a matter should not be communicated
in our report because the adverse consequences of doing
so would reasonably be expected to outweigh the public
interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
1.
As required by the Companies (Auditor’s Report) Order,
2020 (“the Order”), issued by the Central Government
of India in terms of sub-section (11) of section 143 of
the Act, we give in “Annexure A” a statement on the
matters specified in paragraphs 3 and 4 of the Order, to
the extent applicable.
2.
As required by Section 143(3) of the Act, based on our
audit we report that:
I.
We have sought and obtained all the information
and explanations which to the best of our
knowledge and belief were necessary for the
purposes of our audit.
II.
In our opinion, proper books of account as required
by law have been kept by the Company so far as
it appears from our examination of those books
except for the matters stated in the paragraph 2
(VIII) (f) below on reporting under Rule 11(g) of the
Companies (Audit and Auditors) Rules, 2014.
III.
The Balance Sheet, the Statement of Profit and
Loss (including Other Comprehensive Income),
Statement of Change in Equity and the Statement
of Cash Flows dealt with by this Report are in
agreement with the books of account.
IV.
In our opinion, the aforesaid standalone financial
statements comply with the Ind AS specified
under Section 133 of the Act, read with Rule 7 of
the Companies (Accounts) Rules, 2014.
V.
On the basis of the written representations
received from the directors as on March 31, 2024
taken on record by the Board of Directors, none of
the directors is disqualified as on March 31, 2024
from being appointed as a director in terms of
Section 164 (2) of the Act.
VI.
The modifications relating to the maintenance of
accounts and other matters connected therewith
are as stated in the paragraph 2 (II) above on
reporting under Section 143(3)(b) of the Act and
paragraph 2(VIII) (f) below on reporting under
Rule 11(g) of the Companies (Audit and Auditors)
Rules, 2014.
VII. With respect to the adequacy of the internal
financial controls with reference to standalone
financial statements of the Company and the
operating effectiveness of such controls, refer to
our separate Report in “Annexure B”.
VIII. With respect to the other matters to be included in
the Auditor’s Report in accordance with Rule 11 of
the Companies (Audit and Auditors) Rules, 2014,
in our opinion and to the best of our information
and according to the explanations given to us:
a)
The Company has disclosed the impact of
pending litigations on its financial position
in its standalone financial statements. –
refer Note No. 46 of the Standalone financial
statements.
b)
The Company did not have any long-term
contracts including derivative contracts for
which there were any material foreseeable
losses. – refer Note No. 42 of the Standalone
financial statements.
c)
There has been no delay in transferring
amounts, required to be transferred, to the
Investor Education and Protection Fund by
the Company.
d)
(i)
The Management has represented
that, to the best of its knowledge and
belief, as disclosed in the Note 54 to the
accounts, no funds (which are material
either individually or in the aggregate)
have been advanced or loaned or
invested (either from borrowed funds
or share premium or any other sources
or kind of funds) by the Company to or
in any other person or entity, including
foreign entity (“Intermediaries”), with
the understanding, whether recorded
in writing or otherwise, that the
Intermediary shall, directly or indirectly
lend or invest in other persons or entities
identified in any manner whatsoever
Independent Auditor’s Report (Contd.)
179
ANNUAL REPORT 2023-24
by or on behalf of the Company
(“Ultimate Beneficiaries”) or provide any
guarantee, security or the like on behalf
of the Ultimate Beneficiaries;
(ii)
The Management has represented,
that, to the best of its knowledge and
belief, as disclosed in the Note 54 to the
accounts, no funds (which are material
either individually or in the aggregate)
have been received by the Company
from any person or entity, including
foreign entity (“Funding Parties”), with
the understanding, whether recorded in
writing or otherwise, that the Company
shall, directly or indirectly, lend or
invest in other persons or entities
identified in any manner whatsoever
by or on behalf of the Funding Party
(“Ultimate Beneficiaries”) or provide any
guarantee, security or the like on behalf
of the Ultimate Beneficiaries; and
(iii) Based on such audit procedures that
has been considered reasonable and
appropriate
in
the
circumstances,
nothing has come to our notice that
has caused us to believe that the
representations under sub-clause (i)
and (ii) of Rule 11(e), as provided under
(i) & (ii) above, contain any material
misstatement.
e)
The interim dividend declared and paid by
the Company during the year and until the
date of this audit report is in accordance
with section 123 of the Companies Act
2013. Further, the interim dividend paid by
the Company during the year in respect of
the dividend declared for the previous year
is in accordance with section 123 of the
Companies Act 2013 to the extent it applies
to payment of dividend.
f)
Based on our examination which included
test checks, except for the instances
mentioned below, the Company has used
accounting software for maintaining its
books of account which have feature of
recording audit trail (edit log) facility for
all relevant transactions recorded in the
respective software:
i.
The feature of recording audit trail (edit
log) facility at database level is not
enabled to log any direct data changes
for the accounting software used for
maintaining the books of account.
ii.
The Company has used accounting
software for payroll records. Audit trail
feature at application layer as well as
at database level is not available within
the software configuration.
Further, audit trail (edit log) facility was operated
throughout the year for the accounting software, and
we did not come across any instance of audit trail
feature being tampered with.
3.
With respect to the matter to be included in the
Auditors’ report under Section 197(16):
In our opinion and according to the information
and explanation given to us, the Company has paid
remuneration to its directors during the year is in
accordance with the provisions of and limit laid down
under section 197 read with Schedule V of the Act.
For S.R. Dinodia & Co. LLP.
Chartered Accountants,
Firm’s Registration Number 001478N/N500005
(Sandeep Dinodia)
Partner
Membership Number 083689
UDIN: 24083689BKBLTN1588
Place of Signature: New Delhi
Date: May 20, 2024
Independent Auditor’s Report (Contd.)
180
PEARL GLOBAL INDUSTRIES LIMITED
The Annexure referred to in paragraph 1 under ‘Report
on Other Legal and Regulatory Requirements’ section
of Independent Auditors’ Report to the members of the
Company on the standalone financial statements for the
year ended March 31, 2024, we report that:
i)
In respect of Property, Plant and Equipment:
a)
(A) The Company has maintained proper
records showing full particulars, including
quantitative details and situation of Property,
Plant and Equipment.
(B) The Company has maintained proper
records showing full particulars of Intangible
assets.
b)
The Company has a program of verification to cover
all the items of Property, Plant and Equipment in a
phased manner which, in our opinion, is reasonable
having regard to the size of the Company and the
nature of its assets. Pursuant to the program,
certain Property, Plant and Equipment were
physically verified by the Management during the
year. According to the information and explanations
given to us, no material discrepancies were noticed
on such verification.
c)
According to the information and explanations
given to us and the records examined by us, the
title deeds of immovable properties (other than
immovable properties where the Company is
the lessee and the lease agreements are duly
executed in favour of the lessee) are held in the
name of the Company. However certain deeds
of immovable properties that are mortgaged
with the banks for securing borrowings were not
available for verification.
d)
According to the records examined by us, the
Company has not revalued its Property, Plant
and Equipment (including Right of Use assets)
or intangible assets or both during the year.
Accordingly, the provisions of clause 3(i) (d) of the
Order are not applicable.
e)
According to the information and explanations
given to us, no proceedings have been initiated or
are pending against the Company for holding any
benami property under the Prohibition of Benami
Property Transactions Act, 1988 (as amended in
2016) and rules made thereunder. Accordingly,
the provisions of clause 3(i) (e) of the Order are
not applicable.
ii)
In respect of its inventory:
a)
On the basis of information and explanation
provided, the Management has conducted
physical verification of inventory at reasonable
intervals during the year, except for goods-in-
transit. In our opinion, the coverage and procedure
of such verification is appropriate having regard to
the size of the Company and nature of its business.
According to the information and explanations
given to us, no discrepancies of 10% or more in
the aggregate for each class of inventory between
physical inventory and book records were noticed
on such physical verification.
b)
According to the records examined by us, during
the year, working capital limits in excess of five
crore rupees, in aggregate has been sanctioned
to the Company by the banks on the basis of
security of current assets. According to the
information and explanations given to us, the
quarterly statements filed by the Company with
such banks are materially in agreement with the
books of account of the Company.
iii)
According to the information and explanation given
and based on the audit procedures performed by us,
during the year, the Company has made investment
and provided corporate guarantee to group companies
and unsecured loans to companies and other parties.
Further, the Company has not given any security to
companies, firms, Limited Liability Partnerships (LLPs)
or other parties.
ANNEXURE ‘A’ TO THE INDEPENDENT AUDITORS’ REPORT OF
EVEN DATE ON THE STANDALONE FINANCIAL STATEMENTS
OF PEARL GLOBAL INDUSTRIES LIMITED.
181
ANNUAL REPORT 2023-24
a)
the aggregate amount during the year and balance outstanding at the balance sheet date with respect to such loans
and guarantees to its subsidiaries, and other parties are given below:
Particulars
Guarantees
Loan
Aggregate amount granted/ provided during
the year
-
Subsidiaries
USD 125.00 lakh equivalent to
` 10421.25 lakh
` 232.00 lakh
-
Others- Loan to employees
` 130.66 lakh
Balance outstanding as at balance sheet date
in respect of above cases
-
Subsidiaries
USD 125.00 lakh equivalent to
` 10421.25 lakh
` 234.67 lakh and USD 3 lakh
equivalent to ` 250.11 lakh
-
Others- Loan to employees
-
` 75.94 lakh
b)
The terms and conditions of the grant of loans
and guarantees and investment made, are, prima
facie, not prejudicial to the Company’s interest.
c)
The schedule of repayment of principal and
payment of interest in respect of loan has been
stipulated and the repayment/receipts of the
principal amount and the interest are generally
been regular as per stipulation.
d)
There is no overdue amount in respect of loan
granted.
e)
No loans or advances in the nature of loan granted
which has fallen due during the year or has been
renewed or extended or fresh loans granted to
settle the over dues of existing loans given to
the same parties. Accordingly, the provisions of
clause 3(iii) (e) of the Order are not applicable.
f)
The Company has not granted any loans or
advances in the nature of loans either repayable
on demand or without specifying any terms or
period of repayment. Accordingly, the provisions
of clause 3(iii) (f) of the Order are not applicable.
iv)
In our opinion and according to the information and
explanations given to us, the Company has not provided
any security in connection with a loan to any other body
corporate or person. However, in respect of loan granted,
investments made and corporate guarantee provided to
its subsidiaries, the Company has compiled with Section
185 and Section 186 of the Act.
v)
In our opinion and according to the information
and explanations given to us, the Company has
not accepted any deposits or amounts which are
deemed to be deposits during the year and had no
unclaimed deposits at the beginning of the year within
the meaning of Sections 73 to 76 of the Act and the
Companies (Acceptance of Deposits) Rules, 2014 (as
amended). Accordingly, the provisions of clause 3(v) of
the Order are not applicable.
vi)
On the basis of available information and explanation
provided to us, the Central Government has not
prescribed maintenance of cost records under sub-
section (1) of section 148 of the Companies Act,
2013 read with Companies (Cost Records and Audit)
Amendment Rules, 2016 dated July 14, 2016 to
the current operations carried out by the Company.
Accordingly, the provisions of paragraph 3(vi) of the
Order are not applicable to the Company.
vii) In respect of Statutory Dues:
a)
The Company is generally regular in depositing
undisputed statutory dues including Provident
Fund, Employees’ State Insurance, Income Tax,
Goods and Service Tax, Cess and any other
material statutory dues applicable to it with the
appropriate authorities. There were no undisputed
amounts payable in respect of Provident Fund,
Employees’ State Insurance, Income Tax, Goods
and Service Tax, Cess and any other material
statutory dues in arrears as at March 31, 2024 for
a period of more than six months from the date
they became payable.
b)
According to the records of the Company examined
by us and the information and explanations given
Annexure ‘A’ to the Independent Auditors’ Report (Contd.)
182
PEARL GLOBAL INDUSTRIES LIMITED
to us, there were no dues in respect of statutory dues refer to in sub clause vii(a) above which have not been deposited
by the Company on account of dispute, except for the following:
S.
No.
Name of the Statute
Nature of Dues
Amount
in ` lakh
Period to which
amount relates
Forum where dispute
is pending
a)
Income Tax Act, 1961
Income Tax Demand
15.57
A.Y 2015-16
At CIT(A)
b)
Income Tax Act, 1961
Income Tax Demand
3.49
A.Y 2016-17
At Assessing Officer
c)
Income Tax Act, 1961
Income Tax Demand
3.83
A.Y 2017-18
At CIT(A)
d)
Income Tax Act, 1961
Income Tax Demand
2.90
A.Y 2020-21
At CIT(A)
viii)
According to the information and explanations
given to us and the records examined by us, there
are no unrecorded transactions that have been
surrendered or disclosed as income during the
year in the tax assessments under the Income Tax
Act, 1961 (43 of 1961). Accordingly, the provisions
of clause 3(viii) of the Order are not applicable.
ix)
In respect of loans or other borrowings taken by
the Company, according to the information and
explanations given to us and audit procedures
performed by us:
a)
The
Company
has
not
defaulted
in
repayment of loans or other borrowings or in
the payment of interest thereon to any lender
during the year.
b)
The Company has not been declared willful
defaulter by any bank or financial institution
or government or any government authority.
c)
The Company has utilized the money
obtained by way of term loans during the
year for the purposes for which they were
obtained.
d)
No funds raised on short-term basis have
been used for long-term purposes by the
Company.
e)
The Company has not taken any funds
from any entity or person on account of or
to meet the obligations of its subsidiaries.
Further, the Company does not have any
associate and Joint venture. Accordingly, the
provisions of clause 3(ix) (e) of the Order are
not applicable.
f)
The Company has not raised loans during
the year on the pledge of securities held in
its subsidiaries. Further the Company does
not have any associate and joint venture.
Accordingly, the provisions of clause 3(ix) (f)
of the Order are not applicable.
x)
In respect of moneys raised by the Company through
issue of shares & debt instruments:
a)
During the year, the Company did not raise moneys
by way of initial public offer or further public offer
(including debt instruments). Accordingly, the
provisions of clause 3(x) (a) of the Order are not
applicable.
b)
During the year, the Company has not made any
preferential allotment or private placement of
shares or convertible debentures (fully, partially or
optionally convertible). Accordingly, provisions of
clause 3 (x) (b) of the Order are not applicable.
xi)
a)
As per the information and explanations given
to us on our enquiries on this behalf, no fraud of
material significance on or by the Company has
been noticed or reported during the year.
b)
In our opinion and according to the information
and explanations given to us, no report under
sub-section (12) of section 143 of the Companies
Act has been filed during the year and upto the
date of this report in Form ADT-4 as prescribed
under rule 13 of Companies (Audit and Auditors)
Rules, 2014 with the Central Government.
c)
As represented to us by the management, there
are no whistle blower complaints received by the
Company during the year ended March 31, 2024.
xii) The Company is not a Nidhi Company and hence,
the provisions of paragraph 3(xii) of the Order are not
applicable to the Company.
xiii) In our opinion and according to the information and
explanations given to us, all transactions with the
related parties are in compliance with Section 177 and
188 of the Companies Act, 2013, where applicable, and
the details of such transactions have been disclosed
in the financial statements etc. as required by the
applicable accounting standards.
xiv) In respect to internal audit system in the Company:
a)
In our opinion and based on our examination,
the Company has an internal audit system
Annexure ‘A’ to the Independent Auditors’ Report (Contd.)
183
ANNUAL REPORT 2023-24
commensurate with the size and nature of its
business.
b)
We have considered, the internal audit reports
for the year under audit, issued to the Company
during the year and till date, in determining the
nature, timing and extent of our audit procedures.
xv) In our opinion and according to information and
explanation given to us, the Company has not entered
into any non-cash transactions with directors or
persons connected with him, covered under section
192 of the Act. Accordingly, provisions of clause 3 (xv)
of the Order are not applicable.
xvi) a)
The Company is not required to be registered
under Section 45-IA of the Reserve Bank of India
Act, 1934 (2 of 1934). Accordingly, provisions of
clause 3 (xvi) (a), (b) and (c) of the Order are not
applicable.
b)
According to the information and explanations
given to us, there are no core investment
company (CIC) within the Group (as defined in
the Core Investment Companies (Reserve Bank)
Directions, 2016). Accordingly, provisions of
clause 3 (xvi) (d) of the Order are not applicable.
xvii) According to the information and explanations given to
us, the Company has neither incurred any cash losses
in the current financial year nor in the immediately
preceding financial year.
xviii) There has been no resignation of the statutory auditors
of the Company during the year. Accordingly, provisions
of clause 3 (xviii) of the Order are not applicable.
xix) According to the information and explanations given
to us and on the basis of the financial ratios, ageing
and expected dates of realization of financial assets
and payment of financial liabilities, other information
accompanying the financial statements, our knowledge
of the Board of Directors and Management’s plans and
based on our examination of the evidence supporting
the assumptions, nothing has come to our attention,
which causes us to believe that any material uncertainty
exists as on the date of the audit report that Company
is not capable of meeting its liabilities existing at the
date of balance sheet as and when they fall due within
a period of one year from the balance sheet date. We,
however, state that this is not an assurance as to the
future viability of the Company. We further state that
our reporting is based on the facts up to the date of
the audit report and we neither give any guarantee nor
any assurance that all liabilities falling due within a
period of one year from the balance sheet date, will get
discharged by the Company as and when they fall due.
xx) In respect of Corporate Social Responsibility, according
to the information and explanations given to us and
audit procedures performed by us:
a)
There are no unspent amounts towards Corporate
Social Responsibility (CSR) pursuant to any
project other than ongoing projects requiring to
be transferred to a Fund specified in Schedule VII
to the Companies Act in compliance with second
proviso to sub-section (5) of section 135 of the
said Act. Accordingly, provisions of clause 3 (xx)
(a) of the Order are not applicable.
b)
There are no ongoing CSR projects under
sub-section (6) of section 135 of the said Act.
Accordingly, provisions of clause 3 (xx) (b) of the
Order are not applicable.
xxi) The reporting under clause 3(xxi) of the Order is not
applicable in respect of audit of standalone financial
statements. Accordingly, no comment in respect of the
said clause has been included in this report.
For S.R. Dinodia & Co. LLP.
Chartered Accountants,
Firm’s Registration Number 001478N/N500005
(Sandeep Dinodia)
Partner
Membership Number 083689
UDIN: 24083689BKBLTN1588
Place of Signature: New Delhi
Date: May 20, 2024
Annexure ‘A’ to the Independent Auditors’ Report (Contd.)
184
PEARL GLOBAL INDUSTRIES LIMITED
Report on the Internal Financial Controls under Clause (i)
of Sub-section 3 of Section 143 of the Companies Act,
2013 (“the Act”)
We have audited the internal financial controls with reference
to financial statements of Pearl Global Industries Limited
(“the Company”) as of March 31, 2024 in conjunction with
our audit of the standalone financial statements of the
Company for the year ended on that date.
Management’s Responsibility for Internal Financial
Controls
The Company’s management is responsible for establishing
and maintaining internal financial controls based on the
internal control with reference to financial statements criteria
established by the Company considering the essential
components of internal control stated in the Guidance
Note on Audit of Internal Financial Controls Over Financial
Reporting issued by the Institute of Chartered Accountants
of India (ICAI). These responsibilities include the design,
implementation and maintenance of adequate internal
financial controls that were operating effectively for ensuring
the orderly and efficient conduct of its business, including
adherence to Company’s policies, the safeguarding of its
assets, the prevention and detection of frauds and errors,
the accuracy and completeness of the accounting records,
and the timely preparation of reliable financial information,
as required under the Act.
Auditors’ Responsibility
Our responsibility is to express an opinion on the Company’s
internal financial controls with reference to financial
statements based on our audit. We conducted our audit
in accordance with the Guidance Note on Audit of Internal
Financial Controls Over Financial Reporting (the “Guidance
Note”) and the Standards on Auditing, issued by ICAI and
deemed to be prescribed under section 143(10) of the
Companies Act, 2013, to the extent applicable to an audit
of internal financial controls, both applicable to an audit of
Internal Financial Controls and, both issued by the Institute
of Chartered Accountants of India. Those Standards and
the Guidance note require that we comply with ethical
requirements and plan and perform the audit to obtain
reasonable assurance about whether adequate internal
financial controls with reference to financial statements
was established & maintained and if such controls operated
effectively in all material respects.
ANNEXURE ‘B’ TO THE INDEPENDENT AUDITORS’ REPORT OF
EVEN DATE ON THE STANDALONE FINANCIAL STATEMENTS
OF PEARL GLOBAL INDUSTRIES LIMITED
Our audit involves performing procedures to obtain audit
evidence about the adequacy of the internal financial
controls system with reference to financial statements and
their operating effectiveness. Our audit of internal financial
controls with reference to financial statements included
obtaining an understanding of internal financial controls with
reference to financial statements, assessing the risk that a
material weakness exists, and testing and evaluating the
design and operating effectiveness of internal control based
on the assessed risk. The procedures selected depend on
the auditor’s judgement, including the assessment of the
risks of material misstatement of the financial statements,
whether due to fraud or error.
We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our audit
opinion on the Company’s internal financial controls system
with reference to financial statements.
Meaning of Internal Financial Controls with reference to
financial statements
A Company’s internal financial control with reference to
financial statements is a process designed to provide
reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for
external purposes in accordance with generally accepted
accounting principles. A Company’s internal financial
control with reference to financial statements includes
those policies and procedures that (1) pertain to the
maintenance of records that, in reasonable detail, accurately
and fairly reflect the transactions and dispositions of the
assets of the Company; (2) provide reasonable assurance
that transactions are recorded as necessary to permit
preparation of financial statements in accordance with
generally accepted accounting principles, and that receipts
and expenditures of the Company are being made only
in accordance with authorisations of management and
directors of the Company; and (3) provide reasonable
assurance regarding prevention or timely detection
of unauthorised acquisition, use, or disposition of the
Company’s assets that could have a material effect on the
standalone financial statements.
Inherent Limitations of Internal Financial Controls with
reference to financial statements
Because of the inherent limitations of internal financial
controls with reference to financial statements, including the
185
ANNUAL REPORT 2023-24
possibility of collusion or improper management override
of controls, material misstatements due to error or fraud
may occur and not be detected. Also, projections of any
evaluation of the internal financial controls with reference to
financial statements to future periods are subject to the risk
that the internal financial control with reference to financial
statements may become inadequate because of changes
in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an
adequate internal financial controls system with reference
to financial statements and such internal financial controls
with reference to financial statements were operating
effectively as at March 31, 2024, based on the internal control
with reference to financial statements criteria established
by the Company considering the essential components
of internal control stated in the Guidance Note on Audit of
Internal Financial Controls Over Financial Reporting issued
by the Institute of Chartered Accountants of India.
For S.R. Dinodia & Co. LLP.
Chartered Accountants,
Firm’s Registration Number 001478N/N500005
(Sandeep Dinodia)
Partner
Membership Number 083689
UDIN: 24083689BKBLTN1588
Place of Signature: New Delhi
Date: May 20, 2024
Annexure ‘B’ to the Independent Auditors’ Report (Contd.)
186
PEARL GLOBAL INDUSTRIES LIMITED
STANDALONE BALANCE SHEET
as at March 31, 2024
As per our report of even date attached
For & on behalf of Board of Directors of Pearl Global Industries Limited
For S.R. Dinodia & Co. LLP
Chartered Accountants
Firm’s Registration Number 001478N/N500005
(Sandeep Dinodia)
(Pulkit Seth)
(Pallab Banerjee)
Partner
Vice-Chairman
Managing Director
Membership Number : 083689
DIN 00003044
DIN 07193749
(Sanjay Gandhi)
(Narendra Somani)
Group CFO
Chief Financial Officer
M. No. 096380
M. No. 092155
(Shilpa Budhia)
Company Secretary
M. No. A23564
Place of Signature: New Delhi
Place of Signature: Gurugram
Date: May 20, 2024
Date: May 20, 2024
(Amount in ` Lakhs, unless otherwise stated)
Particulars
Note
No.
As at
March 31, 2024
As at
March 31, 2023
I.
Assets
Non-current assets
(a)
Property, plant and equipment
4
15,342.01
12,824.77
(b)
Capital work in progress
5
1,432.34
691.69
(c)
Right of use assets
50
3,182.53
3,004.07
(d)
Investment properties
6
5,643.04
5,736.06
(e)
Other Intangible assets
7
209.58
156.19
(f)
Financial assets
(i)
Investments
(ia) Investment in subsidiaries
8
12,491.55
11,818.71
(ib) Investment - others
9
0.47
832.00
(ii)
Loans
10
8.85
11.60
(iii) Other financial assets
11
672.03
684.85
(g)
Non current tax assets (net)
13
518.68
518.66
(h)
Deferred Tax Assets (net)
12
163.65
71.95
(i)
Other non current assets
14
580.57
136.48
Total Non-current assets
40,245.30
36,487.03
Current assets
(a)
Inventories
15
15,070.23
13,562.99
(b)
Financial assets
(i)
Investments
9
-
562.16
(ii)
Trade receivables
16
12,632.97
11,040.37
(iii) Cash and cash equivalents
17
6,123.57
6,740.76
(iv) Bank balances other than cash and cash equivalents
18
2,354.87
2,197.49
(v)
Loans
10
551.87
419.31
(vi) Other financial assets
11
177.89
98.04
(c)
Other current assets
14
6,802.99
7,060.31
Total current assets
43,714.39
41,681.43
Total assets
83,959.69
78,168.46
II.
Equity and liabilities
Equity
(a)
Equity share capital
19
2,179.18
2,166.39
(b)
Other equity
20
35,234.13
35,919.60
Total equity
37,413.31
38,085.99
Liabilities
Non- current liabilities
(a)
Financial liabilities
(i)
Borrowings
21
5,833.01
5,777.53
(ia) Lease Liabilities
50
2,981.58
2,950.56
(ii)
Others financial liabilities
23
122.77
107.03
(b)
Provisions
24
1,482.94
1,157.26
(c)
Deferred tax liabilities (net)
12
-
-
(d)
Other non current liabilities
25
73.73
96.53
Total non- current liabilities
10,494.03
10,088.91
Current liabilities
(a)
Financial liabilities
(i)
Borrowings
22
17,356.65
14,858.02
(ia) Lease Liabilities
50
860.27
569.52
(ii)
Trade payables
26
- Total outstanding due of micro enterprises and small
enterprises
1,137.67
744.87
-
Total outstanding due of creditors other than micro
enterprises and small enterprises
14,890.89
11,850.25
(iii)
Other financial liabilities
23
320.81
605.17
(b)
Other current liabilities
25
1,337.77
1,066.36
(c) Provisions
24
134.13
101.73
(d)
Current tax liabilities (net)
27
14.16
197.63
Total current liabilities
36,052.35
29,993.55
Total equity and liabilities
83,959.69
78,168.46
Summary of Material Accounting Policies
3
The accompanying notes form an integral part of these financial statements
187
ANNUAL REPORT 2023-24
As per our report of even date attached
For & on behalf of Board of Directors of Pearl Global Industries Limited
For S.R. Dinodia & Co. LLP
Chartered Accountants
Firm’s Registration Number 001478N/N500005
(Sandeep Dinodia)
(Pulkit Seth)
(Pallab Banerjee)
Partner
Vice-Chairman
Managing Director
Membership Number : 083689
DIN 00003044
DIN 07193749
(Sanjay Gandhi)
(Narendra Somani)
Group CFO
Chief Financial Officer
M. No. 096380
M. No. 092155
(Shilpa Budhia)
Company Secretary
M. No. A23564
Place of Signature: New Delhi
Place of Signature: Gurugram
Date: May 20, 2024
Date: May 20, 2024
STATEMENT OF STANDALONE PROFIT AND LOSS
for period ended March 31, 2024
(Amount in ` Lakhs, unless otherwise stated)
Particulars
Note
No.
For the year ended
March 31, 2024
For the year ended
March 31, 2023
I
Revenue from operations
28
95,366.71
1,10,377.07
II
Other income
29
4,232.27
3,035.51
III
Total income (I+II)
99,598.98
1,13,412.58
IV
Expenses
(a) Cost of materials consumed
30
41,919.00
52,666.18
(b) Purchases of stock-in-trade
31
673.12
-
(c) Changes in inventories of finished goods, work in progress and
stock in trade
32
(1,087.30)
1,524.57
(d) Employee benefits expense
33
24,004.36
19,833.58
(e) Finance costs
34
3,008.17
3,042.33
(f) Depreciation and amortisation expense
35
2,439.38
1,882.90
(g) Other expenses
36
25,525.64
29,392.83
Total expenses
96,482.37
1,08,342.39
V
Profit/ (loss) before exceptional items and tax (III-IV)
3,116.61
5,070.19
VI
Exceptional Items
37
68.92
(1,096.86)
VII
Profit/ (loss) before tax (V-VI)
3,047.69
6,167.05
VIII Tax expense:
12
(a) Current tax
501.66
951.58
(b) Deferred tax
(149.79)
(167.79)
(c) Adjustment of tax relating to earlier years
(127.95)
1.61
Total tax expense
223.92
785.40
IX
Profit/(loss) for the year (VII-VIII)
2,823.77
5,381.65
X
Other comprehensive income
38
(A)
(i)
Items that will not be reclassified to profit or loss
(a) Re-measurement gains/ (losses) on defined benefit plans
46.52
53.35
(ii) Income tax on items that will not be reclassified to profit or loss
(11.71)
(13.43)
(B)
(i)
Items that will be reclassified to of profit or loss
(a) Net movement in effective portion of cash flow hedge reserve
184.28
(595.46)
(b) Exchange differences in translating the financial
statements of a foreign operation
(25.00)
127.24
(ii) Income tax on items that will be reclassified to profit or loss
(46.38)
149.87
Other comprehensive income for the year, net of tax
147.71
(278.43)
XI
Total comprehensive income for the year, net of tax
2,971.48
5,103.22
XII
Earnings per share: (face value ` 5 per share)
39
1)
Basic (amount in `)
6.50
12.42
2)
Diluted (amount in `)
6.45
12.39
Summary of Material Accounting Policies
3
The accompanying notes form an integral part of these financial statements
188
PEARL GLOBAL INDUSTRIES LIMITED
STATEMENT OF STANDALONE CASH FLOW
for the year ended March 31, 2024
(Amount in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Cash flows from operating activities
Profit before and tax
3,047.69
6,167.05
Adjustments for:
Depreciation and amortisation
2,439.38
1,882.90
Interest paid and other borrowing cost
2,996.34
3,024.18
Sundry balances written back
(80.10)
(91.51)
Loss Allowance for Receivables
-
(2,335.15)
Provision written back
-
(98.50)
Net unrealised Forex (gain)/ loss
117.02
155.83
Sundry balances written off
319.78
229.24
Gain on lease modification
-
1.86
Grant amortised during the year
(1.00)
(1.00)
Amortisation of deferred rental income
(14.89)
(19.36)
Unwinding of discount on security deposits Income
(33.35)
(31.70)
Unwinding of discount on security deposits Expense
11.83
18.15
Profit on sale of current investment - mutual Fund
(379.50)
(97.05)
Rental income
(728.92)
(774.49)
Interest income
(282.78)
(246.68)
Dividend Income
(1,492.11)
(1,006.25)
Fair value loss /(gain) on financial assets measured at fair value through
profit or loss
-
13.19
Income on corporate guarantee
(122.00)
(151.58)
Loss Allowance for doubtful debts and advances
200.01
151.07
Enchanced Compensation Receivable on Compulsary Acquisition
-
14.48
Interest on Advance paid
-
(827.00)
Stock Compensation expense
600.38
143.92
Foreign Currency Translation Reserve on Foreign Operation
(25.00)
127.24
Operating profit before working capital changes
6,572.78
6,248.87
Movement in working capital:
(Increase)/decrease in trade receivables
(1,723.48)
365.64
(Increase)/decrease in other non-current financial assets
16.75
(28.71)
(Increase)/decrease in other current financial assets
(84.95)
22.44
(Increase)/decrease in other non-current assets
(495.59)
0.31
(Increase)/decrease in other current assets
105.10
3,313.24
(Increase)/decrease in inventories
(1,507.24)
8,616.10
Increase/(decrease) in trade payables
3,280.56
(5,298.15)
Increase/(decrease) in other non-current financial liabilities
15.74
(133.89)
Increase/(decrease) in other current financial liabilities
(133.01)
181.41
Increase/(decrease) in non-current provisions
372.20
276.40
Increase/(decrease) in current provisions
32.40
(8.27)
Increase/(decrease) in other non-current liabilities
(22.80)
(2,908.53)
Increase/(decrease) in other current liabilities
287.32
233.21
Cash generated from operations
6,715.77
10,880.08
Direct tax paid (net of refunds)
(557.20)
(706.49)
Cash flow before exceptional items
6,158.57
10,173.59
Exceptional items:
69.07
(1,096.86)
Net cash inflow from/(used in) operating activities
(A)
6,227.64
9,076.72
Cash flows from investing activities
Purchase of property, plant and equipment (Including ROU, net with
lease liabilities)
(4,040.98)
(1,924.44)
Sale proceeds of property, plant and equipment
86.67
4,657.93
(Increase)/decrease in capital work in progress
(740.65)
(691.69)
Sale/(Purchase) of investment properties
(45.75)
(24.73)
Sale/(Purchase) of Intangible assets
(106.01)
(139.61)
(Increase)/decrease in capital advances
51.50
(26.81)
Increase/(decrease) in capital creditors
31.32
31.37
(Increase)/decrease in Investment in subsidiaries and others
(290.47)
239.43
(Increase)/decrease in investment - Others
1,773.19
67.14
(Increase)/decrease in non-current Loans
2.75
(6.22)
(Increase)/decrease in current Loans
(132.56)
(383.33)
189
ANNUAL REPORT 2023-24
(Amount in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
(Increase)/decrease in bank deposit
168.50
(59.85)
Interest received
295.07
209.69
Dividend received
1,492.11
1,006.25
Rent received
597.40
774.49
Net Cash From/ (Used In) Investing Activities
(B)
(1,194.92)
3,729.61
Cash flows from financing activities
Increase/ (decrease) in long term borrowings
55.48
(2,555.98)
Increase/ (decrease) in short term borrowings
2,498.63
(2,776.43)
Issue of Share Capital (inclusive of Security Premium)
383.47
-
Payment of Lease Liabilities
(1,140.50)
(704.57)
Dividend paid (Net of Tax)
(4,881.89)
(1,624.80)
Other borrowing cost
(1,050.56)
(925.39)
Interest paid
(1,514.55)
(1,800.45)
Net cash inflow from/(used in) financing activities
(C)
(5,649.92)
(10,387.61)
Net Increase (decrease) In cash and cash equivalents
(A+B+C)
(617.19)
2,418.72
Opening balance of cash and cash equivalents
6,740.76
4,322.04
Total cash and cash equivalents
6,123.57
6,740.76
Components of cash and cash equivalents
Cash, Cheque/drafts on hand
58.58
26.63
With banks - Current account
868.05
4,425.43
With banks - Deposit account
5,196.94
2,288.71
Total cash and cash equivalent (Note no. 17)
6,123.57
6,740.76
Notes :
(a) The above Standalone statement of Cash Flows has been prepared under the Indirect Method as set out in IND AS 7 ‘ Statement
of Cash Flows’.
(b) The Increase/(Decrease) in liabilities arising from financing activities includes non-cash transactions as under:
For the year ended
March 31, 2024
For the year ended
March 31, 2023
i)
EIR adjustment of borrowings
10.40
12.06
ii)
Unwinding of discount on security deposit
11.83
18.15
(c) During 2023-24, the Company has made investment of ` 451.94 Lakhs in newly incorporated partially owned subsidiary
(POS) “Pearl GT HoldCo Ltd”.
Summary of Material Accounting Policies
3
The accompanying notes form an integral part of these financial statements
As per our report of even date attached
For & on behalf of Board of Directors of Pearl Global Industries Limited
For S.R. Dinodia & Co. LLP
Chartered Accountants
Firm’s Registration Number 001478N/N500005
(Sandeep Dinodia)
(Pulkit Seth)
(Pallab Banerjee)
Partner
Vice-Chairman
Managing Director
Membership Number : 083689
DIN 00003044
DIN 07193749
(Sanjay Gandhi)
(Narendra Somani)
Group CFO
Chief Financial Officer
M. No. 096380
M. No. 092155
(Shilpa Budhia)
Company Secretary
M. No. A23564
Place of Signature: New Delhi
Place of Signature: Gurugram
Date: May 20, 2024
Date: May 20, 2024
STATEMENT OF STANDALONE CASH FLOW
for the year ended March 31, 2024 (Contd.)
190
PEARL GLOBAL INDUSTRIES LIMITED
A.
Equity Share Capital
(Amount in ` Lakhs, unless otherwise stated)
As At April 01, 2022
2,166.39
Changes during the year
-
As at March 31, 2023
2,166.39
Changes during the year
12.79
As at March 31, 2024
2,179.18
B.
Other Equity
Particulars
Reserves and Surplus
Other Comprehen
sive Income
Total
Other
Equity
General
Reserve
Security
Premium
Capital
Redemp
tion Re
serve
Amalga
mation
Reserve
Retained
Earnings
Share
Based
Pay
ment
Effective
Portion
of Cash
Flow
Hedge
Currency
Tran
salation
Reserve
Balance as at April 01, 2022
4,204.36
17,103.90
95.00
625.95
9,949.62
-
305.08 (102.24)
32,181.67
Profit/(loss) for the year
5,381.65
-
-
5,381.65
Net movement in effective por
tion of cash flow hedge
reserve, net of tax effect
-
-
-
-
(445.59)
-
(445.59)
Share Based Payment Reserve
259.51
259.51
Dividend
(1,624.80)
(1,624.80)
Remeasurement of the benefit
plan, net of tax effect
-
-
-
-
39.92
-
-
39.92
Foreign Currency Transalation
Reserve
-
-
-
-
-
-
127.24
127.24
Balance as at March 31, 2023
4,204.36
17,103.90
95.00
625.95 13,746.39
259.51 (140.51)
25.00 35,919.60
Profit/(loss) for the year
-
-
-
-
2,823.77
-
-
2,823.77
Net movement in effective
portion of cash flow hedge
reserve, net of tax effect
-
-
-
-
-
137.90
-
137.90
Security premium
591.75
591.75
Share Based Payment Reserve
639.68
639.68
Dividend
(4,888.39)
(4,888.39)
Remeasurement of the benefit
plan, net of tax effect
-
-
-
-
34.81
-
-
34.81
Foreign Currency Translation
Reserve
-
-
-
-
-
-
(25.00)
(25.00)
Balance as at March 31, 2024
4,204.36 17,695.65
95.00
625.95 11,716.58
899.19
(2.61)
-
35,234.13
Summary of Material Accounting Policies (Note No. 3)
The accompanying notes form an integral part of these financial statements
STATEMENT OF CHANGES IN EQUITY
for the year ended March 31, 2024
As per our report of even date attached
For & on behalf of Board of Directors of Pearl Global Industries Limited
For S.R. Dinodia & Co. LLP
Chartered Accountants
Firm’s Registration Number 001478N/N500005
(Sandeep Dinodia)
(Pulkit Seth)
(Pallab Banerjee)
Partner
Vice-Chairman
Managing Director
Membership Number : 083689
DIN 00003044
DIN 07193749
(Sanjay Gandhi)
(Narendra Somani)
Group CFO
Chief Financial Officer
M. No. 096380
M. No. 092155
(Shilpa Budhia)
Company Secretary
M. No. A23564
Place of Signature: New Delhi
Place of Signature: Gurugram
Date: May 20, 2024
Date: May 20, 2024
191
ANNUAL REPORT 2023-24
1.
CORPORATE INFORMATION
Pearl Global Industries Limited is a public limited company
domiciled in India and has its registered office at C-17/1
Paschimi Marg, Vasant Vihar, New Delhi, South West
Delhi, Delhi, 110057. The company is primarily engaged
in manufacturing, sourcing and export of ready to wear
apparels through its facilities and operations in India and
overseas. The company has its primary listings on Bombay
Stock Exchange and National Stock Exchange in India.
2.
BASIS OF PREPARATION AND MEASUREMENT
Statement of Compliance: The Financial Statements
are prepared on an accrual basis under historical cost
Convention except for certain financial instruments which
are measured at fair value. These financial statements have
been prepared in accordance with the Indian Accounting
Standards (Ind AS) as prescribed under Section 133 of
the Companies Act, 2013 read with the Companies (Indian
Accounting Standards) Rules, 2015 as amended and
other relevant provisions of the Companies Act, 2013, as
applicable.
The accounting policies are applied consistently to all the
periods presented in the financial statements.
Basis of Preparation and presentation: The financial
statements are prepared under the historical cost convention
except for certain financial assets and liabilities (including
derivative financial instruments) that are measured at fair
value or amortised cost.
All assets and liabilities have been classified as current or
noncurrent according to the Company’s operating cycle
and other criteria set out in the Act. Based on the nature of
products and the time between the acquisition of assets for
processing and their realisation in cash and cash equivalents,
the Company has ascertained its operating cycle as twelve
months for the purpose of current non-current classification
of assets and liabilities.
Functional and Presentation Currency
The financial statements are presented in ` which is its
functional & presentational currency and all values are
rounded to the nearest Lakhs upto two decimal places
except otherwise stated.
Going Concern
The board of directors have considered the financial position
of the Company at March 31, 2024 and the projected cash
flows and financial performance of the Company for at least
twelve months from the date of approval of these financial
statements as well as planned cost and cash improvement
actions, and believe that the plan for sustained profitability
remains on course.
The board of directors have taken actions to ensure that
appropriate long-term cash resources are in place at
the date of signing the accounts to fund the Company’s
operations.
Recent accounting pronouncements notified by Ministry
of Corporate Affairs are as under:-
Ministry of Corporate Affairs (“MCA”) notifies new standard
or amendments to the existing standards under Companies
(Indian Accounting Standards) Rules as issued from time
to time. For the year ended March 31, 2024, MCA has not
notified any new standards or amendments to the existing
standards applicable to the company.
3.
MATERIAL ACCOUNTING POLICIES
a)
Material accounting judgements, estimates and
assumptions
The preparation of financial statements in conformity
with Ind AS requires management to make judgements,
estimates and assumptions that affect the application
of accounting policies and the reported amount of
assets, liabilities, income, expenses and disclosures
of contingent assets and liabilities at the date of these
financial statements and the reported amount of
revenues and expenses for the years presented. Actual
results may differ from the estimates.
Estimates and underlying assumptions are reviewed
at each balance sheet date. Revisions to accounting
estimates are recognised in the period in which the
estimates are revised and future periods affected.
Use of Estimates and Judgements
The key assumptions concerning the future and other
key sources of estimation uncertainty at the reporting
date, that have a significant risk of causing a material
adjustment to the carrying amounts of assets and
liabilities within the next financial year, are described
below. The Company based its assumptions and
estimates on parameters available when the financial
statements were prepared. Existing circumstances
and assumptions about future developments, however,
may change due to market changes or circumstances
arising that are beyond the control of the Company.
Such changes are reflected in the assumptions when
they occur. Also, the Company has made certain
judgements in applying accounting policies which
have an effect on amounts recognised in the financial
statements.
NOTES
to standalone financial statements for the year ended March 31, 2024
192
PEARL GLOBAL INDUSTRIES LIMITED
i)
Income taxes
The Company is subject to income tax laws as
applicable in India. Significant judgment is required
in determining provision for income taxes. There
are many transactions and calculations for which
the ultimate tax determination is uncertain during
the ordinary course of business. The Company
recognises liabilities for anticipated tax issues
based on estimates of whether additional taxes
will be due. Where the final tax outcome of these
matters is different from the amounts that were
initially recorded, such differences will impact
the income tax and deferred tax provisions in the
period in which such determination is made. Where
tax positions are uncertain, accruals are recorded
within income tax liabilities for management’s best
estimate of the ultimate liability that is expected
to arise based on the specific circumstances and
the Company’s historical experience. Factors
that may have an impact on current and deferred
taxes include changes in tax laws, regulations
or rates, changing interpretations of existing tax
laws or regulations, future levels of research and
development spending and changes in pre-tax
earnings.
ii)
Contingencies
Contingent Liabilities may arise from the ordinary
course of business in relation to claims against
the Company, including legal and other claims.
By virtue of their nature, contingencies will be
resolved only when one or more uncertain future
events occur or fail to occur. The assessment
of the existence, and potential quantum, of
contingencies inherently involves the exercise of
significant judgements and the use of estimates
regarding the outcome of future events.
iii) Recoverability of deferred taxes
In assessing the recoverability of deferred tax
assets, management considers whether it is
probable that taxable profit will be available
against which the losses can be utilised. The
ultimate realisation of deferred tax assets is
dependent upon the generation of future taxable
income during the periods in which the temporary
differences become deductible. Management
considers the projected future taxable income
and tax planning strategies in making this
assessment.
iv) Defined benefit plans
The present value of the gratuity and compensated
absences
are
determined
using
actuarial
valuations.
An
actuarial
valuation
involves
making various assumptions that may differ from
actual developments in the future. These include
the determination of the discount rate, future
salary increases and mortality rates. Due to the
complexities involved in the valuation and its long-
term nature, a defined benefit obligation is highly
sensitive to changes in these assumptions. All
assumptions are reviewed at each reporting date.
The parameter most subject to change is the
discount rate. In determining the appropriate
discount rate for plans operated in India, the
actuary considers the interest rates of government
bonds in currencies consistent with the currencies
of the post-employment benefit obligation. The
mortality rate is based on publicly available
mortality tables for the specific countries. Those
mortality tables tend to change only at interval in
response to demographic changes. Future salary
increases and gratuity increases are based on
expected future inflation rates for the respective
countries.
v)
Useful lives of property, plant and equipment
The Company reviews the useful life of property,
plant and equipment at the end of each reporting
period. This reassessment may result in change
in depreciation expense in future periods.
vi) Leases
Where the Company is the lessee, key judgements
include
assessing
whether
arrangements
contain a lease and determining the lease term.
To assess whether a contract contains a lease
requires judgement about whether it depends on
a specified asset, whether the Company obtains
substantially all the economic benefits from the
use of that asset and whether the the Company
has a right to direct the use of the asset. In order
to determine the lease term judgement is required
as extension and termination options have to be
assessed along with all facts and circumstances
that may create an economic incentive to exercise
an extension option, or not exercise a termination
option. The Company revises the lease term if
there is a change in the non-cancellable period
of a lease. Estimates include calculating the
NOTES
to standalone financial statements for the year ended March 31, 2024
193
ANNUAL REPORT 2023-24
discount rate which is generally based on the
incremental borrowing rate specific to the lease
being evaluated or for a portfolio of leases with
similar characteristics.
Where the Company is the lessor, the treatment
of leasing transactions is mainly determined by
whether the lease is considered to be an operating
or finance lease. In making this assessment,
management looks at the substance of the
lease, as well as the legal form, and makes a
judgement about whether substantially all of the
risks and rewards of ownership are transferred.
Arrangements which do not take the legal form
of a lease but that nevertheless convey the
right to use an asset are also covered by such
assessments.
vii) Amortisation of Government Grants
Grants are amortised to Profit and Loss on a
straight - line basis over the expected lives of
related assets and presented within other income.
viii) Impairment of financial instruments
The Company analyses regularly for indicators of
impairment of its financial instruments by reference
to the requirements under relevant Ind AS.
The management’s estimates and assessments
were based in particular on assumptions
regarding the development of the economy as a
whole, the development of textilles markets, and
the development of the basic legal parameters.
b)
Current versus non-current classification
The Company presents assets and liabilities in
the balance sheet based on current/ non-current
classification.
Assets:
An asset is treated as current when it is:
a)
Expected to be realised or intended to be sold or
consumed in normal operating cycle
b)
Held primarily for the purpose of trading
c)
Expected to be realised within twelve months
after the reporting period, or
d)
Cash or cash equivalent unless restricted from
being exchanged or used to settle a liability for
at least twelve months after the reporting period
All other assets are classified as non-current.
Liabilities:
A liability is current when:
(a) It is expected to be settled in normal operating
cycle
(b) It is held primarily for the purpose of trading
(c) It is due to be settled within twelve months after
the reporting period, or
(d) There is no unconditional right to defer the
settlement of the liability for at least twelve
months after the reporting period
All other liabilities are classified as non-current.
Deferred tax assets and liabilities are classified as non-
current assets and liabilities.
Operating cycle: The operating cycle is the time between
the acquisition of assets for processing and their
realisation in cash and cash equivalents. The Company
has identified twelve months as its operating cycle.
c)
Property, Plant and Equipment (PPE) and Depreciation
Property, plant and equipment and capital work
in progress are stated at cost less accumulated
depreciation and accumulated impairment losses,
if any. Such cost includes expenditure that is directly
attributable to the acquisition of the asset. The cost of
self-constructed assets includes the cost of materials
and direct services, any other costs directly attributable
to bringing the assets to its working condition for their
intended use and cost of replacing part of the plant
and equipment and borrowing costs for long-term
construction projects if the recognition criteria are met.
When parts of an item of PPE having significant costs
have different useful lives, then they are accounted for
as separate items (major components) of property,
plant & equipment.
An item of property, plant and equipment and any
significant part initially recognised is de-recognised
upon disposal or when no future economic benefits
are expected from its use. Any gain or loss arising on
de-recognition of the asset (calculated as the difference
between the net disposal proceeds and the carrying
amount of the asset) is included in the statement of
profit and loss.
Items of stores and spares that meet the definition of
property, plant and equipment are capitalised at cost
and depreciated over their useful life. Otherwise, such
items are classified as inventories.
NOTES
to standalone financial statements for the year ended March 31, 2024
194
PEARL GLOBAL INDUSTRIES LIMITED
Transition to Ind AS: On transition to Ind AS, the
Company has elected to continue with the carrying
value of all its property, plant and equipment as at April
01, 2016, measured as per the previous GAAP, and
use that carrying value as the deemed cost of such
property, plant and equipment.
Subsequent costs: The cost of replacing a part of an
item of property, plant and equipment is recognised in
the carrying amount of the item of property, plant and
equipment, if it is probable that the future economic
benefits embodied within the part will flow to the
Company and its cost can be measured reliably with
the carrying amount of the replaced part getting
derecognised. The cost for day-to-day servicing
of property, plant and equipment are recognised in
statement of profit and loss as and when incurred.
Decommissioning Costs: The present value of the
expected cost for the decommissioning of an asset, if
any, after its use is included in the cost of the respective
asset if the recognition criteria for a provision are met.
(as applicable)
Capital work in progress: Capital work in progress
comprises the cost of property, plant & equipment that
are not ready for their intended use at the reporting
date.
Cost comprises of purchase cost, related acquisition
expenses, borrowing costs and other direct expenditure.
Depreciation:
Depreciation is provided on a pro-rata basis on
the straight-line basis on the estimated useful life
prescribed under Schedule II to Companies Act , 2013
with the following exception :
-
Property, plant & equipment costing upto ` 5,000
has been fully depreciated during the financial
year
-
Leasehold land has been amortised over the lease
term
-
Freehold Land is not depreciated
Depreciation Method, useful lives and residual values
are reviewed at each financial year end and adjusted, if
appropriate.
d)
Investment Properties
Property that is held for rental yields or for capital
appreciation or both, and that is not occupied by
the Company, is classified as investment property.
Investment property is measured at its cost, including
related transaction costs and where applicable borrowing
costs less depreciation and impairment if any.
The Company, based on technical assessment made by
management, depreciates the building over estimated
useful life of 60 years. The management believes that
these estimated useful lives are realistic and reflect fair
approximation of the period over which the assets are
likely to be used.
Transition to Ind AS: On transition to Ind AS, the
Company has elected to continue with the carrying
value of all its investment properties as at 1 April 2016,
measured as per the previous GAAP, and use that
carrying value as the deemed cost of such investment
properties.
e)
Other Intangible assets
Recognition and measurement
Intangible assets that are acquired by the Company are
measured initially at cost. Intangible assets with finite
useful lives are measured at cost less accumulated
amortisation and accumulated impairment losses,
if any. All expenditures, qualifying as Intangible Assets
are amortised over estimated useful life.
Transition to Ind AS
On transition to Ind AS, the Company has elected to
continue with the carrying value of all its intangible
assets recognised as at April 01, 2016, measured as
per the previous GAAP, and use that carrying value as
the deemed cost of such intangible assets.
Subsequent Expenditure: Subsequent expenditure is
capitalised only when it increases the future economic
benefits embodied in the specific asset to which it
relates. All other expenditure is recognised in statement
of profit and loss as incurred.
Amortisation and useful lives: Intangible assets with
finite lives are amortised over the useful life and these
are assessed for impairment whenever there is an
indication that the intangible asset may be impaired.
The amortisation period and the amortisation method
for an intangible asset with a finite useful life are
reviewed at least at the end of each reporting period.
Changes in the expected useful life or the expected
pattern of consumption of future economic benefits
embodied in the asset are considered to modify the
amortisation period or method, as appropriate, and
are treated as changes in accounting estimates. The
amortisation expense on intangible assets with finite
lives is recognised in the statement of profit and loss
unless such expenditure forms part of carrying value of
another asset. The amortisation method, residual value
and the useful lives of intangible assets are reviewed
annually and adjusted as necessary. Specialised
NOTES
to standalone financial statements for the year ended March 31, 2024
195
ANNUAL REPORT 2023-24
softwares are amortised over a period of 3 years or
license period whichever is earlier.
f)
Borrowing costs
Borrowing costs consists of interest and amortisation
of ancillary costs that an entity incurs in connection
with the borrowing of funds. Borrowing costs
directly attributable to the acquisition, construction
or production of an asset that necessarily takes a
substantial period of time to get ready for its intended
use or sale are capitalised as part of the cost of the
asset. All other borrowing costs are expensed in the
period in which they occur. Borrowing costs consist
of interest and other costs that an entity incurs in
connection with the borrowing of funds. Borrowing
cost also includes exchange differences to the extent
regarded as an adjustment to the borrowing costs.
g)
Foreign Currency Transactions and Translations
Functional and presentational currency
The Company’s financial statements are presented in
Indian Rupees (` in Lakhs) which is also the Company’s
functional currency. Functional currency is the currency
of the primary economic environment in which a
Company operates and is normally the currency in
which the Company primarily generates and expends
cash. All the financial information presented in ` except
where otherwise stated.
Transactions and balances
Transactions in foreign currencies are translated into
the functional currency of the Company at the exchange
rates at the date the transactions or an average rate if
the average rate approximates the actual rate at the
date of the transaction.
Monetary assets and liabilities denominated in foreign
currencies are translated into the functional currency at
the exchange rate at the reporting date.Non-monetary
assets and liabilities that are measured at fair value in
a foreign currencies are translated into the functional
currency at the exchange rate when the fair value
was determined. Non-monetary assets and iabilities
that are measured in terms of historical cost are not
re-translated.
Exchange differences on monetary items are recognised
in profit or loss in the period in which they arise
except for exchange differences on foreign currency
borrowings relating to assets under construction for
future productive use, which are included in the cost of
those assets when they are regarded as an adjustment
to interest costs on those foreign currency borrowings.
Advances received or paid in foreign currency are
recognised at exchange rate on the date of transaction
and not re-translated.
h)
Revenue Recognition
The Company derives revenue primarily from export of
manufactured and traded goods.
Revenue from contract with customers
Revenue from contract with customers is recognised
when control of the goods or services are transferred
to the customer at an amount that reflects the
consideration to which the Company expects to be
entitled in exchange for transferring distinct goods or
services to a customer as specified in the contract,
excluding the amount collected on behalf of third
parties (for example, taxes and duties collected on
behalf of government) and net of returns & discounts.
The Company has concluded that it is acting as
principal in its revenue arrangements.
The Company considers whether there are other
promises in the contract that are separate performance
obligations to which a portion of the transaction price
needs to be allocated. In determining the transaction
price for the sale of products, the Company considers
the effect of variable consideration, the existence
of
significant
financing
component,
non-cash
consideration, and consideration payable to the
customer (if any).
The Company assesses its revenue arrangements
against specific recognition criteria like exposure
to significant risks & rewards associated with the
sale of goods or services. When deciding the most
appropriate basis for presenting revenue or costs
of revenue, both the legal form and substance of the
agreement between the Company and its Customers
are reviewed to determine each party’s respective role
in the transaction.
Specific revenue recognition criteria:
(i) Sale of products
Revenue from sale of products is recognised at the
point in time when control of product is transferred to
the customer. In case of Export sale it is on the basis of
date of airway bill/bill of lading.
(ii) Job work income
Revenue from job work on the product is recognised at
the point in time when control of services is transferred
to the customer, generally on the delivery of the product
after completion of job work.
NOTES
to standalone financial statements for the year ended March 31, 2024
196
PEARL GLOBAL INDUSTRIES LIMITED
(iii) Export Incentives
Export
Incentives
under
various
schemes
are
accounted in the year of export.
(iv) Recovery from Customers / Claim or Penalty
a)
Recovery from customers & Claim / Penalty
Income is recognised when the right to receive is
established.
(v) Other Incomes
a)
Sale of software/ SAP income is recognised at the
delivery of complete module & patches (through
reimbursement from group companies)
b)
Rental Income is recognised on accrual basis as
per the terms of agreement
c)
In respect of interest income, revenue is
recognised on the time proportion basis, taking
into account the amount outstanding and the rate
of interest applicable
d)
Dividend Income is recognised when the right to
receive is established
Variable Consideration
If the consideration in a contract includes a variable
amount, the Company estimates the amount of
consideration to which it will be entitled in exchange
for transferring the goods to the customer. The variable
consideration is estimated at contract inception and
constrained until it is highly probable that a significant
revenue reversal in the amount of revenue recognised
will not occur when the associated uncertainty with the
variable consideration is subsequently resolved.
Significant Financing Component
Generally, the Company does not receive short term
or long term advances from its customers except in
certain scenarios. Using the practical expedient in Ind
AS 115, the Company does not adjust the promised
amount of consideration for the effects of a significant
financing component if it expects, at contract inception,
that the period between the transfer of promised good
or service to the customer and when the customer
pays for good or service will be one year or less. The
Company does not expect to have any contracts where
the period between the transfer of promised goods
and services to the customer and payment by the
customer exceeds one year. As a consequence, it does
not adjust any of the transaction prices for the time
value of money.
Contract balances
Contract assets
A contract asset is the right to consideration in
exchange for goods or services transferred to the
customer. If the Company performs by transferring
goods or services to a customer before the customer
pays consideration or before payment is due, a contract
asset is recognised for the earned consideration that is
conditional.
Trade receivables
A receivable represents the Company’s right to an
amount of consideration that is unconditional (i.e., only
the passage of time is required before payment of the
consideration is due). Refer to accounting policies of
financial assets in section Financial instruments –
initial recognition and subsequent measurement.
Contract liabilities
A contract liability is the obligation to transfer goods
or services to a customer for which the Company has
received consideration (or an amount of consideration
is due) from the customer. If a customer pays
consideration before the Company transfers goods
or services to the customer, a contract liability is
recognised when the payment is made or the payment
is due (whichever is earlier). Contract liabilities are
recognised as revenue when the Company performs
under the contract.
Cost to obtain a contract
The Company does not capitalise costs to obtain a
contract because majorly the contracts have terms
that do not extend beyond one year. The Company
does not have a significant amount of capitalised costs
related to fulfilment.
i)
Inventories
i)
Inventories of finished goods manufactured by
the Company are valued style-wise and at lower
of cost and estimated net realisable value. Cost
includes material cost on weighted average basis
and appropriate share of overheads incurred
in bringing them to their present location and
condition. In the case of manufactured inventories
and
work-in-progress,
cost
includes
an
appropriate share of fixed production overheads
based on normal operating capacity.
ii)
Inventories of finished goods (traded) are valued
at lower of procurement cost (FIFO method) or
estimated net realisable value.
NOTES
to standalone financial statements for the year ended March 31, 2024
197
ANNUAL REPORT 2023-24
iii) Inventories of raw material, work in progress,
accessories & consumables are valued at cost
(weighted average method) or at estimated
net realisable value whichever is lower. WIP
cost includes appropriate portion of allocable
overheads. Raw materials and other supplies
held for use in the production of finished products
are not written down below cost except in cases
where material prices have declined and it is
estimated that the cost of the finished products
will exceed their net realisable value.
iv) Net realisable value is the estimated selling price
in the ordinary course of business, less estimated
costs of completion and estimated costs
necessary to make the sale. The comparison of
cost and net realisable value is made on a item by
item basis. Obsolete or slow moving inventories
are identified from time to time and a provision
is made for such inventories as appropriate on
periodic basis.
j)
Leases
The Company assesses at contract inception whether
a contract is, or contains, a lease. That is, if the contract
conveys the right to control the use of an identified
asset for a period of time in exchange for consideration.
Company as a lessee
The Company’s lease asset classes primarily comprise
of lease for land and building. The Company assesses
whether a contract contains a lease, at inception of
a contract. A contract is, or contains, a lease if the
contract conveys the right to control the use of an
identified asset for a period of time in exchange for
consideration. To assess whether a contract conveys
the right to control the use of an identified asset, the
Company assesses whether: (i) the contract involves
the use of an identified asset (ii) the Company has
substantially all of the economic benefits from use
of the asset through the period of the lease and (iii)
the Company has the right to direct the use of the
asset. The Company applies a single recognition
and measurement approach for all leases, except for
short-term leases and leases of low-value assets. For
these short-term and low value leases, the Company
recognises the lease payments as an operating
expense on a straight-line basis over the term of the
lease. The Company recognises lease liabilities to make
lease payments and right-of-use assets representing
the right to use the underlying assets as below:
i)
Right-of-use assets
The Company recognises right-of-use assets at
the commencement date of the lease (i.e., the
date the underlying asset is available for use).
Right-of-use assets are measured at cost, less
any accumulated depreciation and impairment
losses, and adjusted for any remeasurement
of lease liabilities. The cost of right-of-use
assets includes the amount of lease liabilities
recognised, initial direct costs incurred, and lease
payments made at or before the commencement
date less any lease incentives received. Right-
of-use assets are depreciated on a straight-line
basis over the shorter of the lease term and the
estimated useful lives of the underlying assets
(i.e. 30 and 60 years) If ownership of the leased
asset transfers to the Company at the end of the
lease term or the cost reflects the exercise of a
purchase option, depreciation is calculated using
the estimated useful life of the asset. The right-
of-use assets are also subject to impairment.
ii)
Lease Liabilities
At the commencement date of the lease, the
Company recognises lease liabilities measured at
the present value of lease payments to be made
over the lease term. The lease payments include
fixed payments (including in substance fixed
payments) less any lease incentives receivable,
variable lease payments that depend on an index
or a rate, and amounts expected to be paid under
residual value guarantees. The lease payments
also include the exercise price of a purchase
option reasonably certain to be exercised by
the Company and payments of penalties for
terminating the lease, if the lease term reflects
the Company exercising the option to terminate.
Variable lease payments that do not depend on
an index or a rate are recognised as expenses
(unless they are incurred to produce inventories)
in the period in which the event or condition that
triggers the payment occurs. In calculating the
present value of lease payments, the Company
uses its incremental borrowing rate at the lease
commencement date because the interest rate
implicit in the lease is not readily determinable.
After the commencement date, the amount of
lease liabilities is increased to reflect the accretion
of interest and reduced for the lease payments
made. In addition, the carrying amount of lease
NOTES
to standalone financial statements for the year ended March 31, 2024
198
PEARL GLOBAL INDUSTRIES LIMITED
liabilities is remeasured if there is a modification,
a change in the lease term, a change in the lease
payments (e.g., changes to future payments
resulting from a change in an index or rate used
to determine such lease payments) or a change
in the assessment of an option to purchase the
underlying asset. The Company’s lease liabilities
are included in other current and non-current
financial liabilities.
(iii) Short-term leases and leases of low-value assets
The Company applies the short-term lease
recognition exemption to its short-term leases
(i.e., those leases that have a lease term of 12
months or less from the commencement date
and do not contain a purchase option). It also
applies the lease of low-value assets recognition
exemption to leases that are considered to be
low value. Lease payments on short-term leases
and leases of low-value assets are recognised as
expense on a straight-line basis over the lease
term. “Lease liability” and “Right of Use” asset
have been separately presented in the Balance
Sheet and lease payments have been classified
as financing cash flows.
Company as a lessor
Leases for which the Company is a lessor
is classified as finance or operating lease.
Leases in which the Company does not transfer
substantially all the risks and rewards incidental to
ownership of an asset are classified as operating
leases. Rental income arising is accounted for on
a straight-line basis over the lease terms. Initial
direct costs incurred in negotiating and arranging
an operating lease are added to the carrying
amount of the leased asset and recognised over
the lease term on the same basis as rental income.
Contingent rents are recognised as revenue in the
period in which they are earned.
k)
Employee’s benefits
Short term employee benefits: All employee benefits
expected to be settled wholly within twelve months
of rendering the service are classified as short-term
employee benefits. When an employee has rendered
service to the Company during an accounting period,
the Company recognises the undiscounted amount of
short-term employee benefits expected to be paid in
exchange for that service as an expense unless another
Ind AS requires or permits the inclusion of the benefits
in the cost of an asset. Benefits such as salaries,
wages and short-term compensated absences, bonus
and ex-gratia etc. are recognised in statement of profit
and loss in the period in which the employee renders
the related service.
A liability is recognised for the amount expected to
be paid after deducting any amount already paid
under short-term cash bonus or profit-sharing plans
if the Company has a present legal or constructive
obligation to pay this amount as a result of past service
provided by the employee, and the obligation can be
estimated reliably. If the amount already paid exceeds
the undiscounted amount of the benefits, the Company
recognises that excess as an asset /prepaid expense to
the extent that the prepayment will lead to, for example,
a reduction in future payments or a cash refund.
Defined contribution plan
A defined contribution plan is a post-employment
benefit plan under which an entity pays fixed
contributions to a statutory authority and will have no
legal or constructive obligation to pay further amounts.
Retirement benefits in the form of Provident Fund,
Employee State Insurance Scheme and Labour
Welfare Fund Scheme are defined contribution plans.
The
contributions
paid/payable
to
government
administered respective funds are recognised as an
expense in the statement of profit and loss during
the period in which the employee renders the related
service.
Defined benefit plan
A defined benefit plan is a post-employment benefit
plan other than a defined contribution plan.
The Company has an obligation towards gratuity,
a defined benefit retirement plan covering eligible
employees. The plan provides for a lump sum payment
to vested employees at retirement, death while in
employment or on termination of employment of an
amount based on the respective employee’s salary
and the tenure of employment. Vesting occurs upon
completion of five years of service. The Company
accounts for the liability for gratuity benefits payable
in future based on an independent actuarial valuation
report using the projected unit credit method as at the
year end.
The obligations are measured at the present value of
the estimated future cash flows. The discount rate is
generally based upon the market yields available on
Government bonds at the reporting date with a term
that matches that of the liabilities.
NOTES
to standalone financial statements for the year ended March 31, 2024
199
ANNUAL REPORT 2023-24
Re-measurements, comprising actuarial gains and
losses, the effect of the changes to the asset ceiling
(if applicable) and the return on plan assets (excluding
interest and if applicable), is reflected immediately in
Other Comprehensive Income in the statement of profit
and loss. All other expenses related to defined benefit
plans are recognised in statement of profit and loss
as employee benefit expenses. Re-measurements
recognised in Other Comprehensive Income will
not be reclassified to statement of profit and loss
hence it is treated as part of retained earnings in the
statement of changes in equity. Gains or losses on the
curtailment or settlement of any defined benefit plan
are recognised when the curtailment or settlement
occurs. Curtailment gains and losses are accounted
for as past service costs.
Other long term employee benefits
As per the Company’s policy, eligible leaves can be
accumulated by the employees and carried forward to
future periods to either be utilised during the service,
or encashed. Encashment can be made during
the service, on early retirement, on withdrawal of
scheme, at resignation by employee and upon death
of employee. The scale of benefits is determined
based on the seniority and the respective employee’s
salary. The Company records an obligation for such
compensated absences in the period in which the
employee renders the services that increase this
entitlement. The obligation is measured on the basis
of independent actuarial valuation using the projected
unit credit method.
Employees Share Based Payment
Employees (including senior executives) of the
Company receive component of remuneration in the
form of share based payment transactions, whereby
employees render services as consideration for equity
instruments (equity-settled transactions).
The cost of equity-settled transactions is determined
by the fair value at the date when the grant is made
using an appropriate valuation model.
That cost is recognised, together with a corresponding
increase in share based payment (SBP) reserves in
equity, over the period in which the performance and/
or service conditions are fulfilled in employee benefits
expense. The cumulative expense recognised for
equity-settled transactions at each reporting date
until the vesting date reflects the extent to which the
vesting period has expired and the Company’s best
estimate of the number of equity instruments that will
ultimately vest. The expense or credit in statement of
profit and loss for a period represents the movement
in cumulative expense recognised as at the beginning
and end of that period and is recognised in employee
benefits expense.
When the terms of an equity-settled award are modified,
the minimum expense recognised is the expense had
the terms had not been modified, if the original terms of
the award are met. An additional expense is recognised
for any modification that increases the total fair value
of the share based payment transaction, or is otherwise
beneficial to the employee as measured at the date
of modification. Where an award is cancelled by the
entity or by the counterparty, any remaining element
of the fair value of the award is expensed immediately
through profit or loss.
The dilutive effect of outstanding options is reflected as
additional share dilution in the computation of diluted
earnings per share.
Expense relating to options granted to employees of
the subsidiaries under the Company’s share based
payment plan, is cross charged for their share of the
stock compensation cost by equity settlement.
l)
Provisions
General
Provisions are recognised when the Company has a
present obligation (legal or constructive) as a result of
a past event, it is probable that an outflow of resources
embodying economic benefits will be required to settle
the obligation and a reliable estimate can be made of
the amount of the obligation.
When the Company expects some or all of a provision
to be reimbursed, the reimbursement is recognised as
a separate asset, but only when the reimbursement is
virtually certain.
The expense relating to a provision is presented in the
statement of profit and loss, net of any reimbursement.
If the effect of the time value of money is material,
provisions are discounted using a current pre-tax rate
that reflects, when appropriate, the risks specific to the
liability. The unwinding of discount is recognised in the
statement of profit and loss as a finance cost.
Provisions are reviewed at the end of each reporting
period and adjusted to reflect the current best estimate.
If it is no longer probable that an outflow of resources
would be required to settle the obligation, the provision
is reversed.
NOTES
to standalone financial statements for the year ended March 31, 2024
200
PEARL GLOBAL INDUSTRIES LIMITED
m) Financial instruments
A financial instrument is a contract that gives rise to
a financial asset for one entity and a financial liability
or equity instrument for another entity. Financial
assets and financial liabilities are recognised when
the Company becomes a party to the contractual
provisions of the instruments.
(i) Financial assets
Initial recognition and measurement
A financial asset is initially recognised at fair value.
In case of financial assets which are recognised
at fair value through profit and loss (FVTPL), its
transaction cost are recognised in the statement
of profit and loss. In other cases, the transaction
cost are attributed to the acquisition value of the
financial asset.
Subsequent measurement
For purposes of subsequent measurement,
financial assets are classified in three categories:
-
Financial Asset carried at amortised cost
-
Financial Asset at fair value through other
comprehensive income (FVTOCI)
-
Financial Asset at fair value through profit
and loss (FVTPL)
Financial asset carried at amortised cost
A financial asset is subsequently measured at
amortised cost if it is held within a business
model whose objective is to hold the asset in
order to collect contractual cash flows and the
contractual terms of the financial asset give rise
on specified dates to cash flows that are solely
payments of principal and interest on the principal
amount outstanding.
Financial asset at fair value through other
comprehensive income (FVTOCI)
A financial asset is subsequently measured at fair
value through other comprehensive income if it
is held within a business model whose objective
is achieved by both collecting contractual
cash flows and selling financial assets and the
contractual terms of the financial asset give rise
on specified dates to cash flows that are solely
payments of principal and interest on the principal
amount outstanding.
Financial asset at fair value through profit and
loss (FVTPL)
A financial asset which is not classified in any of
the above categories are subsequently fair valued
through profit or loss.
De-recognition
A financial asset (or, where applicable, a part of
a financial asset) is primarily derecognised (i.e.
removed from the Company’s Balance Sheet) when:
(i)
The contractual rights to receive cash flows
from the asset has expired, or
(ii) The Company has transferred its contractual
rights to receive cash flows from the financial
asset or has assumed an obligation to pay the
received cash flows in full without material
delay to a third party under a ‘pass-through’
arrangement and either (a) the Company has
transferred substantially all the risks and
rewards of the asset, or (b) the Company has
neither transferred nor retained substantially
all the risks and rewards of the asset, but has
transferred control of the asset.
(ii) Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial
recognition, as financial liabilities at fair value
through profit or loss.
All financial liabilities are recognised initially at fair
value and, in the case of loans and borrowings and
payables, net of directly attributable transaction
costs. The Company’s financial liabilities include
borrowings, trade and other payables, security
deposits received etc.
Subsequent measurement
For purposes of subsequent measurement,
financial liabilities are classified in two categories:
- Financial liabilities at amortised cost
- Financial liabilities at fair value through profit
and loss (FVTPL)
A financial liability is classified as at FVTPL if it is
classified as held for trading, or it is a derivative
or it is designated as such as initial recognition.
Financial liabilities at FVTPL are measured at fair
value and net gains and losses, including any
interest expense, are recognised in the statement
of profit and loss. Other financial liabilities are
subsequently measured at amortised cost using
the effective interest method. Interest expense is
recognised in the statement of profit and loss.
NOTES
to standalone financial statements for the year ended March 31, 2024
201
ANNUAL REPORT 2023-24
De-recognition
A financial liability is derecognised when the
obligation under the liability is discharged or
cancelled or expires. When an existing financial
liability is replaced by another from the same
lender on substantially different terms or the terms
of an existing liability are substantially modified,
such an exchange or modification is treated as
the de-recognition of the original liability and the
recognition of a new liability. The difference in the
respective carrying amounts is recognised in the
statement of profit and loss.
(iii) Offsetting of financial instruments
Financial assets and financial liabilities are offset
and the net amount is reported in the balance
sheet if there is a currently enforceable legal right
to offset the recognised amounts and there is an
intention to settle on a net basis, to realise the
assets and settle the liabilities simultaneously.
(iv) Derivative financial instruments
Till March 31, 2019, the Company used derivative
financial instruments, such as forward currency
contracts, to hedge its foreign currency risks.
Such derivative financial instruments were
initially recognised at fair value on the date on
which a derivative contract is entered into and are
subsequently remeasured at fair value. Derivatives
are carried as financial assets when the fair value
is positive and as financial liabilities when the fair
value is negative. Any gains or losses arising from
changes in the fair value of derivatives are taken
directly to statement of profit and loss.
(v) Hedge Accounting
With effect from April 2019, the Company
adopted Hedge Accounting.The derivatives that
are designated as hedging instrument under
Ind AS 109 to mitigate risk arising out of foreign
currency transactions are accounted for as cash
flow hedges. The Company enters into hedging
instruments in accordance with policies as
approved by the Board of Directors with written
principles which is consistent with the risk
management strategy of the Company.
The hedge instruments are designated and
documented as hedges at the inception of the
contract. The effectiveness of hedge instruments
is assessed and measured at inception and on an
ongoing basis.
When a derivative is designated as a cash flow
hedging instrument, the effective portion of
changes in the fair value of the derivative is
recognised in OCI, e.g., cash flow hedging reserve
and accumulated in the cash flow hedging reserve.
Any ineffective portion of changes in the fair
value of the derivative is recognised immediately
in the statement of profit and loss. The amount
accumulated is retained in cash flow hedge reserve
and reclassified to profit or loss in the same period
or periods during which the hedged item affects
the statement of profit and loss.
If the hedging instrument no longer meets
the criteria for hedge accounting, then hedge
accounting is discontinued prospectively. If the
hedging instrument is terminated or exercised prior
to its maturity/ contractual term, the cumulative
gain or loss on the hedging instrument recognised
in cash flow hedging reserve till the period the
hedge was effective remains in cash flow hedging
reserve until the forecasted transaction occurs.
The cumulative gain or loss previously recognised
in the cash flow hedging reserve is reclassified
to the statement of profit and loss upon the
occurrence of the related forecasted transaction.
If the forecasted transaction is no longer expected
to occur, then the amount accumulated in cash
flow hedging reserve is reclassified immediately
in the statement of profit and loss.
n)
Impairment of financial assets
The Company measures the expected credit loss
associated with its assets based on historical trend,
industry practices and the business environment in
which the entity operates or any other appropriate
basis. The impairment methodology applied depends
on whether there has been a significant increases in
credit risk. Expected credit loss is the weighted average
of the difference between all contractual cash flows
that are due to the Company in accordance with the
contracts and all the cash flows that the Company
expects to receive, discounted at original effective
interest rate with the respective risk of defaults
occuring as the weights.
o)
Impairment of non-financial assets
The carrying amounts of the Company’s non-financial
assets, other than deferred tax assets, are reviewed at
the end of each reporting period to determine whether
there is any indication of impairment. If any such
indication exists, then the asset’s recoverable amount
is estimated.
NOTES
to standalone financial statements for the year ended March 31, 2024
202
PEARL GLOBAL INDUSTRIES LIMITED
The recoverable amount of an asset or cash-
generating unit (‘CGU’) is the greater of its value in use
or its fair value less costs to sell. In assessing value in
use, the estimated future cash flows are discounted to
their present value using a pre-tax discount rate that
reflects current market assessments of the time value
of money and the risks specific to the asset or CGU. For
the purpose of impairment testing, assets that cannot
be tested individually are grouped together into the
smallest group of assets that generates cash inflows
from continuing use that are largely independent of
the cash inflows of other assets or groups of assets
(‘CGU’).
An impairment loss is recognised, if the carrying
amount of an asset or its CGU exceeds its estimated
recoverable amount and is recognised in statement of
profit and loss.
Impairment losses recognised in prior periods are
assessed at end of each reporting period for any
indications that the loss has decreased or no longer
exists. An impairment loss is reversed if there has
been a change in the estimates used to determine the
recoverable amount. An impairment loss is reversed
only to the extent that the asset’s carrying amount
does not exceed the carrying amount that would have
been determined, net of depreciation or amortisation, if
no impairment loss had been recognised.
p)
Fair value measurement
Fair value is the price that would be received to sell
an asset or paid to transfer a liability in an orderly
transaction between market participants at the
measurement date. The fair value measurement is
based on the presumption that the transaction to sell
the asset or transfer the liability takes place either:
(a) In the principal market for the asset or liability, or
A fair value measurement of a non-financial asset
takes into account a market participant’s ability to
generate economic benefits by using the asset in its
highest and best use or by selling it to another market
participant that would use the asset in its highest and
best use.
The Company uses valuation techniques that are
appropriate in the circumstances and for which
sufficient data are available to measure fair value,
maximising the use of relevant observable inputs and
minimising the use of unobservable inputs.
All assets and liabilities for which fair value is measured
or disclosed in the financial statements are categorised
within the fair value hierarchy, described as follows,
based on the lowest level input that is significant to the
fair value measurement as a whole:
Level 1 - Quoted (unadjusted) market prices in active
markets for identical assets or liabilities
Level 2 - Valuation techniques for which the lowest level
input that is significant to the fair value measurement
is directly or indirectly observable
Level 3 - Valuation techniques for which the lowest level
input that is significant to the fair value measurement
is unobservable
For assets and liabilities that are recognised in the
financial statements on a recurring basis, the Company
determines whether transfers have occurred between
levels in the hierarchy by re-assessing categorisation
(based on the lowest level input that is significant to
the fair value measurement as a whole) at the end of
each reporting period.
q)
Taxes
Current income tax
Current income tax assets and liabilities are measured
at the amount expected to be recovered from or paid
to the taxation authorities. The tax rates and tax laws
used to compute the amount are those that are enacted
or substantively enacted, at the reporting date.
Current income tax relating to items recognised outside
profit or loss is recognised outside profit or loss (either
in other comprehensive income (OCI) or in equity).
Current tax items are recognised in correlation to the
underlying transaction either in OCI or directly in equity.
Management periodically evaluates positions taken
in the tax returns with respect to situations in which
applicable tax regulations are subject to interpretation
and establishes provisions where appropriate.
Current tax assets are offset against current tax
liabilities if, and only if, a legally enforceable right exists
to set off the recognised amounts and there is an
intention either to settle on a net basis, or to realise the
asset and settle the liability simultaneously.
Deferred tax
Deferred tax assets and liabilities are measured at the
tax rates that are expected to apply in the year when
the asset is realised or the liability is settled, based
on tax rates (and tax laws) that have been enacted or
substantively enacted at the reporting date.
Deferred tax assets are recognised for all deductible
temporary differences, the carry forward of unused
NOTES
to standalone financial statements for the year ended March 31, 2024
203
ANNUAL REPORT 2023-24
tax credits and any unused tax losses. Deferred tax
assets are recognised to the extent that it is probable
that taxable profit will be available against which
the deductible temporary differences, and the carry
forward of unused tax credits and unused tax losses
can be utilised.
Deferred tax assets and liabilities are measured at the
tax rates that are expected to apply to the period when
the asset is realised or the liability is settled, based
on tax rates (and tax laws) that have been enacted or
substantively enacted at the balance sheet date. Tax
relating to items recognised directly in equity/other
comprehensive income is recognised in respective
head and not in the statement of profit & loss.
The carrying amount of deferred tax assets is reviewed
at each balance sheet date and is adjusted to the extent
that it is no longer probable that sufficient taxable profit
will be available to allow all or part of the asset to be
recovered.
Deferred tax assets and deferred tax liabilities are offset
if a legally enforceable right exists to set off current tax
assets against current tax liabilities and the deferred
taxes relate to the same taxable entity and the same
taxation authority.
Deferred tax relating to items recognised outside profit
or loss is recognised outside profit or loss (either in
other comprehensive income or in equity).
r)
Investment in subsidiaries
Investment in subsidiaries
There is an option to measure investments in
subsidiaries at cost in accordance with Ind AS 27 at
either:
(a) Fair value on date of transition; or
(b) Previous GAAP carrying values
The Company had decided to use the previous
GAAP carrying values to value its investments in its
subsidiaries as on the date of transition, April 01, 2016.
s)
Cash and cash equivalents
Cash and cash equivalent in the balance sheet comprise
cash at banks and on hand and short-term deposits
with an original maturity of three months or less, which
are subject to an insignificant risk of changes in value.
For the purpose of the statement of cash flows, cash
and cash equivalents consist of cash balance on hand,
cash balance at banks and short-term deposits, as
defined above, net of outstanding bank overdrafts as
they are considered an integral part of the Company’s
cash management.
t)
Statement of Cash flows
The statement of cash flows have been prepared under
indirect method, whereby profit or loss is adjusted for
the effects of transactions of a non-cash nature, any
deferrals or accruals of past or future operating cash
receipts or payments and items of income or expense
associated with investing or financing cash flows.
u)
Earnings per share (EPS)
In determining earnings per share, the Company
considers the net profit after tax and includes the post
tax effect of any extraordinary items.
Basic EPS amounts are calculated by dividing the profit
for the year attributable to the shareholders of the
Company by the weighted average number of equity
shares outstanding as at the end of reporting period.
Diluted EPS amounts are calculated by dividing the
profit attributable to the shareholders of the Company
by the weighted average number of equity shares
outstanding during the year plus the weighted average
number of Equity shares that would be issued on
conversion of all the dilutive potential equity shares
into equity shares.
Dilutive potential equity shares are deemed converted
as of the beginning of the period, unless they have been
issued at a later date. A transaction is considered to
be antidilutive if its effect is to increase the amount of
EPS, either by lowering the share count or increase the
earnings.
v)
Government grants
Grants from the government are recognised at their
fair value where there is reasonable assurance that the
grant will be received and the Company will comply
with all attached conditions.
Government grants relating to the purchase of
property, plant and equipment are included in non-
current liabilities as deferred income and are credited
to Profit and Loss on a straight - line basis over the
expected lives of related assets and presented within
other income.
w)
Contingent liabilities and contingent assets
A contingent liability exists when there is a possible
but not probable obligation, or a present obligation
that may, but probably will not, require an outflow of
resources, or a present obligation whose amount
NOTES
to standalone financial statements for the year ended March 31, 2024
204
PEARL GLOBAL INDUSTRIES LIMITED
cannot be estimated reliably. Contingent liabilities
do not warrant provisions, but are disclosed unless
the possibility of outflow of resources is remote.
Contingent assets are neither recognised nor disclosed
in the financial statements. However, contingent assets
are assessed continually and if it is virtually certain that
an inflow of economic benefits will arise, the asset and
related income are recognised in the period in which
the change occurs.
x)
Research & development costs
Research and development costs that are in nature
of tangible assets and are expected to generate
probable future economic benefits are capitalised as
tangible assets. Revenue expenditure on research and
development is charged to the statement of profit and
loss in the year in which it is incurred.
y)
Exceptional items
When items of income and expense within statement
of profit and loss from ordinary activities are of such
size, nature or incidence that their disclosure is relevant
to explain the performance of the Company for the
period, the nature and amount of such material items
are disclosed seperately as exceptional items.
NOTES
to standalone financial statements for the year ended March 31, 2024
205
ANNUAL REPORT 2023-24
4.
PROPERTY, PLANT AND EQUIPMENT
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Land-
freehold
Land-
leasehold
Buildings
Leasehold
improvements
Plant and
Equipment
Furniture
and
Fixtures
Vehicles
Total
Gross carrying amount
As At April 01, 2022
1,737.31
711.25 3,952.15
411.53
9,875.29 1,069.47 1,009.24
18,766.26
Add: Additions made during the year
-
-
4.89
299.08
1,289.78
242.07
88.62
1,924.44
(Less): Disposals during the year
(113.24)
-
(103.10)
-
(159.23)
- (101.95)
(477.53)
(Less)/Add: Adjustments during the
year
-
-
-
-
-
-
-
-
As at March 31, 2023
1,624.07
711.25 3,853.95
710.61 11,005.84 1,311.54
995.91
20,213.17
Add: Additions made during the year
-
-
699.97
604.87
2,510.87
120.83
104.44
4,040.98
(Less): Disposals during the year
-
-
-
-
(310.70)
-
(48.73)
(359.43)
(Less)/Add: Adjustments during the
year
64.96
-
-
-
-
-
-
64.96
As at March 31, 2024
1,689.03
711.25 4,553.92
1,315.48 13,206.01 1,432.37 1,051.62 23,959.68
Accumulated depreciation/
amortisation
As At April 01, 2022
-
11.14
867.28
231.09
4,112.24
560.35
570.99
6,353.09
Add: Depreciation charge for the year
-
8.19
151.67
65.49
788.38
117.51
99.64
1,230.88
(Less): Disposals during the year
-
-
(31.48)
-
(107.36)
-
(56.72)
(195.57)
(Less)/Add: Adjustments during the
year
-
-
-
-
-
-
-
-
As at March 31, 2023
-
19.34
987.47
296.59
4,793.26
677.86
613.91
7,388.40
Add: Depreciation charge for the year
-
8.20
145.60
156.08
911.28
131.67
80.14
1,432.97
(Less): Disposals during the year
-
-
-
-
(161.64)
-
(42.07)
(203.71)
(Less)/Add: Adjustments during the
year
-
-
-
-
-
-
-
-
As at March 31, 2024
-
27.54 1,133.07
452.67
5,542.90
809.53
651.98
8,617.67
Net carrying amount
As at March 31, 2024
1,689.03
683.71
3,420.85
862.81
7,663.11
622.84
399.64 15,342.01
As at March 31, 2023
1,624.07
691.91
2,866.49
414.03
6,212.58
633.69
382.02 12,824.77
a)
For Information on Property, plant and equipment pledged as security by the Company refer Note 21 and 22
b)
The above property, plant and equipment includes assets given on lease given in the below table:
Plant and
Equipment
Furniture and
Fixtures
Total
As at March 31, 2024
Gross carrying amount
27.77
21.22
48.99
Accumulated depreciation
(22.09)
(19.71)
(41.80)
Net carrying amount
5.68
1.51
7.19
As at March 31, 2023
Gross carrying amount
27.77
21.22
48.99
Accumulated depreciation
(22.09)
(19.68)
(41.77)
Net carrying amount
5.68
1.54
7.22
NOTES
to standalone financial statements for the year ended March 31, 2024
206
PEARL GLOBAL INDUSTRIES LIMITED
5.
CAPITAL WORK IN PROGRESS
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Balance at the beginning of the year
691.69
-
Add: Addition made during the year
1,431.18
691.69
Less: (Disposals)/adjustments during the year
(690.53)
-
Balance at the end of the year
1,432.34
691.69
a)
Breakup of capital work in progress is as follows:
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Building
1,280.31
658.21
Plant and machinery
110.69
32.49
Furniture and fittings
24.44
0.99
Other expenses
16.90
-
1,432.34
691.69
b) Ageing schedule of CWIP as at March 31, 2024
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Amount in CWIP for a period of
Total
Less than
1 year
1-2 years
2-3 years
More than
3 years
Projects in progress
1,431.18
1.16
-
-
1,432.34
Projects temporarily suspended
-
-
-
-
-
Ageing schedule of CWIP as at March 31, 2023
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Amount in CWIP for a period of
Total
Less than
1 year
1-2 years
2-3 years
More than
3 years
Projects in progress
691.69
-
-
-
691.69
Projects temporarily suspended
-
-
-
-
-
c)
There are no capital-work-in progress as at March 31, 2024 and as at March 31, 2023 whose completion is overdue or has
exceeded its cost as compared to its original plan.
d)
During the year interest expense amounting to ` 16.90 Lakhs relating to capital expenditure has been transferred to capital
work in progress. (March 31, 2023: Nil)
6.
INVESTMENT PROPERTIES
(All amounts are in ` Lakhs, unless otherwise stated)
Land freehold
Building
Total
Gross carrying amount
As At April 01, 2022
1,875.68
4,482.09
6,357.77
Add: Additions made during the year
24.73
-
24.73
Less: (Disposals)/adjustments during the year
-
(153.87)
(153.87)
As at March 31, 2023
1,900.41
4,328.22
6,228.63
NOTES
to standalone financial statements for the year ended March 31, 2024
207
ANNUAL REPORT 2023-24
(All amounts are in ` Lakhs, unless otherwise stated)
Land freehold
Building
Total
Add: Additions made during the year
45.76
-
45.76
Less: (Disposals)/adjustments during the year
(64.97)
-
(64.97)
As at March 31, 2024
2,011.14
4,328.22
6,209.43
Accumulated depreciation and amortisation
As at April 01, 2022
-
453.30
453.30
Add: Depreciation & amortisation charge for the year
-
79.56
79.56
Less: (Disposals)/adjustments during the year
-
(40.28)
(40.28)
As at March 31, 2023
-
492.58
492.58
Add: Depreciation & amortisation charge for the year
-
73.81
73.81
Less: (Disposals)/adjustments during the year
-
-
-
As at March 31, 2024
-
566.39
566.39
Net carrying amount
As at March 31, 2024
2,011.14
3,761.83
5,643.04
As at March 31, 2023
1,900.41
3,835.64
5,736.06
For the year ended
March 31, 2024
For the year ended
March 31, 2023
(a) Amounts recognised in Statement of Profit and Loss for investment
properties
Rental Income
728.92
774.49
Less: Direct operating expenses of property that generated rental income
(62.05)
(69.17)
Less: Direct operating expenses of property that did not generated rental
income
-
-
Income arising from Investment properties before charging depreciation
666.87
705.33
Less: Depreciation & amortisation
(73.81)
(79.56)
Income from Investment properties (net)
593.06
625.77
(b) Fair value of investment properties
12,187.78
11,560.52
Estimation of fair value
The fair valuation is based on current prices in the active market for similar properties. The main inputs used are quantum, area,
location, demand, restrictive entry to the complex,age of building and trend of fair market rent.
This valuation is based on valuations performed by an accredited independent valuer. Fair valuation is based on replacement
cost method. The fair value measurement is categorised in level 2 fair value hierarchy.
7.
OTHER INTANGIBLE ASSETS
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Computer
Software
Total
Gross carrying amount
As At April 01, 2022
322.84
322.84
Add: Additions made during the year
139.61
139.61
Less: (Disposals) / adjustments during the year
18.30
18.30
As at March 31, 2023
444.15
444.15
Add: Additions during the year
106.02
106.02
Less: (Disposals) / adjustments during the year
-
-
As at March 31, 2024
550.17
550.17
NOTES
to standalone financial statements for the year ended March 31, 2024
208
PEARL GLOBAL INDUSTRIES LIMITED
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Computer
Software
Total
Accumulated amortisation
As At April 01, 2022
250.77
250.77
Add: Amortisation charge for the year
37.61
37.61
Less: (Disposals) / adjustments during the year
0.44
0.44
As at March 31, 2023
287.94
287.94
Add: Amortisation charge for the year
52.63
52.63
Less: (Disposals) / adjustments during the year
-
-
As at March 31, 2024
340.57
340.57
Net carrying amount
As at March 31, 2024
209.58
209.58
As at March 31, 2023
156.19
156.19
8.
INVESTMENT IN SUBSIDIARIES
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Non- Current
A)
Investments in equity instruments
(At Cost)
Pearl Global Fareast Limited, Hong Kong
1195000 (March 31, 2023: 1195000) Equity Shares of USD 1 Each fully paid up
3,283.39
3,283.39
Pearl Global (HK) Limited, Hong Kong
1610000 (March 31, 2023: 1610000) Equity Shares of USD 1 each fully paid up
5,932.20
5,932.20
Pearl Global Kaushal Vikas Limited
50000 (March 31, 2023: 50000) Equity Shares of ` 10 each fully paid up
5.00
5.00
Norp Knit Industries Limited, Bangladesh
3381211 (March 31, 2023: 3381211) Equity Shares of Taka 100 Each fully paid up
2,201.64
2,201.64
SBUYS E-commerce Limited
10000 (March 31, 2023: 10000) Equity Shares of ` 10 each fully paid up
1.00
1.00
Pearl Global USA Inc.
301000 (March 31, 2023: 301000) Equity Shares of USD 1 each fully paid up
239.42
239.42
Sead Apparels Private limited
10000 (March 31, 2023: 10000) Equity Shares of ` 10 each fully paid up
1.00
1.00
Pearl GT HoldCo Ltd
5500 (March 31, 2023: Nil) Equity Shares of USD 100 each fully paid up
451.94
B)
Equity Component : Corporate Guarantee
Pearl Global (HK) Limited
-
39.47
C)
Equity Component : Employee Stock Option Plan (ESOP) (Refer Note 52)
Pearl Global Vietnam Co. Ltd
89.19
22.93
PT Pinnacle Appreals
67.39
29.84
Norp Knit Industries Limited
207.16
58.11
Pearl Global (HK) Limited
12.22
4.71
12,491.55
11,818.71
i)
Aggregate value of unquoted investments
12,491.55
11,818.71
ii)
Aggregate amount of impairment in value of unquoted investments
-
-
iii) Aggregate value of unquoted investments (net of impairment)
12,491.55
11,818.71
NOTES
to standalone financial statements for the year ended March 31, 2024
209
ANNUAL REPORT 2023-24
(a) Information about subsidiaries
(All amounts are in ` Lakhs, unless otherwise stated)
Name of Company
Country of
incorporation
Principal activities
Proportion (%) of equity interest
As at
March 31, 2024
As at
March 31, 2023
Subsidiaries
Pearl Global Kaushal Vikas Limited
India
Skill Development
100.00
100.00
Pearl Global Fareast Limited
Hong Kong
Trading of garments
100.00
100.00
Pearl Global (HK) Limited
Hong Kong
Manufacturing and
trading of garments
100.00
100.00
Norp Knit Industries Limited
Bangladesh
Manufacturing and
trading of garments
99.99
99.99
SBUYS E-Commerce Limiited
India
Online Trading of
garments
100.00
100.00
Pearl Global USA Inc.
USA
Trading of garments
100.00
100.00
Sead Apparels private limited
India
Manufacturing and
trading of garments
100.00
100.00
Pearl GT HoldCo Ltd
USA
Manufacturing and
trading of garments
55.00
-
b)
During 2023-24, the Company has made investment of ` 451.94 Lakhs in newly incorporated partially owned subsidiary
(POS) “Pearl GT HoldCo Ltd”.
During preceding 2022-23, the Company has made investment of ` 1.00 Lakhs in newly incorporated wholly owned
subsidiary (WOS) “Sead Apparels Private Limited”.
c) The number of shares in note above represents absolute numbers.
9.
INVESTMENTS OTHERS
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Non-Current Investments
A. Equity Instruments- Quoted
(At Fair value through profit and loss)
PDS Limited (Formerly known as PDS Multinational Fashions Limited)
Nil, Equity Shares of ` 2 each fully paid up (March 31, 2023 : 250000, Equity
Shares of ` 2 each fully paid up)
-
830.37
-
830.37
B. Investments in Government securities -Unquoted
(At Amortised cost)
Investments in Government securities
- Gold Sovereign Bond- 15 units of 1 gram each(March 31, 2023: 22 units of 2
gram each and 15 units of 1 gram each) issued by Reserve Bank of India
0.47
1.63
0.47
1.63
Total (A + B)
0.47
832.00
Current Investments
C. Investments in mutual funds - (Quoted)
(At Fair value through profit and loss)
ICICI Prudential Short Term Fund DP Growth
NOTES
to standalone financial statements for the year ended March 31, 2024
210
PEARL GLOBAL INDUSTRIES LIMITED
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Nil units of Face Value of ` 10 per unit (March 31, 2023: 536068.057 units)
-
291.45
IDFC Banking and PSU debt fund direct plan - growth
Nil units of Face Value of ` 10 per unit (March 31, 2023: 1267806.9250 units)
-
270.71
-
562.16
Aggregate book value of quoted investments
-
1,392.53
Aggregate market value of quoted investments
-
1,392.53
Aggregate value of unquoted investments
0.47
1.63
Aggregate value of unquoted investments (net of impairment)
0.47
1.63
The number of units and number of shares in note above represents absolute
numbers.
10. LOANS
(All amounts are in ` Lakhs, unless otherwise stated)
Non - Current
Current
As at
March 31, 2024
As at
March 31, 2023
As at
March 31, 2024
As at
March 31, 2023
(Unsecured, considered good unless
otherwise stated)
Loans to employees
Loans Receivables considered good –
Unsecured
8.85
11.60
67.09
72.65
Loans to related parties (Refer Note No. 47)
-
-
484.78
346.66
8.85
11.60
551.87
419.31
a)
The Company has no loans which have significant increase in credit risk and loans which are credit impaired. (Refer Note
No. 44)
b)
Details of Loans or Advances granted to promoters, directors, KMPs and the related parties :
(All amounts are in ` Lakhs, unless otherwise stated)
Type of Borrower
As at March 31, 2024
As at March 31, 2023
Amount of Loan
or Advance in
the nature of loan
outstanding
Percentage to
Total Loan and
Advances in the
nature of Loan
Amount of Loan
or Advance in
the nature of loan
outstanding
Percentage to
Total Loan and
Advances in the
nature of Loan
Director
-
-
50.00
11.60%
KMP
-
-
50.00
11.60%
Related Parties
484.78
86.46%
246.66
57.24%
Note : For loans given to Director and KMP in FY 2022-23 has been received back during the year and the interest rate
was higher than the prevailing yield of Government security closest to the tenor of the loan. The loan facilities are made
available by the Company to all of its employees.
NOTES
to standalone financial statements for the year ended March 31, 2024
211
ANNUAL REPORT 2023-24
11. OTHER FINANCIAL ASSETS
(Unsecured, considered good unless otherwise stated)
(All amounts are in ` Lakhs, unless otherwise stated)
Non - Current
Current
As at
March 31, 2024
As at
March 31, 2023
As at
March 31, 2024
As at
March 31, 2023
Security deposits
615.00
631.75
103.21
10.67
Interest accrued but not due on
- Term deposits and others
1.93
9.12
68.81
70.40
- Loan to related parties
-
-
-
3.51
Deposits with original maturity of more
than 12 months (Refer note 18)
55.10
43.98
-
-
Other receivables
-
-
5.87
13.46
672.03
684.85
177.89
98.04
Note:
a)
Other receivables of ` 5.87 Lakhs represents amount receivable from banks on hedged instruments (March 31, 2023:
` 13.46 Lakhs represents claim receivables from vendors)
12. INCOME TAX
The major components of income tax expense for the years ended March 31, 2024 and March 31, 2023 are:
Statement of profit and loss:
Profit or loss section
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Tax Expense:
a)
Current tax
501.66
951.58
b)
Adjustments in respect of relating to earlier years
(127.95)
1.61
c)
Deferred tax
(149.79)
(167.79)
Income tax expense reported in the statement of profit or loss
223.92
785.40
OCI section
Deferred tax related to items recognised in OCI during the year:
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Net loss/(gain) on remeasurements of defined benefit plans
(11.71)
(13.43)
Income tax on items that will be reclassified subsequently to statement of
profit and loss
(46.38)
149.87
Income tax charged to OCI
(58.09)
136.44
NOTES
to standalone financial statements for the year ended March 31, 2024
212
PEARL GLOBAL INDUSTRIES LIMITED
a)
Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate for March 31, 2024 and
March 31, 2023.
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Accounting profit before tax from continuing operations
3,047.69
6,167.05
Accounting profit before income tax
At India’s statutory income tax rate of 25.168% (March 31, 2023 : 25.168%)
767.04
1,552.12
Adjustments in respect of current income tax of previous years
(127.95)
1.61
Tax effect of the amounts which are Non-deductible/(taxable) for tax
purposes:
Expenses not deducted for tax purposes
74.27
749.68
Expenses Permanently disallowed for Income tax
51.06
Impact of charging tax at lower rate on capital gain income
(64.59)
(282.91)
Loss on Sale of investment in subsidiary
-
(832.27)
Income exempted from income tax
(556.85)
(391.05)
Impact of tax at different tax rate and Others
80.94
(11.78)
At the income tax rate of 25.168 % (March 31, 2023: 25.168%)
223.92
785.40
Income tax expense reported in the statement of profit and loss
223.92
785.40
b) Deferred tax:
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Deferred tax assets relates to the following:
Provision for employee benefits
576.29
440.91
Expenses allowed in the year of payment
137.36
85.58
Unaborsbed Losses
154.22
322.52
Lease Liabilities
966.92
885.93
Mark to Mark Forward Contracts - Cash Flow Hedge
1.69
76.42
Others
81.79
16.88
(A)
1,918.27
1,828.24
Deferred tax liability relates to the following:
Property, plant and equipment
921.35
943.00
Right to use assets
800.98
756.06
Fair valuation of mutual fund
-
25.66
Borrowing (EIR)
8.18
3.00
Others
24.11
28.56
-
(B)
1,754.62
1,756.29
Total deferred tax assets/(liabiities) (Net)
(A-B)
163.65
71.95
NOTES
to standalone financial statements for the year ended March 31, 2024
213
ANNUAL REPORT 2023-24
c)
The movement between net deferred tax assets /(liabilities) is as under :
(All amounts are in ` Lakhs, unless otherwise stated)
As at
April 01,
2023
Recognised in
Statement of
Profit and Loss
Recognised
in Statement
of Other
Comprehensive
Income
As at
March 31,
2024
Deferred tax assets relates to the following:
Provision for employee benefits
440.91
147.09
(11.71)
576.29
Expenses allowed in the year of payment
85.58
51.78
-
137.36
Unaborsbed Losses
322.52
(168.30)
154.22
Lease Liabilities
885.93
80.98
-
966.91
Mark to Mark Forward Contracts - Cash Flow Hedge
76.42
(28.34)
(46.38)
1.70
Others
16.88
64.91
81.79
1,828.24
148.12
(58.09)
1,918.27
Deferred tax liability relates to the following:
Property, plant and equipment
943.00
(21.65)
-
921.35
Right to use assets
756.06
44.92
-
800.98
Fair valuation of mutual fund
25.66
(25.66)
-
-
Borrowing (EIR)
3.00
5.18
-
8.18
Others
28.56
(4.45)
-
24.11
1,756.28
(1.66)
-
1,754.62
Total deferred tax assets/(liabities) (Net)
71.95
149.79
(58.09)
163.65
(All amounts are in ` Lakhs, unless otherwise stated)
As at
April 01,
2022
Recognised in
Statement of
Profit and Loss
Recognised
in Statement
of Other
Comprehensive
Income
As at
March 31,
2023
Deferred tax assets relates to the following:
Provision for employee benefits
349.69
104.65
(13.43)
440.91
Expenses allowed in the year of payment
191.69
(106.11)
-
85.58
Unaborsbed Losses
255.61
66.91
322.52
Lease Liabilities
638.98
246.96
-
885.93
Mark to Mark Forward Contracts - Cash Flow Hedge
(102.36)
28.91
149.87
76.42
Others
5.97
10.91
16.88
1,339.59
352.22
136.44
1,828.24
Deferred tax liability relates to the following:
Property, plant and equipment
990.52
(47.51)
-
943.00
Right to use assets
546.52
209.55
-
756.06
Fair valuation of mutual fund
17.11
8.55
-
25.66
Borrowing (EIR)
1.99
1.01
-
3.00
Others
15.72
12.83
-
28.56
1,571.86
184.42
-
1,756.29
Total deferred tax assets/(liabiities) (Net)
(232.27)
167.79
136.44
71.95
d)
The Company offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current tax assets
and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same
tax authority.
NOTES
to standalone financial statements for the year ended March 31, 2024
214
PEARL GLOBAL INDUSTRIES LIMITED
13. NON CURRENT TAX ASSET
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Advance income tax
518.68
518.66
(Net of provision of ` 2186.53 Lakhs (March 31, 2023 : ` 1685.98 Lakhs)
518.68
518.66
14. OTHER ASSETS
(Unsecured, considered good, unless otherwise stated)
(All amounts are in ` Lakhs, unless otherwise stated)
Non - Current
Current
As at
March 31, 2024
As at
March 31, 2023
As at
March 31, 2024
As at
March 31, 2023
Capital advances (Refer Note No. 46b)
45.44
96.94
-
-
Balance with government authorities -
considered good
-
-
2,267.17
2,028.85
Balance with government authorities -
considered doubtful
22.74
22.74
-
-
Less: Loss Allowance
(22.74)
(22.74)
-
-
Deferred Assets - Security Deposit
0.26
-
0.78
10.26
Prepaid expenses
534.87
39.54
424.76
593.46
Export incentive receivable
-
-
1,924.04
1,873.36
Advances to related parties (Refer note
no. 47)
-
-
110.87
50.94
Advances to suppliers - considered good
-
-
1,657.18
2,339.39
Advances to suppliers - considered doubtful
-
-
212.20
12.19
Less : Provision for doubtful advances
-
-
(212.20)
(12.19)
Other receivables - considered good
(Refer note (a) below)
-
-
418.19
164.05
Other receivables - considered doubtful
(Refer note (b) below)
-
-
2,639.50
2,639.50
Less: Loss Allowance
-
-
(2,639.50)
(2,639.50)
580.57
136.48
6,802.99
7,060.31
a)
Other receivables considered good of ` 418.19 Lakhs (March 31, 2023: ` 164.05 Lakhs ) includes amount recoverable from
employee gratuity trust, rent receivable and GST input credit which is not reflected in GST portal as on balance sheet date.
b)
Other Receivables considered doubtful of ` 2639.50 lakh (March 31, 2023 ` 2639.50 lakh) includes enhanced compensation
of ` 2,335.15 lakh receivable by the company from National Highways Authority of India pursuant to land acquisition by
the Central Government under National Highways Act, 1956 (Refer note 37). Also, it includes expenditure recoverable from
Jharkhand State Livelihood Promotion Society (Ministry of Rural Development) regarding Project cost component for skilling
candidates in state of Jharkhand of ` 304.35 lakh (March 31, 2023 : ` 304.35 lakh)
NOTES
to standalone financial statements for the year ended March 31, 2024
215
ANNUAL REPORT 2023-24
15. INVENTORIES
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Raw materials
6,399.61
5,974.66
Good in transit- raw materials
20.63
29.39
Work in progress
6,090.56
5,018.42
Finished goods
2,432.27
2,417.75
Scrap Stock
49.45
48.81
Stores spares & others
77.71
73.96
15,070.23
13,562.99
a)
Refer note 22 for information on above assets being pledged as security by the Company.
16. TRADE RECEIVABLES
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Trade receivables considered good - secured
-
-
Trade receivables considered good - unsecured
12,632.97
11,040.37
Trade receivables - credit impaired
-
-
Less: Allowance for Expected Credit Loss
-
-
12,632.97
11,040.37
a)
Trade receivables ageing schedule as at March 31, 2024:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Outstanding for following periods from due date of payment
Total
Not due Less than
6 months
6 months
-1 year
1-2
years
2-3
years
More than
3 years
(i)
Undisputed Trade receivables –
considered good
12,577.77
54.78
0.42
-
-
- 12,632.97
(ii) Undisputed Trade Receivables –
which have significant increase in
credit risk
-
-
-
-
-
-
-
(iii) Undisputed Trade Receivables – credit
impaired
-
-
-
-
-
-
-
(iv) Dispute Trade Receivables considered
good
-
-
-
-
-
-
-
(v) Disputed Trade Receivables which
have significant increase in credit risk
-
-
-
-
-
-
-
(vi) Disputed Trade Receivables – credit
impaired
-
-
-
-
-
-
-
Less: Allowances for expected credit loss
-
-
-
-
-
-
-
Net Trade receivables
12,577.77
54.78
0.42
-
-
- 12,632.97
NOTES
to standalone financial statements for the year ended March 31, 2024
216
PEARL GLOBAL INDUSTRIES LIMITED
NOTES
to standalone financial statements for the year ended March 31, 2024
b)
Trade receivables ageing schedule as at March 31, 2023:
Particulars
Outstanding for following periods from due date of payment
Total
Not due Less than
6 months
6 months
-1 year
1-2
years
2-3
years
More than
3 years
(i)
Undisputed Trade receivables –
considered good
10,746.59
290.65
0.99
0.22
1.92
- 11,040.37
(ii) Undisputed Trade Receivables –
which have significant increase in
credit risk
-
-
-
-
-
-
-
(iii) Undisputed Trade Receivables – credit
impaired
-
-
-
-
-
-
-
(iv) Dispute Trade Receivables considered
good
-
-
-
-
-
-
-
(v) Disputed Trade Receivables which
have significant increase in credit risk
-
-
-
-
-
-
-
(vi) Disputed Trade Receivables – credit
impaired
-
-
-
-
-
-
-
Less: Allowances for expected credit loss
-
-
-
-
-
-
-
Net Trade receivables
10,746.59
290.65
0.99
0.22
1.92
- 11,040.37
c)
The movement in the allowance for expected credit loss allowance is as follows:
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Balance as at beginning of the year
-
572.61
Loss allowances during the year
-
-
Trade receivables written off / written back during the year
-
(572.61)
Balance as at the end of the year
-
-
d)
Trade receivables are generally on terms of 45- 60 days (March 31, 2023: 45-60 days).
e)
The Company’s exposure to credit and currency risk, and loss allowances related to trade receivables are disclosed in note
44.
f)
The above includes amount due from related parties is ` 2,878.67 Lakhs (March 31, 2023: ` 3,526.97 Lakhs) (Refer note no.
47).
g)
No trade or other receivables are due from directors and other officers of the Company either severally or jointly with any
other persons.
17. CASH AND CASH EQUIVALENTS
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Balances with banks:
- Current account
868.05
4,425.43
- Deposits with original maturity of less than 3 months
5,196.94
2,288.71
Cash on hand
7.83
13.39
Cheque/drafts on hand
50.75
13.24
6,123.57
6,740.76
a)
For the purpose of the statement of cash flow, the cash and cash equivalent are same given above.
217
ANNUAL REPORT 2023-24
18. BANK BALANCES OTHER THAN CASH & CASH EQUIVALENTS
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Earmarked balances with banks
Unpaid dividend account
34.59
28.09
Deposits with original maturity of more than 3 months but less than 12 months
(Refer note (a) below)
2,294.84
2,169.40
Deposits with original maturity of more than 12 months (Refer note (a) below)
80.54
43.98
2,409.97
2,241.47
Less: Amount disclosed under "Other Financial Assets" (Refer Note No.11)
55.10
43.98
2,354.87
2,197.49
a)
Refer note 21 & 22 for information on above assets being pledged as security by the Company.
b)
The bank has created as lien/charge on any amount kept by the borrower time to time with the bank as term deposit and
other deposit maximum upto ` 1810.36 lakh for Letter of credit issued and working capital for the company (March 31,
2023: ` 843.41 lakh).
19. SHARE CAPITAL
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Authorised
102880000* equity shares of ` 5 each (March 31, 2023: 51440000* equity share
of ` 10 each )
5,144.00
5,144.00
10000* (March 31, 2023: 10000*) 4% Non Cumulative Redeemable Preference
Shares of ` 10 each
1.00
1.00
3256000* (March 31, 2023: 3256000*) 10.5% Non Cumulative Redeemable
Preference Shares of ` 100 each
3,256.00
3,256.00
8,401.00
8,401.00
Issued, subscribed and paid up
43583524* equity Shares of ` 5 each fully paid up (March 31, 2023: 21663937
*equity share of ` 10 each fully paid up)
2,179.18
2,166.39
2,179.18
2,166.39
* Number of Shares are given in absolute numbers.
a)
Reconciliation of issued and subscribed share capital:
(All amounts are in ` Lakhs, unless otherwise stated)
No. of shares
Amount
Balance as at April 01, 2022
2,16,63,937
2,166.39
Changes during the year
-
-
Balance as at March 31, 2023
2,16,63,937
2,166.39
Changes during the year
Add: Adjustment for sub divison of equity shares (refer note (b) below)
2,16,63,937
-
Add: Issued during the year
2,55,650
12.79
Balance as at March 31, 2024
4,35,83,524
2,179.18
b) Terms/ rights attached to equity shares:
The company has only one class of equity shares having a par value of ` 5 per share. Each holder of equity shares is
entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The final dividend (if any)
NOTES
to standalone financial statements for the year ended March 31, 2024
218
PEARL GLOBAL INDUSTRIES LIMITED
proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the
Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares
held by the shareholders. During the year, prior to sub division of face value of shares , the Company had declared and paid
Interim dividend of ` 5/- per share for FY 2022-23 and ` 17.5/- per share for FY 2023-24 for distribution to shareholders.
The Equity shares of the Company has undergone sub-division from the face value of ` 10 per equity share to ` 5 per equity
share i.e. 1 equity share to be split into 2 equity shares. The record date was fixed as January 05, 2024 and thereafter the
sub-division has become effective.
c)
Details of shareholders holding more than 5% shares in the Company
(All amounts are in ` Lakhs, unless otherwise stated)
Name of Shareholder
As at March 31, 2024
As at March 31, 2023
No. of shares
(FV of ` 5 each)
% of total
shares
No. of shares
(FV of ` 10 each)
% of total
shares
Mrs. Payel Seth
88,27,270
20.25
44,13,635
20.37
Mr. Deepak Kumar Seth
57,24,290
13.13
28,62,145
13.21
Mr. Pulkit Seth
1,38,95,242
31.88
69,47,621
32.07
Mr. Sanjiv Dhireshbhai Shah
32,70,536
7.50
17,16,282
7.92
Total
3,17,17,338
72.76
1,59,39,683
73.57
d) Details of Promotor’s shareholding:
(All amounts are in ` Lakhs, unless otherwise stated)
Name of Shareholder
As at March 31, 2024
As at March 31, 2023
% change during
the year
No. of shares
(FV of ` 5 each)
% of total
shares
No. of shares
(FV of ` 10 each)
% of total
shares
Mrs. Payel Seth
88,27,270
20.25
44,13,635
20.37
(0.12)
Mr. Deepak Kumar Seth
57,24,290
13.13
28,62,145
13.21
(0.08)
Mr. Pulkit Seth
1,38,95,242
31.88
69,47,621
32.07
(0.19)
Mrs. Shifalli Seth
4,02,956
0.92
2,01,478
0.93
(0.01)
Nim International
Commerce LLP
60
-
30
-
-
Total
2,88,49,818
66.18
1,44,24,909
66.58
(All amounts are in ` Lakhs, unless otherwise stated)
Name of Shareholder
As at March 31, 2023
As at March 31, 2022
% change
during the year
No. of shares
(FV of ` 10 each)
% of total
shares
No. of shares
(FV of ` 10 each)
% of total
shares
Mrs. Payel Seth
44,13,635
20.37
44,13,635
20.37
-
Mr. Deepak Kumar Seth
28,62,145
13.21
28,62,145
13.21
-
Mr. Pulkit Seth
69,47,621
32.07
69,47,621
32.07
-
Mrs. Shifalli Seth
2,01,478
0.93
2,01,478
0.93
-
Nim Internationa Commerce LLP
30
-
30
-
-
Total
1,44,24,909
66.58
1,44,24,909
66.58
NOTES
to standalone financial statements for the year ended March 31, 2024
219
ANNUAL REPORT 2023-24
20. OTHER EQUITY
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
General reserve
4,204.36
4,204.36
Securities premium
17,695.65
17,103.90
Capital redemption reserve
95.00
95.00
Amalgamation reserve
625.95
625.95
Retained earnings
11,716.58
13,746.39
Share Based Payment Reserve
899.19
259.51
Cash Flow Hedge Reserve (Net of tax of ` 1.87 Lakhs (March 31, 2023 :
` 48.26 Lakhs)
(2.61)
(140.51)
Foreign currency translation reserve- Foreign Operations
-
25.00
35,234.13
35,919.60
I.
For Movement during the period in Other Equity, refer “Statement of Changes in Equity”.
II.
Nature and purpose of reserves
a)
General reserve
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance as at end/beginning of the year
4,204.36
4,204.36
The Company has transferred a portion of the net profit of the Company before declaring dividend to general reserve
pursuant to the earlier provisions of Companies Act, 1956. Mandatory transfer to general reserve is not required under the
Companies Act, 2013.
b) Securities Premium
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance as at end/beginning of the year
17,695.65
17,103.90
The amount received in excess of face value of the equity shares is recognised in securities premium. The reserve will be
utilised in accordance with the provisions of the Companies Act, 2013. During the year, the company has issued 255,650
equity shares on which security premium of ` 591.75 lakh has been recognised in books of account.
c)
Capital Redemption Reserve
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance as at end/beginning of the year
95.00
95.00
This Reserve has been created at the time of merger of other companies in earlier years in accordance with the provisions
of the Companies Act, 2013.
d) Amalgamation Reserve
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance as at end/beginning of the year
625.95
625.95
This Reserve has been created at the time of amalgamation of other companies in earlier years in accordance with the
provisions of the Companies Act, 2013.
NOTES
to standalone financial statements for the year ended March 31, 2024
220
PEARL GLOBAL INDUSTRIES LIMITED
e)
Retained Earnings
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance as at end/beginning of the year
11,716.58
13,746.39
Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends or
other distributions paid to shareholders. Out of the above, reserve on account of revaluation of assets of ` 407.15 (March
31, 2023: ` 404.77 Lakhs) is not available for distribution. During the year, the Company has paid dividend of ` 4,888.39
Lakhs, out of which ` 1,083.20 Lakhs pertains to 2022-23.
f)
Share Based Payment Reserve
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance as at end/beginning of the year
899.19
259.51
The fair value of equity settled share based payment transactions with employees of the Company / subsidiary Company
is recognised in share based payment reserve.
g) Cash Flow Hedge Reserve
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance as at end/beginning of the year
(2.61)
(140.51)
This reserve represents the cumulative effective portion of gains or losses arising on changes in fair value of designated
portion of hedging instruments entered into for cash flow hedges. This reserve will be reclassified to statement of profit
and loss only when the hedged transaction affects the profit or loss.
h) Foreign Currency Translation Reserve
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance as at end/beginning of the year
-
25.00
The exchange differences arising from the translation of financial statements of foreign operations is recognised in other
comprehensive income and is presented within equity.
21. LONG TERM BORROWINGS
(All amounts are in ` Lakhs, unless otherwise stated)
Non - Current
Current
As at
March 31, 2024
As at
March 31, 2023
As at
March 31, 2024
As at
March 31, 2023
From banks (secured)
- Corporate loan [refer note a(i), a(ii),
a(iii), a(iv) & a(v) below]
5,763.00
5,716.05
2,922.44
2,342.01
- Vehicle loan [refer note a(vi) below]
70.01
61.48
57.24
46.44
5,833.01
5,777.53
2,979.68
2,388.45
Less: Amount disclosed under other
financial
liabilities
as
‘Short
term
borrowings’ (refer note 22)
-
-
2,979.68
2,388.45
5,833.01
5,777.53
-
-
NOTES
to standalone financial statements for the year ended March 31, 2024
221
ANNUAL REPORT 2023-24
A) Nature of Securities :
i)
Term Loan from Kotak Mahindra Bank is secured by Fixed Deposit of ` 20.00 Lakhs. (March 31, 2023 : secured by lien
marked on investment in debt mutual fund and personal gurantee of Mr Pulkit Seth (Promoter Director))
ii)
Term Loan Facility from Indusind Bank is secured by Fixed Deposit of ` 83 Lakhs (March 31, 2023: ` 83 Lakhs)
iii) Term loans from HDFC Bank are secured by charge over assets financed by term Loan, Immovable Properties of
the Company situated at (i) Plot No. 51, Sector 32, Gurgaon & (ii) Plot No. 446, Udyog Vihar, Phase IV, Gurgaon and
Personal Guarantee of Mr. Pulkit Seth (Promoter Director).
iv) Term loans from Canara Bank are secured by charge over assets financed by term Loan, Land & building, Plant & Machinary
at Survey No. 32/8,31/5A3,31/5B3,31/8CIB,31/8C2,31/13P,31/14,31/15 Melavalam Village, Madurantakam Taluk,
Kancheepuram District, TamilNadu. and Personal Guarantee of Mr. Deepak Kumar Seth and Mr. Pulkit Seth (Promoter
Director).
v)
Emergency credit line guaranteed scheme (ECLGS 2.0) & ECLGS 2.0 (Extension) facilities are secured by second
charge over securities provided for base credit facility, except personal guarantees.
vi) Vehicle Loans are secured by Hypothecation over the Vehicle financed by respective loan.
B) Vehicle loans are secured against hypothecation of respective vehicles.
Maturity profile of secured term loans is as set out below:
2024-25
2025-26
2026-27
Beyond
2026-27
Total
Term loan from banks are repayable in monthly/quarterly/
yearly installments
2,922.44
2,532.16
1,379.93
1,850.91
8,685.44
Vehicle loans from banks and financial institutions are
repayable in monthly installments
57.24
35.94
14.92
19.14
127.24
C) The above term loan(s) and vehicle loan(s) carries rate of interest ranging between 8.45% to 11.30% per annum. (March 31,
2023 : Between 7.60% to 10.85%)
22. SHORT TERM BORROWINGS
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Working capital loan from banks(secured)
- Rupee loan [refer note A&B below]
14,376.97
12,469.57
Current Maturities of Long Term Borrowings (Refer Note 21)
2,979.68
2,388.45
17,356.65
14,858.02
A. Securities for Working Capital Facilities under Consortium Arrangement
i)
Primary Securities offered includes:
a)
First Pari-Passu Charge by way of hypothecation of the entire current assets both present and future, including
but not limited to stocks of raw materials, semi finished and finished goods, raw material, book debts and stock,
loans and advances etc.
b)
First Pari-Passu charge by way of hypothecation over the entire movable fixed assets belonging to the Borrower,
except any assets charged to any banks/financial institutions for securing the terms loans.
ii)
Collateral Securities offered includes:
a)
First pari passu charge over Immoveable properties of the Company situated at (i) Plot No. 16/17, Udyog Vihar,
Phase VI, Gurgaon, (ii) Plot No. 751, Pace City-II, Sector 37, Gurgaon & (iii) Survey No. 30(P), 31(P), 32(P) & 262(P),
Ward no 02 in Arryapakkam Village, Madurantakam Taluk, Kancheepuram District, TamilNadu.
b)
Principal amount of fixed deposits pledged amounting to ` 710.00 Lakhs (Closing balance as on 31 March 2024
` 747.43 ) (March 31, 2023: ` 710 Lakhs)
NOTES
to standalone financial statements for the year ended March 31, 2024
222
PEARL GLOBAL INDUSTRIES LIMITED
c)
Irrrevocable and unconditional personal guarantee of Mr. Deepak Kumar Seth (Promoter Director) and Mr. Pulkit
Seth (Promoter Director).
iii) Refer Note No. 21 for the terms and conditions, nature of security and maturity profile of the current maturities of
long-term borrowings (forming part of long term borrowings of the Company).
B. Securities for Working Capital Facilities by HDFC Bank (Adhoc Outside Consortium)
a)
Exclusive Charge over corpotate office (Land and Building) situated in Gurugram, Haryana.
C. For interest rate & liquidity risk related disclosures, (refer note 44).
D.
In respect of working capital loans, quarterly returns or statements of current assets filed by the Company with banks are
materially in agreement with the books of account.
E.
Summary of reconciliation for the quarterly statements (statement of current assets filed by the Company with the bank)
with the books of accounts is as follows :
Quarter Ended
Value Date
Stock and
debtors as
per books of
accounts (A)
Stock and debtors
as per quarterly
statement filed
with bank (B)
Variation
(A-B)
Remarks
June 23
June 23
22,308.89
22,308.89
-
No variation
September 23
September 23
15,661.93
15,661.93
-
December 23
December 23
24,994.49
24,994.49
-
March 24
March 24
27,703.20
NA
-
Not yet filed as on
date of signing of
financial statements
23. OTHER FINANCIAL LIABILITIES
(All amounts are in ` Lakhs, unless otherwise stated)
Non - Current
Current
As at
March 31, 2024
As at
March 31, 2023
As at
March 31, 2024
As at
March 31, 2023
Security deposit
122.77
107.03
-
19.43
Interest accrued but not due on borrowings
-
-
123.89
95.43
Unpaid dividends (Refer note below b)
-
-
34.59
28.09
Financial Liabilites at Fair Value through
OCI - Cash Flow Hedge
-
-
6.74
303.62
Creditors for capital goods
-
-
101.03
124.27
Creditors for capital goods- MSME
-
-
54.56
-
Others
-
-
-
34.34
122.77
107.03
320.81
605.17
Notes:
a)
The company’s exposure to currency and liquidity risk related to trade payables is disclosed in note 44.
b)
There are no amounts due for payment to the Investor Education and Protection Fund under Section 125 of the Companies
Act, 2013 as at the year end (March 31, 2023: Nil)
c)
Other payables of ` Nil (March 31, 2023 : ` 34.34 Lakhs represents amount payable to banks on hedged instruments).
NOTES
to standalone financial statements for the year ended March 31, 2024
223
ANNUAL REPORT 2023-24
24. PROVISIONS
(All amounts are in ` Lakhs, unless otherwise stated)
Non - Current
Current
As at
March 31, 2024
As at
March 31, 2023
As at
March 31, 2024
As at
March 31, 2023
Provision for employee benefits
Provision for compensated absenses
(Refer note 40)
409.00
326.82
24.90
19.26
Provision for gratuity (Refer note 40)
1,073.94
830.44
109.23
82.47
1,482.94
1,157.26
134.13
101.73
25. OTHER LIABILITIES
(All amounts are in ` Lakhs, unless otherwise stated)
Non - Current
Current
As at
March 31, 2024
As at
March 31, 2023
As at
March 31, 2024
As at
March 31, 2023
Deferred government grant
4.58
5.58
145.60
145.60
Deferred rental income
69.15
90.95
14.82
6.97
Statutory dues
-
-
1,177.35
913.77
73.73
96.53
1,337.77
1,066.36
26. TRADE PAYABLES
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Total Outstanding dues of Micro and Small enterprises
1,137.67
744.87
Total Outstanding dues of Creditors other than Micro and Small enterprises
14,890.89
11,850.25
16,028.56
12,595.12
a)
Trade Payables ageing schedule as at March 31, 2024:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Outstanding for following periods from due date of payment
Total
Not due
Less than
1 year
1-2 years
2-3 years
More than
3 years
Unbilled
dues
(i)
MSME
799.54
328.68
9.44
-
-
-
1,137.67
(ii) Others
10,709.19
3,662.45
134.85
-
-
384.40
14,890.89
(iii) Disputed dues — MSME
-
-
-
-
-
-
-
(iv) Disputed dues — Others
-
-
-
-
-
-
-
b)
Trade Payables ageing schedule as at March 31, 2023:
Particulars
Outstanding for following periods from due date of payment
Total
Not due
Less than
1 year
1-2 years
2-3 years
More than
3 years
Unbilled
dues
(i)
MSME
742.65
2.22
-
-
-
-
744.87
(ii) Others
8,056.76
3,391.40
27.11
-
-
374.98 11,850.25
(iii) Disputed dues — MSME
-
-
-
-
-
-
-
(iv) Disputed dues — Others
-
-
-
-
-
-
-
NOTES
to standalone financial statements for the year ended March 31, 2024
224
PEARL GLOBAL INDUSTRIES LIMITED
c)
Trade payable are non- interest bearing and are generally on a credit period of not more than 90 days except in case of
Micro & Small Enterprises (if any) which are settled within 45 days.
d)
This amount includes amount due to related parties amounting to ` 519.08 Lakhs (March 31, 2023: ` 507.95 Lakhs) (Refer
Note No. 47)
e)
As per Schedule III of the Companies Act, 2013, the amount due to Micro & Small Enterprises as defined in Micro, Small and
Medium Enterprises Development Act, 2006 is as under :
Details of dues to Micro and Small Enterprises as defined under MSMED Act, 2006
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
(i) The amount due thereon remaining unpaid to any supplier at the end of
each accounting year
- Principal
1,137.29
744.87
- Interest on above
0.38
-
(ii) The amount of interest paid by the buyer in terms of section 16 of the
Micro, Small and Medium Enterprises Development Act, 2006 (27 of
2006), along with the amount of the payment made to the supplier beyond
the appointed day during each accounting year.
-
-
(iii) The amount of interest due and payable for the period of delay in making
payment (which has been paid but beyond the appointed day during the
year) but without adding the interest specified under the Micro, Small and
Medium Enterprises Development Act, 2006.
-
-
(iv) The amount of interest accrued and remaining unpaid at the end of each
accounting year.
0.38
-
(v) The amount of further interest remaining due and payable even in the
succeeding year,until such date when the interest dues as above are
actually paid to the small enterprise for the purpose of disallowance as a
deductible expenditure under section 23 of the MSMED Act 2006.
-
-
f)
The Company’s exposure to market and liquidity risk related to trade payables are disclosed in Note no. 44.
27. CURRENT TAX LIABILITIES (NET)
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Provision for income tax
(Net of advance tax ` 487.50 Lakhs (March 31, 2022 : 765.11 Lakhs)
14.16
197.63
14.16
197.63
28. REVENUE FROM OPERATIONS
(All amounts are in ` Lakhs, unless otherwise stated)
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Sale of product
88,037.74
1,01,499.35
Job receipts
702.15
83.89
Other operating revenues
6,626.82
8,793.83
Revenue from operations
95,366.71
1,10,377.07
a)
Performance obligation
Revenue is recognised upon transfer of control of products.
During the year, The Company has not entered into long term contracts with Customers and accordingly disclsoure of
unsatisfied or remaining performance obligation (which is affected by several factors like changes in scope of Contracts,
NOTES
to standalone financial statements for the year ended March 31, 2024
225
ANNUAL REPORT 2023-24
periodic revalidations, adjustment for revenue that has not been materialised, tax laws etc.) is not applicable to the
Company.
b) Disaggregation of revenue: The table below presents disaggregated revenues from contracts with customers on the basis
of geographical spread of the operations of the Company. The Company believes that this disaggregation best depicts how
the nature, amount of revenues and cash flows are affected by market and other economic factors:
(All amounts are in ` Lakhs, unless otherwise stated)
Revenue based on Geography
For the year ended
March 31, 2024
For the year ended
March 31, 2023
India
2,119.26
1,036.52
Outside India
93,247.45
1,09,340.54
Revenue from operations
95,366.71
1,10,377.07
(All amounts are in ` Lakhs, unless otherwise stated)
Revenue based on Customer-wise
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Related Party
23,743.07
40,684.81
Non- Related Party
71,623.64
69,692.26
Revenue from operations
95,366.71
1,10,377.07
c)
Reconciliation of revenue from operations with contracted price
(All amounts are in ` Lakhs, unless otherwise stated)
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Contracted Price
95,858.70
1,11,653.65
Less:
Sales Returns
(2.42)
(11.07)
Rebate and Discount
(489.57)
(1,265.51)
95,366.71
1,10,377.07
d) Trade Receivables, Contract Balances
For Trade Receivables, Refer note no. 16.
Further, the Company has no contracts where the period between the transfer of the promised goods or services to the
customer and payment terms by the customer exceeds one year. In light of above;
-
it does not adjust any of the transaction prices for the time value of money, and
-
there is no unbilled revenue as at March 31, 2024.
Further, the Company doesn’t have any contract liabilities as at March 31, 2024 and March 31, 2023
e)
Other Operating Revenue
(All amounts are in ` Lakhs, unless otherwise stated)
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Export Incentive
6,043.69
6,866.77
Other Operating Income
583.13
1,927.06
6,626.82
8,793.83
NOTES
to standalone financial statements for the year ended March 31, 2024
226
PEARL GLOBAL INDUSTRIES LIMITED
29. OTHER INCOME
(All amounts are in ` Lakhs, unless otherwise stated)
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Interest Income
- On fixed deposits
216.79
158.07
- On loans and advances
65.99
88.61
- On income tax refund
4.22
26.34
Other non-operating income:
IT/ SAP income
157.99
151.38
Rental income
728.92
774.49
Foreign exchange fluctuation
824.64
-
Profit on sale of current investment - mutual fund
379.50
97.05
Dividend Income
1,492.11
1,006.25
Excess provision written back
98.50
Sundry balances written back
80.10
91.51
Miscellaneous income
282.01
543.31
4,232.27
3,035.51
30. COST OF RAW MATERIAL CONSUMED
(All amounts are in ` Lakhs, unless otherwise stated)
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Raw Material
Balance at the beginning of the Year
5,974.66
12,858.83
Add:- Purchases during the year
42,343.95
45,782.01
Less:- Cost of goods sold
48,318.61
58,640.84
Less:- Balance at the end of the Year
6,399.61
5,974.66
Total raw material consumption
41,919.00
52,666.18
31. PURCHASE OF STOCK IN TRADE
(All amounts are in ` Lakhs, unless otherwise stated)
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Purchases during the year
673.12
-
673.12
-
32. CHANGES IN INVENTORIES OF FINISHED GOODS, WORK IN PROGRESS AND STOCK IN TRADE
(All amounts are in ` Lakhs, unless otherwise stated)
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Inventories at the beginning of the year
Work-in-progress
5,018.42
5,142.30
Finished goods
2,417.75
3,825.43
Scrap Stock
48.81
41.82
(A)
7,484.98
9,009.55
NOTES
to standalone financial statements for the year ended March 31, 2024
227
ANNUAL REPORT 2023-24
(All amounts are in ` Lakhs, unless otherwise stated)
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Inventories at the end of the year
Work-in-progress
6,090.56
5,018.42
Finished goods
2,432.27
2,417.75
Scrap Stock
49.45
48.81
(B)
8,572.28
7,484.98
(Increase) / decrease in inventory
(A-B)
(1,087.30)
1,524.57
33. EMPLOYEE BENEFITS EXPENSE
(All amounts are in ` Lakhs, unless otherwise stated)
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Salaries, wages & bonus
20,703.29
17,578.42
Contribution to provident and other fund (Refer note 40)
1,553.55
1,293.03
Gratuity expense (Refer note 40)
415.76
326.30
Compensated absences
309.91
150.78
Share Based Payment
600.38
143.92
Staff training & welfare expenses
421.47
341.13
24,004.36
19,833.58
34. FINANCE COSTS
(All amounts are in ` Lakhs, unless otherwise stated)
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Interest expense
- on term loans,cash credit & working capital facilities
1,507.91
1,711.91
- delayed payment of taxes
23.26
70.39
- lease liabilities
414.61
316.49
Unwinding of discount on security deposit
11.83
18.15
Other borrowing cost
1,050.56
925.39
3,008.17
3,042.33
35. DEPRECIATION AND AMORTISATION EXPENSE
(All amounts are in ` Lakhs, unless otherwise stated)
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Depreciation of property, plant and equipment (Refer note 4)
1,432.97
1,230.88
Depreciation & amortisation of Investment Properties (Refer note 6)
73.81
79.56
Amortisation of intangible assets (Refer note 7)
52.63
37.61
Amortisation of Right-of-use assets (Refer note 50)
879.98
534.85
2,439.38
1,882.90
NOTES
to standalone financial statements for the year ended March 31, 2024
228
PEARL GLOBAL INDUSTRIES LIMITED
36. OTHER EXPENSES
(All amounts are in ` Lakhs, unless otherwise stated)
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Manufacturing expense
15,350.08
17,892.72
Consumption of stores & spare parts
503.12
454.21
Power & fuel
1,424.79
1,326.53
Rent
63.46
538.92
Rates & taxes
239.68
325.99
Travelling & conveyance
1,355.02
1,183.90
Freight & clearing charges
1,546.90
2,254.06
Repair & maintenance
Plant & machinery
138.12
221.00
Buildings
6.90
45.58
Others
610.98
578.18
Commission
178.43
70.21
Legal & professional expenses
653.19
780.72
Security charges
306.61
258.64
Bank charges
232.08
322.75
Insurance Expenses
134.98
256.28
Marketing Support fees
745.08
713.59
Inspection fees
282.99
346.34
Payment to the auditors (refer note 'a' below)
52.89
59.67
Sundry Balances written off
319.78
229.24
Corporate social responsibility (refer note 'b' below)
15.82
20.33
Foreign Exchange Fluctuation Loss
-
226.62
Loss Allowance for doubtful debts and advances
200.01
163.28
Loss on sale of Licenses
68.32
274.73
Miscellaneous expenses
1,096.41
849.34
Total
25,525.64
29,392.83
a)
Details of payment made to auditors is as follows:
(All amounts are in ` Lakhs, unless otherwise stated)
For the year ended
March 31, 2024
For the year ended
March 31, 2023
i)
Payment to Auditor
- Statutory audit fee
28.00
28.00
- Tax audit fee
5.50
5.50
- Other Taxation matters
1.25
9.13
- Company law matters
2.45
3.05
- Other Services
12.00
12.00
- Reimbursement of Expenses
3.69
1.99
52.89
59.67
NOTES
to standalone financial statements for the year ended March 31, 2024
229
ANNUAL REPORT 2023-24
b) Details of Corporate Social Responsibility (CSR) expenditure is as follows:
(All amounts are in ` Lakhs, unless otherwise stated)
For the year ended
March 31, 2024
For the year ended
March 31, 2023
i)
Gross amount required to be spent by the Company during the year
(i.e. 2% of Average Net profits of last three years)
15.82
20.33
ii)
Amount spent during the year
- Construction/acquisitions of any asset
-
- For purpose other than above
398.16
133.67
During the year, the Company has spent ` 398.16 Lakhs on CSR activities. However, gross amount required to be spent
as per Companies Act, 2013 is Nil, since opening prepaid amount of ` 113.34 Lakhs is still available in compliance
with Rule 7(3) of the CSR Rules, 2014 as the Company has spent an amount in excess of requirement provided under
section 135 (5) of Companies Act, 2013 which is disclosed in prepaid expenses. As on March 31, 2024, ` 495.68 Lakhs
is shown under prepaid assets.
iii)
Shortfall at the end of the year
-
-
iv)
Total of previous years shortfall
-
-
v)
The company does not have any ongoing projects as at March 31, 2024 and March 31, 2023.
vi)
The company does not have any transactions with related parties for CSR expenditure as at March 31, 2024 and
March 31, 2023.
37. EXCEPTIONAL ITEMS
(All amounts are in ` Lakhs, unless otherwise stated)
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Loss/ (Profit) on sale of property, plant and equipment and investment property
68.92
(4,259.01)
Impairment of investment in subsidiaries written back
(1,648.35)
Investment written off
1,648.35
Interest on Refund of advance
827.00
Loss allowance - recievables
2,335.15
68.92
(1,096.86)
38. COMPONENTS OF OTHER COMPREHENSIVE INCOME
(All amounts are in ` Lakhs, unless otherwise stated)
For the year ended
March 31, 2024
For the year ended
March 31, 2023
A (i) Items that will not be reclassified to profit or loss
Re-measurement gains/ (losses) on defined benefit plans
46.52
53.35
Income tax expense on items that will not be reclassified to profit or loss
(11.71)
(13.43)
B (i) Items that will be reclassified to profit or loss
Cash Flow Hedging reserve on forward contract
184.28
(595.46)
Income tax expense on items that will be reclassified to profit or loss
(46.38)
149.87
Foreign currency transalation reserve
(25.00)
127.24
147.71
(278.43)
NOTES
to standalone financial statements for the year ended March 31, 2024
230
PEARL GLOBAL INDUSTRIES LIMITED
39. EARNINGS PER SHARE (EPS)
(All amounts are in ` Lakhs, unless otherwise stated)
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Profit attributable to the equity shareholders (A)
2,823.77
5,381.65
Number/Weighted average number of equity shares outstanding at the end of the
year* (B)
4,34,23,828
4,33,27,874
Dilutive effect on Weighted average number of equity shares outstanding at the
end of the year* (C)
3,58,484
1,23,574
Number/Weighted average number of diluted equity shares outstanding at the
end of the year* (D = B + C)
4,37,82,312
4,34,51,448
Nominal value of Equity shares (in `) *
` 5
` 5
Basic/Diluted Earning per share (A/B) (in `)
6.50
12.42
Diluted Earning per share (A/D) (in `)
6.45
12.39
*The basic and diluted earnings per share and number of shares used for computation of the EPS have been adjusted
retrospectively to give effect to the sub division of shares from ` 10 face value to ` 5 face value.
40. GRATUITY AND OTHER POST-EMPLOYMENT BENEFIT PLANS
a)
Defined contribution plans
The Company makes contribution towards Employees Provident Fund, Employee’s State Insurance scheme and other
welfare schemes. Under the rules of these schemes, the Company is required to contribute a specified percentage of
payroll costs. The Company during the year recognised the following amount in the Statement of profit and loss under
company’s contribution to defined contribution plan.
(All amounts are in ` Lakhs, unless otherwise stated)
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Employer's Contribution to Provident Fund/ Pension Fund
1,191.34
980.65
Employer's Contribution to Employee State Insurance
344.95
295.76
Employer's Contribution to Welfare Fund
17.26
16.62
Total
1,553.55
1,293.03
The contribution by the Company are at the rates specified in the rules of the schemes.
b) Defined benefit plans
In accordance with Ind AS 19 “Employee benefits”, an actuarial valuation on the basis of “Projected Unit Credit Method”
was carried out, through which the Company is able to determine the present value of obligations. “Projected Unit Credit
Method” recognises each period of service as giving rise to additional unit of employees benefit entitlement and measures
each unit separately to built up the final obligation.
i)
Gratuity scheme
The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the Act, employee who has completed
five years of service is entitled to specific benefit. The level of benefits provided depends on the member’s length of
service and salary at retirement age. The gratuity is funded in current year for all the units and maintained by Life
Insurance Corporation of India.
ii)
Other long term employee benefits
As per the Company’s policy, eligible leaves can be accumulated by the employees and carried forward to future
periods to either be utilised during the service, or encashed. Encashment can be made during the service, on early
retirement, on withdrawal of scheme, at resignation by employee and upon death of employee. The scale of benefits
NOTES
to standalone financial statements for the year ended March 31, 2024
231
ANNUAL REPORT 2023-24
is determined based on the seniority and the respective employee’s salary. The Company records an obligation for
such compensated absences in the period in which the employee renders the services that increase this entitlement.
The obligation is measured on the basis of independent actuarial valuation using the projected unit credit method.
Re-measurements, comprising actuarial gains and losses, the effect of the changes to the asset ceiling (if applicable)
and the return on plan assets (excluding interest and if applicable), is reflected immediately in Other Comprehensive
Income in the statement of profit and loss in case of Gratuity. All other expenses related to defined benefit plans are
recognised in statement of profit and loss as employee benefit expenses. Re-measurements recognised in Other
Comprehensive Income will not be reclassified to statement of profit and loss hence it is treated as part of retained
earnings in the statement of changes in equity. Gains or losses on the curtailment or settlement of any defined benefit
plan are recognised when the curtailment or settlement occurs. Curtailment gains and losses are accounted for as
past service costs.
c)
The following tables summarise the components of net benefit expense recognised in the Statement of profit and loss and
the funded status and amounts recognised in the balance sheet for the defined benefit plan and other long term benefits.
These have been provided on accrual basis, based on year end actuarial valuation.
(All amounts are in ` Lakhs, unless otherwise stated)
Change in benefit obligation
As at
March 31, 2024
As at
March 31, 2023
Gratuity (Funded)
Gratuity (Funded)
Opening defined benefit obligation
1,109.00
916.76
Interest cost
81.62
68.85
Service cost
348.57
277.97
Benefits paid
(143.29)
(104.27)
Actuarial (gain) / loss on obligations
(47.16)
(50.30)
Present value of obligation as at the end of the year
1,348.73
1,109.00
d)
The following tables summarise the components of net benefit expense recognised in the Statement of profit or loss and
the funded status and amounts recognised in the balance sheet for the respective plans:
(All amounts are in ` Lakhs, unless otherwise stated)
Cost for the year included under employee benefit
As at
March 31, 2024
As at
March 31, 2023
Gratuity (Funded)
Gratuity (Funded)
Current service cost
348.57
277.97
Interest cost
67.19
48.33
Net cost
415.76
326.29
e)
Changes in the fair value of the plan assets are as follows:
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Gratuity (Funded)
Gratuity (Funded)
Fair value of plan assets at the beginning
196.09
273.25
Expected return on plan assets
14.43
20.52
Contributions
101.92
7.19
LIC charges
(2.94)
(3.65)
Benefits paid
(143.29)
(104.27)
Actuarial gains / (losses) on the plan assets
(0.65)
3.05
Fair value of plan assets at the end
165.56
196.09
NOTES
to standalone financial statements for the year ended March 31, 2024
232
PEARL GLOBAL INDUSTRIES LIMITED
f)
Detail of actuarial gain/loss recognised in OCI is as follows:
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Gratuity (Funded)
Gratuity (Funded)
Actuarial gain / (loss) for the year – obligation
47.16
50.29
Actuarial gain / (loss) for the year - plan assets
(0.65)
3.05
Unrecognised actuarial gains / (losses) at the end of year
46.52
53.35
g) Principal actuarial assumptions at the balance sheet date are as follows:
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Gratuity (Funded)
Gratuity (Funded)
Economic assumptions
1.
Discount rate
7.09%
7.36%
2.
Rate of increase in compensation levels
5.00%
5.00%
Demographic assumptions
1. Retirement Age (years)
58
58
2. Mortality Rate
Indian Assured
Lives Mortality
(2012-14)
(modified) ultimate
Indian Assured
Lives Mortality
(2012-14)
(modified) ultimate
Withdrawal Rate (Average in case of unfunded amounts)
1.
Ages from 18 to 30 Years
3.00%
3.00%
2.
Ages from 30 to 45 Years
2.00%
2.00%
3.
Ages Above 45 years
1.00%
1.00%
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion
and other relevant factors, such as supply and demand in the employment market.
h) Net (assets) / liabilities recognised in the Balance Sheet and experience adjustments on actuarial gain / (loss) for
benefit obligation and plan assets.
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Gratuity (Funded)
Gratuity (Funded)
Present value of obligation
1,348.73
1,109.00
Less: Fair value of plan assets
165.56
196.09
Net assets /( liability)
(1,183.17)
(912.91)
i)
Expected contribution for the next year is ` 1,698.87 Lakhs (March 31, 2023: ` 1,366.45 Lakhs) in respect of Gratuity.
NOTES
to standalone financial statements for the year ended March 31, 2024
233
ANNUAL REPORT 2023-24
j)
A quantitative sensitivity analysis for significant assumptions is as shown below:
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Gratuity (Funded)
Gratuity (Funded)
A. Discount rate
Effect on DBO due to 1% increase in Discount Rate
(136.25)
(111.39)
Effect on DBO due to 1% decrease in Discount Rate
162.27
132.39
B. Salary escalation rate
Effect on DBO due to 1% increase in Salary Escalation Rate
164.10
134.24
Effect on DBO due to 1% decrease in Salary Escalation Rate
(139.95)
(114.68)
C. Sensitivities due to mortality & withdrawals are not material & hence impact of change due to these not calculated.
Further, there are no changes in current year from the previous corresponding period in the methods and assumptions
used in preparing the sensitivity analysis.
k)
Risk
Discount Rate
Reduction in discount rate in subsequent valuations can increase the liability.
Salary Increases
Actual salary increases will increase the defined benefit liability. Increase in salary increase rate
assumption in future valuations which inturn also increase the liability.
Withdrawals
Actual withdrawals proving higher or lower than assumed withdrawals and change of
withdrawals rates at subsequent valuations can impact defined benefit liability.
Morality and disability
Actual details and disability cases proving lower or higher than assumed in the valuation can
impact the liabilities.
l)
Maturity profile of cash outflows relating to defined benefit obligation are as follows:
(All amounts are in ` Lakhs, unless otherwise stated)
As at
March 31, 2024
As at
March 31, 2023
Gratuity (Funded)
Gratuity (Funded)
0 to 1 years
110.26
83.41
1 to 2 years
62.45
60.95
2 to 3 years
96.31
70.63
3 to 4 years
148.66
129.73
4 to 5 years
219.01
166.16
From 5 years onwards
1,521.54
1,415.76
41. CAPITAL MANAGEMENT
The Company’s objectives when managing capital are to:
-
safeguard its ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits
for other stakeholders, and
-
maintain an appropriate capital structure of debt and equity.
The Board of Directors have the primary responsibility to maintain a strong capital base and reduce the cost of capital through
prudent management in deployment of funds and sourcing by leveraging opportunities in domestic and international markets
so as to maintain investors, creditors and markets confidence and to sustain future development of the business.
NOTES
to standalone financial statements for the year ended March 31, 2024
234
PEARL GLOBAL INDUSTRIES LIMITED
The Company monitors capital, using a medium term view ranging between three to five years, on the basis of a number of
financial ratios generally used by the industry. The Company monitors capital structure using a gearing ratio, which is net
debt divided by total capital plus net debt. Net debt comprises of long term and short term borrowings less cash and cash
equivalents. Equity includes equity share capital and reserves that are managed as capital. The gearing ratio at the end of
reporting periods were as follows:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Borrowings (Refer to note 21 and 22)
23,189.66
20,635.55
Lease Liabilties (Refer to Note 50)
3,841.85
3,520.08
Interest accrued but not due on borrowings (refer note no. 23)
123.89
95.43
Less: Cash and Cash Equivalents (Refer to note 17)
(6,123.57)
(6,740.75)
Net debt (A)
21,031.83
17,510.30
Equity share capital (Refer to note 19)
2,179.18
2,166.39
Other equity (Refer to note 20)
35,234.13
35,919.60
Total Capital (B)
37,413.30
38,085.99
Capital and net debt (A+B=C)
58,445.15
55,596.29
Gearing ratio (A/C)
35.99%
31.50%
No changes were made in the objectives, policies or processes for managing capital during the years ended March 31, 2024 and
March 31, 2023.
In order to achieve overall objective, the Company’s capital management, amongst other things, aims to ensure that it meets
financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements.
42. DERIVATIVE INSTRUMENTS AND UNHEDGED FOREIGN CURRENCY EXPOSURE
I)
Hedge Accounting
(i) The Company enters into hedging instruments in accordance with policies as approved by the Board of Directors with
written principles which is consistent with the risk management strategy of the Company. The Company has decided
to apply hedge accounting for certain derivative contracts that meets the qualifying criteria of hedging relationship
entered post April 01, 2019. Hedging strategies are decided and monitored periodically by Chief Financial Officer and
Board of Directors of the Company.
Cash Flow Hedges
Foreign exchange forward contracts are designated as hedging instruments in cash flow hedges of forecasted hedged
items in US dollar. These forecast transactions are highly probable. The foreign exchange forward contract balances
vary with the level of expected foreign currency sales and changes in foreign exchange forward rates.
(ii) The fair value of derivative financial instruments is as follows:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Asset/(Liability)
March 31, 2024
Asset/(Liability)
March 31, 2023
Fair value of foreign currency forward exchange contract designated as
hedging instruments
(6.74)
(303.62)
The critical terms of the foreign currency forward contracts match the terms of the expected highly probable forecast
sale transactions.
The cash flow hedges of the forecasted sale transactions for the year ended March 31, 2024 were assessed to
be highly effective and unrealised profit of ` 184.28 Lakhs, with a deferred tax asset / (liability) of ` (46.38) Lakhs
relating to the hedging instruments, is included in OCI. [March 31, 2023: Unrealised profit of ` (-) 595.46 Lakhs with a
corresponding deferred tax asset / (liability) of ` 149.87 Lakhs].
NOTES
to standalone financial statements for the year ended March 31, 2024
235
ANNUAL REPORT 2023-24
(iii) Maturity Profile: The following table includes the maturity profile of the foreign exchange forward contracts:
Particulars
Less than
1 month
1 to 3
months
3 to 6
months
6 to 9
months
9 to 12
months
Total
As at March 31, 2024 (` in Lakhs)
4,238.01
12,983.44
5,176.41
2,821.98
2,783.32
28,003.16
Notional amount (in USD in Lakhs)
50.69
155.50
61.60
33.50
33.00
334.29
Average forward rate (USD/`)
83.61
83.49
84.03
84.24
84.34
83.77
As at March 31, 2023 (` in Lakhs)
5,590.82
4,917.45
5,639.68
1,629.11
3,623.58
21,400.64
Notional amount (in USD)
70.00
61.00
68.75
19.50
43.00
262.25
Average forward rate (USD/`)
79.87
80.61
82.03
83.54
84.27
81.60
(iv) The impact of the hedging instruments on the balance sheet is as follows:
The line item in Balance Sheet where hedge instrument is disclosed under other current financial liabilities. The
changes in fair value of forward exchange contract are disclosed as under:
Particulars
Amount (`)
Foreign currency risk forward contract- As at March 31, 2024 [Asset / (Liability)]
(6.74)
Foreign currency risk forward contract- As at March 31, 2023 [Asset / (Liability)]
(303.62)
(v) The effect of the cash flow hedge in the statement of profit or loss and other comprehensive income is, as follows:
Particulars
Total hedging
gain/(loss)
recognised in OCI
Line item in
Statement of
profit and loss
Amount
reclassified from
OCI to profit or
loss
Line item in
Statement of
profit and loss
As at March 31, 2024
Highly probable forecast sales
184.28
Cash Flow Hedge
Reserve (OCI)
79.04
Revenue from
Operations
As at March 31, 2023
Highly probable forecast sales
(595.46)
Cash Flow Hedge
Reserve (OCI)
(568.68)
Revenue from
Operations
(vi) Impact of hedging on equity
Set out below are the details of each component of equity and the analysis of other comprehensive income in respect
of Cash flow hedging reserve.
Particulars
Cash Flow Hedge
Reserve
Tax Amount
Movement net
of tax
As at April 01, 2023
(188.76)
(48.25)
(140.51)
Effective Portion of Changes in fair Value arising from
Foreign Exchange Forward Contracts
105.24
26.49
78.75
Amount reclassified to profit & loss
79.04
19.89
59.15
As at March 31, 2024
(4.48)
(1.87)
(2.61)
As at April 01, 2022
406.69
101.61
305.08
Effective Portion of Changes in fair Value arising from
Foreign Exchange Forward Contracts
(1,164.13)
(292.99)
(871.14)
Amount reclassified to profit & loss
(568.68)
(143.13)
(425.55)
As at March 31, 2023
(188.76)
(48.25)
(140.51)
Note : The Company did not have any forecast transactions for which cash flow hedge accounting had been used in
the previous period, but which is no longer expected to occur.
(vii) Valuation Technique
The Company enters into derivative financial instruments which are valued using valuation techniques which employs
the use of market observable inputs. The most frequently applied valuation techniques include forward pricing models,
using present value calculations. Where quoted market prices are not available, fair values are based on Management
best estimates, which are arrived at by the reference to market prices.
NOTES
to standalone financial statements for the year ended March 31, 2024
236
PEARL GLOBAL INDUSTRIES LIMITED
II) Particulars of Unhedged foreign currency exposures:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at March 31, 2024
As at March 31, 2023
Foreign
Currency
(In absolute no.)
Amount
Foreign
Currency
(In absolute no.)
Amount
Foreign currency receivable
-
-
-
-
Foreign currency payable
-
-
-
-
Foreign currency loan receivable
-
-
-
-
III) In respect of the derivative contracts entered into by the Company, the Management asessess no material foreseeable
losses as at the reporting date.
43. FAIR VALUE MEASUREMENTS
I
Financial instruments
a)
Financial instruments by category
Except Investment in equity instruments (Quoted) and investment in mutual funds which are measured at fair value
through profit or loss, all other financial assets and liabilities viz. trade receivables, security deposits, cash and cash
equivalents, other bank balances, interest receivable, other receivables, trade payables, employee related liabilities
and borrowings, are measured at amortised cost. Derivative financial instruments are measured at fair value through
other comprehensive income.
b)
Fair value hierarchy
This section explains the judgments and estimates made in determining the fair values of the financial instruments
that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are
disclosed in the standalone financial statements. To provide an indication about the reliability of the inputs used in
determining fair value, the Company has classified its financial instruments into the three levels prescribed under the
accounting standard. An explanation of each level follows underneath the table.
The following table shows the carrying amounts and fair values of financial assets and financials liabilities, including
their levels of in the fair value hierarchy:
As at March 31, 2024
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Carrying amount
Fair value
FVOCI
FVTPL
Financial
Assets -
amortised
cost
Financial
Liabilities -
amortised
cost
Total
carrying
amount
Level 1
Level 2
Level 3
Total
Financial assets not
measured at fair value
Investment in equity shares
(Unquoted)
-
-
12,491.55
- 12,491.55
-
-
-
-
Investment in government
securities
-
-
0.47
-
0.47
-
-
-
-
Loan to employees
-
-
75.94
-
75.94
-
-
-
-
Loan to related parties
-
-
484.78
-
484.78
-
-
-
-
Security Deposits
-
-
718.21
-
718.21
-
-
-
-
Interest accrued but not
due on term deposits
-
-
70.74
-
70.74
-
-
-
-
Deposits with original
maturity of more than 12
months
-
-
55.10
-
55.10
-
-
-
-
NOTES
to standalone financial statements for the year ended March 31, 2024
237
ANNUAL REPORT 2023-24
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Carrying amount
Fair value
FVOCI
FVTPL
Financial
Assets -
amortised
cost
Financial
Liabilities -
amortised
cost
Total
carrying
amount
Level 1
Level 2
Level 3
Total
Other Receivable
-
-
5.87
-
5.87
-
-
-
-
Trade receivables
-
-
12,632.97
- 12,632.96
-
-
-
-
Cash and cash equivalents
-
-
6,123.57
-
6,123.57
-
-
-
-
Other bank balances
-
-
2,354.87
-
2,354.87
-
-
-
-
-
- 35,014.06
- 35,014.06
-
-
-
-
Financial liabilities
measured at fair value
Financial Liabilites at Fair
Value through OCI - Cash
Flow Hedge
6.74
-
-
-
6.74
6.74
-
-
6.74
Financial liabilities not
measured at fair value
Borrowings
-
-
-
23,189.66 23,189.66
-
-
-
-
Lease Liabilities
-
-
-
3,841.85
3,841.85
-
-
-
-
Security Deposits
-
-
-
122.77
122.77
-
-
-
-
Interest accrued but not
due on borrowings
-
-
-
123.89
123.89
-
-
-
-
Unpaid dividends
-
-
-
34.59
34.59
-
-
-
-
Trade payables
-
-
-
16,028.56 16,028.56
-
-
-
-
Creditors for capital goods
-
-
-
155.59
155.59
-
-
-
-
6.74
-
- 43,496.91 43,503.65
6.74
-
-
6.74
As at March 31, 2023
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Carrying amount
Fair value
FVOCI
FVTPL
Financial
Assets -
amortised
cost
Financial
Liabilities -
amortised
cost
Total
carrying
amount
Level 1
Level 2
Level 3
Total
Financial assets
measured at fair value
Investment in equity
shares (Quoted)
-
830.37
-
-
830.37
830.37
-
-
830.37
Investment in mutual
funds
-
562.16
-
-
562.16
562.16
-
-
562.16
Financial assets not
measured at fair value
Investment in equity
shares (Unquoted)
-
- 11,818.71
- 11,818.71
-
-
-
-
Investment in government
securities
-
-
1.63
-
1.63
-
-
-
-
Loan to employees
-
-
84.25
-
84.25
-
-
-
-
Loan to related parties
-
-
346.66
-
346.66
-
-
-
-
Security Deposits
-
-
642.42
-
642.42
-
-
-
-
Interest accrued but not
due on term deposits
-
-
79.52
-
79.52
-
-
-
-
Interest accrued but not
due on loan to related
parties
-
-
3.51
-
3.51
-
-
-
-
NOTES
to standalone financial statements for the year ended March 31, 2024
238
PEARL GLOBAL INDUSTRIES LIMITED
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Carrying amount
Fair value
FVOCI
FVTPL
Financial
Assets -
amortised
cost
Financial
Liabilities -
amortised
cost
Total
carrying
amount
Level 1
Level 2
Level 3
Total
Deposits with original
maturity of more than 12
months
-
-
43.98
-
43.98
-
-
-
-
Other receivables
13.46
13.46
-
Trade receivables
-
- 11,040.37
- 11,040.37
-
-
-
-
Cash and cash equivalents
-
-
6,740.76
-
6,740.76
-
-
-
-
Other bank balances
-
-
2,197.49
-
2,197.49
-
-
-
-
- 1,392.53 33,012.76
- 34,405.29 1,392.53
-
- 1,392.53
Financial liabilities
measured at fair value
Financial Liabilites at Fair
Value through OCI - Cash
Flow Hedge
303.62
-
-
-
303.62
303.62
-
-
303.62
Financial liabilities not
measured at fair value
Borrowings
-
-
-
20,635.54 20,635.54
-
-
-
-
Lease Liabilities
-
-
-
3,520.08
3,520.08
-
-
-
-
Security Deposits
-
-
-
126.46
126.46
-
-
-
-
Interest accrued but not
due on borrowings
-
-
-
95.43
95.43
-
-
-
-
Unpaid dividends
-
-
-
28.09
28.09
-
-
-
-
Trade payables
-
-
-
12,595.12 12,595.12
-
-
-
-
Creditors for capital goods
-
-
-
124.27
124.27
-
-
-
-
Others
-
-
-
34.34
34.34
-
-
-
-
303.62
-
- 37,159.32 37,462.94
303.62
-
-
303.62
c)
The Company has an established control framework with respect to the measurement of fair values. The finance
and accounts team that has overall responsibility for overseeing all significant fair value measurements and
reports directly to the board of directors. The team regularly reviews significant unobservable inputs and valuation
adjustments. If third party information, such as broker quotes or pricing services, is used to measure fair values, then
the team assesses the evidence obtained from the third parties to support the conclusion that these valuations meet
the requirements of Ind AS, including the level in the fair value hierarchy in which the valuations should be classified.
Significant valuation issues are reported to the Company’s board of directors.
d)
Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation
techniques as follows.
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly
(i.e. as prices) or indirectly (i.e. derived from prices)
Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).
There have been no transfers in either direction for the year ended March 31, 2024 and March 31, 2023.
e)
Fair value of financial assets and liabilities measured at amortised cost
The carrying amounts of short-term trade and other receivables, trade payables, cash and cash equivalents
and other bank balances are considered to be the same as their fair values, due to their short-term nature.
For other financial liabilities/ assets that are measured at fair value, the carrying amounts are equal to the fair values.
NOTES
to standalone financial statements for the year ended March 31, 2024
239
ANNUAL REPORT 2023-24
f)
Specific Valuation techniques used to value financial instruments include:
Type
Valuation technique
Significant
unobservable
data
Inter-relationship
between fair
valuation and
significant
unobservable data
Derivative financial instruments (forward
exchange contract)
Mark to Market valuation
Not Applicable
Not Applicable
Investments in mutual fund measured at
FVTPL (quoted)
Net asset value (‘NAV’) technique,
as stated by the issuers of these
mutual fund units as at Balance
Sheet date
Not Applicable
Not Applicable
Investment in quoted equity instruments
of entities other than subsidiaries
On the basis of quoted rates
available from securities markets
in India
Not Applicable
Not Applicable
Fair Value of security deposits paid &
received (Other than perpetual security
deposits)
Based on the discounting factor
as at reporting date.
Not Applicable*
Not Applicable
*Discount rate used in determining fair value
The interest rate used to discount estimated future cash flows, where applicable, are based on the incremental
borrowing rate of borrower which in case of financial liabilities is average market cost of borrowings of the Company
and in case of financial asset is the average market rate of similar credit rated instrument. The Company maintains
policies and procedures to value financial assets or financial liabilities using the best and most relevant data
available.
44. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Company’s principal financial liabilities comprises of trade and other payables, borrowings, current maturity of borrowings,
interest accrued and capital creditors. The main purpose of these financial liabilities is to finance the Company’s operations and
to provide guarantees to support its operations. The Company’s principal financial assets includes Investment in mutual funds,
loans to related parties, security deposits, trade receivables, cash and cash equivalents, deposits with bank, interest accrued in
deposits, receivables from related and other parties and interest accrued thereon.
The Company has exposure to the following risks arising from financial instruments:
-
credit risk,
-
liquidity risk and
-
market risk.
The Company’s senior level management oversees the management of these risks and is supported by finance department that
advises on the appropriate financial risk governance framework.
A. Credit Risk
Credit risk is the risk that counterparty will default on its contractual obligations resulting in finance loss to the Company.
Credit risk arise from Cash and cash equivalents, deposit with banks, trade receivables and other financial assets measure
at amortised cost. The Company continuously monitors defaults of customers and other counterparties and incorporate
this information into its credit risk control.
(i) Trade Receivables
The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. The
credit risk is managed by the Company based on credit approvals, establishing credit limits and continuosly monitoring
the credit worthiness of the customers, to whom the Company grants credit period in the normal course of business
inlcuding taking credit insurance against export receivables. The Company uses expected credit loss model to assess
the impairement loss in trade receivables and makes an allowance of doubtful trade receivables using this model.
NOTES
to standalone financial statements for the year ended March 31, 2024
240
PEARL GLOBAL INDUSTRIES LIMITED
(ii) Other Financial Assets: The Company maintains exposure in cash & cash equivalents, term deposits with banks,
investments, advances and security deposits etc. Credit risk from balances with banks, investment in mutual funds
and loan to related parties is managed by the Company’s treasury department in accordance with the Company’s
policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to
each counterparty. Counterparty credit limits are reviewed by the Company’s Board of Directors on an annual basis,
and may be updated throughout the year subject to approval of the Company’s finance committee. The Company’s
maximum exposure to the credit risk as at March 31, 2024 and March 31, 2023 is the carrying value of each class of
financial assets.
(iii) Exposure to Risk, in respect of the guarantees given by the Company: The disclosure in respect of credit risk
exposures which are not credit impaired or where there has not been a significant increase in credit risk since initial
recognition are as under:
- Quantitative data about exposure and maturity profile
Guarantee Given to
Details of
Subsidiary
Purpose of
Guarantee
Amount as at
March 31, 2024
Guarantee Valid
Upto
SCB Bank, Hongkong Branch
Pearl Global (HK)
Limited
Securing
Credit
Facilities
USD 20.00 Lakhs
equivalent to
` 1667.4 Lakhs
February
04, 2025
Vietnam
Technological
and
Commercial Joint Stock Bank
Pearl Global
Vietnam Company
Limited
Securing
Credit
Facilities
USD 55.00 Lakhs
equivalent to
` 4585.35 Lakhs
August 27, 2024
Heng Seng Bank Limited, Hong Kong DSSP Global
Limited
Securing
Credit
Facilities
USD 30.00 Lakhs
equivalent to
` 2501.1 Lakhs
December
25, 2025
Heng Seng Bank Limited, Hong Kong DSSP Global
Limited
Securing
Credit
Facilities
USD 20.00 Lakhs
equivalent to
` 1667.4 Lakhs
May 12, 2025
- Policy of managing risk: To assess whether there is a significant increase in credit risk the Company compares
the risk of default as at the reporting date with the risk of default as at the date of initial recognition. The Company
considers reasonable and supportive forward-looking information such as significant changes in the value of
guarantee or in the quality of exposure or credit enhancements.
B.
Liquidity risk
Liquidity risk is the risk that the Company may not be able to meet its present and future cash and collateral obligations
without incurring unacceptable losses.
The Company’s objective is to, maintain optimum levels of liquidity to meet its cash and collateral requirements. The
Company closely monitors its liquidity position and deploys a robust cash management system. It maintains adequate
sources of financing including loans from banks at an optimised cost.
The table below summarises the maturity profile of the Company’s financial liabilities based on contractual undiscounted
payments.
As at March 31, 2024
(All amounts are in ` Lakhs, unless otherwise stated)
Less than 3
months
3 to 12
months
1 to 5 years
> 5 years
Total
Borrowings
15,130.65
2,226.00
5,706.51
126.50
23,189.66
Lease Liabilities
142.10
718.17
2,377.19
604.40
3,841.86
Trade payables
16,028.56
-
-
-
16,028.56
Other financial liabilities
320.81
-
122.77
-
443.58
Total
31,622.12
2,944.17
8,206.47
730.90
43,503.66
NOTES
to standalone financial statements for the year ended March 31, 2024
241
ANNUAL REPORT 2023-24
As at March 31, 2023
(All amounts are in ` Lakhs, unless otherwise stated)
Less than 3
months
3 to 12
months
1 to 5 years
> 5 years
Total
Borrowings
13,028.36
1,829.65
5,777.53
-
20,635.54
Lease Liabilities
137.11
432.41
1,888.53
1,062.03
3,520.08
Trade payables
12,470.11
125.01
-
-
12,595.12
Other financial liabilities
605.17
-
107.03
-
712.20
Total
26,240.75
2,387.07
7,773.09
1,062.03
37,462.94
C.
Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates will affect the
Company’s income. The value of a financial instrument may change as a result of changes in the interest rates, foreign
currency exchange rates, equity prices and other market changes that affect market risk sensitive instruments. The
objective of market risk management is to manage and control market risk exposures withing acceptables parameters,
while optimising the return. The Board of Directors is responsible for setting up the policies and procedures to amange
risks of the Company.
i)
Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because
of changes in market interest rates. The Company’s exposure to the risk of changes in market interest rates relates
primarily to the Company’s long-term debt obligations with floating interest rates. The Company manages its net
exposure to interest rate risk related to borrowings, by balancing a proportion of fixed rate and floating rate borrowing
in its total borrowing portfolio.
Interest Rate Sensitivity: The sensitivity analysis in the following sections relate to the position as at March 31, 2024
and March 31, 2023. The following table demonstrates the sensitivity to a reasonably possible change in interest
rates on the portion of borrowings affected. With all other variables held constant, the Company’s profit before tax is
affected through the impact on floating rate borrowings, as follows:
Particulars
Increase or decrease
in basis points
Decrease / (increase)
in profit before tax
March 31, 2024
+50
109.56
-50
(109.56)
March 31, 2023
+50
116.51
-50
(116.51)
The assumed movement in basis points for the interest rate sensitivity analysis is based on the currently observable
market environment, showing a significantly higher volatility than in prior years.
ii)
Foreign currency risk
The Company is exposed to foreign currency risk on certain transactions that are denominated in a currency other
than entity’s funactional currency, hence exposure to exchange rate fluctuations arises. The risk is that the functional
currency value of cash flows will vary as a result of movements in exchange rates. The following tables demonstrate
the sensitivity (strengthening or weakening of Indian Rupee) to a reasonably possible change in exchange rates, with
all other variables held constant.
Particulars
Changes in exchange rate
Decrease / (increase)
in profit before tax
March 31, 2024
+5%
-
-5%
-
March 31, 2023
+5%
-
-5%
-
NOTES
to standalone financial statements for the year ended March 31, 2024
242
PEARL GLOBAL INDUSTRIES LIMITED
45. SEGMENT INFORMATION
a)
The Company’s operating segments are established on the basis of those components that are evaluated regularly by the
Executive Committee (the ‘Chief Operating Decision Maker’ as defined in Ind AS 108 - ‘Operating Segments’). In light of
Para 4 of Ind AS 108- Operating Segments, the Company has presented segment information on geographical basis in its
consolidated financial statements.
b)
Revenue from major customer: During the year, the Company generates 90% of its external revenues from 7 customers
(March 31, 2023: 7 customers).
46. CONTINGENT LIABILITIES AND COMMITMENTS
a)
Contingent liabilities (To the extent not provided for)
I
(i)
The company has reviewed all its pending claims, litigations and other proceedings and has adequately provided for
wherever required. The company does not expect the outcome of these proceedings to have a material or adverse effect
on financial position of the Company. In certain cases, it is difficult for the Company to estimate the timings of cash
outflows, if any, as it is determinable only on receipt of judgement/decisions pending with various forums/authorities.
The company does not expect any reimbursements in respect of the below contingent liabilities.
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
-Tax Demand as per Sec 154 and Sec 16(1) of Income Tax Act , 1961
(with respect to Assessment Year 2015-16) -Issue restored to file of
CIT(A) for re-adjudication based on order received from ITAT
15.57
15.57
-Tax Demand as per Sec 250 of Income Tax Act, 1961 (with respect
to Assessment Year 2016-17) - Matter restored to AO by ITAT for
recalculating the tax liability
3.49
3.49
-Tax Demand as per Sec 143(3) of Income Tax Act, 1961 (with respect to
Assessment Year 2017-18) - Appeal pending before CIT(A)
3.83
3.83
- Tax Demand as per Sec 115-O of Income Tax Act,1961 (with
respect to Assessment Year 2017-18)-Appeal pending before CIT(A)
The demand was deleted vide order u/s 154 r.w.s 143(3) of the Income
Tax Act,1961 dated 14.12.2023.
-
33.30
-Tax Demand as per Sec 154 of Income Tax Act, 1961 (with respect
to Assessment Year 2018-19) - Appeal pending before CIT(A)
The demand was deleted during the financial year.
-
5.70
-Tax Demand as per Sec 270A of Income Tax Act, 1961 (with respect to
Assessment Year 2020-21) - Appeal pending before CIT(A)
2.90
2.90
-Demand as per TDS (TRACES) portal - CPC
14.13
2.86
(ii) Various legal cases of labour are pending at labour Court, Civil Court and High Court. The company has assesed and
believe that none of these cases, either individually or in aggregate, are expected to have any material adverse effect
on its financial statements.
As at
March 31, 2024
As at
March 31, 2023
II
Irrevocable letter of credit outstanding with banks (net of margin of
` 1100.37 Lakhs (March 31, 2023: ` 843.41 Lakhs))
2,913.08
2,281.26
III
Counter Guarantees given by the Company to the Sales Tax
Department for entities over which Key Managerial Personnel have
Significant influence
`
NOTES
to standalone financial statements for the year ended March 31, 2024
243
ANNUAL REPORT 2023-24
As at
March 31, 2024
As at
March 31, 2023
- For enterprise
1.00
1.00
- For others
0.50
0.50
IV
The company has given the corporate guarantee to banks for its
foreign subsidiaries amounting to ` 10,421.25 Lakhs (March 2023
` 23,843.80 Lakhs.) Refer note 44 & 47.
b) Commitments
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Capital Commitment: Estimated amount of contracts remaining to be executed
on the capital account (net of capital advances of ` 45.44 Lakhs) (March 31,
2023 : ` 96.94 Lakhs)
467.55
294.66
The company does not have any other long term Commitments or material non cancellable contractual commitments,
which may have a material impact on the standalone financial statement.
47. RELATED PARTY TRANSACTIONS
a)
List of related parties
Nature of Relationship
Name of the Related Party
Subsidiary (Direct / Indirect)
Domestic (Direct)
SBUYS E-Commerce Limited
Pearl Global Kaushal Vikas Limited
Pearl Apparel Fashions Limited (Liquidated in FY 2022-23) (Refer Note (g) below)
Sead Apparels Private Limited (Refer note (h) below)
Overseas (Direct)
Pearl Global Fareast Limited
Pearl Global (HK) Limited
Norp Knit Industries Limited
Pearl Global USA Inc.
Pearl GT Holdco Ltd (Refer note (i) below)
Overseas (Indirect)
A & B Investment Limited
Pearl Global F.Z.E. (Liquidated w.e.f November 08, 2023)
DSSP Global Limited
Pearl Global Vietnam Company Limited
Pearl Unlimited Inc.
Pearl Grass Creations Limited (Formerly known as Pearl Tiger HK Limited)
PGIC Investment Limited
Prudent Fashions Limited
PT Pinnacle Apparels (Formerly known as PT Norwest Industry)
Vin Pearl Global Vietnam Limited
Alpha Clothing Limited (w.e.f September 04, 2022)
Trinity Clothing Limited (w.e.f May 10, 2023)
Corporacion de Productos Y Servicios Asociados, Sociedad Anonima (CORPASA)
Shoretex, Sociedad Anonima (SHORETEX)
Pearl Global Industries FZCO
NOTES
to standalone financial statements for the year ended March 31, 2024
244
PEARL GLOBAL INDUSTRIES LIMITED
NOTES
to standalone financial statements for the year ended March 31, 2024
Nature of Relationship
Name of the Related Party
Enterprise
over
which
Key
Managerial Personnel exercise
Significant influence
PDS Limited (Formerly PDS Multinational Fashions Limited)
Key Management Personnel
(KMP) & their relative
Mr. Deepak Kumar Seth
Chairman
Mr. Pulkit Seth
Vice Chairman, Non-Executive Director
Ms. Shifalli Seth
Non-Executive Director
Mr. Pallab Banerjee
Managing Director
Mr. Uma Shankar Kaushik
Whole-Time Director (till January 10, 2022)
Mr. Shailesh Kumar
Whole-Time Director
Mr. Deepak Kumar
Whole-Time Director
Mr. Sanjay Gandhi
Group Chief Financial Officer
Mr. Narendra Kumar Somani
Chief Financial Officer
Mr. Ravi Arora
Company Secretary (from February 14, 2022 till June
28, 2022).
Ms. Shilpa Budhia
Company Secretary (w.e.f. November 11, 2022).
b)
Disclosure of Related Parties Transactions:
(i)
Subsidiary Companies
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Purchase of goods
-
393.56
Sale of goods - raw material
28.05
55.14
Sale of goods – readymade garments
23,174.62
40,557.17
Source support income
540.40
72.50
Income on corporate guarantee
122.00
151.58
SAP income
157.99
169.86
Rental income
5.30
37.69
Interest income
21.64
8.07
Commission Income
-
120.00
Dividend Income
1,492.11
988.08
Marketing Fees Paid
745.06
713.59
Sale of Property, plant and equipment
2.25
-
SAP maintenance charges recovered
149.55
-
Expenses paid by the Company on other's behalf
-
10.45
Impairment of investment in subsidiaries written back
-
1,648.35
Investment in subsidiaries written off
-
1,648.35
Investment in equity shares
451.94
239.67
ESOP related investments
260.37
115.59
Loan Given (After Reinstatement)
232.00
246.66
Corporate Guarantee given by the Company (as per Section 186(4) of the Companies Act 2013)
•
To Standard Chartered Bank, Hongkong Branch for securing credit facilities to its wholly owned subsidiary Pearl
Global (HK) Limited, Hong Kong for USD 20.00 Lakhs equivalent to ` 1667.40 Lakhs (March 31, 2023 : USD Nil
equivalent to ` Nil).
•
To Vietnam Technological and Commercial Joint Stock Bank for securing credit facilities to its wholly owned
subsidiary Pearl Global Vietnam Company Limited for USD 55.00 Lakhs equivalent to ` 4585.35 Lakhs. (March
31, 2023 : USD Nil equivalent to ` Nil)
•
To Heng Seng Bank Limited, Hong Kong for securing credit facilities to its wholly owned subsidiary Pearl Global
(HK) Limited, Hong Kong and its step down subsidiary DSSP Global Limited for USD 30.00 Lakhs equivalent to
` 2501.10 Lakhs. (March 31, 2023 : USD Nil equivalent to ` Nil)
245
ANNUAL REPORT 2023-24
•
To Heng Seng Bank Limited, Hong Kong for securing credit facilities to its wholly owned subsidiary Pearl Global
(HK) Limited, Hong Kong and its step down subsidiary DSSP Global Limited for USD 20.00 Lakhs equivalent to
` 1667.40 Lakhs. (March 31, 2023 : USD Nil equivalent to ` Nil)
•
To Hongkong and Shanghai Banking Corporation Limited, Hong Kong Branch for securing credit facilities to
its wholly owned subsidiary Pearl Global (HK) Limited, Hong Kong and its step down subsidiary DSSP Global
Limited and Pearl Grass Creations Limited for USD Nil equivalent to ` Nil at year end ( March 31, 2023: USD 290
Lakhs equivalent to ` 23,843.80 Lakhs
Above Corporate Guarantees have been given for business purpose.
Closing Balance
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Loan given to subsidiary (inclusive of interest)
484.78
246.66
Trade Receivables
2,878.67
3,526.97
Trade Payables
519.08
507.95
Advance Receivables
110.87
50.94
(ii) Enterprise over which KMP has Significant Influence
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Dividend Received
-
18.17
(iii) Key Management Personnel (KMP)
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Short-term employee benefits
574.49
457.45
Share Based Payments
503.80
-
Expenses paid by the Company on their behalf (EPF Paid)
12.28
8.60
Expenses incurred on behalf of the Company
93.10
45.97
Loan Given
-
100.00
Loan recovered back
100.00
-
Interest Income
5.92
3.51
(All amounts are in ` Lakhs, unless otherwise stated)
Closing Balance
As at
March 31, 2024
As at
March 31, 2023
Loan Receivable (Inclusive of interest)
-
103.51
Trade Payable - Payable to KMP
20.70
10.92
c)
Disclosure of transactions between Company and Related Parties during the year which are more than 1% of Revenue.
(i)
Subsidiary Companies
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Sale of goods - readymade garments
Pearl Global (HK) Limited
23,047.80
40,527.33
Pearl Unlimited Inc.
126.82
-
Prudent Fashions Ltd
-
29.83
NOTES
to standalone financial statements for the year ended March 31, 2024
246
PEARL GLOBAL INDUSTRIES LIMITED
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Dividend income
Pearl Global Fareast Limited
386.75
Pearl Global (HK) Limited
1,492.11
601.33
Impairment of investment in subsidiaries written back
Pearl Apparel Fashions Limited
-
1,648.35
Investment in subsidiaries written off
Pearl Apparel Fashions Limited
-
1,648.35
d)
Terms and conditions of transactions with related parties
All the transaction with the related parties are made on terms equivalent to those that prevail in arm’s length transactions.
Outstanding balances at the year end are unsecured and interest free except the interest bearing loan and settlement
occurs in cash.
e)
Personal Guarantee given by Mr. Deepak Kumar Seth (Promoter Director) and Mr. Pulkit Seth (Director) against the
Borrowings (refer note no. 21 & 22).
f)
The remuneration of Key managerial Personnel does not include amount in repect of gratuity and leave encashment
payable as the same are not determinable as individual basis for the KMP. The liabilities of gratuity and leave encashment
are provided for company as whole on the basis of acturial valuation.
g)
During the financial year 2020-21, Pearl Apparel Fashions Limited, a wholly owned subsidiary of the Company had gone
into voluntarily liquidation. The NCLT order has been received on December 16, 2022 and company has been liquidated.
h)
During the financial year 2022-23, Investement was made in SEAD Apparels Private limited during the third quarter of
FY 2022-23, making it a wholly owned subsidiary of the Company.
i)
During the year, the Company had acquired 55% equity interest in substance in Pearl GT HoldCo Limited. Further, Pearl
GT HoldCo Limited is the Holding Company of Corporacion de Productos Y Servicios Asociados, Sociedad Anonima
(CORPASA) and Shoretex, Sociedad Anonima (SHORETEX), thereby making both CORPASA and SHORTEX, step down
subsidiaries of the Company.
48. DISCLOSURES PURSUANT TO REGULATION 34 OF SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS
AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 AND SECTION 186 OF THE COMPANIES ACT, 2013.
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
(a) Loans to wholly owned subsidiaries
Domestic subsidiary: Sead Apparels Private Limited
Principal Balance as at the year end
234.67
-
Maximum amount outstanding at any time during the year*
234.67
-
(Sead Apparels Private Limited has utilised the loan for meeting operating and
working capital requirements. It carries an average rate of interest at 7.25% p.a.)
Foreign subsidiary: Pearl Global USA Inc.
Principal Balance as at the year end
250.11
246.66
Maximum amount outstanding at any time during the year
250.11
250.07
(Pearl Global US INC. has utilised the loan for meeting operating and working
capital requirements. It carries an average rate of interest at 7.5% p.a.)
(b) Investments made are given under the respective heads (Refer Note No. 8)
12,491.55
11,818.71
(c)
Corporate guarantees given are disclosed in Note 46
10,421.25
23,843.80
NOTES
to standalone financial statements for the year ended March 31, 2024
247
ANNUAL REPORT 2023-24
49. EVENT OCCURING AFTER BALANCE SHEET DATE
(a) Interim Dividend :
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
(i)
Declared for the year:
Nil (Second Interim dividend declared on May 15, 2023 ` 5.00 per share
for 2022-23)
1,083.20
[Nil (2022-23 ` 5 on 21,663,937 equity shares) (Prior to sub division)]
(b) No other material events have occurred between the balance sheet date to the date of issue of these financial
statements that could affect the values stated in the financial statements.
50. LEASES
a)
Lease contracts entered by the Company majorly pertains for buildings taken on lease to conduct its business in the ordinary
course. The Company does not have any lease restrictions and commitment towards variable rent as per the contract.
Right-of-use assets: movements in carrying value of assets
Buildings
Gross Block As At March 31, 2022
3,287.71
Add: Additions during the year
1,187.74
Less: (Disposals) / adjustments during the year
179.71
Gross Block As At March 31, 2023
4,655.16
Add: Additions during the year
1,058.44
Less: (Disposals) / adjustments during the year
-
Add: Adjustment due to Addition of Prepaid Component of Security Deposit
-
Gross Block As At March 31, 2024
5,713.60
Accumulated Depriciation :
As At April 01, 2022
1,116.24
Add: Depreciation/Amortization charge for the year
534.85
Less: (Disposals) / adjustments during the year
-
As at March 31, 2023
1,651.09
Add: Depreciation/Amortization charge for the year
879.98
Less: (Disposals) / adjustments during the year
-
As at March 31, 2024
2,531.07
Net Block :
As at March 31, 2024
3,182.53
As at March 31, 2023
3,004.07
In 2023-24, there were no impairment charges recorded for right-of-use assets.
Leases: movements in carrying value of recognised liabilities
As at April 01, 2022
2,538.85
Add: Additions during the year
1,187.74
Add: Interest expense on lease liabilities
316.49
Less: (Disposals) / adjustments during the year
181.56
Less: Repayment of lease liabilities
(704.57)
NOTES
to standalone financial statements for the year ended March 31, 2024
248
PEARL GLOBAL INDUSTRIES LIMITED
Right-of-use assets: movements in carrying value of assets
Buildings
As at March 31, 2023
3,520.08
Add: Additions during the year
1,047.66
Add: Interest expense on lease liabilities
414.60
Less: (Disposals) / adjustments during the year
-
Less: Repayment of lease liabilities
(1,140.49)
As at March 31, 2024
3,841.86
Non-current lease liabilities
2,981.58
Current lease liabilities
860.27
Total lease liabilities
3,841.85
The maturity analysis of lease liabilities is given in Note 44 in the ‘Liquidity risk’ section.
Cash flows from operating activities includes cash flow from short term lease & leases of low value. Cash flows from
financing activities includes the payment of interest and the principal portion of lease liabilities.
Leases committed and not yet commenced: There are no leases commited which have not yet commenced as on reporting
date.
Company as a Lessor
The Company is not required to make any adjustments on transition to Ind AS 116 for leases in which it acts as a lessor.
The Company accounted for its leases in accordance with Ind AS 116 from the date of initial application. The Company
does not have any significant impact on account of sub-lease on the application of this standard.
The Company has given its building space, lying under property, plant and equipments, on operating lease through operating
lease arrangements. Income from operating leases is recognised as revenue on a straight-line basis over the lease term.
Lease income of ` 728.92 Lakhs (March 31, 2023: ` 774.49 Lakhs) has been recognised and included under Other Income.
(Refer Note No. 29)
The following table sets out a maturity analysis of lease receivable, showing the undiscounted lease payments to be
received after the reporting date.
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Less than one year
778.67
702.26
One to two years
797.30
778.67
Two to three years
841.89
797.30
Three to Four Years
813.25
841.89
Four to five years
670.42
813.25
More than five years
1,973.08
2,643.50
51. RATIO ANALYSIS
(All amounts are in ` Lakhs, unless otherwise stated)
Description
Numerator
Denominator
March 31,
2024
March 31,
2023
% change Reason for
variance
Current ratio
(in times)
Current Assets
Current Liabilities
1.21
1.39
-12.75% NA
Debt- Equity
Ratio (in times)
Total Debt
(excluding lease
liabilities in debt)
Shareholder’s
Equity
0.62
0.54
14.48% NA
Total Debt (including
lease liabilities in
debt )
Shareholder’s
Equity
0.73
0.64
13.99% NA
NOTES
to standalone financial statements for the year ended March 31, 2024
249
ANNUAL REPORT 2023-24
(All amounts are in ` Lakhs, unless otherwise stated)
Description
Numerator
Denominator
March 31,
2024
March 31,
2023
% change Reason for
variance
Debt Service
Coverage ratio
(in times)
Earnings available
for debt service
(Refer note (a)
below)
Debt Service
(Refer note (b)
below)
1.32
1.71
-22.35% NA
Return on Equity
ratio (in %)
Net Profits after
taxes – Preference
Dividend
Average
Shareholder’s
Equity
7.48%
14.86%
-49.66% Decrease in
profitability led to
reduced Return on
Equity.
Inventory
Turnover ratio
(in times)
Revenue
Average Inventory
2.90
3.03
-4.39% NA
Trade Receivable
Turnover Ratio (in
times)
Revenue
Average Trade
Receivable:
7.50
8.98
-16.49% NA
Trade Payable
Turnover Ratio (in
times)
Purchases of goods
and services
Average Trade
Payables
3.01
3.00
0.05% NA
Net Capital
Turnover Ratio (in
times)
Revenue
Working capital
(Refer note (c)
below)
9.17
7.68
19.43% NA
Net Profit ratio
(in %)
Net Profit after tax.
Revenue
3.18%
5.30%
-39.94% Change in Sales
mix and decline in
overall sales led to
decrease in profits.
Return on Capital
Employed (in %)
Earnings before
interest and taxes
Capital Employed
(Refer note (d)
below)
7.54%
13.43%
-43.89% Declined
profitability led to
reduced return on
Capital Employed.
Earnings before
interest and taxes
Capital Employed
(Refer note (e)
below)
7.73%
13.18%
-41.35% Declined
profitability led to
reduced Return on
Capital Employed.
Return on
Investment (in %)
Income from
Investments
Cost of
Investments
14.98%
8.88%
68.71% Increased income
on account of
dividend and fair
value gain on
investments has
resulted in the
improvement in the
ratio.
Notes:
a)
Net Profit after taxes + Non-cash operating expenses like depreciation and other amortisations + Interest + other
adjustments like loss on sale of Fixed assets etc. “Net Profit after tax” means reported amount of “Profit / (loss) for the
period” and it does not include items of other comprehensive income.
b)
Interest, Lease Payments and Principal Repayments of long term debt
c)
Current assets – Current liabilities
d)
Tangible Net Worth + Total Debt(excluding lease liabilities in debt) + Deferred Tax Liability
e)
Tangible Net Worth + Total Debt(including lease liabilities in debt) + Deferred Tax Liability
f)
Reasons have been explained for variance in which % change is more than 25% as compared to ratio of previous year.
NOTES
to standalone financial statements for the year ended March 31, 2024
250
PEARL GLOBAL INDUSTRIES LIMITED
52. EMPLOYEE SHARE BASED PAYMENT
A. The Board of Directors had accorded their consent for the implementation of Pearl Global Industries Limited Employee
Stock Option Plan 2022 (the Plan) on June 30, 2022 which was approved by the shareholders of the Company vide Postal
Ballot on August 28, 2022. Pursuant to the terms of the said plan, the Company had granted 1,280,200 options till date
to employees of the Company/ subsidiary company. During the year ended March 31, 2024, the Company has granted
4,54,000* (March 31, 2023: 8,26,200*) stock options to the eligible employees of the Company/subsidiary companies. Each
option when exercised would be converted into one fully paid-up equity share of ` 5/- each of the Company. The options
granted under ESOP scheme carry no rights to dividends and no voting rights till the date of exercise. The fair value of the
share options is estimated at the grant date using Black and Scholes Model, taking into account the terms and conditions
upon which the share options were granted.
Further, during the year ended March 31, 2024, the Company has accelerated the vesting of 135,000 options based on the
approval of Nomination and Remuneration Committee in accordance with ‘the Plan’, due to which an additional amount of
` 63.01 Lakhs has been charged to statement of profit and loss account.
The company has recognised an expense of ` 600.38 Lakhs (March 31, 2023: ` 143.92 Lakhs) arising from equity settled
share based payment transactions for employee services received during the year. The carrying amount of Employee stock
options outstanding reserve as at March 31, 2024 is ` 899.19 Lakhs (March 31, 2023: ` 259.51 Lakhs).
*The movement of options & the fair value assumptions have been restated to give effect of share split of equity shares of
face value of ` 10 each sub-divided into 2 equity shares of face value of ` 5 each held vide shareholder’s approval dated
December 19, 2023 through postal ballot.
B. Options granted under ESOP Scheme
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024*
As at
March 31, 2023
Options outstanding at the beginning of the year
8,26,200
-
Options granted during the year
4,54,000
8,26,200
Options forfeited during the year
-
-
Options expired/lapsed during the year
43,400
-
Options exercised during the year
2,55,650
-
Options outstanding at the end of the year
9,81,150
Exercisable at the end of the year
75,050
-
For options outstanding at the end of the year
Exercise price range (`)
150-375
150
Weighted average remaining contractual life (in years)
2.33 years
3.53 years
C. Fair value of options granted
(i) Fair value of each option is estimated on the date of grant i.e. October 10, 2022, based on the following assumptions:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Tranche I
Tranche II
Tranche III
Tranche IV
Dividend yield (%)
0.95%
0.95%
0.95%
0.95%
Expected life (years)
2.5 years
3 years
3.5 years
4 years
Risk free interest rate (%)
7.05%
7.15%
7.23%
7.29%
Volatility (%)
58.21%
57.92%
55.93%
54.70%
Share price on date of grant*
` 230.675
Fair value of options*
122.88
128.645
132.22
135.81
NOTES
to standalone financial statements for the year ended March 31, 2024
251
ANNUAL REPORT 2023-24
(ii) Fair value of each option is estimated on the date of grant i.e. May 15, 2023, based on the following assumptions:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Tranche I
Tranche II
Tranche III
Tranche IV
Dividend yield (%)
1.06%
1.06%
1.06%
1.06%
Expected life (years)
3 years
4 years
5 years
6 years
Risk free interest rate (%)
6.83%
6.85%
6.88%
6.91%
Volatility (%)
56.05%
54.82%
53.24%
52.03%
Share price on date of grant*
` 222.95
Fair value of options*
114.015
122.855
129.335
134.705
(iii) Fair value of each option is estimated on the date of grant i.e. August 10, 2023, based on the following assumptions:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Vest 1
Vest 2
Tranche I
Tranche I
Tranche II
Tranche III
Dividend yield (%)
0.93%
0.93%
0.93%
0.93%
Expected life (years)
3 years
3 years
4 years
5 years
Risk free interest rate (%)
6.99%
6.99%
7.02%
7.03%
Volatility (%)
56.73%
56.73%
55.73%
53.73%
Share price on date of grant*
` 322.875
Fair value of options*
208.275
171.835
184.97
193.81
(iv) Fair value of each option is estimated on the date of grant i.e. October 10, 2023, based on the following assumptions:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Tranche I
Tranche II
Tranche III
Tranche IV
Dividend yield (%)
1.17%
1.17%
1.17%
1.17%
Expected life (years)
3 years
4 years
5 years
6 years
Risk free interest rate (%)
7.21%
7.26%
7.29%
7.31%
Volatility (%)
57.23%
56.15%
53.97%
52.38%
Share price on date of grant*
` 507.125
Fair value of options*
259.93
280.82
294.315
305.525
The expected life of the share options is based on historical data and current expectations and is not necessarily
indicative of exercise patterns that may occur. The volatility is based on annualised standard deviation of the
continuously compounded rates of return based on the peer companies and competitive stocks over a period of time.
The company has determined the market price on grant date based on latest equity valuation report available with the
Company preceding the grant date.
D.
Expenses arising from share-based payment transactions
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Stock based compensation expense determined under fair value method
recognised in statement of profit or loss
600.38
143.92
Stock based compensation expense pertaining to employees of subsidiaries,
determined under fair value method recognised as cost of investment as at
balance sheet date
375.96
115.59
NOTES
to standalone financial statements for the year ended March 31, 2024
252
PEARL GLOBAL INDUSTRIES LIMITED
53. Pursuant to transfer pricing legislations under the Income-tax Act, 1961, the Company is required to use specified
methods for computing arm’s length price in relation to specified international transactions with its associated enterprises.
Further, the Company is required to maintain prescribed information and documents in relation to such transactions. The
appropriate method to be adopted will depend on the nature of transactions/ class of transactions, class of associated
persons, functions performed and other factors, which have been prescribed.The Company is in the process of updating
its transfer pricing documentation for the current financial year. Based on the preliminary assessment, the management
is of the view that the update would not have a material impact on the tax expense recorded in these financial statements.
Accordingly, these financial statements do not include any adjustments for the transfer pricing implications, if any.
54. No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources
or kind of funds) by the Company to or in any other person or entity, including foreign entity (“Intermediaries”) with the
understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in party identified by or
on behalf of the Company (Ultimate Beneficiaries).
The Company has not received any fund from any party (Funding Party) with the understanding that the Company shall
whether, directly or indirectly lend or invest in other persons or entity identified by or on behalf of the Company (“Ultimate
Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
55. DISCLOSURE OF TRANSACTIONS WITH STRUCK OFF COMPANIES
The Company did not have any material transactions with companies struck off under Section 248 of the Companies Act, 2013
or section 560 of Companies Act, 1956 during the financial years.
56.
A) No transactions to report against the following disclosure requirements as notified by MCA pursuant to amended Schedule III:
(a) Crypto Currency or Virtual Currency
(b) Benami Property held under Prohibition of Benami Property Transactions Act, 1988 and rules made thereunder
(c) Registration of charges or satisfaction with Registrar of Companies.
(d) Relating to borrowed funds:
i)
Wilful defaulter
ii)
Utilisation of borrowed funds & share premium
iii) Borrowings obtained on the basis of security of current assets
iv) Discrepancy in utilisation of borrowings
57. Figures have been rounded off to the nearest Lakhs upto two decimal places except otherwise stated.
For & on behalf of Board of Directors of Pearl Global Industries Limited
(Pulkit Seth)
(Pallab Banerjee)
Vice-Chairman
Managing Director
DIN 00003044
DIN 07193749
(Sanjay Gandhi)
(Narendra Somani)
Group CFO
Chief Financial Officer
M. No. 096380
M. No. 092155
(Shilpa Budhia)
Company Secretary
M. No. A23564
Place of Signature: Gurugram
Place of Signature: Gurugram
Date: May 20, 2024
Date: May 20, 2024
NOTES
to standalone financial statements for the year ended March 31, 2024
253
ANNUAL REPORT 2023-24
To,
The Members of
Pearl Global Industries Limited
Report on the Audit of the Consolidated Financial Statements
Opinion
We have audited the accompanying consolidated financial
statements of Pearl Global Industries Limited (hereinafter
referred to as “ the Holding Company”) and its Subsidiaries
(the Holding Company and its subsidiaries together referred
as “the Group”), which comprise the Consolidated Balance
Sheet as at March 31, 2024, the Consolidated Statement of
Profit and Loss (including Other Comprehensive Income),
the Consolidated Statement of Changes in Equity and the
Consolidated Statement of Cash Flows for the year ended on
that date, and notes to the consolidated financial statement,
including a summary of the material accounting policies
and other explanatory information (hereinafter referred to
as “the consolidated financial statements).
In our opinion and to the best of our information and
according to the explanations given to us and based on the
consideration of report of other auditors on separate financial
statements of subsidiaries audited by the other auditors,
the aforesaid consolidated financial statements give the
information required by the Companies Act, 2013 (the “Act”)
in the manner so required and give a true and fair view in
conformity with Indian Accounting Standards prescribed
under section 133 of the Act read with the Companies (Indian
Accounting Standards) Rules, 2015, as amended (“Ind AS”)
and other accounting principles generally accepted in India, of
the consolidated state of affairs of the Group as at March 31,
2024, the consolidated profit (including Other Comprehensive
Income), consolidated changes in equity and its consolidated
cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of the consolidated financial
statements in accordance with the Standards on Auditing
(SAs) specified under section 143(10) of the Act. Our
responsibilities
under
those
Standards
are
further
described in the Auditor’s Responsibilities for the Audit
of the consolidated financial statements section of our
INDEPENDENT AUDITOR’S REPORT
report. We are independent of the Group in accordance
with the ethical requirements that are relevant to our audit
of the consolidated financial statements in India in terms
of the Code of Ethics issued by the Institute of Chartered
Accountants of India (ICAI) and the relevant provisions of the
Act, and we have fulfilled our other ethical responsibilities
in accordance with these requirements. We believe that
the audit evidence obtained by us and the audit evidence
obtained by the other auditors in terms of their reports
referred to in “Other Matters” paragraph below, is sufficient
and appropriate to provide a basis for our opinion on the
consolidated financial statements.
Key Audit Matters
Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of the
consolidated financial statements for the financial year
ended March 31, 2024. These matters were addressed in the
context of our audit of the consolidated financial statements
as a whole, and in forming our opinion thereon, and we do
not provide a separate opinion on these matters. For each
key audit matter below, our description of how our audit
addressed the matter is provided in that context.
We have determined the matters described below to be
the key audit matters to be communicated in our report.
We have fulfilled the responsibilities described in the
‘Auditor’s responsibilities for the audit of the consolidated
financial statements’ section of our report, including in
relation to these matters. Accordingly, our audit included
the performance of procedures designed to respond to our
assessment of the risks of material misstatement of the
consolidated financial statements. The results of our audit
procedures, including the procedures performed to address
the matters below, provide the basis for our audit opinion on
the accompanying consolidated financial statements.
The results of audit procedures performed by us and by
other auditors of components not audited by us, as reported
by them in their audit reports furnished to us, including
those procedures performed to address the matters below,
provide the basis for our audit opinion on the accompanying
consolidated financial statements.
254
PEARL GLOBAL INDUSTRIES LIMITED
Independent Auditor’s Report (Contd.)
Key Audit Matter
How our audit addressed the Key Audit Matter
Recognition,
measurement,
presentation
and
disclosures of revenues as per Ind AS 115 “Revenue
from Contracts with Customers”
In accordance with the requirements of Ind AS 115
- Revenue from Contracts with Customers, an entity
shall recognise revenue when the entity satisfies a
performance obligation by transferring a promised
good or service to a customer. An asset is transferred
when the customer obtains control of that asset.
Revenue is one of the key measures of performance.
Revenue is identified as an area of significant risk.
As per the accounting policy, the Holding Company
derives its revenue primarily from sale of garments
with revenue recognised at a point in time when
control of the goods has transferred to the customer.
At the year end, management has to exercise
significant judgement & control as the volume
of transactions are high. Accordingly, Revenue
Recognition is identified as a Key Audit Matter.
Our procedures included, but were not limited to the following:
√
Assessed the appropriateness of the Holding Company’s revenue
recognition accounting policies as per Ind AS 115 -Revenue from
Contracts with Customers.
√
Obtained
an
understanding
and
assessed
the
design,
implementation and operating effectiveness of key internal controls
over recognition and measurement of revenue in accordance with
customer contracts, including correct timing of revenue recognition.
√
Performed substantive testing (including year-end cut-off testing)
by selecting samples of revenue transactions recorded during the
year, verifying with the underlying documents i.e sales invoices,
dispatch documents including shipping bill, Airway bill, bill of lading,
forwarder cargo receipt etc.
√
Performed cut off testing, on sample basis to ensure that the
revenue from sale of goods is recognized in the appropriate period.
√
Assessed manual journals posted to revenue to identify unusual
items and tested the same on a sample basis.
√
Performed analytical procedures for reasonableness of revenues
disclosed vis-à-vis the direct and indirect costs involved.
√
Considered adequacy of the Group’s disclosures in respect of
revenue and related estimates and judgements in the Consolidated
Ind AS financial statements.
Based on our procedures as mentioned above, we did not identify
any findings that are significant for the financial statements as whole
in respect of accounting, presentation and disclosure of Revenue
Recognition.
Information other than Consolidated Financial Statements
and Auditor’s Reports thereon
The Holding Company’s Board of Directors is responsible
for the other information. The other information comprises
the information included in the annual report but does
not include the consolidated financial statements and our
auditor’s report thereon. The Annual Report is expected to
be made available to us after the date of this auditor’s report.
Our opinion on the consolidated financial statements does
not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the consolidated financial
statements, our responsibility is to read the other information
when it becomes available and, in doing so, consider
whether the other information is materially inconsistent with
the consolidated financial statements or our knowledge
obtained in the audit or otherwise appears to be materially
misstated.
When we read the Annual Report, if we conclude that there
is a material misstatement therein, we are required to
communicate the matter to those charged with governance.
Responsibility of Management and Those Charged with
Governance for the Consolidated Financial Statements
The Holding Company’s Board of Directors is responsible for
the matters stated in section 134(5) of the Act with respect
to preparation of these consolidated financial statements
that give a true and fair view of the consolidated financial
position, consolidated financial performance, consolidated
total comprehensive income, consolidated changes in equity
and consolidated cash flows of the Group in accordance
with the Ind AS and other accounting principles generally
accepted in India, including the Ind AS specified under
Section 133 of the Act. The respective Board of Directors
of the companies included in the Group are responsible
for maintenance of the adequate accounting records in
accordance with the provisions of the Act for safeguarding
the assets and for preventing and detecting frauds and
other irregularities; selection and application of appropriate
accounting policies; making judgments and estimates that
are reasonable and prudent; and design, implementation
and maintenance of adequate internal financial controls,
that were operating effectively for ensuring the accuracy
and completeness of the accounting records, relevant
255
ANNUAL REPORT 2023-24
Independent Auditor’s Report (Contd.)
to the preparation and presentation of the consolidated
financial statements that give a true and fair view and are
free from material misstatement, whether due to fraud or
error, which have been used for the purpose of preparation
of the consolidated financial statements by the directors of
the Holding Company, as aforesaid.
In preparing the consolidated financial statements, the
respective Board of Directors of the Company included
in the Group are responsible for assessing the ability of
the Group to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the
going concern basis of accounting unless Board of Directors
either intends to liquidate the Group respective companies
or to cease operations, or has no realistic alternative but to
do so.
The respective Board of Directors of the companies
included in the Group are also responsible for overseeing
their financial reporting process of the Group.
Auditor’s Responsibilities for the Audit of the Consolidated
Financial Statements
Our objectives are to obtain reasonable assurance about
whether the consolidated financial statements as a whole
are free from material misstatement, whether due to fraud
or error, and to issue an auditor’s report that includes our
opinion. Reasonable assurance is a high level of assurance
but is not a guarantee that an audit conducted in accordance
with SAs will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they
could reasonably be expected to influence the economic
decisions of users taken on the basis of these consolidated
financial statements.
As part of an audit in accordance with SAs, we exercise
professional judgment and maintain professional skepticism
throughout the audit. We also:
•
Identify and assess the risks of material misstatement
of the consolidated financial statements, whether due
to fraud or error, design and perform audit procedures
responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis
for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for
one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or
the override of internal control.
•
Obtain an understanding of internal financial controls
relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under
section 143(3)(i) of the Act, we are also responsible
for expressing our opinion on whether the Holding
Company and Subsidiaries which are incorporated
in India has adequate internal financial controls with
reference to the financial statements in place and the
operating effectiveness of such controls.
•
Evaluate the appropriateness of accounting policies
used and the reasonableness of accounting estimates
and related disclosures made by management.
•
Conclude on the appropriateness of management’s
use of the going concern basis of accounting and,
based on the audit evidence obtained, whether
a material uncertainty exists related to events or
conditions that may cast significant doubt on the
ability of the Group to continue as a going concern.
If we conclude that a material uncertainty exists, we
are required to draw attention in our auditor’s report
to the related disclosures in the consolidated financial
statements or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the
audit evidence obtained up to the date of our auditor’s
report. However, future events or conditions may cause
the Group to cease to continue as a going concern.
•
Evaluate the overall presentation, structure and content
of the consolidated financial statements, including the
disclosures, and whether the consolidated financial
statements represent the underlying transactions and
events in a manner that achieves fair presentation.
•
Obtain sufficient appropriate audit evidence regarding
the financial information of the entities or business
activities within the Group to which we are independent
auditors to express an opinion on the consolidated
financial statements. We are responsible for the
direction, supervision and performance of the audit of
the consolidated financial statements of such entities
included in the consolidated financial statements of
which we are the independent auditors. For the entities
consolidated in the consolidated financial statements,
which have been audited by other auditors, such other
auditors are responsible for the direction, supervision
and performance of the audits carried out by them. We
remain solely responsible for our audit opinion.
We communicate with those charged with governance of
the Holding Company and such other entities included in
the consolidated financial statements of which we are the
independent auditors regarding, among other matters, the
planned scope and timing of the audit and significant audit
findings, including any significant deficiencies in internal
control that we identify during our audit.
256
PEARL GLOBAL INDUSTRIES LIMITED
We also provide those charged with governance with a
statement that we have complied with relevant ethical
requirements regarding independence, and to communicate
with them all relationships and other matters that may
reasonably be thought to bear on our independence, and
where applicable, related safeguards.
From the matters communicated with those charged with
governance, we determine those matters that were of
most significance in the audit of the consolidated financial
statements for the financial year ended March 31, 2024
and are therefore the key audit matters. We describe these
matters in our auditor’s report unless law or regulation
precludes public disclosure about the matter or when, in
extremely rare circumstances, we determine that a matter
should not be communicated in our report because the
adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of such
communication.
Other Matters
(a) We did not audit the financial statements of six
subsidiaries included in the consolidated financial
statements
whose
financial
statements
reflect
total assets (before eliminating of inter-company
transaction of ` 12,363.80 lakh) of ` 140,840.53 lakh
as at March 31,2024, total revenues (before eliminating
of inter-company transaction of ` 102,303.88 lakh)
of ` 369,686.40 lakh, total net profit after tax (before
eliminating of inter-company transaction of ` Nil) of
` 15,612.76 lakh & total comprehensive income
(before eliminating of inter-company transaction of `
(99.95) lakh) of ` 14,826.12 lakh for year ended March
31, 2024 respectively and total net cash inflow of
` 8,131.67 lakh for the year ended March 31, 2024, as
considered in the consolidated financial statements.
These financial statements and other information
have been audited by other auditors whose reports
have been furnished to us by the Management and our
conclusion on the consolidated financial statements,
in so far as it relates to the amounts and disclosures
included in respect of these subsidiaries, and our
report in terms of Regulation read with the Circulars,
in so far as it relates to the aforesaid subsidiaries, are
based on the reports of the other auditors and the
procedures performed by us as stated in paragraph
below.
(b) Further, of these subsidiaries, four subsidiaries are
located outside India whose financial statements
and other financial information have been prepared
in accordance with accounting principles generally
accepted in their respective countries and which
have been reviewed by other auditors under
generally accepted auditing standards applicable in
their respective countries. The Holding Company’s
Management has converted the financial statements
of such subsidiaries from accounting principles
generally accepted in their respective countries to
accounting principles generally accepted in India.
Independent firm of Chartered Accountant have
audited these conversion adjustments made by the
Holding Company management in India. Our opinion
in so far as it relates to the balances and affairs of
such subsidiary companies located outside India are
based on the report of other auditor in their respective
countries and conversion adjustments prepared by
the Management and audited by independent firm of
Chartered Accountants of India.
Our opinion on the consolidated financial statement is
not modified in respect of the above matter with respect
to our reliance on the work done and the reports of the
other auditors.
(c)
The Consolidated Financial Statements also include
the financial statements of one foreign subsidiary
included in the consolidated financial statements,
whose financial statements reflect total assets (before
eliminating of inter-company transaction of ` 104.21
lakh) ` 2,177.24 lakh as at March 31, 2024, total revenues
(before eliminating of inter-company transaction of
` 2,036.63 lakh) of ` 7,731.76 lakh, total net profit after
tax (before eliminating of inter-company transaction of
` Nil) of ` (31.30) lakh & total comprehensive income
(before eliminating of inter-company transaction
of ` Nil) of ` (28.01) lakh for the year ended March
31, 2024 and net cash outflow of ` 333.22 lakh for
the year ended March 31, 2024, as considered in
the consolidated financial statements, which have
not been audited. These financial statements have
been certified by the respective Management and
furnished to us by Holding Company’s Management.
Our conclusion, in so far as it relates to the amounts
included in respect of aforesaid subsidiary, is based
solely on such financial statements. In our view and
according to the information and explanations given
to us by the Holding Company’s Management, these
financial statements are not material to the Group.
Our conclusion is not modified in respect of this matter
with respect to our reliance on these unaudited financial
statements of aforesaid subsidiary, as certified by the
respective Management.
Independent Auditor’s Report (Contd.)
257
ANNUAL REPORT 2023-24
Report on Other Legal and Regulatory Requirements
1.
With respect to the matters specified in the paragraph
3(xxi) and 4 of the Companies (Auditor’s Report) Order,
2020 (“the Order”/”CARO”), issued by the Central
Government of India in terms of sub-section (11) of
section 143 of the Act, to be included in the Auditor’s
report, according to the information and explanations
given to us, and based on the CARO reports issued by
us for the Holding Company and CARO reports issued
by respective statutory auditors of the subsidiaries
which have been included in the consolidated financial
statements of the Group & to which reporting under
CARO is applicable, we report that there are no
qualifications and adverse remarks in those CARO
reports.
2.
As required by Section 143(3) of the Act, based on
our audit and on the consideration of report of the
auditor on a separate financial statement and the other
information of the subsidiaries, as noted in the ‘Other
Matters’ paragraph, we report to the extent applicable
that:
I.
We/ the other auditors whose reports we have
relied upon have sought and obtained all the
information and explanations, which to the best of
our knowledge and belief were necessary for the
purpose of our audit of the aforesaid consolidated
financial statements.
II.
In our opinion, proper books of account as required
by law relating to preparation of the aforesaid
consolidated financial statements have been
kept so far as it appears from our examination
of those books, except for the matters stated
in the paragraph 2 (VIII) (f) below on reporting
under Rule 11(g) of the Companies (Audit and
Auditors) Rules, 2014 and that in respect of its
one domestic subsidiary, instead of daily back-
ups, periodic backups of books of account & other
relevant documents have been maintained in the
electronic format.
III.
The Consolidated Balance Sheet, the Consolidated
Statement of Profit and Loss (including Other
Comprehensive Income), Consolidated Statement
of Changes in Equity and the Consolidated
Statement of Cash Flows dealt with by this Report
are in agreement with the relevant books of
account maintained for the purpose of preparation
of the consolidated financial statements.
IV.
In our opinion, the aforesaid consolidated financial
statements comply with the Ind AS specified
under Section 133 of the Act, read with Rule 7 of
the Companies (Accounts) Rules, 2014.
V.
On the basis of the written representations
received from the directors of the Holding
Company as on March 31, 2024, taken on record
by the Board of Directors of the Holding Company
and the reports of the statutory auditors of the
subsidiary’s companies incorporated in India,
none of the directors of the Group companies
incorporated in India is disqualified as on March
31, 2024, from being appointed as a director in
terms of Section 164 (2) of the Act.
VI.
The modifications relating to the maintenance of
accounts and other matters connected therewith
are as stated in the paragraph 2 (II) above on
reporting under Section 143(3)(b) of the Act and
paragraph 2(VIII) (f) below on reporting under
Rule 11(g) of the Companies (Audit and Auditors)
Rules, 2014.
VII. With respect to the adequacy and the operating
effectiveness of the internal financial controls
with reference to these consolidated financial
statements of the Holding Company and its
subsidiaries incorporated in India, refer to our
separate report in Annexure – A.
VIII. With respect to the other matters to be included
in the Auditor’s report in accordance with Rule
11 of the Companies (Audit and Auditors) Rules,
2014, as amended, in our opinion and to the
best of our information and according to the
explanation given to us and based on the report
of other auditors as separate financial statements
of the subsidiaries, as noted in the “Other Matters”
paragraph:
a)
The
consolidated
financial
statements
disclose impact of pending litigations on the
consolidated financial position of the Group
- Refer Note No. 46 of the Consolidated
financial statements.
b)
The Group did not have any material
foreseeable losses on long-term contracts
including derivative contracts during the
year ended March 31, 2024.
c)
There has been no delay in transferring
amounts, required to be transferred, to the
Investor Education and Protection Fund by
the Holding Company and its subsidiaries
companies incorporated in India for the year
ended March 31, 2024.
Independent Auditor’s Report (Contd.)
258
PEARL GLOBAL INDUSTRIES LIMITED
d)
i.
The respective Managements of the
Holding Company and its subsidiaries
incorporated in India whose financial
statements have been audited in the
act have represented to us and the
other auditors of such subsidiaries
have reported that, to the best of its
knowledge and belief, as disclosed
in the Note 53 to the accounts, no
funds
(which
are
material
either
individually or in the aggregate) have
been advanced or loaned or invested
(either from borrowed funds or share
premium or any other sources or kind
of funds) by the Holding Company
or any of such subsidiaries to or in
any other person or entity, including
foreign entity (“Intermediaries”), with
the understanding, whether recorded
in writing or otherwise, that the
Intermediary shall, directly or indirectly
lend or invest in other persons or entities
identified in any manner whatsoever by
or on behalf of the Holding Company
or any of such subsidiaries (“Ultimate
Beneficiaries”)
or
provide
any
guarantee, security or the like on behalf
of the Ultimate Beneficiaries;
ii.
The respective Managements of the
Holding Company and its subsidiaries
incorporated in India have represented,
that, to the best of its knowledge and
belief, as disclosed in the Note 53 to the
accounts, no funds (which are material
either individually or in the aggregate)
have been received by the Holding
Company or any of such subsidiaries
from any person or entity, including
foreign entity (“Funding Parties”), with
the understanding, whether recorded
in writing or otherwise, that the Holding
Company or any of such subsidiaries
shall, directly or indirectly, lend or
invest in other persons or entities
identified in any manner whatsoever
by or on behalf of the Funding Party
(“Ultimate Beneficiaries”) or provide any
guarantee, security or the like on behalf
of the Ultimate Beneficiaries; and
iii.
Based on such audit procedures that
has been considered reasonable and
appropriate
in
the
circumstances,
nothing has come to our notice that
has caused us to believe that the
representations under sub-clause (i)
and (ii) of Rule 11(e), as provided under
(i) & (ii) above, contain any material
misstatement.
e)
The interim dividend declared and paid by the
Holding Company during the year and until
the date of this audit report is in accordance
with section 123 of the Companies Act 2013.
Further, the interim dividend paid by the
Holding Company during the year in respect
of the dividend declared for the previous
year is in accordance with section 123 of the
Companies Act 2013 to the extent it applies
to payment of dividend.
Further,
the
subsidiaries
companies
incorporated in India, consolidated in the
group, have not declared any dividend during
the year.
f)
Based on our examination which included
test checks, performed by us on the Holding
Company and based on the consideration
of reports of the component auditors of
the subsidiaries which are Companies
incorporated
in
India
whose
financial
statements have been audited under the Act,
except for the instances mentioned below,
the Holding Company and subsidiaries have
used accounting software for maintaining
its books of account which have a feature
of recording audit trail (edit log) facility and
the same has been operated throughout the
year for all relevant transactions recorded in
the software:
i.
In the case of Holding Company, the
feature of recording audit trail (edit
log) facility at the database level is not
enabled to log any direct data changes
for the accounting software used for
maintaining the books of account.
ii.
In case of Holding Company, accounting
software has been used for maintaining
its payroll records. Audit trail feature at
application layer as well as at database
Independent Auditor’s Report (Contd.)
259
ANNUAL REPORT 2023-24
level is not available within the software
configuration.
iii. In case of subsidiaries incorporated in
India, in one subsidiary the feature of
recording audit trail (edit log) facility
has not been enabled throughout the
year. while in one subsidiary, the books
of account are maintained manually,
therefore, assessment and reporting
under Rule 11(g) of the Companies
(Audit and Auditors) Rules, 2014 is not
applicable.
3.
With respect to the matter to be included in the
Auditors’ report under Section 197(16):
In our opinion and based on the consideration of
reports of other statutory auditors of the subsidiaries,
the managerial remuneration for the year ended March
31, 2024, has been paid/ provided by Holding Company
and its subsidiaries incorporated in India to their
directors in accordance with the provisions of Section
197 read with Schedule V of the Act.
For S.R. Dinodia & Co. LLP.
Chartered Accountants,
Firm’s Registration Number 001478N/N500005
(Sandeep Dinodia)
Partner
Membership Number 083689
UDIN: 24083689BKBLTO6641
Place of Signature: New Delhi
Date: May 20, 2024
Independent Auditor’s Report (Contd.)
260
PEARL GLOBAL INDUSTRIES LIMITED
Report on the Internal Financial Controls under Clause (i)
of Sub-section 3 of Section 143 of the Companies Act,
2013 (“the Act”)
In conjunction with our audit of the consolidated financial
statements of the Group as of and for the year ended March
31, 2024, we have audited the internal financial controls with
reference to financial statements of Pearl Global Industries
Limited (the “Holding Company”) and its Subsidiaries, which
are companies incorporated in India, as of that date.
Management’s Responsibility for Internal Financial
Controls
The respective Board of Directors of the Holding Company
and its subsidiaries companies, which are companies
incorporated in India, are responsible for establishing and
maintaining internal financial controls based on the internal
control with reference to financial statements criteria
established by the respective Companies considering
the essential components of internal control stated in the
Guidance Note on Audit of Internal Financial Controls over
Financial Reporting issued by the Institute of Chartered
Accountants of India (“ICAI’). These responsibilities include
the design, implementation and maintenance of adequate
internal financial controls that were operating effectively for
ensuring the orderly and efficient conduct of its business,
including adherence to respective company’s policies, the
safeguarding of its assets, the prevention and detection of
frauds and errors, the accuracy and completeness of the
accounting records, and the timely preparation of reliable
financial information, as required under the Companies
Act, 2013.
Auditors’ Responsibility
Our responsibility is to express an opinion on the internal
financial controls with reference to these consolidated
financial statements based on our audit. We conducted
our audit in accordance with the Guidance Note on Audit
of Internal Financial Controls over Financial Reporting (the
“Guidance Note”) and the Standards on Auditing, issued by
ICAI and deemed to be prescribed under section 143(10) of
the Companies Act, 2013, to the extent applicable to an audit
of internal financial controls, both issued by the Institute
of Chartered Accountants of India. Those Standards and
the Guidance Note require that we comply with ethical
requirements and plan and perform the audit to obtain
reasonable assurance about whether adequate internal
financial controls with reference to financial statements was
ANNEXURE ‘A’ TO THE INDEPENDENT AUDITORS’ REPORT
OF EVEN DATE ON THE CONSOLIDATED FINANCIAL
STATEMENT OF PEARL GLOBAL INDUSTRIES LIMITED
established and maintained and if such controls operated
effectively in all material respects.
Our audit involves performing procedures to obtain audit
evidence about the adequacy of the internal financial
controls system with reference to financial statements and
their operating effectiveness. Our audit of internal financial
controls with reference to financial statements included
obtaining an understanding of internal financial controls with
reference to financial statements, assessing the risk that a
material weakness exists, and testing and evaluating the
design and operating effectiveness of internal control based
on the assessed risk. The procedures selected depend on
the auditor’s judgment, including the assessment of the
risks of material misstatement of the financial statements,
whether due to fraud or error.
We believe that the audit evidence we have obtained, and
the audit evidence obtained by the other auditors in terms
of their reports referred to in the Other Matters paragraph
below, is sufficient and appropriate to provide a basis for our
audit opinion on the Holding Company’s internal financial
controls with reference to these consolidated financial
statements.
Meaning of Internal Financial Controls with reference to
financial statements
A company’s internal financial control with reference to
these consolidated financial statements is a process
designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of
financial statements for external purposes in accordance
with generally accepted accounting principles. A company’s
internal financial control with reference to financial
statements includes those policies and procedures that (1)
pertain to the maintenance of records that, in reasonable
detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide
reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in
accordance with generally accepted accounting principles,
and that receipts and expenditures of the company are
being made only in accordance with authorizations of
management and directors of the company; and (3) provide
reasonable assurance regarding prevention or timely
detection of unauthorized acquisition, use, or disposition of
the company’s assets that could have a material effect on
the financial statements.
261
ANNUAL REPORT 2023-24
Inherent Limitations of Internal Financial Controls with
reference to financial statements
Because of the inherent limitations of internal financial
controls with reference to these consolidated financial
statements, including the possibility of collusion or improper
management override of controls, material misstatements
due to error or fraud may occur and not be detected. Also,
projections of any evaluation of the internal financial controls
with reference to these consolidated financial statements
to future periods are subject to the risk that the internal
financial control with reference to these consolidated
financial statements may become inadequate because of
changes in conditions, or that the degree of compliance with
the policies or procedures may deteriorate.
Opinion
In our opinion to the best of our information and according
to the explanation given to us and based on consideration
of the reports of the other auditors referred to in Other
Matter paragraph below, the Holding and its Subsidiaries
companies, which are companies incorporated in India,
have, in all material respects, an adequate internal financial
controls system with reference to these consolidated
financial statements and such internal financial controls
with reference to these consolidated financial statements
were operating effectively as at March 31, 2024, based on
the internal control criteria established by the respective
companies considering the essential components of
internal control stated in the Guidance Note on Audit of
Internal Financial Controls Over Financial Reporting issued
by the Institute of Chartered Accountants of India.
Other Matters
Our aforesaid report under Section 143 (3) (i) of the Act on
the adequacy and operating effectiveness of the internal
financial controls, in so far as it relates to two subsidiary
companies, which are incorporated in India and where such
reporting under section 143(3) of the companies Act 2013,
is applicable is based on the corresponding report of the
auditor of such subsidiary incorporated in India. Our opinion
is not modified in respect of the above matters.
For S.R. Dinodia & Co. LLP.
Chartered Accountants,
Firm’s Registration Number 001478N/N500005
(Sandeep Dinodia)
Partner
Membership Number 083689
UDIN: 24083689BKBLTO6641
Place of Signature: New Delhi
Date: May 20, 2024
Annexure ‘A’ to the Independent Auditors’ Report (Contd.)
262
PEARL GLOBAL INDUSTRIES LIMITED
CONSOLIDATED BALANCE SHEET
as at March 31, 2024
As per our report of even date attached
For & on behalf of Board of Directors of Pearl Global Industries Limited
For S.R. Dinodia & Co. LLP
Chartered Accountants
Firm’s Registration Number 001478N/N500005
(Sandeep Dinodia)
(Pulkit Seth)
(Pallab Banerjee)
Partner
Vice-Chairman
Managing Director
Membership Number : 083689
DIN 00003044
DIN 07193749
(Sanjay Gandhi)
(Narendra Somani)
Group CFO
Chief Financial Officer
M. No. 096380
M. No. 092155
(Shilpa Budhia)
Company Secretary
M. No. ACS - 23564
Place of Signature: New Delhi
Place of Signature: Gurugram
Date: May 20, 2024
Date: May 20, 2024
(Amount in ` Lakhs, unless otherwise stated)
Particulars
Note
No.
As at
March 31, 2024
As at
March 31, 2023
I.
Assets
1.
Non-current assets
(a)
Property, plant and equipment
4
36,918.69
28,822.60
(b)
Capital work in progress
5
3,487.90
3,312.61
(c)
Right of use asset
49
16,173.35
13,393.26
(d)
Investment properties
6
5,643.04
5,736.05
(e)
Goodwill
7
2,189.20
1,924.67
(f)
Other Intangible assets
8
232.20
156.19
(g)
Financial assets
(i)
Investment
9
2,996.65
5,415.10
(ii)
Loans
10
8.85
27.16
(iii) Other financial assets
11
1,415.14
809.25
(h)
Non current tax assets (net)
13
553.10
2,048.00
(i)
Deferred tax assets (net)
12
253.52
138.49
(j)
Other non current assets
14
780.68
163.61
Total Non-current assets
70,652.33
61,946.99
2.
Current assets
(a)
Inventories
15
50,273.12
51,329.69
(b)
Financial assets
(i)
Investments
9
-
562.16
(ii)
Trade receivables
16
26,535.45
20,936.17
(iii) Cash and cash equivalents
17
32,795.29
25,614.50
(iv) Bank balances other than cash and cash equivalents
18
3,854.99
3,832.23
(v)
Loans
10
2,264.32
2,538.00
(vi) Other financial assets
11
1,056.06
815.43
(c)
Other current assets
14
11,114.71
10,489.02
Total current assets
1,27,893.95
1,16,117.20
Total Assets
1,98,546.28
1,78,064.19
II.
Equity And Liabilities
1.
Equity
(a)
Equity share capital
19
2,179.18
2,166.39
(b)
Other equity
20
78,023.55
70,080.17
Equity attributable to equity shareholders
80,202.73
72,246.56
Non - controlling interest
1,543.17
2,030.67
Total equity
81,745.90
74,277.23
2.
Liabilities
Non- current liabilities
(a)
Financial liabilities
(i)
Borrowings
21
10,420.10
8,930.19
(ia) Lease Liabilities
49
12,666.79
9,682.32
(ii)
Others financial liabilities
23
1,774.69
446.62
(b)
Provisions
24
3,505.79
2,886.64
(c)
Deferred tax liabilities
12
48.51
60.02
(d)
Other non current liabilities
25
73.73
96.53
Total non- current liabilities
28,489.61
22,102.32
Current liabilities
(a)
Financial liabilities
(i)
Borrowings
22
34,094.82
35,908.24
(ia) Lease Liabilities
49
1,656.85
1,251.13
(ii)
Trade payables
26
-
Total outstanding due of micro enterprises and small
enterprises
1,141.66
744.87
-
Total outstanding due of creditors other than micro
enterprises and small enterprises
47,503.01
38,423.82
(iii) Other financial liabilities
23
628.35
1,395.08
(b)
Other current liabilities
25
1,912.92
1,937.03
(c) Provisions
24
663.77
140.97
(d)
Current tax liabilities (net)
27
709.39
1,883.50
Total current liabilities
88,310.77
81,684.64
Total equity and liabilities
1,98,546.28
1,78,064.19
Summary of Material Accounting Policies
3
The accompanying notes form an integral part of these consolidated financial statements
263
ANNUAL REPORT 2023-24
As per our report of even date attached
For & on behalf of Board of Directors of Pearl Global Industries Limited
For S.R. Dinodia & Co. LLP
Chartered Accountants
Firm’s Registration Number 001478N/N500005
(Sandeep Dinodia)
(Pulkit Seth)
(Pallab Banerjee)
Partner
Vice-Chairman
Managing Director
Membership Number : 083689
DIN 00003044
DIN 07193749
(Sanjay Gandhi)
(Narendra Somani)
Group CFO
Chief Financial Officer
M. No. 096380
M. No. 092155
(Shilpa Budhia)
Company Secretary
M. No. ACS - 23564
Place of Signature: New Delhi
Place of Signature: Gurugram
Date: May 20, 2024
Date: May 20, 2024
CONSOLIDATED STATEMENT OF PROFIT AND LOSS
for the year ended March 31, 2024
(Amount in ` Lakhs, unless otherwise stated)
Particulars
Note
No.
For the year ended
March 31, 2024
For the year ended
March 31, 2023
I
Income
Revenue from operations
28
3,43,615.11
3,15,840.92
Other income
29
3,236.87
2,280.99
Total income
3,46,851.98
3,18,121.91
II
Expenses
(a)
Cost of materials consumed
30
1,54,692.59
1,49,241.21
(b)
Purchases of stock-in-trade
31
16,384.97
18,901.73
(c)
Changes in inventories of finished goods, stock in trade and work in
progress
32
(1,288.70)
(5,192.84)
(d)
Employee benefits expense
33
67,036.33
56,146.52
(e)
Finance costs
34
8,331.33
6,517.89
(f)
Depreciation and amortisation expense
35
6,419.79
5,077.64
(g)
Other expenses
36
76,009.56
71,190.80
Total expenses
3,27,585.87
3,01,882.95
III
Profit before exceptional items and tax (I-II)
19,266.11
16,238.96
IV
Exceptional Items
37
60.14
(1,345.96)
V
Profit before tax (III-IV)
19,205.97
17,584.92
VI
Tax expense:
12
(a)
Current tax
2,553.62
2,407.75
(b)
Deferred tax
(217.53)
(127.29)
(c)
Adjustment of tax relating to earlier periods
(42.48)
5.24
VII
Profit for the year (V-VI)
16,912.36
15,299.22
VIII
Other comprehensive income
38
(A)
(i)
Items that will not be reclassified to profit or loss
(a)
Re-measurement gains/ (losses) on defined benefit plans
5.31
(56.05)
(b)
Gain on Bargain Purchase
67.76
506.98
(c)
Changes in fair value of financial assets designated at fair value
(185.85)
(193.77)
(ii)
Income tax on items that will not be reclassified to profit or loss
(26.87)
(0.53)
(B)
(i)
Items that will be reclassified to profit or loss
(a)
Foreign exchange translation reserve
(556.25)
(1,050.98)
(b)
Fair valuation of investment in mutual fund
-
-
(c)
Net movement in effective portion of cash flow hedge reserve
184.28
(595.46)
(d)
Changes in fair value of financial assets designated at fair value
70.38
(64.01)
(ii)
Income tax on items that will be reclassified to profit or loss
(46.38)
149.87
Other comprehensive income for the year, net of tax
(487.62)
(1,303.95)
IX
Total comprehensive income for the year, net of tax
16,424.74
13,995.27
Profit Attributable to:
Equity shareholders
17,483.38
14,925.44
Non-controlling interests
(571.02)
373.78
Other comprehensive income attributable to:
Equity shareholders
(565.93)
(1,284.13)
Non-controlling interests
78.31
(19.82)
Total comprehensive income attributable to:
Equity shareholders
16,917.45
13,641.31
Non-controlling interests
(492.71)
353.96
X
Earnings per share: (Face value ` 5 per share)
39
1)
Basic (amount in `)
40.26
34.45
2)
Diluted (amount in `)
40.05
34.40
Summary of Material Accounting Policies
3
The accompanying notes form an integral part of these consolidated financial statements
264
PEARL GLOBAL INDUSTRIES LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
for the year ended March 31, 2024
(Amount in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Cash Flows From Operating Activities
Profit before exceptional items and tax
19,205.97
17,584.93
Adjustments to reconcile profit before tax to net cash flows:
Profit on sale of current investment - Mutual Fund
(379.50)
(97.05)
Rental Income
(723.63)
(751.10)
Interest Income
(739.95)
(436.38)
Interest Paid and other borrowing cost
8,319.50
6,499.74
Depreciation and amortisation
6,419.79
5,077.63
Unwinding of discount on security deposit - Expense
11.83
18.15
Sundry balances written back
(104.39)
(91.51)
Provision written back
-
(98.50)
Loss/ (Gain) on lease modification
-
86.09
Allowance for bad and doubtful debts and Advances
219.37
151.07
Sundry balance written off
319.78
227.11
Grant Amortised during the year
(1.00)
(1.00)
Amortisation of deferred Rental Income
(14.89)
(19.36)
Unwinding of discount on security deposits - Income
(33.35)
(32.81)
Interest on Advance Paid
-
(827.00)
Provision for amount receivable (net of expected credit loss)
-
(2,122.92)
Dividend Income
(8.14)
36.54
Fair value loss /(gain) on financial assets measured at fair value through
profit and loss
-
13.19
Stock compensation expenses
860.85
270.51
Foreign exchange translation
(556.25)
(1,118.55)
Operating Profit Before Working Capital Changes
32,795.99
24,368.79
Changes In Operating Assets And Liabilities:
(Increase)/Decrease in other non-current financial assets
(591.00)
306.44
(Increase)/Decrease in other non-current assets
(478.29)
(16.99)
(Increase)/Decrease in Inventories
1,056.57
2,628.49
(Increase)/Decrease in Trade Receivables
(6,105.08)
15,630.35
(Increase)/Decrease in other current financial assets
(109.09)
(237.78)
(Increase)/Decrease in other current assets
(625.69)
3,485.55
Increase/(Decrease) in other non-current financial liabilities
1,328.07
205.69
Increase/(Decrease) in non-current provisions
597.59
402.50
Increase/(Decrease) in other non-current liabilities
(21.81)
(2,908.54)
Increase/(Decrease) in Trade Payables
9,580.37
(4,608.60)
Increase/(Decrease) in other current financial liabilities
(678.52)
(5.98)
Increase/(Decrease) in current provisions
522.80
(103.84)
Increase/(Decrease) in other current liabilities
(24.11)
988.51
Cash Generated From Operations
37,247.80
40,134.59
Direct Tax paid (Net of Refunds)
(2,099.36)
(2,312.36)
Cash flow before exceptional items
35,148.44
37,822.23
Exceptional items
60.14
(1,345.96)
Net Cash Inflow From/(Used In) Operating Activities
(A)
35,208.58
36,476.27
Cash Flows From Investing Activities
Purchase of property, plant and equipment (including ROU, net of Lease
Liabilities)
(12,376.16)
(6,777.07)
Sale proceeds of property, plant and equipment
656.67
4,748.91
(Increase)/Decrease in Capital work in progress
(175.29)
(1,791.11)
Sale proceeds of Investment Properties
-
168.44
Purchase of Investment Properties
(45.76)
-
Purchase of Intangible assets including Goodwill
(375.38)
(254.63)
(Increase)/decrease in capital advances
(138.78)
121.66
Increase/(decrease) in capital creditor
31.32
31.37
(Increase)/Decrease in non-current Investments
2,302.98
(735.93)
265
ANNUAL REPORT 2023-24
(Amount in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
(Increase)/Decrease in current Investments
941.66
67.15
Capital reserve on acquisition of Subsidiary
67.76
-
Proceeds from NCI
167.45
184.36
Acquisition of non-controlling interest
(5,479.35)
-
(Increase)/Decrease in non-current Loans
18.31
97.85
(Increase)/Decrease in current Loans
273.68
921.46
(Increase)/Decrease in bank deposit
(22.76)
(539.84)
Interest Income
739.95
436.38
Rental Income
592.11
751.10
Dividend Income
8.14
-
Net Cash From/ (Used In) Investing Activities
(B)
(12,813.45)
(2,569.90)
Cash Flows From Financing Activities
Issue of share capital (inclusive of security premium)
383.47
-
Increase/ (Decrease) in Long Term Borrowings
1,489.91
(3,452.62)
Lease Rental Paid
(3,438.56)
(2,135.82)
Increase/ (Decrease) in Short Term Borrowings
(1,813.52)
(8,123.13)
Dividend Paid
(4,881.89)
(764.39)
Interest paid (net)
(6,953.75)
(5,500.97)
Net cash inflow from/(used in) Financing Activities
(C)
(15,214.34)
(19,976.93)
Net Increase (Decrease) In Cash And Cash Equivalents (A+B+C)
7,180.79
13,929.42
Opening Balance of Cash and Cash Equivalents
25,614.50
11,685.08
Total Cash And Cash Equivalent (Note 17)
32,795.29
25,614.50
Components Of Cash And Cash Equivalents
Cash, Cheque/drafts on hand
317.51
73.55
With banks - on current account
18,278.53
20,075.91
With banks - on deposits with banks
14,199.25
5,465.04
Total Cash and Cash Equivalent ((Note 17)
32,795.29
25,614.50
Notes :
a)
The above Consolidated statement of Cash Flows has been prepared under the Indirect Method as set out in IND AS 7
‘Statement of Cashflow’.
b) For the Increase/ (Decrease) in liabilities arising from financing activities in respect of non-cash transactions, refer respective
standalone financial statements of holding company & subsidiary companies.
Summary of Material Accounting Policies
3
The accompanying notes form an integral part of these consolidated financial statements
As per our report of even date attached
For & on behalf of Board of Directors of Pearl Global Industries Limited
For S.R. Dinodia & Co. LLP
Chartered Accountants
Firm’s Registration Number 001478N/N500005
(Sandeep Dinodia)
(Pulkit Seth)
(Pallab Banerjee)
Partner
Vice-Chairman
Managing Director
Membership Number : 083689
DIN 00003044
DIN 07193749
(Sanjay Gandhi)
(Narendra Somani)
Group CFO
Chief Financial Officer
M. No. 096380
M. No. 092155
(Shilpa Budhia)
Company Secretary
M. No. ACS - 23564
Place of Signature: New Delhi
Place of Signature: Gurugram
Date: May 20, 2024
Date: May 20, 2024
CONSOLIDATED STATEMENT OF CASH FLOWS
for the year ended March 31, 2024 (Contd.)
266
PEARL GLOBAL INDUSTRIES LIMITED
A.
Equity Share Capital
(Amount in ` Lakhs, unless otherwise stated)
As At April 01, 2022
2,166.39
Changes during the year
-
As at March 31, 2023
2,166.39
Changes during the year
12.79
As at March 31, 2024
2,179.18
B.
Other Equity
Particulars
Reserve & Surplus
Items of other comprehensive income
Total Other
Equity
Non-controlling
interest
Total
Equity
General
Reserve
Security
Premium
Capital
Redemption
Reserve
Amalgamation
Reserve
Capital
reserve
Retained
earnings
Share
Based
Payment
Reserve
Change in
investment
through other
comprehensive
income
Effective
Portion of
Cash Flow
Hedge
Currency
Translation
Reserve
Balance As at April 01, 2022
4,204.36
17,103.90
95.00
625.95
-
30,388.41
-
(35.11)
305.08
5,039.94
57,727.53
1,593.33
59,320.86
Profit / (loss) for the year
-
-
-
-
-
14,925.44
-
-
-
-
14,925.44
373.78
15,299.22
Gain on Bargain Purchase on
subsidiary acquired during the
year
506.98
506.98
506.98
Share based payment Reserve
259.51
259.51
259.51
Adjustments during the year
-
-
-
-
76.61
-
-
-
(2.97)
73.64
83.38
157.02
Net movement in effective portion
of cash flow hedge reserve, net of
tax effect
(445.59)
(445.59)
(445.59)
Remeasurement of the benefit
plan, net of tax effect
-
-
-
-
-
(36.88)
-
-
-
-
(36.88)
(19.70)
(56.58)
Share Application Money
-
-
-
-
-
-
-
-
-
-
-
-
Other Comprehensive Income
-
-
-
-
-
-
-
(257.77)
-
(1,047.89)
(1,305.66)
(0.12)
(1,305.78)
Dividend paid
-
-
-
-
(1,624.80)
-
-
-
(1,624.80)
-
(1,624.80)
Balance As at March 31, 2023
4,204.36
17,103.90
95.00
625.95
506.98 43,728.78
259.51
(292.88)
(140.51)
3,989.08 70,080.17
2,030.67
72,110.84
Profit / (loss) for the year
-
-
-
-
-
17,483.38
-
-
-
- 17,483.38
(571.02)
16,912.36
Purchase on subsidiary acquired
during the period
167.45
167.45
Gain on Bargain Purchase on
subsidiary acquired during the
year
-
-
-
-
67.76
-
-
-
-
-
67.76
-
67.76
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the year ended March 31, 2024
267
ANNUAL REPORT 2023-24
Particulars
Reserve & Surplus
Items of other comprehensive income
Total Other
Equity
Non-controlling
interest
Total
Equity
General
Reserve
Security
Premium
Capital
Redemption
Reserve
Amalgamation
Reserve
Capital
reserve
Retained
earnings
Share
Based
Payment
Reserve
Change in
investment
through other
comprehensive
income
Effective
Portion of
Cash Flow
Hedge
Currency
Translation
Reserve
Acquisition of non-controlling
interest
(5,317.11)
(5,317.11)
(162.24)
(5,479.35)
Security Premium
591.75
591.75
591.75
Share based payment Reserve
-
-
-
-
-
639.68
-
-
-
639.68
-
639.68
Net movement in effective portion
of cash flow hedge reserve, net of
tax effect
-
-
-
-
-
-
-
-
137.90
-
137.90
-
137.90
Remeasurement of the benefit
plan, net of tax effect
-
-
-
-
-
(59.31)
-
-
-
-
(59.31)
37.75
(21.56)
Other Comprehensive Income
-
-
-
-
-
-
-
(115.47)
-
(596.81)
(712.28)
40.56
(671.72)
Dividend paid
-
-
-
-
- (4,888.39)
-
-
-
-
(4,888.39)
-
(4,888.39)
Balance As at March 31, 2024
4,204.36
17,695.65
95.00
625.95 (4,742.37)
56,264.46
899.19
(408.35)
(2.61)
3,392.27 78,023.55
1,543.17
79,566.72
Summary of Material Accounting Policies (Note No. 3)
The accompanying notes form an integral part of these financial statements
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the year ended March 31, 2024 (Contd.)
As per our report of even date attached
For & on behalf of Board of Directors of Pearl Global Industries Limited
For S.R. Dinodia & Co. LLP
Chartered Accountants
Firm’s Registration Number 001478N/N500005
(Sandeep Dinodia)
(Pulkit Seth)
(Pallab Banerjee)
Partner
Vice-Chairman
Managing Director
Membership Number : 083689
DIN 00003044
DIN 07193749
(Sanjay Gandhi)
(Narendra Somani)
Group CFO
Chief Financial Officer
M. No. 096380
M. No. 092155
(Shilpa Budhia)
Company Secretary
M. No. ACS - 23564
Place of Signature: New Delhi
Place of Signature: Gurugram
Date: May 20, 2024
Date: May 20, 2024
268
PEARL GLOBAL INDUSTRIES LIMITED
NOTES
to consolidated financial statements for the year ended March 31, 2024
1.
CORPORATE INFORMATION
Pearl Global Industries Limited is a public limited company domiciled in India and incorporated under the provisions of the
Companies Act,1956, and now under the Companies Act, 2013. The holding company along with its subsidiaries (collectively
referred to as “the Group”), is primarily engaged in manufacturing, sourcing, distribution and export of ready to wear apparels
through its domestic and global facilities and operations. The shares of the Company are listed on BSE Limited and National
Stock Exchange of India Limited in India.
The Consolidated financial statements were authorised for issue in accordance with a resolution of the Board of Directors on
May 20, 2024.
The Company, its subsidiaries ( jointly referred to as the ‘Group’ herein under) considered in these consolidated financial
statements includes:
Name of Company
Country of
incorporation
Principal activities
Porportion (%) of equity interest
As at
March 31, 2024
As at
March 31, 2023
Subsidiaries
Pearl Global Industries Limited
India
Manufacturing and trading of
garments
Holding Company
Holding Company
Pearl Global Kaushal Vikas Limited India
Skill development
100.00
100.00
SBUYS E-Commerce Limited
India
Online Trading of garments
100.00
100.00
Sead Apparels Private Limited
India
Trading of garments
100.00
-
Pearl Global Fareast Limited
Hong Kong
Trading of garments
100.00
100.00
Pearl Global (HK) Limited
Hong Kong
Trading of garments
100.00
100.00
Norp Knit Industries Limited
Bangladesh
Manufacturing and trading of
garments
99.99
99.99
Pearl Global USA Inc.
USA
Trading
and
marketing
of
garments
100.00
100.00
Pearl GT Holdco Limited
BVI
Manufacturing and trading of
garments
55.00
-
2.
BASIS OF PREPARATION AND MEASUREMENT
Statement of Compliance: The Financial Statements are
prepared on an accrual basis under historical cost convention
except for certain financial instruments which are measured
at fair value. These financial statements have been prepared
in accordance with the Indian Accounting Standards (Ind AS)
as prescribed under Section 133 of the Companies Act, 2013
read with the Companies (Indian Accounting Standards)
Rules, 2015 as amended and other relevant provisions of the
Companies Act, 2013, as applicable.
The accounting policies are applied consistently to all the
periods presented in the financial statements.
Basis of Preparation and presentation: The financial
statements are prepared under the historical cost convention
except for certain financial assets and liabilities (including
derivative financial instruments) that are measured at fair
value or amortised cost.
All assets and liabilities have been classified as current or
non-current according to the group’s operating cycle and
other criteria set out in the Act. Based on the nature of
products and the time between the acquisition of assets
for processing and their realisation in cash and cash
equivalents, the Group has ascertained its operating cycle
as twelve months for the purpose of current and non-
current classification of assets and liabilities.
Going Concern
The board of directors have considered the financial position
of the Group at March 31, 2024 and the projected cash
flows and financial performance of the group for at least
twelve months from the date of approval of these financial
statements as well as planned cost and cash improvement
actions, and believe that the plan for sustained profitability
remains on course.
The board of directors have taken actions to ensure that
appropriate long-term cash resources are in place at the
date of signing the accounts to fund the group’s operations.
Recent accounting pronouncements notified by Ministry
of Corporate Affairs are as under:-
Ministry of Corporate Affairs (“MCA”) notifies new standard
or amendments to the existing standards under Companies
(Indian Accounting Standards) Rules as issued from time
to time.
269
ANNUAL REPORT 2023-24
NOTES
to consolidated financial statements for the year ended March 31, 2024
Basis of Consolidation:-
The Consolidated Financial Statements have been prepared
on the following basis:-
i)
The consolidation financial statements of the group
and its subsidiary companies have been prepared in
accordance with the Ind AS 110 “Consolidated financial
statements”, on a line-by-line basis by adding together
the book values of like items of assets, liabilities,
income, and expenses, after eliminating intra-group
balances and intra-group transactions resulting in
unrealised profits or losses. Accounting policies of
subsidiaries have been changed where necessary to
ensure consistency with the policies adopted by the
group (including consideration to materiality impact,
if any).
Subsidiaries are all entities over which the group has
control. The group controls an entity when the group
is exposed to, or has rights to, variable returns from
its involvement with the entity and has the ability
to affect those returns through its power to direct
the relevant activities of the entity. Subsidiaries are
fully consolidated from the date on which control is
transferred to the group. They are deconsolidated from
the date that control ceases.
ii)
The difference of the cost of investment in subsidiaries
over its share in the equity of the investee group as
at the date of acquisition of stake is recognised in
financial statements as Goodwill or Capital Reserve, as
the case may be.
iii) Non-controlling interests in the net assets of
consolidated subsidiaries is identified and presented
in the consolidated Balance Sheet separately within
equity as at reporting date.
Non-controlling interests in the net assets of
consolidated subsidiaries consists of:
-
The amount of equity attributable to Non-
controlling interests at the date on which
investment in a subsidiary is made; and
-
The
Non-controlling
interests
share
of
movements in equity since the date parent
subsidiary relationship came into existence.
The profit and other comprehensive income
attributable to Non-controlling interests of
subsidiaries
are
shown
separately
in
the
consolidated statement of profit and loss,
consolidated statement of changes in equity and
balance sheet respectively.
iv) The Consolidated Financial Statements are presented,
to the extent possible, in the same format as adopted
by the Holding Group for its individual financial
statements.
v)
Translation of Financial Statements of Foreign
Operations
-
In view of Ind As-“21” ‘The effects of Changes in
Foreign Exchange Rates’, the operations of all the
foreign subsidiaries are identified as non integral
operations of the Group in the current year and
translated into Indian Rupee (`).
-
The Assets and Liabilities of Foreign operations,
including Goodwill/ Capital Reserve arising on
consolidation, are translated in Indian Rupee (`)
at foreign exchange rate at closing rate ruling as
at the balance sheet date and the revenue and
expenses of foreign operations are translated
in Indian Rupee (`) at yearly average currency
exchange rate, of the respective years.
-
Foreign
exchange
differences
arising
on
translation of “Non-integral Foreign Operations”
are recognised as, ‘foreign exchange translation
reserve’ in balance sheet under the head items of
other comprehensive income as items that will be
reclassified subsequently to statement of profit
and loss.
The revenue and expenses of foreign operations
are translated in Indian Rupee (INR) at yearly
average currency exchange rate, of the respective
years.
3.
MATERIAL ACCOUNTING POLICIES
a)
Material accounting judgements, estimates and
assumptions
In preparing these financial statements, Management
has made judgements, estimates and assumptions
that affect the application of the group’s accounting
policies and the reported amounts of assets, liabilities,
income and expenses. Management believes that
the estimates used in the preparation of the financial
statements are prudent and reasonable. Actual
results may differ from these estimates. Estimates
and underlying assumptions are reviewed on an
ongoing basis. Revisions to accounting estimates are
recognised prospectively.
Use of Estimates and Judgements
The key assumptions concerning the future and other
key sources of estimation uncertainty at the reporting
date, that have a significant risk of causing a material
adjustment to the carrying amounts of assets and
liabilities within the next financial year, are described
270
PEARL GLOBAL INDUSTRIES LIMITED
below. The group based its assumptions and
estimates on parameters available when the financial
statements were prepared. Existing circumstances
and assumptions about future developments, however,
may change due to market changes or circumstances
arising that are beyond the control of the Group. Such
changes are reflected in the assumptions when they
occur. Also, the Group has made certain judgements in
applying accounting policies which have an effect on
amounts recognised in the financial statements.
i)
Income taxes
The group is subject to income tax laws as
applicable in respective countries. Significant
judgment is required in determining provision
for income taxes. There are many transactions
and calculations for which the ultimate tax
determination is uncertain during the ordinary
course of business. The group recognises liabilities
for anticipated tax issues based on estimates of
whether additional taxes will be due. Where the
final tax outcome of these matters is different
from the amounts that were initially recorded,
such differences will impact the income tax and
deferred tax provisions in the period in which such
determination is made. Where tax positions are
uncertain, accruals are recorded within income
tax liabilities for management’s best estimate of
the ultimate liability that is expected to arise based
on the specific circumstances and the group’s
historical experience. Factors that may have an
impact on current and deferred taxes include
changes in tax laws, regulations or rates, changing
interpretations of existing tax laws or regulations,
future levels of research and development
spending and changes in pre-tax earnings.
ii)
Contingencies
Contingent Liabilities may arise from the ordinary
course of business in relation to claims against
the Group, including legal and other claims.
By virtue of their nature, contingencies will be
resolved only when one or more uncertain future
events occur or fail to occur. The assessment
of the existence, and potential quantum, of
contingencies inherently involves the exercise of
significant judgements and the use of estimates
regarding the outcome of future events.
iii) Recoverability of deferred taxes
In assessing the recoverability of deferred tax
assets, management considers whether it is
probable that taxable profit will be available
against which the losses can be utilised. The
ultimate realisation of deferred tax assets is
dependent upon the generation of future taxable
income during the periods in which the temporary
differences become deductible. Management
considers the projected future taxable income
and tax planning strategies in making this
assessment.
iv) Defined benefit plans
The present value of the gratuity and compensated
absences
are
determined
using
actuarial
valuations. An actuarial valuation involves making
various assumptions that may differ from actual
developments
in
the
future.
These
include
the determination of the discount rate, future
salary increases and mortality rates. Due to the
complexities involved in the valuation and its long-
term nature, a defined benefit obligation is highly
sensitive to changes in these assumptions. All
assumptions are reviewed at each reporting date.
The parameter most subject to change is the
discount rate. In determining the appropriate
discount rate for plans operated in India, the
actuary considers the interest rates of government
bonds in currencies consistent with the currencies
of the post-employment benefit obligation. The
mortality rate is based on publicly available
mortality tables for the specific countries. Those
mortality tables tend to change only at interval in
response to demographic changes. Future salary
increases and gratuity increases are based on
expected future inflation rates for the respective
countries.
v)
Useful lives of property, plant and equipment
The group reviews the useful life of property,
plant and equipment at the end of each reporting
period. This reassessment may result in change
in depreciation expense in future periods.
vi) Leases
Where the group is the lessee, key judgements
include
assessing
whether
arrangements
contain a lease and determining the lease term.
To assess whether a contract contains a lease
requires judgement about whether it depends
on a specified asset, whether the group obtains
substantially all the economic benefits from the
use of that asset and whether the the group has
a right to direct the use of the asset. In order to
NOTES
to consolidated financial statements for the year ended March 31, 2024
271
ANNUAL REPORT 2023-24
determine the lease term judgement is required
as extension and termination options have to be
assessed along with all facts and circumstances
that may create an economic incentive to exercise
an extension option, or not exercise a termination
option. The group revises the lease term if there
is a change in the non-cancellable period of a
lease. Estimates include calculating the discount
rate which is generally based on the incremental
borrowing rate specific to the lease being
evaluated or for a portfolio of leases with similar
characteristics.
Where the group is the lessor, the treatment of
leasing transactions is mainly determined by
whether the lease is considered to be an operating
or finance lease. In making this assessment,
management looks at the substance of the
lease, as well as the legal form, and makes a
judgement about whether substantially all of the
risks and rewards of ownership are transferred.
Arrangements which do not take the legal form
of a lease but that nevertheless convey the
right to use an asset are also covered by such
assessments.
vii) Amortisation of Government Grants
Grants are amortised to Profit and Loss on a
straight - line basis over the expected lives of
related assets and presented within other income.
viii) Impairment of financial instruments
The group analyses regularly for indicators
of impairment of its financial instruments by
reference to the requirements under relevant
Ind AS.
The management’s estimates and assessments
were based in particular on assumptions
regarding the development of the economy as a
whole, the development of textiles markets, and
the development of the basic legal parameters.
b)
Current versus non-current classification
The group presents assets and liabilities in the balance
sheet based on current/ non-current classification.
Assets:
An asset is treated as current when it is:
a)
Expected to be realised or intended to be sold or
consumed in normal operating cycle.
b)
Held primarily for the purpose of trading
c)
Expected to be realised within twelve months
after the reporting period, or
d)
Cash or cash equivalent unless restricted from
being exchanged or used to settle a liability for at
least twelve months after the reporting period.
All other assets are classified as non-current.
Liabilities:
A liability is current when:
(a) It is expected to be settled in normal operating
cycle
(b) It is held primarily for the purpose of trading
(c) It is due to be settled within twelve months after
the reporting period, or
(d) There is no unconditional right to defer the
settlement of the liability for at least twelve
months after the reporting period
All other liabilities are classified as non-current.
Deferred tax assets and liabilities are classified as non-
current assets and liabilities.
Operating cycle: The operating cycle is the time
between the acquisition of assets for processing and
their realisation in cash and cash equivalents. The group
has identified twelve months as its operating cycle.
c)
Business combinations and goodwill
Business combinations are accounted for using the
acquisition method. The consideration transferred is
measured at the acquisition date fair value which is
the sum of the acquisition date fair values of assets
transferred by the group, liabilities assumed by the group
to the former owners of the acquiree and the equity
interests issued by the group in exchange for control of
the acquiree. For each business combination, the group
elects whether to measure the non-controlling interests
in the acquiree that are present ownership interests
and entitle their holders to a proportionate share of
net assets in the event of liquidation at fair value or at
the proportionate share of the acquiree’s identifiable
net assets. All other components of non-controlling
interests are measured at fair value. Acquisition-related
costs are expensed as incurred.
The group determines that it has acquired a business
when the acquired set of activities and assets includes
an input and a substantive process that together
significantly contribute to the ability to create outputs.
When the group acquires a business, it assesses the
financial assets and liabilities assumed for appropriate
NOTES
to consolidated financial statements for the year ended March 31, 2024
272
PEARL GLOBAL INDUSTRIES LIMITED
classification and designation in accordance with
the contractual terms, economic circumstances and
pertinent conditions as at the acquisition date. This
includes the separation of embedded derivatives in
host contracts of the acquiree.
If the business combination is achieved in stages, the
previously held equity interest is remeasured at its
acquisition date fair value and any resulting gain or
loss is recognised in statement of profit and loss.
Any contingent consideration to be transferred by the
acquirer is recognised at fair value at the acquisition
date. Contingent consideration classified as an asset
or liability is measured at fair value with changes
in fair value recognised in profit or loss. Contingent
consideration that is classified as equity is not
remeasured and subsequent settlement is accounted
for within equity.
Goodwill is initially measured at cost, being the excess
of the aggregate of the consideration transferred, the
amount recognised for non-controlling interests and
any fair value of the group’s previously held equity
interests in the acquiree over the identifiable net assets
acquired and liabilities assumed. If the sum of this
consideration and other items is lower than the fair
value of the net assets acquired, the difference is, after
reassessment, recognised in other comprehensive
income as a gain on bargain purchase.
After initial recognition, goodwill is measured at cost
less any accumulated impairment losses. Goodwill is
tested for impairment annually or more frequently if
events or changes in circumstances indicate that the
carrying value may be impaired. The group performs its
annual impairment test of goodwill as at 31 March. For
the purpose of impairment testing, goodwill acquired
in a business combination is, from the acquisition date,
allocated to each of the group’s cash-generating units,
or groups of cash-generating units, that are expected
to benefit from the synergies of the combination,
irrespective of whether other assets or liabilities of the
Group are assigned to those units or groups of units.
Impairment is determined by assessing the recoverable
amount of the cash-generating unit (group of cash-
generating units) to which the goodwill relates. Where
the recoverable amount of the cash-generating unit
(group of cash-generating units) is less than the
carrying amount, an impairment loss is recognised.
An impairment loss recognised for goodwill is not
reversed in a subsequent period.
Where goodwill has been allocated to a cash-
generating unit (or group of cash-generating units) and
part of the operation within that unit is disposed of, the
goodwill associated with the operation disposed of is
included in the carrying amount of the operation when
determining the gain or loss on the disposal. Goodwill
disposed of in these circumstances is measured based
on the relative value of the operation disposed of and
the portion of the cash-generating unit retained.
d)
Property, Plant and Equipment (PPE) and Depreciation
Property, plant and equipment and capital work
in progress are stated at cost less accumulated
depreciation and accumulated impairment losses,
if any. Such cost includes expenditure that is directly
attributable to the acquisition of the asset. The cost of
self-constructed assets includes the cost of materials
and direct services, any other costs directly attributable
to bringing the assets to its working condition for their
intended use and cost of replacing part of the plant
and equipment and borrowing costs for long-term
construction projects if the recognition criteria are met.
When parts of an item of PPE having significant costs
have different useful lives, then they are accounted for
as separate items (major components) of property,
plant & equipment.
An item of property, plant and equipment and any
significant part initially recognised is de-recognised
upon disposal or when no future economic benefits are
expected from its use. Any gain or loss arising on de-
recognition of the asset (calculated as the difference
between the net disposal proceeds and the carrying
amount of the asset) is included in the statement of
profit and loss.
Transition to Ind AS: On transition to Ind AS, the Group
has elected to continue with the carrying value of all
its property, plant and equipment as at April 1, 2016,
measured as per the previous GAAP, and use that
carrying value as the deemed cost of such property,
plant and equipment.
Subsequent costs: The cost of replacing a part of an
item of property, plant and equipment is recognised in
the carrying amount of the item of property, plant and
equipment, if it is probable that the future economic
benefits embodied within the part will flow to the group
and its cost can be measured reliably with the carrying
amount of the replaced part getting derecognised. The
cost for day-to-day servicing of property, plant and
equipment are recognised in statement of profit and
loss as and when incurred.
Decommissioning Costs: The present value of the
expected cost for the decommissioning of an asset, if
any, after its use is included in the cost of the respective
NOTES
to consolidated financial statements for the year ended March 31, 2024
273
ANNUAL REPORT 2023-24
asset if the recognition criteria for a provision are met.
(as applicable)
Capital work in progress: Capital work in progress
comprises the cost of fixed assets that are not ready
for their intended use at the reporting date.
Cost comprises of purchase cost, related acquisition
expenses, borrowing costs and other direct expenditure.
Depreciation:
Depreciation is provided on a pro-rata basis on
the straight-line basis on the estimated useful life
prescribed under Schedule II to Companies Act , 2013
with the following exception :
-
Fixed asset costing upto ` 5,000 has been fully
depreciated during the financial year
-
Leasehold land has been amortised over the lease
term.
-
Freehold Land is not depreciated.
Depreciation Method, useful lives and residual values
are reviewed at each financial year end and adjusted, if
appropriate.
e)
Investment Properties
Property that is held for rental yields or for capital
appreciation or both, and that is not occupied by the
group, is classified as investment property. Investment
property is measured at its cost, including related
transaction costs and where applicable borrowing
costs less depreciation and impairment if any.
The group, based on technical assessment made by
management, depreciates the building over estimated
useful life of 60 years. The management believes that
these estimated useful lives are realistic and reflect fair
approximation of the period over which the assets are
likely to be used.
Transition to Ind AS: On transition to Ind AS, the Group
has elected to continue with the carrying value of all its
investment properties as at April 1, 2016, measured as
per the previous GAAP, and use that carrying value as
the deemed cost of such investment properties.
f)
Other Intangible assets
Recognition and measurement
Intangible assets that are acquired by the group are
measured initially at cost. Intangible assets with finite
useful lives are measured at cost less accumulated
amortisation and accumulated impairment losses, if
any. All expenditures, qualifying as Intangible Assets
are amortised over estimated useful life. Specialised
softwares are amortised over a period of 3 years or
license period whichever is earlier.
Transition to Ind AS
On transition to Ind AS, the group has elected to
continue with the carrying value of all its intangible
assets recognised as at April 01, 2016, measured as
per the previous GAAP, and use that carrying value as
the deemed cost of such intangible assets.
Subsequent Expenditure: Subsequent expenditure is
capitalised only when it increases the future economic
benefits embodied in the specific asset to which it
relates. All other expenditure is recognised in Statement
of Profit and Loss as incurred.
Amortisation and useful lives: Intangible assets
with finite lives are amortised over the useful life
and assessed for impairment whenever there is an
indication that the intangible asset may be impaired.
The amortisation period and the amortisation method
for an intangible asset with a finite useful life are
reviewed at least at the end of each reporting period.
Changes in the expected useful life or the expected
pattern of consumption of future economic benefits
embodied in the asset are considered to modify the
amortisation period or method, as appropriate, and
are treated as changes in accounting estimates. The
amortisation expense on intangible assets with finite
lives is recognised in the statement of profit and loss
unless such expenditure forms part of carrying value of
another asset. The amortisation method, residual value
and the useful lives of intangible assets are reviewed
annually and adjusted as necessary.
g)
Borrowing costs
Borrowing costs consists of interest and amortisation
of ancillary costs that an entity incurs in connection
with the borrowing of funds. Borrowing costs
directly attributable to the acquisition, construction
or production of an asset that necessarily takes a
substantial period of time to get ready for its intended
use or sale are capitalised as part of the cost of the
asset. All other borrowing costs are expensed in the
period in which they occur. Borrowing costs consist
of interest and other costs that an entity incurs in
connection with the borrowing of funds. Borrowing
cost also includes exchange differences to the extent
regarded as an adjustment to the borrowing costs.
Borrowing costs consists of interest and amortisation
of ancillary costs that an entity incurs in connection
with the borrowing of funds. Borrowing costs directly
attributable to the acquisition, construction or production
of an asset that necessarily takes a substantial period of
time to get ready for its intended use.
NOTES
to consolidated financial statements for the year ended March 31, 2024
274
PEARL GLOBAL INDUSTRIES LIMITED
h)
Foreign Currency Transactions and Translations
Functional and presentational currency
The Consolidated financial statements are presented
in Indian Rupees (`). Items included in the Consolidated
Financial statements of the Group are recorded using
the currency of the primary economic environment in
which the Group operates (the ‘functional currency’).
All the financial information presented in ` except
where otherwise stated and the values are rounded to
nearest lakh upto two decimal places.
Transactions and balances
Transactions in foreign currencies are translated into
the functional currency of the group at the exchange
rates at the date the transactions or an average rate
if the average rate approximates the actual rate at the
date of the transaction.
Monetary assets and liabilities denominated in foreign
currencies are translated into the functional currency at
the exchange rate at the reporting date. Non-monetary
assets and liabilities that are measured at fair value in
a foreign currencies are translated into the functional
currency at the exchange rate when the fair value
was determined. Non-monetary assets and liabilities
that are measured in terms of historical cost are not
retranslated.
Exchange
differences
on
monetary
items
are
recognised in profit or loss in the period in which
they arise except for exchange differences on
foreign currency borrowings relating to assets under
construction for future productive use, which are
included in the cost of those assets when they are
regarded as an adjustment to interest costs on those
foreign currency borrowings.
Advances received or paid in foreign currency are
recognised at exchange rate on the date of transaction
and not re-translated.
Group Companies
The results and financial position of foreign operations
that have a functional currency different from
the presentation currency are translated into the
presentation currency as follows:
•
assets and liabilities are translated at the closing
rate at the date of that balance sheet
•
income and expenses are translated at average
exchange rates (unless this is not a reasonable
approximation of the cumulative effect of the
rates prevailing on the transaction dates, in which
case income and expenses are translated at the
dates of the transactions), On Consolidation, all
resulting exchange differences on translation are
recognised in other comprehensive income, that
will be reclassified subsequently to statement of
profit and loss.
i)
Revenue Recognition
The group derives revenue primarily from export of
manufactured and traded goods.
Revenue from contract with customers
Revenue from contract with customers is recognised
when control of the goods or services are transferred
to the customer at an amount that reflects the
consideration to which the group expects to be entitled
in exchange for transferring distinct goods or services
to a customer as specified in the contract, excluding
the amount collected on behalf of third parties(for
example, taxes and duties collected on behalf of
government) and net of returns & discounts.
The group considers whether there are other promises
in the contract that are separate performance
obligations to which a portion of the transaction
price needs to be allocated. In determining the
transaction price for the sale of products, the group
considers the effect of variable consideration, the
existence of significant financing component, non-
cash consideration, and consideration payable to the
customer (if any).
The group assesses its revenue arrangements against
specific recognition criteria like exposure to significant
risks & rewards associated with the sale of goods or
services. When deciding the most appropriate basis
for presenting revenue or costs of revenue, both
the legal form and substance of the agreement are
reviewed to determine each party’s respective role in
the transaction.
Specific revenue recognition criteria:
(i) Sale of products
Revenue from sale of products is recognised
at the point in time when control of product is
transferred to the customer. In case of Export
sale, transfer of control generally takes place at
the time of expected date of departure which is
specified in airway bill / bill of lading.
(ii) Job work income
Revenue from job work on the product is
recognised at the point in time when control of
services is transferred to the customer, generally
on the delivery of the product after completion of
job work.
NOTES
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275
ANNUAL REPORT 2023-24
(iii) Export Incentives
Export Incentives under various schemes are
accounted in the year of export.
(iv) Other Incomes
a)
Sale of software/ SAP income is recognised
at the delivery of complete module & patches
(through
reimbursement
from
group
companies).
b)
Rental Income is recognised on accrual
basis as per the terms of agreement.
c)
In respect of interest income, revenue is
recognised on the time proportion basis,
taking into account the amount outstanding
and the rate of interest applicable.
d)
Dividend Income is recognised when the
right to receive is established.
Variable Consideration
If the consideration in a contract includes a variable
amount, the group estimates the amount of
consideration to which it will be entitled in exchange
for transferring the goods to the customer. The variable
consideration is estimated at contract inception and
constrained until it is highly probable that a significant
revenue reversal in the amount of revenue recognised
will not occur when the associated uncertainty with the
variable consideration is subsequently resolved.
Significant Financing Component
Generally, the group does not receive short term or long
term advances from its customers except in certain
scenarios. Using the practical expedient in Ind AS 115,
the Group does not adjust the promised amount of
consideration for the effects of a significant financing
component if it expects, at contract inception, that
the period between the transfer of promised good or
service to the customer and when the customer pays
for good or service will be one year or less. The group
does not expect to have any contracts where the period
between the transfer of promised goods and services
to the customer and payment by the customer exceeds
one year. As a consequence, it does not adjust any of
the transaction prices for the time value of money.
Contract balances
Contract assets
A contract asset is the right to consideration in
exchange for goods or services transferred to the
customer. If the group performs by transferring goods
or services to a customer before the customer pays
consideration or before payment is due, a contract
asset is recognised for the earned consideration that is
conditional.
Trade receivables
A receivable represents the Group’s right to an amount
of consideration that is unconditional (i.e., only the
passage of time is required before payment of the
consideration is due). Refer to accounting policies of
financial assets in section Financial instruments
–
initial recognition and subsequent measurement.
Contract liabilities
A contract liability is the obligation to transfer goods
or services to a customer for which the Group has
received consideration (or an amount of consideration
is due) from the customer. Contract liabilities are
recognised as revenue when the Group performs under
the contract.
Cost to obtain a contract
The Group does not capitalise costs to obtain a
contract because majorly the contracts have terms
that do not extend beyond one year. The Group does
not have a significant amount of capitalised costs
related to fulfilment.
j)
Inventories
i)
Inventories of finished goods manufactured by
the group are valued style-wise and at lower of
cost and estimated net realisable value. Cost
includes material cost on weighted average basis
and appropriate share of overheads incurred
in bringing them to their present location and
condition. In the case of manufactured inventories
and
work-in-progress,
cost
includes
an
appropriate share of fixed production overheads
based on normal operating capacity.
ii)
Inventories of finished goods (traded) are valued
at lower of procurement cost (FIFO method) or
estimated net realisable value.
iii) Inventories of raw material, work in progress,
accessories & consumables are valued at cost
(weighted average method) or at estimated
net realisable value whichever is lower. WIP
cost includes appropriate portion of allocable
overheads. Raw materials and other supplies
held for use in the production of finished products
are not written down below cost except in cases
where material prices have declined and it is
estimated that the cost of the finished products
will exceed their net realisable value.
NOTES
to consolidated financial statements for the year ended March 31, 2024
276
PEARL GLOBAL INDUSTRIES LIMITED
iv) Net realisable value is the estimated selling price
in the ordinary course of business, less estimated
costs of completion and estimated costs
necessary to make the sale. The comparison of
cost and net realisable value is made on a item by
item basis. Obsolete or slow moving inventories
are identified from time to time and a provision
is made for such inventories as appropriate on
periodic basis.
k)
Leases
The group assesses at contract inception whether a
contract is, or contains, a lease. That is, if the contract
conveys the right to control the use of an identified
asset for a period of time in exchange for consideration.
Group as a lessee
The group assesses whether a contract contains
a lease, at inception of a contract. A contract is, or
contains, a lease if the contract conveys the right to
control the use of an identified asset for a period of
time in exchange for consideration. To assess whether
a contract conveys the right to control the use of an
identified asset, the group assesses whether: (i) the
contract involves the use of an identified asset (ii) the
group has substantially all of the economic benefits
from use of the asset through the period of the lease
and (iii) the group has the right to direct the use of
the asset. The group applies a single recognition and
measurement approach for all leases, except for short-
term leases and leases of low-value assets. For these
short-term and low value leases, the group recognises
the lease payments as an operating expense on a
straight-line basis over the term of the lease. The group
recognises lease liabilities to make lease payments
and right-of-use assets representing the right to use
the underlying assets as below:
i)
Right-of-use assets
The group recognises right-of-use assets at the
commencement date of the lease (i.e., the date
the underlying asset is available for use). Right-
of-use assets are measured at cost, less any
accumulated depreciation and impairment losses,
and adjusted for any remeasurement of lease
liabilities. The cost of right-of-use assets includes
the amount of lease liabilities recognised, initial
direct costs incurred, and lease payments made
at or before the commencement date less any
lease incentives received. Right-of-use assets
are depreciated on a straight-line basis over the
shorter of the lease term and the estimated useful
lives of the underlying assets If ownership of the
leased asset transfers to the group at the end of
the lease term or the cost reflects the exercise of a
purchase option, depreciation is calculated using
the estimated useful life of the asset. The right-
of-use assets are also subject to impairment.
ii)
Lease Liabilities
At the commencement date of the lease, the
group recognises lease liabilities measured at
the present value of lease payments to be made
over the lease term. The lease payments include
fixed payments (including in substance fixed
payments) less any lease incentives receivable,
variable lease payments that depend on an index
or a rate, and amounts expected to be paid under
residual value guarantees. The lease payments
also include the exercise price of a purchase
option reasonably certain to be exercised by the
group and payments of penalties for terminating
the lease, if the lease term reflects the group
exercising the option to terminate. Variable lease
payments that do not depend on an index or a
rate are recognised as expenses (unless they
are incurred to produce inventories) in the period
in which the event or condition that triggers the
payment occurs. In calculating the present value
of lease payments, the group uses its incremental
borrowing rate at the lease commencement date
because the interest rate implicit in the lease is not
readily determinable. After the commencement
date, the amount of lease liabilities is increased
to reflect the accretion of interest and reduced
for the lease payments made. In addition, the
carrying amount of lease liabilities is remeasured
if there is a modification, a change in the lease
term, a change in the lease payments (e.g.,
changes to future payments resulting from a
change in an index or rate used to determine such
lease payments) or a change in the assessment
of an option to purchase the underlying asset.
The Group’s lease liabilities are included in other
current and non-current financial liabilities.
iii) Short-term leases and leases of low-value
assets
The
Group
applies
the
short-term
lease
recognition exemption to its short-term leases
(i.e., those leases that have a lease term of 12
months or less from the commencement date
and do not contain a purchase option). It also
applies the lease of low-value assets recognition
NOTES
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277
ANNUAL REPORT 2023-24
exemption to leases that are considered to be
low value. Lease payments on short-term leases
and leases of low-value assets are recognised as
expense on a straight-line basis over the lease
term. “Lease liability” and “Right of Use” asset
have been separately presented in the Balance
Sheet and lease payments have been classified
as financing cash flows.
Group as a lessor
Leases for which the group is a lessor is classified
as finance or operating lease. Leases in which the
group does not transfer substantially all the risks
and rewards incidental to ownership of an asset
are classified as operating leases. Rental income
arising is accounted for on a straight-line basis
over the lease terms. Initial direct costs incurred
in negotiating and arranging an operating lease
are added to the carrying amount of the leased
asset and recognised over the lease term on the
same basis as rental income. Contingent rents
are recognised as revenue in the period in which
they are earned.
l)
Employee’s benefits
Short term employee benefits: All employee benefits
expected to be settled wholly within twelve months
of rendering the service are classified as short-term
employee benefits. When an employee has rendered
service to the group during an accounting period,
the group recognises the undiscounted amount of
short-term employee benefits expected to be paid in
exchange for that service as an expense unless another
Ind AS requires or permits the inclusion of the benefits
in the cost of an asset. Benefits such as salaries,
wages and short-term compensated absences, bonus
and ex-gratia etc. are recognised in statement of profit
and loss in the period in which the employee renders
the related service.
A liability is recognised for the amount expected to be
paid after deducting any amount already paid under
short-term cash bonus or profit-sharing plans if the
group has a present legal or constructive obligation to
pay this amount as a result of past service provided
by the employee, and the obligation can be estimated
reliably. If the amount already paid exceeds the
undiscounted amount of the benefits, the group
recognises that excess as an asset /prepaid expense to
the extent that the prepayment will lead to, for example,
a reduction in future payments or a cash refund.
Defined contribution plan
A defined contribution plan is a post-employment
benefit plan under which an entity pays fixed
contributions to a statutory authority and will have no
legal or constructive obligation to pay further amounts.
Retirement benefits in the form of Provident Fund,
Employee State Insurance Scheme and Labour
Welfare Fund Scheme are defined contribution plans.
The
contributions
paid/payable
to
government
administered respective funds are recognised as an
expense in the Statement of Profit and loss during
the period in which the employee renders the related
service.
Defined benefit plan
A defined benefit plan is a post-employment benefit
plan other than a defined contribution plan.
The group has an obligation towards gratuity, a defined
benefit retirement plan covering eligible employees.
The plan provides for a lump sum payment to vested
employees at retirement, death while in employment
or on termination of employment of an amount based
on the respective employee’s salary and the tenure
of employment. Vesting occurs upon completion
of five years of service. The group accounts for the
liability for gratuity benefits payable in future based
on an independent actuarial valuation report using the
projected unit credit method as at the year end.
The obligations are measured at the present value of
the estimated future cash flows. The discount rate is
generally based upon the market yields available on
Government bonds at the reporting date with a term
that matches that of the liabilities.
Re-measurements, comprising actuarial gains and
losses, the effect of the changes to the asset ceiling
(if applicable) and the return on plan assets (excluding
interest and if applicable), is reflected immediately in
Other Comprehensive Income in the statement of profit
and loss. All other expenses related to defined benefit
plans are recognised in statement of profit and loss
as employee benefit expenses. Re-measurements
recognised in Other Comprehensive Income will
not be reclassified to statement of profit and loss
hence it is treated as part of retained earnings in the
statement of changes in equity. Gains or losses on the
curtailment or settlement of any defined benefit plan
are recognised when the curtailment or settlement
occurs. Curtailment gains and losses are accounted
for as past service costs.
NOTES
to consolidated financial statements for the year ended March 31, 2024
278
PEARL GLOBAL INDUSTRIES LIMITED
Other long term employee benefits
As per the group’s policy, eligible leaves can be
accumulated by the employees and carried forward to
future periods to either be utilised during the service,
or encashed. Encashment can be made during the
service, on early retirement, on withdrawal of scheme,
at resignation by employee and upon death of
employee. The scale of benefits is determined based
on the seniority and the respective employee’s salary.
The group records an obligation for such compensated
absences in the period in which the employee renders
the services that increase this entitlement. The
obligation is measured on the basis of independent
actuarial valuation using the projected unit credit
method.
Employees Share Based Payment
Employees (including senior executives) of the
group receive component of remuneration in the
form of share based payment transactions, whereby
employees render services as consideration for equity
instruments (equity-settled transactions).
The cost of equity-settled transactions is determined
by the fair value at the date when the grant is made
using an appropriate valuation model.
That cost is recognised, together with a corresponding
increase in share-based payment (SBP) reserves in
equity, over the period in which the performance and/
or service conditions are fulfilled in employee benefits
expense. The cumulative expense recognised for
equity-settled transactions at each reporting date until
the vesting date reflects the extent to which the vesting
period has expired and the group’s best estimate of the
number of equity instruments that will ultimately vest.
The expense or credit in statement of profit and loss
for a period represents the movement in cumulative
expense recognised as at the beginning and end of that
period and is recognised in employee benefits expense.
When the terms of an equity-settled award are modified,
the minimum expense recognised is the expense had
the terms had not been modified, if the original terms of
the award are met. An additional expense is recognised
for any modification that increases the total fair value of
the share-based payment transaction, or is otherwise
beneficial to the employee as measured at the date
of modification. Where an award is cancelled by the
entity or by the counterparty, any remaining element
of the fair value of the award is expensed immediately
through profit or loss.
The dilutive effect of outstanding options is reflected as
additional share dilution in the computation of diluted
earnings per share.
m) Provisions
General
Provisions are recognised when the group has a
present obligation (legal or constructive) as a result of
a past event, it is probable that an outflow of resources
embodying economic benefits will be required to settle
the obligation and a reliable estimate can be made of
the amount of the obligation.
When the group expects some or all of a provision to
be reimbursed, the reimbursement is recognised as a
separate asset, but only when the reimbursement is
virtually certain.
The expense relating to a provision is presented in the
statement of profit and loss, net of any reimbursement.
If the effect of the time value of money is material,
provisions are discounted using a current pre-tax rate
that reflects, when appropriate, the risks specific to the
liability. The unwinding of discount is recognised in the
statement of profit and loss as a finance cost.
Provisions are reviewed at the end of each reporting
period and adjusted to reflect the current best estimate.
If it is no longer probable that an outflow of resources
would be required to settle the obligation, the provision
is reversed.
n)
Financial instruments
A financial instrument is a contract that gives rise to a
financial asset for one entity and a financial liability or
equity instrument for another entity. Financial assets
and financial liabilities are recognised when the group
becomes a party to the contractual provisions of the
instruments.
(i) Financial assets
Initial recognition and measurement
All financial assets are recognised initially at fair value,
plus in case of financial assets not recorded at fair
value through profit and loss (FVTPL), transaction
cost that are attributable to the acquisition of the
financial asset. However, trade receivables that do
not contain a significant financing component are
measured at transaction price.
Subsequent measurement
For purposes of subsequent measurement,
financial assets are classified in three categories:
NOTES
to consolidated financial statements for the year ended March 31, 2024
279
ANNUAL REPORT 2023-24
-
Financial Asset carried at amortised cost
-
Financial Asset at fair value through other
comprehensive income (FVTOCI)
-
Financial Asset at fair value through profit
and loss (FVTPL)
Financial asset carried at amortised cost
A financial asset is subsequently measured at
amortised cost if it is held within a business
model whose objective is to hold the asset in
order to collect contractual cash flows and the
contractual terms of the financial asset give rise
on specified dates to cash flows that are solely
payments of principal and interest on the principal
amount outstanding.
Financial asset at fair value through other
comprehensive income (FVTOCI)
A financial asset is subsequently measured at fair
value through other comprehensive income if it
is held within a business model whose objective
is achieved by both collecting contractual
cash flows and selling financial assets and the
contractual terms of the financial asset give rise
on specified dates to cash flows that are solely
payments of principal and interest on the principal
amount outstanding.
Financial asset at fair value through profit and
loss (FVTPL)
A financial asset which is not classified in any of
the above categories are subsequently fair valued
through profit or loss.
De-recognition
A financial asset (or, where applicable, a part of a
financial asset) is primarily derecognised when:
(i)
The contractual rights to receive cash flows
from the asset has expired, or
(ii) The Group has transferred its contractual
rights to receive cash flows from the financial
asset or has assumed an obligation to pay the
received cash flows in full without material
delay to a third party under a ‘pass-through’
arrangement and either (a) the Group has
transferred substantially all the risks and
rewards of the asset, or (b) the Group has
neither transferred nor retained substantially
all the risks and rewards of the asset, but has
transferred control of the asset.
(ii) Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial
recognition, as financial liabilities at fair value
through profit or loss.
All financial liabilities are recognised initially at fair
value and, in the case of loans and borrowings and
payables, net of directly attributable transaction
costs. The group financial liabilities include
borrowings, trade and other payables, security
deposits received etc.
Subsequent measurement
For purposes of subsequent measurement,
financial liabilities are classified in two categories:
-
Financial
liabilities
at
amortised
cost
-
Financial liabilities at fair value through profit
and loss (FVTPL)
A financial liability is classified as at FVTPL if it is
classified as held for trading, or it is a derivative
or it is designated as such as initial recognition.
Financial liabilities at FVTPL are measured at fair
value and net gains and losses, including any
interest expense, are recognised in the Statement
of Profit and loss. Other financial liabilities are
subsequently measured at amortised cost using
the effective interest method. Interest expense is
recognised in the Statement of Profit and loss.
De-recognition
A financial liability is derecognised when the
obligation under the liability is discharged or
cancelled or expires. When an existing financial
liability is replaced by another from the same
lender on substantially different terms or the terms
of an existing liability are substantially modified,
such an exchange or modification is treated as
the de-recognition of the original liability and the
recognition of a new liability. The difference in the
respective carrying amounts is recognised in the
statement of profit and loss.
(iii) Offsetting of financial instruments
Financial assets and financial liabilities are offset
and the net amount is reported in the balance
sheet if there is a currently enforceable legal right
to offset the recognised amounts and there is an
intention to settle on a net basis, to realise the
assets and settle the liabilities simultaneously.
NOTES
to consolidated financial statements for the year ended March 31, 2024
280
PEARL GLOBAL INDUSTRIES LIMITED
(iv) Derivative financial instruments
Till March 31, 2019, the forward currency
contracts were used to hedge foreign currency
risks. Such derivative financial instruments are
initially recognised at fair value on the date on
which a derivative contract is entered into and are
subsequently remeasured at fair value. Derivatives
are carried as financial assets when the fair value
is positive and as financial liabilities when the fair
value is negative. Any gains or losses arising from
changes in the fair value of derivatives are taken
directly to statement of profit and loss.
(v) Hedge Accounting
With effect from April 2019, the group adopted
Hedge Accounting. The derivatives that are
designated as hedging instrument under Ind
AS 109 to mitigate risk arising out of foreign
currency transactions are accounted for as cash
flow hedges. The Group enters into hedging
instruments in accordance with policies as
approved by the Board of Directors with written
principles which is consistent with the risk
management strategy of the Group.
The hedge instruments are designated and
documented as hedges at the inception of the
contract. The effectiveness of hedge instruments
is assessed and measured at inception and on an
ongoing basis.
When a derivative is designated as a cash flow
hedging instrument, the effective portion of
changes in the fair value of the derivative is
recognised in OCI, e.g., cash flow hedging reserve
and accumulated in the cash flow hedging
reserve. Any ineffective portion of changes in
the fair value of the derivative is recognised
immediately in the statement of profit and loss.
The amount accumulated is retained in cash flow
hedge reserve and reclassified to profit or loss
in the same period or periods during which the
hedged item affects the statement of profit and
loss.
If the hedging instrument no longer meets
the criteria for hedge accounting, then hedge
accounting is discontinued prospectively. If the
hedging instrument is terminated or exercised prior
to its maturity/ contractual term, the cumulative
gain or loss on the hedging instrument recognised
in cash flow hedging reserve till the period the
hedge was effective remains in cash flow hedging
reserve until the forecasted transaction occurs.
The cumulative gain or loss previously recognised
in the cash flow hedging reserve is reclassified
to the Statement of Profit and Loss upon the
occurrence of the related forecasted transaction.
If the forecasted transaction is no longer expected
to occur, then the amount accumulated in cash
flow hedging reserve is reclassified immediately
in the statement of profit and loss.
o)
Impairment of financial assets
The Group measures the expected credit loss
associated with its assets based on historical trend,
industry practices and the business environment in
which the entity operates or any other appropriate
basis. The impairment methodology applied depends
on whether there has been a significant increases in
credit risk. Expected credit loss is the weighted average
of the difference between all contractual cash flows that
are due to the Group in accordance with the contracts
and all the cash flows that the Group expects to receive,
discounted at original effective interest rate with the
respective risk of defaults occurring as the weights.
p)
Impairment of non-financial assets
The carrying amounts of the Group’s non-financial
assets, other than deferred tax assets, are reviewed at the
end of each reporting period to determine whether there
is any indication of impairment. If any such indication
exists, then the asset’s recoverable amount is estimated.
The recoverable amount of an asset or cash-generating
unit (‘CGU’) is the greater of its value in use or its fair
value less costs to sell. In assessing value in use, the
estimated future cash flows are discounted to their
present value using a pre-tax discount rate that reflects
current market assessments of the time value of
money and the risks specific to the asset or CGU. For
the purpose of impairment testing, assets that cannot
be tested individually are grouped together into the
smallest group of assets that generates cash inflows
from continuing use that are largely independent of the
cash inflows of other assets or groups of assets (‘CGU’).
An impairment loss is recognised, if the carrying
amount of an asset or its CGU exceeds its estimated
recoverable amount and is recognised in statement of
profit and loss.
Impairment losses recognised in prior periods are
assessed at end of each reporting period for any
indications that the loss has decreased or no longer
NOTES
to consolidated financial statements for the year ended March 31, 2024
281
ANNUAL REPORT 2023-24
exists. An impairment loss is reversed if there has
been a change in the estimates used to determine the
recoverable amount. An impairment loss is reversed
only to the extent that the asset’s carrying amount
does not exceed the carrying amount that would have
been determined, net of depreciation or amortisation, if
no impairment loss had been recognised.
q)
Fair value measurement
Fair value is the price that would be received to sell
an asset or paid to transfer a liability in an orderly
transaction between market participants at the
measurement date. The fair value measurement is
based on the presumption that the transaction to sell
the asset or transfer the liability takes place either:
(a) In the principal market for the asset or liability, or
(b) In the absence of a principal market, in the most
advantageous market for the asset or liability.
A fair value measurement of a non-financial asset
takes into account a market participant’s ability to
generate economic benefits by using the asset in its
highest and best use or by selling it to another market
participant that would use the asset in its highest and
best use.
The Group uses valuation techniques that are
appropriate in the circumstances and for which
sufficient data are available to measure fair value,
maximising the use of relevant observable inputs and
minimising the use of unobservable inputs.
All assets and liabilities for which fair value is measured
or disclosed in the financial statements are categorised
within the fair value hierarchy, described as follows,
based on the lowest level input that is significant to the
fair value measurement as a whole:
Level 1 - Quoted (unadjusted) market prices in active
markets for identical assets or liabilities
Level 2 - Valuation techniques for which the lowest level
input that is significant to the fair value measurement
is directly or indirectly observable
Level 3 - Valuation techniques for which the lowest level
input that is significant to the fair value measurement
is unobservable
For assets and liabilities that are recognised in the
financial statements on a recurring basis, the Group
determines whether transfers have occurred between
levels in the hierarchy by re-assessing categorisation
(based on the lowest level input that is significant to
the fair value measurement as a whole) at the end of
each reporting period.
r)
Taxes
Current income tax
Current income tax assets and liabilities are measured
at the amount expected to be recovered from or paid
to the taxation authorities. The tax rates and tax laws
used to compute the amount are those that are enacted
or substantively enacted, at the reporting date.
Current income tax relating to items recognised outside
profit or loss is recognised outside profit or loss (either
in other comprehensive income (OCI) or in equity).
Current tax items are recognised in correlation to the
underlying transaction either in OCI or directly in equity.
Management periodically evaluates positions taken
in the tax returns with respect to situations in which
applicable tax regulations are subject to interpretation
and establishes provisions where appropriate.
Current tax assets are offset against current tax
liabilities if, and only if, a legally enforceable right exists
to set off the recognised amounts and there is an
intention either to settle on a net basis, or to realise the
asset and settle the liability simultaneously.
Deferred tax
Deferred tax assets and liabilities are measured at the
tax rates that are expected to apply in the year when
the asset is realised or the liability is settled, based
on tax rates (and tax laws) that have been enacted or
substantively enacted at the reporting date.
Deferred tax assets are recognised for all deductible
temporary differences, the carry forward of unused
tax credits and any unused tax losses. Deferred tax
assets are recognised to the extent that it is probable
that taxable profit will be available against which
the deductible temporary differences, and the carry
forward of unused tax credits and unused tax losses
can be utilised.
Deferred tax assets and liabilities are measured at the
tax rates that are expected to apply to the period when
the asset is realised or the liability is settled, based
on tax rates (and tax laws) that have been enacted or
substantively enacted at the balance sheet date. Tax
relating to items recognised directly in equity/other
comprehensive income is recognised in respective
head and not in the statement of profit & loss.
The carrying amount of deferred tax assets is reviewed
at each balance sheet date and is adjusted to the extent
that it is no longer probable that sufficient taxable profit
will be available to allow all or part of the asset to be
recovered.
NOTES
to consolidated financial statements for the year ended March 31, 2024
282
PEARL GLOBAL INDUSTRIES LIMITED
Deferred tax assets and deferred tax liabilities are offset
if a legally enforceable right exists to set off current tax
assets against current tax liabilities and the deferred
taxes relate to the same taxable entity and the same
taxation authority.
Deferred tax relating to items recognised outside profit
or loss is recognised outside profit or loss (either in
other comprehensive income or in equity).
s)
Cash and cash equivalents
Cash and cash equivalent in the balance sheet comprise
cash at banks and on hand and short-term deposits
with an original maturity of three months or less, which
are subject to an insignificant risk of changes in value
For the purpose of the statement of cash flows, cash
and cash equivalents consist of cash balance on hand,
cash balance at banks and short-term deposits, as
defined above, net of outstanding bank overdrafts as
they are considered an integral part of the Group’s cash
management.
t)
Statement of Cash flows
The statement of cash flows have been prepared under
indirect method, whereby profit or loss is adjusted for
the effects of transactions of a non-cash nature, any
deferrals or accruals of past or future operating cash
receipts or payments and items of income or expense
associated with investing or financing cash flows.
u)
Earnings per share (EPS)
In determining earnings per share, the group considers
the net profit after tax and includes the post tax effect
of any extraordinary items.
Basic EPS amounts are calculated by dividing the
profit for the year attributable to the shareholders of
the group by the weighted average number of equity
shares outstanding as at the end of reporting period.
Diluted EPS amounts are calculated by dividing the
profit attributable to the shareholders of the group
by the weighted average number of equity shares
outstanding during the year plus the weighted average
number of Equity shares that would be issued on
conversion of all the dilutive potential equity shares
into equity shares.
Dilutive potential equity shares are deemed converted
as of the beginning of the period, unless they have been
issued at a later date. A transaction is considered to
be antidilutive if its effect is to increase the amount of
EPS, either by lowering the share count or increase the
earnings.
v)
Government grants
Grants from the government are recognised at their
fair value where there is reasonable assurance that the
grant will be received and the group will comply with all
attached conditions.
Government grants relating to the purchase of
property, plant and equipment are included in non-
current liabilities as deferred income and are credited
to Profit and Loss on a straight - line basis over the
expected lives of related assets and presented within
other income.
w)
Contingent liabilities and contingent assets
A contingent liability exists when there is a possible
but not probable obligation, or a present obligation
that may, but probably will not, require an outflow of
resources, or a present obligation whose amount
cannot be estimated reliably. Contingent liabilities
do not warrant provisions, but are disclosed unless
the possibility of outflow of resources is remote.
Contingent assets are neither recognised nor disclosed
in the financial statements. However, contingent assets
are assessed continually and if it is virtually certain that
an inflow of economic benefits will arise, the asset and
related income are recognised in the period in which
the change occurs.
x)
Research & development costs
Research and development costs that are in nature
of tangible assets and are expected to generate
probable future economic benefits are capitalised as
tangible assets. Revenue expenditure on research and
development is charged to the statement of profit and
loss in the year in which it is incurred.
y)
Exceptional items
When items of income and expense within statement
of profit and loss from ordinary activities are of such
size, nature or incidence that their disclosure is relevant
to explain the performance of the group for the period,
the nature and amount of such material items are
disclosed separately as exceptional items.
NOTES
to consolidated financial statements for the year ended March 31, 2024
283
ANNUAL REPORT 2023-24
4.
PROPERTY, PLANT AND EQUIPMENT
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Land-
freehold
Land-
leasehold
Buildings
Leasehold
Improvements
Plant and
Equipment
Furniture
and
Fixtures
Vehicles
Total
Gross carrying amount
As at April 01, 2022
2,701.20
711.25
7,945.01
2,031.04 23,783.25 2,573.87 1,372.34 41,118.00
Add: Additions made during the year
177.46
-
40.88
1,198.93
2,646.66
358.64
370.78
4,793.35
Add: Business Combination
1,115.73
-
1,818.62
-
1,364.49
62.72
31.24
4,392.80
(Less): Disposals during the year
(113.24)
-
(103.10)
(58.30)
(609.83)
-
(244.19)
(1,128.66)
(Less)/Add: Adjustments during the year
(1.87)
-
153.43
(130.51)
779.42
30.53
34.13
865.12
As at March 31, 2023
3,879.27
711.25
9,854.84
3,041.16 27,963.99 3,025.76 1,564.30 50,040.60
Add: Additions made during the year
-
-
3,143.61
637.61
6,831.17
459.92
394.99
11,467.30
Add: Business Combination
-
-
505.74
50.33
341.71
162.39
-
1,060.17
(Less): Disposals during the year
64.96
-
(45.38)
-
(799.61)
-
(149.42)
(929.45)
(Less)/Add: Adjustments during the year
(24.22)
-
694.43
(709.49)
(451.16)
(41.87)
11.73
(520.58)
As at March 31, 2024
3,920.01
711.25 14,153.24
3,019.61 33,886.10 3,606.20 1,821.60 61,118.04
Accumulated depreciation
As at April 01, 2022
-
11.15
1,815.13
734.20 10,928.42 1,069.26
744.40 15,302.55
Add: Depreciation charge for the year
-
8.19
352.31
273.17
2,111.68
264.51
167.03
3,176.89
Add: Business Combination
-
-
448.14
-
783.21
20.06
20.72
1,272.13
(Less): Disposals during the year
-
-
(31.48)
(4.41)
(568.62)
-
(184.72)
(789.23)
(Less)/Add: Adjustments during the year
-
-
242.47
23.44
1,804.68
146.01
39.07
2,255.66
As at March 31, 2023
-
19.34
2,826.56
1,026.40 15,059.38 1,499.84
786.50 21,218.01
Add: Depreciation charge for the year
-
8.20
678.69
289.20
2,386.84
296.87
164.97
3,824.77
Add: Business Combination
-
-
19.43
4.11
29.56
12.47
-
65.57
(Less): Disposals during the year
-
-
(6.38)
-
(208.46)
-
(64.36)
(279.20)
(Less)/Add: Adjustments during the year
-
-
(90.93)
(2.12)
(508.68)
(19.16)
(8.92)
(629.81)
As at March 31, 2024
-
27.54
3,427.38
1,317.58 16,758.63 1,790.02
878.19 24,199.34
Net Carrying Amount
As at March 31, 2024
3,920.01
683.71 10,725.87
1,702.01
17,127.46
1,816.18
943.40 36,918.69
As at March 31, 2023
3,879.27
691.91
7,028.28
2,014.76
12,904.61
1,525.92
777.80 28,822.60
a)
For Information on Property, plant and equipment pledged as security by the Group refer Note 21 & 22.
b)
The above property, plant and equipment includes certain assets given on lease, details are as under:
Particulars
Plant and
Equipment
Furniture and
Fixtures
Total
As at March 31, 2024
Gross carrying amount
27.77
21.22
48.99
Accumulated depreciation
(22.09)
(19.71)
(41.80)
Net carrying amount
5.68
1.51
7.19
As at March 31, 2023
Gross carrying amount
27.77
21.22
48.99
Accumulated depreciation
(22.09)
(19.68)
(41.77)
Net carrying amount
5.68
1.54
7.22
NOTES
to consolidated financial statements for the year ended March 31, 2024
284
PEARL GLOBAL INDUSTRIES LIMITED
5.
CAPITAL WORK IN PROGRESS
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance at the beginning of the year
3,312.61
1,521.50
Add: Addition made during the year
4,788.45
2,933.13
Less: (Disposals)/adjustments during the year
(4,613.16)
(1,142.02)
Balance at the end of the year
3,487.90
3,312.61
a)
Breakup of Capital Work in Progress is as follows:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Building
1,740.39
3,234.68
Plant and Machinery
1,706.17
76.94
Furniture and Fittings
24.44
0.99
Other Expenses
16.90
-
3,487.90
3,312.61
b) (i) Ageing schedule of CWIP as at March 31, 2024
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Amount in CWIP for a period of
Total
Less than
1 year
1-2 years
2-3 years
More than
3 years
Projects in progress
3,486.74
1.16
-
-
3,487.90
Projects temporarily suspended
-
-
-
-
-
b) (ii) Ageing schedule of CWIP as at March 31, 2023
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Amount in CWIP for a period of
Total
Less than
1 year
1-2 years
2-3 years
More than
3 years
Projects in progress
2,085.47
544.79
70.47
593.60
3,294.34
Projects temporarily suspended
18.27
-
-
-
18.27
c)
There are no capital work in progress as at March 31, 2024 and March 31, 2023 whose completion is overdue or has
exceeded its cost as compared to original plan except CWIP relating to PGIL(HK) as mentioned below:
Completion schedule of CWIP as at March 31, 2024
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Amount in CWIP for a period of
Total
Less than
1 year
1-2 years
2-3 years
More than
3 years
Projects in progress
Project 1 - PG(HK)
-
-
-
-
-
NOTES
to consolidated financial statements for the year ended March 31, 2024
285
ANNUAL REPORT 2023-24
Completion schedule of CWIP as at March 31, 2023
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Amount in CWIP for a period of
Total
Less than
1 year
1-2 years
2-3 years
More than
3 years
Projects in progress
Project 1 - PG(HK)
233.11
-
-
-
233.11
d)
During the year interest expense amounting to ` 16.90 Lakhs relating to capital expenditure has been transferred to capital
work in progress. (March 31, 2023: Nil)
6.
INVESTMENT PROPERTIES
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Land freehold
Building
Total
Gross carrying amount
As at April 01, 2022
1,875.70
4,482.09
6,357.79
Add: Additions made during the year
24.71
-
24.71
(Less): Disposals /adjustments during the year
-
(153.87)
(153.87)
As at March 31, 2023
1,900.41
4,328.22
6,228.63
Add: Additions made during the year
45.77
-
45.77
(Less): Disposals /adjustments during the year
(64.97)
-
(64.97)
As at March 31, 2024
1,881.21
4,328.22
6,209.43
Accumulated depreciation
As at April 01, 2022
-
453.30
453.30
Add: Depreciation charge for the year
-
79.56
79.56
(Less): Disposals /adjustments during the year
-
(40.28)
(40.28)
As at March 31, 2023
-
492.58
492.58
Add: Depreciation charge for the year
-
73.81
73.81
(Less): Disposals /adjustments during the year
-
-
-
As at March 31, 2024
-
566.39
566.39
Net Carrying Amount
As at March 31, 2024
1,881.21
3,761.83
5,643.04
As at March 31, 2023
1,900.41
3,835.64
5,736.05
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
(a) Amounts recognised in statement of profit and loss for investment
properties
Rental Income
728.92
774.49
Less: Direct operating expenses of property that generated rental income
(62.05)
(69.17)
Income arising from Investment properties before charging depreciation
666.87
705.33
Less : Depreciation & amortisation
(73.81)
(79.56)
Income from Investment properties (net)
593.06
625.77
(b) Fair value of investment properties
Estimation of fair value
12,187.78
11,560.52
The fair valuation is based on current prices in the active market for similar properties. The main inputs used are quantum,
area, location, demand, restrictive entry to the complex, age of building and trend of fair market rent. This valuation is based on
valuations performed by an accredited independent valuer. Fair valuation is based on replacement cost method. The fair value
measurement is categorised in level 2 fair value hierarchy.
NOTES
to consolidated financial statements for the year ended March 31, 2024
286
PEARL GLOBAL INDUSTRIES LIMITED
7.
GOODWILL
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Goodwill on acquisition of subsidiaries
1,924.67
1,800.78
Add: Additions during the year (Refer note 52(a))
242.30
-
Add/(Less): Foreign Exchange Fluctuation
22.23
123.89
2,189.20
1,924.67
8.
OTHER INTANGIBLE ASSETS
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Computer
Software
Total
Gross carrying amount
As at April 01, 2022
322.84
322.84
Add: Additions during the year
139.61
139.61
(Less): Disposals /adjustments during the year
(18.30)
(18.30)
As at March 31, 2023
444.15
444.15
Add: Additions during the year
110.85
110.85
Add: Business Combination
-
-
(Less): Disposals during the year
(10.32)
(10.32)
(Less)/ Add : Adjustments during the year
176.71
176.71
As at March 31, 2024
721.39
721.39
Amortisation and impairment
As at April 01, 2022
250.77
250.77
Add: Amortisation charge for the year
37.61
37.61
(Less): Disposals /adjustments during the year
(0.44)
(0.44)
As at March 31, 2023
287.94
287.94
Add: Amortisation charge for the year
60.37
60.37
(Less): Disposals during the year
(8.73)
(8.73)
(Less)/ Add : Adjustments during the year
149.61
149.61
As at March 31, 2024
489.19
489.19
Net Carrying Amount
As at March 31, 2024
232.20
232.20
As at March 31, 2023
156.19
156.19
9.
INVESTMENTS
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
(I) Non Current Investment
A. Equity Instruments
At Fair value through profit and loss
(Quoted)
PDS Limited Nil, equity shares of ` 2 each fully paid up (March 31, 2023 : 250000,
of ` 10 each fully paid up)
-
830.37
Total
-
830.37
NOTES
to consolidated financial statements for the year ended March 31, 2024
287
ANNUAL REPORT 2023-24
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
B. Investments Others
At Fair value through other comprehensive income
Investment in Debt Instruments - (Unquoted)
696.95
915.47
Investment in equity shares-(Quoted)
-
1,222.93
Investment in key man insurance policy (Refer 'a' below)
2,299.23
2,444.70
2,996.18
4,583.10
C. Investments in Government securities - (Unquoted)
At Amortised cost
Investments in Government securities
Gold Sovereign Bond- 15 units of 1 gram each (March 31, 2023: 22 units of 2
gram each and 15 units of 1 gram each) issued by Reserve Bank of India
0.47
1.63
0.47
1.63
Total (A + B + C )
2,996.65
5,415.10
(II) Current Investment
A. Investments in mutual funds - (Quoted)
At Fair value through profit and loss
ICICI Prudential Short Term Fund DP Growth
-
291.45
Nil units (March 31, 2023: 536068.057 units) Face Value of ` 10 per unit
IDFC Banking and PSU debt fund direct plan - growth
-
270.71
Nil units (March 31, 2023: 1267806.9250 units) of Face Value of ` 10 per unit
-
562.16
Aggregate book value of quoted investments
-
2,615.46
Aggregate market value of quoted investments
-
2,615.46
Aggregate value of unquoted investments
2,996.65
3,361.80
Aggregate amount of impairment in value of unquoted investments
-
-
Aggregate value of unquoted investments (net of impairment)
2,996.65
3,361.80
a)
The amount invested in key man insurance policy by Pearl Global (HK) Limited has been pledged to bank to secure banking
facilities by the said subsidiary.
b)
The number of units and number of shares in note above represents absolute numbers.
10. LOANS
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Non - Current
Current
As at
March 31, 2024
As at
March 31, 2023
As at
March 31, 2024
As at
March 31, 2023
(Unsecured, considered good unless
otherwise stated)
Loans to employees
8.85
11.60
99.92
80.25
Loans to related parties (Refer note no. 47)
-
-
-
100.00
Loans to others
-
15.56
2,164.40
2,357.75
Loans receivable from others - credit
impaired
-
-
23.58
31.54
Less: Loss Allowance
-
-
(23.58)
(31.54)
8.85
27.16
2,264.32
2,538.00
NOTES
to consolidated financial statements for the year ended March 31, 2024
288
PEARL GLOBAL INDUSTRIES LIMITED
a)
The group has no loans which have significant increase in credit risk and loans which are credit impaired. (Refer Note No. 44)
b)
Details of Loans or Advances granted to promoters, directors, KMPs and the related parties :
(All amounts are in ` Lakhs, unless otherwise stated)
Type of Borrower
As at March 31, 2024
As at March 31, 2023
Amount of Loan
or Advance in
the nature of loan
outstanding
Percentage to
Total Loan and
Advances in the
nature of Loan
Amount of Loan
or Advance in
the nature of loan
outstanding
Percentage to
Total Loan and
Advances in the
nature of Loan
Director
-
-
50.00
50.00%
KMP
-
-
50.00
50.00%
Related Parties
-
-
-
-
Note : Loans given to Director and KMP in F.Y 2022-23 which has been received back during the year the interest rate
was higher than the prevailing yield of Government security closest to the tenor of the loan. The loan facilities are made
available by the company to all of its employees.
11. OTHER FINANCIAL ASSETS
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Non - Current
Current
As at
March 31, 2024
As at
March 31, 2023
As at
March 31, 2024
As at
March 31, 2023
(Unsecured, considered good unless
otherwise stated)
Security deposits
1,328.62
756.15
960.55
692.31
Interest accrued but not due on
- Term deposits
1.93
9.12
87.08
106.17
- Loan to related parties
-
-
-
3.51
Deposits with original maturity of more
than 12 months (Refer note 18)
84.59
43.98
-
-
Other receivable (Refer note (a) below)
-
-
8.43
13.46
1,415.14
809.25
1,056.06
815.43
Note:
a)
Other receivables of ` 8.43 Lakhs represents amount receivable from bank on hedged instruments ` 5.87 Lakhs and
Insurance claim receivables ` 2.56 Lakhs (March 31, 2023 : ` 13.46 Lakhs claim receivables from vendors)
12. INCOME TAX
The major components of income tax expense for the years ended March 31, 2024 and March 31, 2023 are:
a)
Income Tax recognised in Statement of Profit and Loss
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Tax Expense:
a)
Current tax
2,553.62
2,407.75
b)
Adjustments in respect of current income tax of previous year
(42.48)
5.24
c)
Deferred tax
(217.53)
(127.29)
Income tax expense reported in the statement of profit or loss
2,293.61
2,285.70
NOTES
to consolidated financial statements for the year ended March 31, 2024
289
ANNUAL REPORT 2023-24
b) Income Tax recognised in Other Comprehensive Income
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Net loss/(gain) on remeasurements of defined benefit plans
(26.87)
(0.53)
Income tax on items that will be reclassified subsequently to statement of
profit and loss
(46.38)
149.87
Income tax charged to OCI
(73.25)
149.34
c)
Net Deferred Tax Asset/(Liability)
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Recognised DTA- Pearl Global Industries Limited
163.65
71.95
Recognised DTA- Pearl Global (HK) Limited
31.52
66.54
Nop Knit Industries Limited
58.35
-
Total Deferred Tax Assets
253.52
138.49
Recognised DTL- Pearl Global (HK) Limited
48.51
60.02
Total Deferred Tax Liabilities
48.51
60.02
d) Reconciliation of Effective tax Rate and item wise movement of deferred tax
Since the Holding Company and its subsidiaries operates in different tax jurisdictions and has different tax laws, refer
standalone financial statements of holding company and subsidiaries as at reporting date for effective tax reconciliation
and item wise movement of deferred tax.
e)
The Group offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current tax assets and
current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax
authority.
13. NON CURRENT TAX ASSET
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Advance income tax
553.10
2,048.00
(Net of provision of ` 2,186.53 Lakhs (March 31, 2023 : ` 3,083.74 Lakhs)
553.10
2,048.00
14. OTHER ASSETS
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Non - Current
Current
As at
March 31, 2024
As at
March 31, 2023
As at
March 31, 2024
As at
March 31, 2023
(Unsecured, considered good, unless
otherwise stated)
Capital advances (Refer note no. 46(b) for
capital commitments)
245.55
106.77
-
-
Balance with government authorities
-
-
2,845.66
2,585.63
Balance with government authorities -
considered doubtful
22.74
22.74
-
-
Less: Loss allowance
(22.74)
(22.74)
-
-
Deferred Assets- Security Deposit
0.26
-
0.78
10.26
NOTES
to consolidated financial statements for the year ended March 31, 2024
290
PEARL GLOBAL INDUSTRIES LIMITED
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Non - Current
Current
As at
March 31, 2024
As at
March 31, 2023
As at
March 31, 2024
As at
March 31, 2023
Prepaid expenses
534.87
56.84
787.15
1,040.05
Export incentive receivable
-
-
3,206.89
3,193.86
Advances to suppliers - considered good
-
-
3,868.20
3,166.57
Advances to suppliers - considered doubtful
239.75
12.19
Less : Provision for doubtful advances
(239.75)
(12.19)
Other receivables - considered good
(Refer note (a) below)
-
-
406.03
492.65
Other receivables - considered doubtful
(Refer note (b) below)
2,639.50
2,639.50
Less: Loss allowance
-
-
(2,639.50)
(2,639.50)
780.68
163.61
11,114.71
10,489.02
a)
Other receivables considered good of ` 406.03 Lakhs (March 31, 2023: ` 492.65 Lakhs) includes amount recoverable
from employee gratuity trust, rent receivable and GST input credit which is not reflected in GST portal as on balance sheet
date.
b)
Other Receivables considered doubtful of ` 2639.50 Lakhs (March 31, 2023 ` 2639.50 Lakhs) includes enhanced
compensation of ` 2,335.15 Lakhs receivable by the Company from National Highways Authority of India pursuant to land
acquisition by the Central Government under National Highways Act, 1956 (Refer note 37). Also, it includes expenditure
recoverable from Jharkhand State Livelihood Promotion Society (Ministry of Rural Development) regarding Project cost
component for skilling candidates in state of Jharkhand of ` 304.35 Lakhs (March 31, 2023 : ` 304.35 Lakhs)
15. INVENTORIES
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Raw materials
21,919.09
24,473.89
Good in transit- raw material
1,405.86
1,190.20
Work in progress
17,214.05
15,980.33
Finished goods
9,187.22
9,327.43
Scrap Stock
49.45
48.81
Stores spares & others
557.53
409.46
50,333.20
51,430.12
Less: Provision on inventories (Finished Goods)
(60.08)
(100.43)
50,273.12
51,329.69
a)
Refer note 22 for information on above assets being pledged as security by the Group.
16. TRADE RECEIVABLES
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Considered good - secured
-
-
Considered good - unsecured
26,535.45
20,936.17
Trade receivables which have significant increase in credit risk
-
-
Trade receivables - credit impaired
4.07
4.30
Less: Loss allowance
(4.07)
(4.30)
26,535.45
20,936.17
NOTES
to consolidated financial statements for the year ended March 31, 2024
291
ANNUAL REPORT 2023-24
a)
Trade receivables ageing schedule as at March 31, 2024
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Outstanding for following periods from due date of payment
Total
Not due Less than
6 months
6 months
-1 year
1-2
years
2-3
years
More than
3 years
(i)
Undisputed
Trade
receivables
-
considered good
25,505.86
1,013.15
7.24
9.20
-
-
26,535.45
(ii) Undisputed Trade Receivables - which
have significant increase in credit risk
-
-
-
-
-
-
-
(iii) Undisputed Trade Receivables - credit
impaired
-
-
-
-
-
-
-
(iv) Dispute Trade Receivables considered
good
-
-
-
-
-
-
-
(v) Disputed Trade Receivables which have
significant increase in credit risk
-
-
-
-
-
-
-
(vi) Disputed Trade Receivables - credit
impaired
-
4.07
-
-
-
-
4.07
Less: Allowances for expected credit loss
-
(4.07)
-
-
-
-
(4.07)
Net Trade receivables
25,505.86 1,013.15 7.24
9.20
-
-
26,535.45
Trade receivables ageing schedule as at March 31, 2023
Particulars
Outstanding for following periods from due date of payment
Total
Not due Less than
6 months
6 months
-1 year
1-2
years
2-3
years
More than
3 years
(i)
Undisputed Trade receivables –
considered good
20,110.93
785.35
26.58
11.40
1.92
-
20,936.17
(ii) Undisputed Trade Receivables –
which have significant increase in
credit risk
-
-
-
-
-
-
-
(iii) Undisputed Trade Receivables –
credit impaired
-
-
-
-
-
-
-
(iv) Dispute
Trade
Receivables
considered good
-
-
-
-
-
-
-
(v) Disputed Trade Receivables which
have significant increase in credit risk
-
-
-
-
-
-
-
(vi) Disputed Trade Receivables – credit
impaired
0.16
4.04
0.10
-
-
-
4.30
Less: Allowances for expected credit loss
(0.16)
(4.04)
(0.10)
-
-
-
(4.30)
Net Trade receivables
20,110.93
785.35
26.58
11.40
1.92
- 20,936.17
b) The movement in allowance for bad and doubtful debts is as follows:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance as at beginning of the year
4.30
756.25
Loss Allowance during the year
-
-
Trade receivables written off / written back during the year
(0.23)
(751.95)
Balance as at the end of the year
4.07
4.30
c)
Trade receivables are generally on terms of 30 - 90 days (March 31, 2023: 30-90 days).
d)
The Group exposure to credit and currency risk, and loss allowances related to trade receivables are disclosed in note 44.
e)
For information on trade receivables pledged as security, Refer note no. 21 & 22.
f)
No trade or other receivables are due from directors or other officers of the Group either severally or jointly with any
other persons.
NOTES
to consolidated financial statements for the year ended March 31, 2024
292
PEARL GLOBAL INDUSTRIES LIMITED
17. CASH AND CASH EQUIVALENTS
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balances with banks:
- Current account
18,278.53
17,575.11
- Deposits with original maturity of less than 3 months
14,199.25
7,264.89
Cash on hand
192.32
60.31
Cheque/drafts on hand
125.19
714.19
Total
32,795.29
25,614.50
a)
For the purpose of the statement of cash flow, the cash and cash equivalent are same given above.
18. BANK BALANCES OTHER THAN CASH & CASH EQUIVALENTS
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Earmarked balances with banks
Unpaid dividend account
34.59
28.09
Deposits with original maturity of more than 3 months but less than 12 months
(Refer note 'a' below)
3,794.96
3,804.14
Deposits with original maturity of more than 12 months (Refer note 'a' below)
110.03
43.98
3,939.58
3,876.21
Less: Amount disclosed under "other financial assets" (Refer Note No. 11)
(84.59)
(43.98)
3,854.99
3,832.23
a)
Refer note 21 & 22 for information on above assets being pledged as security by the Group.
b)
The bank has created as lien/charge on any amount kept by the borrower time to time with the bank as term deposit and
other deposit maximum upto ` 1810.36 Lakhs for Letter of credit issued and working capital for the Group ( March 31,
2023: 843.41 Lakhs).
19. SHARE CAPITAL
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Authorised
102880000* equity shares of ` 5 each (March 31, 2023: 51440000* equity share
of ` 10 each )
5,144.00
5,144.00
10000* (March 31, 2023: 10000*) 4% Non Cumulative Redeemable Preference
Shares of ` 10 each
1.00
1.00
3256000* (March 31, 2023: 3256000*) 10.5% Non Cumulative Redeemable
Preference Shares of ` 100 each
3,256.00
3,256.00
8,401.00
8,401.00
Issued, subscribed and paid up
43583524* equity Shares of ` 5 each fully paid up (March 31, 2023: 21663937*
equity share of ` 10 each fully paid up)
2,179.18
2,166.39
2,179.18
2,166.39
* Number of Shares are given in absolute numbers.
NOTES
to consolidated financial statements for the year ended March 31, 2024
293
ANNUAL REPORT 2023-24
a)
Reconciliation of issued and subscribed share capital:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
No. of shares
Amount
Balance as at April 01, 2022
2,16,63,937
2,166.39
Changes during the year
-
-
Balance As at March 31, 2023
2,16,63,937
2,166.39
Changes during the year
Add: Adjustment for sub divison of equity shares (refer note (b) below)
2,16,63,937
-
Add: Issued during the year
2,55,650
12.79
Balance As at March 31, 2024
4,35,83,524
2,179.18
b) Terms/ rights attached to equity shares:
The Company has only one class of equity shares having a par value of ` 5 per share. Each holder of equity shares is entitled
to one vote per share. The Company declares and pays dividends in Indian rupees. The final dividend proposed by the Board
of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation
of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution
of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.
During the year prior to sub division of face value of shares , the holding company had declared and paid Interim dividend
of ` 5/- per share for 2022-23 and ` 17.5/- per share for 2023-24 for distribution to shareholders.
The Equity shares of the Company has undergone sub-division from the face value of ` 10 per equity share to ` 5 per equity
share i.e. 1 equity share to be split into 2 equity shares. The record date was fixed as January 05, 2024 and thereafter the
sub-division has become effective.
c)
Details of shareholders holding more than 5% shares
Name of Shareholder
As at March 31, 2024
As at March 31, 2023
No. of shares
(FV of ` 5 each)
Holding %
No. of shares
(FV of ` 10 each)
Holding %
Mrs. Payel Seth
88,27,270
20.25
44,13,635
20.37
Mr. Deepak Kumar Seth
57,24,290
13.13
28,62,145
13.21
Mr. Pulkit Seth
1,38,95,242
31.88
69,47,621
32.07
Mr. Sanjiv Dhireshbhai Shah
32,70,536
7.50
17,16,282
7.92
Total
3,17,17,338
72.76
1,59,39,683
73.57
d) Details of Promotor’s shareholding:
Name of Shareholder
As at March 31, 2024
As at March 31, 2023
% change during
the year
No. of shares
(FV of ` 5 each)
% of total
shares
No. of shares
(FV of ` 10 each)
% of total
shares
Mrs. Payel Seth
88,27,270
20.25
44,13,635
20.37
(0.12)
Mr. Deepak Kumar Seth
57,24,290
13.13
28,62,145
13.21
(0.08)
Mr. Pulkit Seth
1,38,95,242
31.88
69,47,621
32.07
(0.19)
Mrs. Shifalli Seth
4,02,956
0.92
2,01,478
0.93
(0.01)
Nim International
Commerce LLP
60
-
30
0.00
(0.00)
Total
2,88,49,818
66.18
1,44,24,909
66.58
Name of Shareholder
As at March 31, 2023
As at March 31, 2022
% change during
the year
No. of shares
(FV of ` 10 each)
Holding %
No. of shares
(FV of ` 10 each)
Holding %
Mrs. Payel Seth
44,13,635
20.37
44,13,635
20.37
-
Mr. Deepak Kumar Seth
28,62,145
13.21
28,62,145
13.21
-
NOTES
to consolidated financial statements for the year ended March 31, 2024
294
PEARL GLOBAL INDUSTRIES LIMITED
Name of Shareholder
As at March 31, 2023
As at March 31, 2022
% change during
the year
No. of shares
(FV of ` 10 each)
Holding %
No. of shares
(FV of ` 10 each)
Holding %
Mr. Pulkit Seth
69,47,621
32.07
69,47,621
32.07
-
Mrs. Shifalli Seth
2,01,478
0.93
2,01,478
0.93
-
Nim International
Commerce LLP
30
-
30
0.00
(0.00)
Total
1,44,24,909
66.58
1,44,24,909
66.58
20. OTHER EQUITY
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
General Reserve
4,204.36
4,204.36
Securities Premium
17,695.65
17,103.90
Capital Redemption Reserve
95.00
95.00
Amalgamation Reserve
625.95
625.95
Capital Reserve
(4,742.37)
506.98
Foreign Currency Translation Reserve
3,392.27
3,989.08
Change in investment through other comprehensive income
(408.35)
(292.88)
Retained Earnings
56,264.46
43,728.78
Share Based Payment reserve
899.19
259.51
Cash Flow Hedge Reserve (Net of tax of ` (1.87) Lakhs (March 31, 2023 : ` (48.25)
Lakhs)
(2.61)
(140.51)
78,023.55
70,080.17
I.
For Movement during the period in Other Equity, Refer Statement of Changes in Equity.
II.
Nature and purpose of reserves
a)
General reserve
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance as at beginning/ end of the year
4,204.36
4,204.36
The holding company has transfered a portion of the net profit of the holding company before declaring dividend to general
reserve pursuant to the earlier provisions of Companies Act, 1956. Mandatory transfer to general reserve is not required
under the Companies Act, 2013.
b) Securities Premium
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance as at beginning/ end of the year
17,695.65
17,103.90
The amount received in excess of face value of the equity shares is recognised in securities premium. The reserve will be
utilised in accordance with the provisions of the Companies Act, 2013. During the year, the Company has issued 255,650
equity shares on which security premium of ` 591.75 Lakhs has been recognised in books of account.
NOTES
to consolidated financial statements for the year ended March 31, 2024
295
ANNUAL REPORT 2023-24
c)
Capital Redemption Reserve
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance as at beginning/ end of the year
95.00
95.00
This Reserve has been created at the time of merger with other companies in earlier years in accordance with the provisions
of the Companies Act, 2013.
d) Amalgamation Reserve
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance as at beginning/ end of the year
625.95
625.95
This Reserve has been created at the time of amalgamation of other companies in earlier years in accordance with the
provisions of the Companies Act, 2013.
e)
Capital reserve
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance as at beginning/ end of the year
(4,742.37)
506.98
This Reserve pertains to gain on bargain purchase on subsidiary acquired during the year.
f)
Foreign currency translation reserve
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance as at beginning/ end of the year
3,392.27
3,989.08
The exchange differences arising from the translation of financial statements is recognised in other comprehensive income
and is presented within equity.
g) Retained earnings
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance as at beginning/ end of the year
56,264.46
43,728.78
Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends or
other distributions paid to shareholders. Out of the above, reserve on account of revaluation of assets of ` 407.15 (March
31, 2023: ` 404.77 Lakhs) is not available for distribution. During the year, the Company has paid dividend of ` 4,888.39
Lakhs, out of which ` 1,083.20 Lakhs pertains to 2022-23 .
h) Share Based Payment Reserve
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance as at beginning/ end of the year
899.19
259.51
The fair value of equity settled share based payment transactions with employees of the Company / subsidiary company
is recognised in share based payment reserve.
NOTES
to consolidated financial statements for the year ended March 31, 2024
296
PEARL GLOBAL INDUSTRIES LIMITED
i)
Cash Flow Hedge Reserve
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance as at beginning/ end of the year
(2.61)
(140.51)
This reserve represents the cumulative effective portion of gains or losses arising on changes in fair value of designated
portion of hedging instruments entered into for cash flow hedges. This reserve will be reclassified to statement of profit
and loss only when the hedged transaction affects the profit or loss.
j)
Change in investment through Other Comprehensive Income (OCI)
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Balance as at beginning/ end of the year
(408.35)
(292.88)
Change in investment through Other Comprehensive Income (OCI) represents fair valuation of investments of subsidiary
company routed through OCI.
21. LONG TERM BORROWINGS
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Non - Current
Current
As at
March 31, 2024
As at
March 31, 2023
As at
March 31, 2024
As at
March 31, 2023
From Banks (Secured)
- Term Loan*
9,467.43
8,617.94
4,649.86
4,131.76
- Vehicle Loans
70.01
61.48
57.25
46.44
From Financials Institutional (Secured)
- Vehicle Loans
-
-
-
-
From others - unsecured (Refer note "E"
below)
882.66
250.77
-
-
10,420.10
8,930.19
4,707.11
4,178.20
Less: Amount disclosed under other
financial liabilities as ‘Current maturities
of long-term borrowings’ (Refer note 22)
-
-
4,707.11
4,178.20
10,420.10
8,930.19
-
-
*includes loans which are carried at amortised cost.
A) Nature of Security in respect of Holding Company:
i)
Term Loan from Kotak Mahindra Bank is secured by Fixed Deposit of ` 20.00 Lakh. (March 31, 2023 : secured by lien
marked on investment in debt mutual fund and personal gurantee of Mr. Pulkit Seth (Promoter Director))
ii)
Term Loan Facility from IndusInd Bank is secured by Fixed Deposit of ` 83 Lakh (March 31, 2023: ` 83 Lakhs )
iii) Term loans from HDFC Bank are secured by charge over assets financed by term Loan, Immovable Properties of
the Company situated at (i) Plot No. 51, Sector 32, Gurgaon & (ii) Plot No. 446, Udyog Vihar, Phase IV, Gurgaon and
Personal Guarantee of Mr. Pulkit Seth (Promoter Director).
iv) Term loans from Canara Bank are secured by charge over assets financed by term loan, Land & building, Plant & Machinery
at Survey No. 30(P), 31(P), 32(P) & 262(P), Melavalam & Arryapakkam Village, Madurantakam Taluk, Kancheepuram
District, Tamil Nadu. and Personal Guarantee of Mr. Deepak Kumar Seth and Mr. Pulkit Seth (Promoter Director).
v)
Emergency credit line guaranteed scheme (ECLGS 2.0) & ECLGS 2.0 (Extension) facilities are secured by second
charge over securities provided for base credit facility, except personal guarantees.
vi) Vehicle Loans are secured by Hypothecation over the Vehicle financed by respective loan.
NOTES
to consolidated financial statements for the year ended March 31, 2024
297
ANNUAL REPORT 2023-24
B) Security in respect of Pearl Global (HK) Limited
i)
The bank borrowing facilities are secured by Group’s property, plant and equipment, inventories, trade receivables,
corporate guarantee of the holding company and a fellow subsidiary and director’s (Mr. Pulkit Seth) personal
guarantee.
C) Maturity Profile
Particulars
2024-25
2025-26
2026-27
Beyond
2026-27
Total
Term loan from Banks and Financial Institution are
repayable in monthly/quarterly/yearly installments
4,649.86
3,457.84
2,550.49
3,459.09
14,117.29
Vehicle loans from banks and financial institutions are
repayable in monthly installments
57.25
35.94
14.92
19.15
127.26
From others - unsecured
-
882.66
-
-
882.66
D) Vehicle loans are secured against hypothecation of respective vehicles.
E)
It represents loan from Non-Controlling shareholders which is unsecured, interest free and not expected to be repayable
within one year.
F)
The above loan(s) carries rate of interest ranging between 6.15% to 12.43% per annum (March 31, 2023 : Between 4.50%
to 10.85%)
22. SHORT TERM BORROWINGS
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Working capital loan from banks(secured)
- Rupee loan
29,200.13
31,730.04
Borrowings From Others-Current (Refer note (D) below)
187.58
-
Current maturities of long-term borrowings (Refer no. 21)
4,707.11
4,178.20
34,094.82
35,908.24
A. Securities for Working Capital Facilities under Consortium Arrangement of Holding Company:
i)
Primary Securities offered includes:
a)
First Pari-Passu Charge by way of hypothecation of the Borrower’s entire current assets, including but not
limited to stocks of raw materials, semi finished and finished goods, raw material, book debts and stock, loans
and advances etc.
b)
First Pari-Passu charge by way of hypothecation over the entire movable fixed assets belonging to the Borrower,
except any assets charged to any banks/financial institutions for securing the terms loans.
c)
Refer Note No. 21 for the terms and conditions, nature of security and maturity profile of the current maturities
of long-term borrowings (forming part of long term borrowings of the Company).
ii)
Collateral Securities offered includes:
a)
First pari passu charge over Immoveable properties of the Company situated at (i) Plot No. 16/17, Udyog Vihar,
Phase VI, Gurgaon, (ii) Plot No. 751, Pace City-II, Sector 37, Gurgaon & (iii) Survey No. 30(P), 31(P), 32(P) & 262(P),
Melavalam & Arryapakkam Village, Madurantakam Taluk, Kancheepuram District, Tamil Nadu.
b)
Principal amount of fixed deposits pledged amounting to ` 710.00 Lakhs(Closing balance as on March 31, 2024
` 747.43) (March 31, 2023: ` 710 Lakhs )
c)
Irrevocable and unconditional personal guarantee of Mr. Deepak Kumar Seth (Promoter Director) and Mr. Pulkit
Seth (Promoter Director).
NOTES
to consolidated financial statements for the year ended March 31, 2024
298
PEARL GLOBAL INDUSTRIES LIMITED
B. Securities for Working Capital Facilities by HDFC Bank (Adhoc Outside Consortium)
a)
Exclusive Charge over property situated at Plot No. 51, Sector 32, Gurgaon (Land & Building)
C. Security in respect of Pearl Global (HK) Limited,
i)
As at March 31, 2024, certain of the Company’s Inventories with a net carrying amount of approximately ` 7,149.03
(March 2023: ` 3,946.56) were pledged to secure banking facilities granted to the Company.
ii)
As at March 31, 2024, certain of the Company’s property, plant & equipment with a net carrying amount of approximately
` 2,615.53 (March 31, 2023: ` 5,721.59) were pledged to secure banking facilities granted to the Company.
iii) As at March 31, 2024, certain of the Company’s leasehold land with a net carrying amount of approximately ` 4,035.11
(March 31, 2023: ` 2,693.29) were pledged to secure banking facilities granted to the Company.
iv) As at March 31, 2024, certain of the Company’s trade receivable with a net carrying amount of approximately
` 3,818.35 (March 31, 2023: ` 3,864.34) were pledged to secure banking facilities granted to the Company.
D.
It represents loan from Non-Controlling shareholders of PGIL HK which is unsecured, interest free and expected to be
repayable within one year.
E.
Security in respect of Norp Knit Industries Limited,
- First Pari-Passu charge on movable fixed assets and whole of current assets including stocks of raw material, semi-
finished goods, finished goods, book debts, consumable stores and spares.
F.
For interest rate & liquidity risk related disclosures, (refer note 44).
23. OTHER FINANCIAL LIABILITIES
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Non - Current
Current
As at
March 31, 2024
As at
March 31, 2023
As at
March 31, 2024
As at
March 31, 2023
Security deposit
122.78
107.03
-
19.43
Book overdraft
-
-
215.17
-
Interest accrued but not due on borrowings
-
-
216.26
137.57
Unpaid dividends (Refer Note (b) below)
-
-
34.59
28.09
Creditors for capital goods
-
-
101.03
124.27
Creditors for capital goods-MSME
-
-
54.56
-
Financial Liabilities at Fair Value through
OCI - Cash Flow Hedge
-
-
6.74
303.62
Others (Refer Note (c) below)
1,651.91
339.59
-
782.10
1,774.69
446.62
628.35
1,395.08
Notes:
a)
The Group’s exposure to market and liquidity risk related to other financial liabilities is disclosed in note 44.
b)
There are no amounts due for payment to the Investor Education and Protection Fund under Section 125 of the Companies
Act, 2013 as at the year end ( March 31, 2023: Nil)
c)
Other payables under non current financial liabilities of ` 1651.91 represents payable for acquisition of non controlling
interest of Pearl Grass Creation Limited (March 31, 2023 : ` 339.59 Lakhs represents consideration payable to Non-
Controlling interest shareholders for acquisition of Step-down subsidiary “Alpha Clothing Limited”).
Other payable under current financial liabilities of ` Nil (March 31, 2023 : ` 782.10 Lakhs includes ` 425.14 Lakhs pertaining
to consideration payable to Non-Controlling interest shareholders for acquisition of Step-down subsidiary “Alpha Clothing
Limited”).
NOTES
to consolidated financial statements for the year ended March 31, 2024
299
ANNUAL REPORT 2023-24
24. PROVISIONS
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Non - Current
Current
As at
March 31, 2024
As at
March 31, 2023
As at
March 31, 2024
As at
March 31, 2023
Provision for employee benefits
Provision for compensated absences
569.49
400.02
438.13
19.26
Provision for gratuity (Refer to note 40)
2,936.30
2,355.57
225.64
82.47
Other employee benefits
-
131.05
-
39.24
3,505.79
2,886.64
663.77
140.97
25. OTHER LIABILITIES
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Non - Current
Current
As at
March 31, 2024
As at
March 31, 2023
As at
March 31, 2024
As at
March 31, 2023
Advance from customers
-
-
240.66
114.94
Deferred government grant
4.58
5.58
145.60
145.60
Deferred rental income
69.14
90.95
14.82
6.97
Statutory dues
-
-
1,511.84
1,383.14
Others
-
-
-
286.38
73.73
96.53
1,912.92
1,937.03
26. TRADE PAYABLES
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Total outstanding dues of micro and small enterprises
1,141.66
744.87
Total outstanding dues of creditors other than micro and small enterprises
47,503.01
38,423.82
48,644.67
39,168.69
a)
Trade Payables ageing schedule as at March 31, 2024:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Outstanding for following periods from due date of payment
Total
Unbilled
dues
Not due
Less than
1 year
1-2 years
2-3 years
More than
3 years
(i)
MSME
-
799.55
332.67
9.44
-
-
1,141.66
(ii) Others
4,350.54 24,685.93 18,231.34
219.11
14.17
1.92 47,503.01
(iii) Disputed dues — MSME
-
-
-
-
-
-
-
(iv) Disputed dues — Others
-
-
-
-
-
-
-
b) Trade Payables ageing schedule as at March 31, 2023:
Particulars
Outstanding for following periods from due date of payment
Total
Unbilled
dues
Not due
Less than
1 year
1-2 years
2-3 years
More than
3 years
(i)
MSME
-
742.65
2.22
-
-
-
744.87
(ii) Others
3,575.64 23,597.03 11,207.42
41.75
1.98
- 38,423.82
(iii) Disputed dues — MSME
-
-
-
-
-
-
-
(iv) Disputed dues — Others
-
-
-
-
-
-
-
NOTES
to consolidated financial statements for the year ended March 31, 2024
300
PEARL GLOBAL INDUSTRIES LIMITED
c)
Trade payable are non- interest bearing and are generally on a credit period of not more than 90 days except in case of
Micro & Small Enterprises (if any) which are settled within 45 days. However, in respect of Pearl Global (HK) Limited, trade
payables are normally settled within one year.
d)
For information of amount of trade payable to related parties, Refer note no. 47.
e)
The Group’s exposure to market and liquidity risk related to trade payables is disclosed in note 44.
27. LIABILITIES FOR CURRENT TAX (NET)
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Provision for income tax [Net of advance tax ` 2,285.57 Lakhs (March 31, 2023
` 1788.26 Lakhs)]
709.39
1,883.50
709.39
1,883.50
28. REVENUE FROM OPERATIONS
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Sale of Product
3,37,124.00
3,04,697.93
Job Receipts
902.85
354.40
Other Operating Revenues
5,588.26
10,788.59
3,43,615.11
3,15,840.92
a)
Performance obligation
Revenue is recognised upon transfer of control of products and customers.
During the year, the Group has not entered into long term contracts with customers and accordingly disclosure of
unsatisfied or remaining performance obligation (which is affected by several factors like changes in scope of Contracts,
periodic revalidations, adjustment for revenue that has not been materialised, tax laws etc.) is not applicable to the Group.
b) Disaggregation of revenue
The table below presents disaggregated revenues from contracts with customers on the basis of geographical spread of
the operations of the Group. The Group believes that this disaggregation best depicts how the nature, amount of revenues
and cash flows are affected by market and other economic factors:
(All amounts are in ` Lakhs, unless otherwise stated)
Revenue based on Geography
For the year ended
March 31, 2024
For the year ended
March 31, 2023
India
2,511.56
1,036.52
Outside India
3,41,103.55
3,14,804.40
3,43,615.11
3,15,840.92
c)
Reconciliation of revenue from operations with contracted price
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Contracted Price
3,44,226.96
3,18,682.33
(Less): Sales Returns
(2.42)
(11.07)
(Less): Rebates and discounts
(609.43)
(2,830.34)
3,43,615.11
3,15,840.92
NOTES
to consolidated financial statements for the year ended March 31, 2024
301
ANNUAL REPORT 2023-24
d) Trade Receivables, Contract Balances
For Trade Receivables, Refer note no. 16.
Further, the Group has no contracts where the period between the transfer of the promised goods or services to the
customer and payment terms by the customer exceeds one year. In light of above;
-
it does not adjust any of the transaction prices for the time value of money, and
-
there is no unbilled revenue as at March 31, 2024.
Further, the Group doesn’t have any contract liabilities as at March 31, 2024 and March 31, 2023
e)
Variable Consideration associated with Sales: The companies under the Group estimates the variable consideration using
the most likely amount or expected value method, whichever approach best predicts the amount of consideration based on
the terms of contract and available information and updates the estimates in each reporting period.
29. OTHER INCOME
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Interest income
- On bank and fixed deposits
556.81
228.15
- On loans and advances
127.13
147.01
- On income tax refund
4.21
26.34
- On Investment
51.80
34.88
Other non-operating income:
- Rental income
723.63
751.10
- Foreign exchange fluctuation
825.09
-
- Amortisation of deferred rental income
14.89
19.36
- Profit on sale of current investment - mutual fund
379.50
97.05
- Dividend Income
8.14
36.54
- Sundry balances written off relating to Provision
-
98.50
- Sundry balances written back
104.39
91.51
- Gain on lease modification
59.97
-
- Miscellaneous income
381.31
750.55
3,236.87
2,280.99
30. COST OF MATERIAL CONSUMED
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Balance at the beginning of the Year
24,473.89
32,955.06
Add:- Purchase during the year
1,53,403.88
1,44,048.38
Add: Impact of exchange fluctuation & re-instatement
(1,266.09)
(3,288.34)
1,76,611.68
1,73,715.10
Less:- Balance at the end of the Year
(21,919.09)
(24,473.89)
1,54,692.59
1,49,241.21
NOTES
to consolidated financial statements for the year ended March 31, 2024
302
PEARL GLOBAL INDUSTRIES LIMITED
31. PURCHASE OF STOCK IN TRADE
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Purchases during the year
16,384.97
18,901.73
16,384.97
18,901.73
32. CHANGES IN INVENTORIES OF FINISHED GOODS, STOCK IN TRADE AND WORK IN PROGRESS
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Inventories at the beginning of the year
Work-in-progress
15,980.33
12,466.08
Finished goods
9,227.00
7,888.48
Scrap Stock
48.81
41.82
(A)
25,256.14
20,396.38
Inventories at the end of the year
Work-in-progress
17,214.05
15,980.33
Finished goods
9,127.14
9,227.00
Scrap Stock
49.45
48.81
(B)
26,390.64
25,256.14
Impact of exchange fluctuation & re-instatement
(C)
(154.20)
(333.08)
(A-B+C)
(1,288.70)
(5,192.84)
33. EMPLOYEE BENEFITS EXPENSE
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Salaries, Wages & Bonus
59,508.31
50,467.63
Contribution to Provident and Other funds
2,064.79
1,839.89
Gratuity expense (Refer note 40)
1,006.98
615.50
Compensated absences
1,003.31
710.39
Stock compensation expense (Refer Note 51)
860.85
259.51
Staff welfare expense
2,592.09
2,253.60
67,036.33
56,146.52
34. FINANCE COSTS
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Interest Expense
- On Term loans, Cash Credit & Working Capital Facilities
4,691.82
2,777.35
- Delayed Payment of Taxes
26.30
72.51
- lease liabilities
1,365.75
997.47
Unwinding of discount on security deposit
11.83
18.15
Other borrowing cost
2,235.63
2,652.41
8,331.33
6,517.89
NOTES
to consolidated financial statements for the year ended March 31, 2024
303
ANNUAL REPORT 2023-24
35. DEPRECIATION AND AMORTISATION EXPENSE
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Depreciation of Property, plant and equipment (Refer note no. 4)
3,824.77
3,176.89
Depreciation & Amortisation of Investment Properties (Refer note no. 6)
73.81
79.56
Amortisation of intangible assets (Refer note no. 8)
60.37
37.61
Amortisation of Right-of-use assets (Refer note no. 49)
2,460.82
1,783.58
6,419.79
5,077.64
36. OTHER EXPENSES
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Manufacturing Expense
34,682.97
32,016.00
Consumption of Stores & Spare Parts
2,023.58
1,509.11
Power & fuel
3,933.09
3,075.46
Rent
247.71
1,031.11
Rates & Taxes
405.53
481.49
Travelling & Conveyance
3,610.50
2,416.58
Freight & clearing Charges
5,908.19
5,895.06
Repair & Maintenance
- Plant & Machinery
579.76
530.04
- Buildings
13.74
98.82
- Other
1,796.58
1,405.65
Commission
827.90
308.68
Legal & Professional Expenses
9,128.12
7,062.45
Security Charges
402.25
344.21
Bank charges
1,659.08
1,691.75
Insurance Expenses
862.24
779.07
Inspection Fees
591.88
650.23
Payment to the Auditors
212.60
191.57
Sundry Balances written off
319.78
227.11
Foreign Exchange Fluctuation
3,653.28
6,817.57
Corporate social responsibility
15.82
20.33
Loss on Lease Modification
-
86.09
Loss allowance for doubtful debts and advances
219.37
163.28
Loss on sale of Licenses
68.32
274.73
Miscellaneous Expenses
4,847.27
4,114.41
76,009.56
71,190.80
NOTES
to consolidated financial statements for the year ended March 31, 2024
304
PEARL GLOBAL INDUSTRIES LIMITED
37. EXCEPTIONAL ITEMS
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
(Profit)/Loss on sale of property, plant and equipment and investment property
60.14
(4,295.89)
Impairment of investment in subsidiaries written back
-
(1,648.35)
Investment written off
-
1,648.35
Interest on refund of advance
-
827.00
Loss allowance for receivables (net of expected credit loss reversal)
-
2,122.93
60.14
(1,345.96)
38. COMPONENTS OF OTHER COMPREHENSIVE INCOME
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
A
Items that will not be reclassified to profit or loss
Re-measurement gains/ (losses) on defined benefit plans
5.31
(56.05)
Income tax expense
(26.87)
(0.53)
Gain on Bargain Purchase
67.76
506.98
Changes in fair value of financial assets designated at fair value OCI
Movement will not be reclassified
(185.85)
(193.77)
B
Items that will be reclassified to profit or loss
Foreign exchange translation reserve
(556.25)
(1,050.98)
Hedging Reserve through OCI
184.28
(595.46)
Changes in fair value of financial assets designated at fair value OCI
Movement will be reclassified
70.38
(64.01)
Income tax expense
(46.38)
149.87
Total
(487.62)
(1,303.95)
39. EARNINGS PER SHARE (EPS)
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Profit attributable to the equity shareholders (A)
17,483.38
14,925.44
Number/Weighted average number of equity shares outstanding at the end of the
year* (B)
4,34,23,828
4,33,27,874
Dilutive effect on Weighted average number of equity shares outstanding at the
end of the year* (C)
2,25,932
68,533
Number/Weighted average number of diluted equity shares outstanding at the
end of the year* (D = B + C)
4,36,49,760
4,33,96,407
Nominal value of equity shares*
` 5
` 5
Basic Earning per share (A/B) (in `)
40.26
34.45
Diluted Earning per share (A/D) (in `)
40.05
34.40
*The basic and diluted earnings per share and number of shares used for computation of the EPS have been adjusted
retrospectively to give effect to the sub division of shares from ` 10 face value to ` 5 face value.
NOTES
to consolidated financial statements for the year ended March 31, 2024
305
ANNUAL REPORT 2023-24
40. GRATUITY AND OTHER POST-EMPLOYMENT BENEFIT PLANS
a)
Defined contribution plans
The Group makes contribution towards Employees Provident Fund, Employee’s State Insurance scheme and other welfare
schemes. Under the rules of these schemes, the Group is required to contribute a specified percentage of payroll costs.
The Group during the year recognised the following amount in the Statement of profit and loss account under Group’s
contribution to defined contribution plan.
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Employer's Contribution to Provident Fund/ Pension Fund
1,702.58
1,527.51
Employer's Contribution to Employee State Insurance
344.95
295.76
Employer's Contribution to Welfare Fund
17.26
16.62
Total
2,064.79
1,839.89
The contribution payable to these schemes by the Group are at the rates specified in the rules of the schemes.
b) Employee Benefit Obligation in case of Pearl Global (HK) Limited
Policy for the Group’s operation in the Republic of Indonesia
The Group determines its post-employment benefits obligation under the Labor Law of the Republic of Indonesia No.
13/2003. The cost of providing post-employment benefits is determined using “Projected Unit Credit” method. Actuarial
gains or losses are recognised as income or expense when the net cumulative unrecognised actuarial gains and losses
at the end of the previous reporting year exceeded the higher of 10% of the defined benefit obligation and 10% of the fair
value of plan assets at that date. These gains or losses are recognised on a straight-line basis method over the expected
average remaining working lives of the employees. Past service cost arising from the introduction of a defined benefit
plan or changes in the benefits obligation of an existing plan are required to be amortised over the period until the benefits
concerned become vested.
Policy for the Group’s operation in the Socialist Republic of Vietnam
The severance allowance for employees is accrued at the end of each reporting period for all employees having worked at
the Group for full 12 months and above. Working time serving as the basis for calculating severance allowance shall be the
total actual working time subtracting the time when the employees have made unemployment insurance contributions as
prescribed by law, and the working time when severance allowance has been paid to the employees. The allowance made
for each year of service equals to a half of an average monthly salary under the Vietnamese Labour Code, Social Insurance
Code and relevant guiding documents. The average monthly salary used for calculation of severance allowance shall be
adjusted to be the average of the 6 consecutive months nearest to the date of the financial statements at the end of each
reporting period. The increase or decrease in the accrued amount shall be recorded in the statement of profit or loss or
other comprehensive income.
Policy for the Group’s operation in the Hong Kong Special Administrative Region of the People’s Republic of China
The Group participates in Mandatory Provident Fund Scheme (“MPF Scheme”) for its employees in Hong Kong. The MPF
Scheme is registered with the Mandatory Provident Fund Scheme Authority under the Mandatory Provident Fund Schemes
Ordinance. The assets of the MPF Scheme are held separately from those of the Group in funds under the control of an
independent trustee. Pursuant to the rules of the MPF Scheme, each of the employer and employees are required to
make contributions to the scheme at rates specified in the rules. The MPF Scheme is a defined contribution plan and the
Group is only obliged to make the required contributions under the scheme. No forfeited contribution is available to reduce
the contribution payable in the future years. The retirement benefit cost arising from the MPF Scheme charged to the
consolidated statement of profit or loss and other comprehensive income represent contribution payable to the funds by
the Group in accordance with the rules of the MPF Scheme.
NOTES
to consolidated financial statements for the year ended March 31, 2024
306
PEARL GLOBAL INDUSTRIES LIMITED
c)
Defined benefit plans
In accordance with Ind AS 19 “Employee benefits”, an actuarial valuation on the basis of “Projected Unit Credit Method”
was carried out, through which the Group is able to determine the present value of obligations. “Projected Unit Credit
Method” recognises each period of service as giving rise to additional unit of employees benefit entitlement and measures
each unit separately to built up the final obligation.
i)
Gratuity scheme in case of holding company
The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the Act, employee who has completed
five years of service is entitled to specific benefit. The level of benefits provided depends on the member’s length of
service and salary at retirement age. The gratuity is funded in current year for all the units and maintained by Life
Insurance Corporation of India .
ii)
Other long term employee benefits
As per the Group policy, eligible leaves can be accumulated by the employees and carried forward to future periods to
either be utilised during the service, or encashed. Encashment can be made during the service, on early retirement, on
withdrawal of scheme, at resignation by employee and upon death of employee. The scale of benefits is determined
based on the seniority and the respective employee’s salary. The Group records an obligation for such compensated
absences in the period in which the employee renders the services that increase this entitlement. The obligation is
measured on the basis of independent actuarial valuation using the projected unit credit method.
Re-measurements, comprising actuarial gains and losses, the effect of the changes to the asset ceiling (if applicable)
and the return on plan assets (excluding interest and if applicable), is reflected immediately in Other Comprehensive
Income in the statement of profit and loss. All other expenses related to defined benefit plans are recognised in
statement of profit and loss as employee benefit expenses. Re-measurements recognised in Other Comprehensive
Income will not be reclassified to statement of profit and loss hence it is treated as part of retained earnings in
the statement of changes in equity. Gains or losses on the curtailment or settlement of any defined benefit plan
are recognised when the curtailment or settlement occurs. Curtailment gains and losses are accounted for as past
service costs.
d)
The following tables summarise the components of net benefit expense recognised in the Statement of profit and loss and
the funded status and amounts recognised in the balance sheet for the defined benefit plan (viz. gratuity and compensated
absences).Leave encashment include earned leaves and sick leaves. These have been provided on accrual basis, based on
year end actuarial valuation by actuary’s of respective companies consolidated in these financial statements.
(All amounts are in ` Lakhs, unless otherwise stated)
Change in benefit obligation
As at March 31, 2024
As at March 31, 2023
Gratuity
(Funded)
Gratuity
(Unfunded)
Gratuity
(Funded)
Gratuity
(Unfunded)
Opening defined benefit obligation
1,109.00
1,525.13
916.76
1,345.90
Adjustment in opening obligation
-
102.14
-
7.76
Interest cost
81.62
146.45
68.85
94.55
Service cost
348.57
480.89
277.97
220.65
Past Service cost
-
(36.12)
-
(26.00)
Benefits paid
(143.29)
(235.52)
(104.27)
(139.17)
Foreign currency translation reserve
-
(45.41)
-
(87.97)
Actuarial (gain) / loss on obligations
(47.16)
41.20
(50.30)
109.41
Present value of obligation as at the end of the year
1,348.74
1,978.76
1,109.00
1,525.13
e)
The following tables summarise the components of net benefit expense recognised in the Statement of profit or loss and
the funded status and amounts recognised in the balance sheet for the respective plans:
NOTES
to consolidated financial statements for the year ended March 31, 2024
307
ANNUAL REPORT 2023-24
Cost for the year included under employee benefit
(All amounts are in ` Lakhs, unless otherwise stated)
As at March 31, 2024
As at March 31, 2023
Gratuity
(Funded)
Gratuity
(Unfunded)
Gratuity
(Funded)
Gratuity
(Unfunded)
Current service cost
348.57
480.89
277.97
220.65
Past service cost
-
(36.12)
-
(26.00)
Interest cost
67.19
146.45
48.33
94.55
Expected return on plan assets
-
-
-
-
Actuarial (gain) / loss
-
-
-
-
Net cost
415.76
591.22
326.30
289.20
f)
Changes in the fair value of the plan assets are as follows:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at March 31, 2024
As at March 31, 2023
Gratuity
(Funded)
Gratuity
(Unfunded)
Gratuity
(Funded)
Gratuity
(Unfunded)
Fair value of plan assets at the beginning
196.09
-
273.25
-
Difference amount in opening fund
-
-
-
-
Expected return on plan assets
14.43
-
20.52
-
Contributions
101.92
-
7.19
-
LIC charges
(2.94)
-
(3.65)
-
Benefits paid
(143.29)
-
(104.27)
-
Actuarial gains / (losses) on the plan assets
(0.65)
-
3.05
-
Fair value of plan assets at the end
165.56
-
196.09
-
g) Detail of actuarial gain/loss recognised in OCI is as follows:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at March 31, 2024
As at March 31, 2023
Gratuity
(Funded)
Gratuity
(Unfunded)
Gratuity
(Funded)
Gratuity
(Unfunded)
Actuarial (gain) / loss for the year – obligation
(47.16)
41.20
(50.30)
109.41
Actuarial (gain) / loss for the year - plan assets
0.65
-
(3.05)
-
Total (gain) / loss for the year
(46.51)
41.20
(53.35)
109.41
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion
and other relevant factors, such as supply and demand in the employment market. The actuarial assumptions include
economic assumptions of discount rate and rate of increase in compensation levels. Other assumptions considered are
demographic assumptions and withdrawal rate while calculating the obligations as at year end.
h) Net (assets) / liabilities recognised in the Balance Sheet and experience adjustments on actuarial gain / (loss) for
benefit obligation and plan assets -
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at March 31, 2024
As at March 31, 2023
Gratuity
(Funded)
Gratuity
(Unfunded)
Gratuity
(Funded)
Gratuity
(Unfunded)
Present value of obligation
1,348.74
1,978.76
1,109.00
1,525.13
Less: Fair value of plan assets
165.56
-
196.09
-
Net assets /( liability)
(1,183.18)
(1,978.76)
(912.91)
(1,525.13)
NOTES
to consolidated financial statements for the year ended March 31, 2024
308
PEARL GLOBAL INDUSTRIES LIMITED
i)
A quantitative sensitivity analysis for significant assumptions is as shown below:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at March 31, 2024
As at March 31, 2023
Gratuity
(Funded)
Gratuity
(Unfunded)
Gratuity
(Funded)
Gratuity
(Unfunded)
A. Discount rate
Effect on DBO due to increase in
Discount Rate (1% in funded and 0.5% in
unfunded)
(136.25)
(1,245.65)
(111.39)
(905.26)
Effect on DBO due to decrease in
Discount Rate (1% in funded and 0.5% in
unfunded)
162.27
1,346.18
132.39
1,071.22
B. Salary escalation rate
Effect on DBO due to increase in Salary
Escalation Rate (1% in funded and 0.5%
in unfunded)
164.10
1,353.24
134.24
1,074.89
Effect on DBO due to decrease in Salary
Escalation Rate (1% in funded and 0.5%
in unfunded)
(139.95)
(1,245.55)
(114.68)
(907.33)
C. Sensitivities due to mortality & withdrawals are not material & hence impact of change due to these not calculated for
group as a whole.
j)
Risk Profile
Discount Rate
Reduction in discount rate in subsequent valuations can increase the liability.
Salary Increases
Actual salary increases will increase the defined benefit liability. Increase in salary increase rate
assumption in future valuations which inturn also increase the liability.
Withdrawals
Actual withdrawals proving higher or lower than assumed withdrawals and change of
withdrawals rates at subsequent valuations can impact defined benefit liability.
Morality and disability
Actual details and disability cases proving lower or higher than assumed in the valuation can
impact the liabilities.
k)
Refer respective standalone financial statements of holding company and the subsidiary companies forming part of the
Group for Maturity Profile of Defined Benefit obligation.
41. CAPITAL MANAGEMENT
The Group’s objectives when managing capital are to:
-
safeguard its ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits
for other stakeholders, and
-
maintain an appropriate capital structure of debt and equity.
The Board of Directors have the primary responsibility to maintain a strong capital base and reduce the cost of capital through
prudent management in deployment of funds and sourcing by leveraging opportunities in domestic and international markets
so as to maintain investors, creditors and markets confidence and to sustain future development of the business.
The Group monitors capital, using a medium term view ranging between three to five years, on the basis of a number of financial
ratios generally used by the industry. The Group monitors capital structure using a gearing ratio, which is net debt divided by
total capital plus net debt. Net debt comprises of long term and short term borrowings (Including lease liabilities) less cash and
cash equivalents. Equity includes equity share capital and reserves that are managed as capital. The gearing ratio at the end of
reporting periods were as follows:
NOTES
to consolidated financial statements for the year ended March 31, 2024
309
ANNUAL REPORT 2023-24
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Borrowings (Refer to note 21 & 22)
44,514.92
44,838.43
Lease Liabilities (Refer to note 49)
14,323.64
10,933.45
Interest accrued but not due on borrowings (Refer note no. 23)
216.26
137.57
Less: Cash and cash equivalents (Refer to note 17)
(32,795.29)
(25,614.50)
Net debt (A)
26,259.53
30,294.94
Equity share capital (Refer to note 19)
2,179.18
2,166.39
Other equity (Refer to note 20)
78,023.55
70,080.17
Total Capital (B)
80,202.73
72,246.56
Capital and net debt (A+B=C)
1,06,462.26
1,02,541.50
Gearing ratio (A/C)
24.67%
29.54%
No changes were made in the objectives, policies or processes for managing capital during the years ended March 31, 2024 and
March 31, 2023.
In order to achieve overall objective, the Company’s capital management, amongst other things, aims to ensure that it meets
financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements.
42. DERIVATIVE INSTRUMENTS AND UNHEDGED FOREIGN CURRENCY EXPOSURE
I)
Hedge Accounting
(i)
The Group enters into hedging instruments in accordance with policies as approved by the Board of Directors with
written principles which is consistent with the risk management strategy of the Group. The Group has decided to
apply hedge accounting for certain derivative contracts that meets the qualifying criteria of hedging relationship
entered post April 01, 2019. Hedging strategies are decided and monitored periodically by the Risk Management
Committee of the Board. The Hedging Practice and its corresponding hedge accounting is mainly followed by the
Holding Company.
Cash Flow Hedges
Foreign exchange forward contracts are designated as hedging instruments in cash flow hedges of forecasted hedged
items in US dollar. These forecast transactions are highly probable. The foreign exchange forward contract balances
vary with the level of expected foreign currency sales and changes in foreign exchange forward rates.
(ii) The fair value of derivative financial instruments is as follows:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Asset/(Liability)
As at March 31, 2024
Asset/(Liability)
As at March 31, 2023
Fair value of foreign currency forward exchange contract
designated as hedging instruments
(6.74)
(303.62)
The critical terms of the foreign currency forward contracts match the terms of the expected highly probable forecast
sale transactions.
The cash flow hedges of the forecasted sale transactions for the year ended March 31, 2024 were assessed to be
highly effective and unrealised profit of ` 184.28 Lakhs, with a deferred tax asset / (liability) of ` Lakhs relating to the
hedging instruments, is included in OCI. [March 31, 2023: Unrealised profit of ` (-) 595.46 Lakhs with a corresponding
deferred tax asset / (liability) of ` 149.87 Lakhs].
NOTES
to consolidated financial statements for the year ended March 31, 2024
310
PEARL GLOBAL INDUSTRIES LIMITED
(iii) Maturity Profile: The following table includes the maturity profile of the foreign exchange forward contracts:
Particulars
Less than
1 month
1 to 3
months
3 to 6
months
6 to 9
months
9 to 12
months
Total
As At March 31, 2024 (` in Lakhs)
4,238.01
12,983.44
5,176.41
2,821.98
2,783.32
28,003.16
Notional amount (in USD in Lakhs)
50.69
155.50
61.60
33.50
33.00
334.29
Average forward rate (USD/`)
83.61
83.49
84.03
84.24
84.34
83.77
As At March 31, 2023 (` in Lakhs)
5,590.82
4,917.45
5,639.68
1,629.11
3,623.58
21,400.64
Notional amount (in USD in Lakhs)
70.00
61.00
68.75
19.50
43.00
262.25
Average forward rate (USD/`)
79.87
80.61
82.03
83.54
84.27
81.60
(iv) The impact of the hedging instruments on the balance sheet is as follows:
The line item in Balance Sheet where Hedge instrument is disclosed under other current financial assets (March 31
2023: Other current Financial Liabilities). The changes in fair value of forward exchange contract are disclosed as
under:
Particulars
Amount (`)
Foreign currency risk forward contract- As at March 31, 2024 [Asset / (Liability)]
(6.74)
Foreign currency risk forward contract- As at March 31, 2023 [Asset / (Liability)]
(303.62)
(v) The effect of the cash flow hedge in the statement of profit or loss and other comprehensive income is, as follows:
Particulars
Total hedging
gain/(loss)
recognised in OCI
Line item in
Statement of
profit and loss
Amount reclassified
from OCI to profit
or loss
Line item in
Statement of
profit and loss
As At March 31, 2024 (` in Lakhs)
Highly probable forecast sales
184.28 Cash Flow Hedge
Reserve (OCI)
79.04
Revenue from
Operations
As At March 31, 2023 (` in Lakhs)
Highly probable forecast sales
(595.46) Cash Flow Hedge
Reserve (OCI)
(568.68)
Revenue from
Operations
(vi) Impact of hedging on equity
Set out below is the reconciliation of each component of equity and the analysis of other comprehensive income in
respect of cash flow hedge reserve:
Particulars
Cash Flow Hedge
Reserve
Tax Amount
Movement net
of tax
As at April 01, 2023
(188.76)
(48.25)
(140.51)
Effective Portion of Changes in fair Value arising from
Foreign Exchange Forward Contracts
105.24
26.49
78.75
Amount reclassified to profit & loss
79.04
19.89
59.15
As at March 31, 2024
(4.48)
(1.87)
(2.61)
As at April 01, 2022
406.69
101.61
305.08
Effective Portion of Changes in fair Value arising from
Foreign Exchange Forward Contracts
(1,164.13)
(292.99)
(871.14)
Amount reclassified to profit & loss
(568.68)
(143.13)
(425.55)
As at March 31, 2023
(188.76)
(48.25)
(140.51)
Note : The Group did not have any forecast transactions for which cash flow hedge accounting had been used in the
previous period, but which is no longer expected to occur.
(vii) Valuation Technique
The Group enters into derivative financial instruments which are valued using valuation techniques which employs the
use of market observable inputs. The most frequently applied valuation techniques include forward pricing models,
using present value calculations. Where quoted market prices are not available, fair values are based on Management
best estimates, which are arrived at by the reference to market prices.
NOTES
to consolidated financial statements for the year ended March 31, 2024
311
ANNUAL REPORT 2023-24
II) Particulars of Unhedged foreign currency exposures:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at March 31, 2024
As at March 31, 2023
Foreign
Currency
in Lakhs
` in Lakhs
Foreign
Currency
in Lakhs
` in Lakhs
Foreign currency receivable
HKD -
- HKD -
-
IDR 75,455.50
417.66 IDR 47,512.65
260.97
BDT 2,326.87
1,763.56 BDT 1,227.45
961.15
GBP -
- GBP -
-
SGD -
- SGD -
-
VND 423,550.58
1,422.93 VND 21,746.48
76.20
CNY -
- CNY -
-
USD -
- USD -
-
Foreign currency payable
HKD -
- HKD -
-
IDR 25,680.07
135.05 IDR 89,136.65
489.60
VND 824,465.57
2,769.81 VND 6,96,550.70
2,440.67
EUR -
- EUR -
-
BDT 5,500.10
4,168.57 BDT 5,604.95
4,388.94
III) In respect of the derivative contracts entered into by the Group. The Management assesses no material foreseeable losses
as at the reporting date.
43. FAIR VALUE MEASUREMENTS
I
Financial instruments
a)
Financial instruments by category
Except Investment in equity instruments (Quoted) and investment in mutual funds which are measured at fair value
through profit or loss, all other financial assets and liabilities viz. trade receivables, security deposits, cash and cash
equivalents, other bank balances, interest receivable, other receivables, trade payables, employee related liabilities and
borrowings, are measured at amortised cost. Derivative financial instruments and certain investments are measured
at fair value through other comprehensive income.
b)
Fair value hierarchy
This section explains the judgments and estimates made in determining the fair values of the financial instruments
that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are
disclosed in the standalone financial statements. To provide an indication about the reliability of the inputs used in
determining fair value, the group has classified its financial instruments into the three levels prescribed under the
accounting standard. An explanation of each level follows underneath the table.
The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including
their levels in the fair value hierarchy:
NOTES
to consolidated financial statements for the year ended March 31, 2024
312
PEARL GLOBAL INDUSTRIES LIMITED
As At March 31, 2024
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Carrying amount
Fair value
FVOCI
FVTPL
Financial
Assets -
amortised
cost
Financial
Liabilities -
amortised
cost
Total
carrying
amount
Level 1
Level 2
Level 3
Total
Financial assets measured at
fair value
Investment in Units and Debt
instrument
696.95
-
-
-
696.95
-
696.95
-
696.95
Investments in key man
insurance policy
2,299.23
-
-
-
2,299.23
- 2,299.23
-
2,299.23
Financial Assets at Fair Value
through OCI - Cash Flow Hedge
-
-
-
-
-
-
-
-
-
Financial assets not measured
at fair value
Investment in government
securities
-
-
0.47
-
0.47
-
-
-
-
Loan to employees
-
-
108.77
-
108.77
-
-
-
-
Loan to Others
-
-
2,164.40
-
2,164.40
-
-
-
-
Security Deposits
-
-
2,289.17
-
2,289.17
-
-
-
-
Interest accrued but not due on
term deposits
-
-
89.01
-
89.01
-
-
-
-
Deposits with original maturity
of more than 12 months
-
-
84.59
-
84.59
-
-
-
-
Trade receivables
-
-
26,535.45
-
26,535.45
-
-
-
-
Cash and cash equivalents
-
-
32,795.29
-
32,795.29
-
-
-
-
Other bank balances
-
-
3,854.99
-
3,854.99
-
-
-
-
Other Financial assets
-
-
8.43
-
8.43
-
-
-
-
2,996.18
- 67,930.57
-
70,926.75
- 2,996.18
- 2,996.18
Financial liabilities measured
at fair value
Financial Liabilites at Fair
Value through OCI - Cash Flow
Hedge
6.74
-
-
-
6.74
6.74
-
-
6.74
Financial liabilities not
measured at fair value
Borrowings
-
-
-
44,514.92
44,514.92
-
-
-
-
Lease Liabilities
-
-
-
14,323.64
14,323.64
-
-
-
-
Security Deposits
-
-
-
122.78
122.78
-
-
-
-
Book overdraft
-
-
-
215.17
215.17
-
-
-
-
Interest accrued but not due on
borrowings
-
-
-
216.26
216.26
-
-
-
-
Unpaid dividends
-
-
-
34.59
34.59
-
-
-
-
Trade payables
-
-
-
48,644.67
48,644.67
-
-
-
-
Creditors for capital goods
-
-
-
155.59
155.59
-
-
-
-
Others
-
-
-
1,651.91
1,651.91
-
-
-
-
6.74
-
- 1,09,879.53 1,09,886.27
6.74
-
-
6.74
NOTES
to consolidated financial statements for the year ended March 31, 2024
313
ANNUAL REPORT 2023-24
As At March 31, 2023
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Carrying amount
Fair value
FVOCI
FVTPL
Financial
Assets -
amortised
cost
Financial
Liabilities -
amortised
cost
Total
carrying
amount
Level 1
Level 2
Level 3
Total
Financial assets measured at
fair value
Investment in equity shares
(Quoted)
-
830.37
-
-
830.37
830.37
-
-
830.37
Investment in mutual funds
-
562.16
-
-
562.16
562.16
-
-
562.16
Investment in Units and Debt
instrument
2,138.40
-
-
-
2,138.40
1,222.93
915.47
-
2,138.40
Investments in key man
insurance policy
2,444.71
-
-
-
2,444.71
-
2,444.71
-
2,444.71
Financial assets not measured
at fair value
Investment in government
securities
-
-
1.63
-
1.63
-
-
-
-
Loan to employees
-
-
91.85
-
91.85
-
-
-
-
Loan to related parties
-
-
100.00
-
100.00
-
-
-
-
Loan to Others
-
-
2,373.31
-
2,373.31
-
-
-
-
Security Deposits
-
-
1,448.46
-
1,448.46
-
-
-
-
Interest accrued but not due on
term deposits
-
-
118.80
-
118.80
-
-
-
-
Deposits with original maturity
of more than 12 months
-
-
43.98
-
43.98
-
-
-
-
Trade receivables
-
-
20,936.17
- 20,936.17
-
-
-
-
Cash and cash equivalents
-
-
25,614.50
- 25,614.50
-
-
-
-
Other bank balances
-
-
3,832.23
-
3,832.23
-
-
-
-
Other Financial assets
-
-
13.44
-
13.44
-
-
-
-
4,583.11 1,392.53 54,574.37
- 60,550.01 2,615.46 3,360.18
- 5,975.64
Financial liabilities measured
at fair value
Financial Liabilites at Fair
Value through OCI - Cash Flow
Hedge
303.62
-
-
-
303.62
303.62
-
-
303.62
Financial liabilities not
measured at fair value
Borrowings
-
-
-
44,838.43 44,838.43
-
-
-
-
Lease Liabilities
-
-
-
10,933.45 10,933.45
-
-
-
-
Security Deposits
-
-
-
126.46
126.46
-
-
-
-
Interest accrued but not due on
borrowings
-
-
-
137.57
137.57
-
-
-
-
Unpaid dividends
-
-
-
28.09
28.09
-
-
-
-
Trade payables
-
-
-
39,168.69 39,168.69
-
-
-
-
Creditors for capital goods
-
-
-
124.27
124.27
-
-
-
-
Others
-
-
-
1,121.69
1,121.69
-
-
-
-
303.62
-
-
96,478.65 96,782.27
303.62
-
-
303.62
NOTES
to consolidated financial statements for the year ended March 31, 2024
314
PEARL GLOBAL INDUSTRIES LIMITED
c)
The holding company has an established control framework with respect to the measurement of fair values. The finance
and accounts team that has overall responsibility for overseeing all significant fair value measurements and reports directly
to the board of directors. The team regularly reviews significant unobservable inputs and valuation adjustments. If third
party information, such as broker quotes or pricing services, is used to measure fair values, then the team assesses the
evidence obtained from the third parties to support the conclusion that these valuations meet the requirements of Ind AS,
including the level in the fair value hierarchy in which the valuations should be classified. Significant valuation issues are
reported to the holding company’s board of directors.
d)
Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation
techniques as follows.
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e.
as prices) or indirectly (i.e. derived from prices)
Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).
There have been no transfers in either direction for the year ended March 31, 2024 and March 31, 2023.
e)
Fair value of financial assets and liabilities measured at amortised cost
The carrying amounts of short-term trade and other receivables, trade payables, cash and cash equivalents and other bank
balances are considered to be the same as their fair values, due to their short-term nature.
For other financial liabilities/ assets that are measured at fair value, the carrying amounts are equal to the fair values.
f)
For specific valuation techniques used to value financial instruments, Refer disclosures made in the standalone financials
of holding company and subsidiary companies.
44. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Group principal financial liabilities comprises of trade and other payables, borrowings, current maturity of borrowings,
interest accrued and capital creditors. The main purpose of these financial liabilities is to finance the operations and to provide
guarantees to support its operations.
The Group principal financial assets includes Investment in mutual funds, loans to related parties, security deposits, trade
receivables, cash and cash equivalents, deposits with bank, interest accrued in deposits, receivables from related and other
parties and interest accrued thereon.
The Group has exposure to the following risks arising from financial instruments:
-
credit risk,
-
liquidity risk and
-
market risk.
The senior level management of respective companies in the Group oversees the management of these risks and is supported
by treasury department that advises on the appropriate financial risk governance framework.”
A.
Credit risk
Credit risk is the risk that counterparty will default on its contractual obligations resulting in finance loss to the Group.
Credit risk arise from Cash and cash equivalents, deposit with banks, trade receivables and other financial assets
measure at amortised cost. The respective companies in the Group continuosly monitors defaults of customers and
other counterparties and incorporate this information into its credit risk control. The carrying amount of financial assets
represents the maximum credit exposure.
i)
Trade receivables
The Group’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. The
credit risk is managed by the Group based on credit approvals, establishing credit limits and continuosly monitoring
the credit worthiness of the customers, to whom the Group grants credit period in the normal course of business
inlcuding taking credit insurance against export receivables. The Group uses expected credit loss model to assess the
impairement loss in trade receivables and makes an allowance of doubtful trade receivables using this model.
NOTES
to consolidated financial statements for the year ended March 31, 2024
315
ANNUAL REPORT 2023-24
ii)
Other Financial Assets
The Group maintains exposure in cash & cash equivalents, term deposits with banks, investments, advances and
security deposits etc. Credit risk from balances with banks, investment in mutual funds and loan to related parties is
managed by the Group’s treasury department in accordance with the Group’s policy. Investments of surplus funds
are made only with approved counterparties and within credit limits assigned to each counterparty. Counterparty
credit limits are reviewed by the respective company’s board of directors on an annual basis, and may be updated
throughout the year subject to approval of their finance committee. The Group’s maximum exposure to the credit risk
as at March 31, 2024 and March 31, 2023 is majorly the carrying value of each class of financial assets.
iii)
Risk Exposure of Holding Company in respect of guarantees given as under:
- Quantitative data about exposure and maturity profile
Guarantee Given to
Details of
Subsidiary
Purpose of
Guarantee
Amount As at
March 31, 2024
(` in Lakhs)
Guarantee Valid
Upto
SCB Bank, Hongkong Branch
Pearl Global (HK)
Limited
Securing
Credit
Facilities
USD 20.00 Lakhs
equivalent to
` 1667.4 Lakhs
February 04, 2025
Vietnam
Technological
and
Commercial Joint Stock Bank
Pearl Global
Vietnam Company
Limited
Securing
Credit
Facilities
USD 55.00 Lakhs
equivalent to
` 4585.35 Lakhs
August 27, 2024
Heng Seng Bank Limited, Hong Kong DSSP Global
Limited
Securing
Credit
Facilities
USD 30.00 Lakhs
equivalent to
` 2501.1 Lakhs
December
25, 2025
Heng Seng Bank Limited, Hong Kong DSSP Global
Limited
Securing
Credit
Facilities
USD 20.00 Lakhs
equivalent to
` 1667.4 Lakhs
May 12, 2025
- Policy of managing risk: To assess whether there is a significant increase in credit risk The Group compares the
risk of default as at the reporting date with the risk of default as at the date of initial recognition. The Group considers
reasonable and supportive forward-looking information such as significant changes in the value of guarantee or in
the quality of exposure or credit enhancements.
B.
Liquidity risk
Liquidity risk is the risk that the Group may not be able to meet its present and future cash and collateral obligations
without incurring unacceptable losses.
The Group’s objective is to, maintain optimum levels of liquidity to meet its cash and collateral requirements. The Group
closely monitors its liquidity position and deploys a robust cash management system. It maintains adequate sources of
financing including loans from banks at an optimised cost.
The table below summarises the maturity profile of the financial liabilities based on contractual undiscounted payments-
As at March 31, 2024
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Less than 3
months
3 to 12
months
1 to 5 years
> 5 years
Total
Borrowings
20,695.33
13,399.50
9,820.50
599.60
44,514.93
Lease Liabilities
336.74
1,320.11
4,915.22
7,751.57
14,323.64
Trade payables
44,976.06
3,668.61
-
-
48,644.67
Other financial liabilities
588.26
40.09
1,774.69
-
2,403.04
Total
66,596.39
18,428.31
16,510.41
8,351.17
1,09,886.28
NOTES
to consolidated financial statements for the year ended March 31, 2024
316
PEARL GLOBAL INDUSTRIES LIMITED
As At March 31, 2023
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Less than 3
months
3 to 12
months
1 to 5 years
> 5 years
Total
Borrowings
29,278.01
6,630.23
8,930.19
-
44,838.43
Lease Liabilities
313.72
937.40
3,743.29
5,939.03
10,933.45
Trade payables
26,054.90
13,113.79
-
-
39,168.69
Other financial liabilities
1,395.08
-
446.62
-
1,841.70
Total
57,041.72
20,681.43
13,120.10
5,939.03
96,782.27
C.
Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes
in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk. Financial
instruments affected by market risk are borrowings, short term deposits and derivative financial instruments.
The sensitivity analyses in the following sections relate to the position as at March 31, 2024 and March 31, 2023.
i)
Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of
changes in market interest rates. The Group exposure to the risk of changes in market interest rates relates primarily
to the long-term debt obligations with floating interest rates.
The Group main interest rate risk arises from long-term borrowings with variable rates, which expose the Group
to interest rate risk. The Group manages its net exposure to interest rate risk related to borrowings, by balancing a
proportion of fixed rate and floating rate borrowing in its total borrowing portfolio. Currently, the Group’s borrowings
are within acceptable risk levels, as determined by the management, hence the Group has not taken any swaps to
hedge the interest rate risk.
Interest rate sensitivity
The following table demonstrates the sensitivity to a reasonably possible change in interest rates on the portion of
borrowings affected. With all other variables held constant, the Group profit before tax is affected through the impact
on floating rate borrowings, as follows:
Particulars
Increase or
decrease in
basis points
Decrease /
(increase) in
profit before tax
March 31, 2024
+50
223.38
-50
(223.38)
March 31, 2023
+50
253.13
-50
(253.13)
The assumed movement in basis points for the interest rate sensitivity analysis is based on the currently observable
market environment, showing a significantly higher volatility than in prior years.
ii)
Foreign currency risk
Foreign currency risk is the risk that the fair value of future cash flows of an exposure will fluctuate because of changes
in exchange rates. Foreign currency risk senstivity is the impact on the profit before tax is due to changes in the fair
value of monetary assets and liabilities on unhedged exposures. The following tables demonstrate the sensitivity to a
reasonably possible change in applicable currency exchange rates, with all other variables held constant.
Particulars
Changes in
exchange rate
Decrease /
(increase) in
profit before tax
March 31, 2024
+5%
173.46
-5%
(173.46)
March 31, 2023
+5%
301.04
-5%
(301.04)
NOTES
to consolidated financial statements for the year ended March 31, 2024
317
ANNUAL REPORT 2023-24
45. SEGMENT INFORMATION
a)
The operating segments are established on the basis of those components of the group that are evaluated regularly by the
Executive Committee (the ‘Chief Operating Decision Maker’ as defined in Ind AS 108 - ‘Operating Segments’), in deciding
how to allocate resources and in assessing performance. The Group has presented segment information on geographical
basis in the consolidated financial statements.
Summary of segment Information as at and for the year ended March 31, 2024 and March 31, 2023 is as follows:
Particulars
Bangladesh
Hong Kong
India
Vietnam
Others
Unallocable
Total
Elimination
Total
Segment Sales
7,086.76
2,49,986.43
71,733.40
615.52
14,193.01
-
3,43,615.11
-
3,43,615.11
(9,994.44)
(2,25,845.86)
(70,938.65)
(6,310.51)
(2,751.45)
- (3,15,840.92)
- (3,15,840.92)
Inter Segment Sales
1,32,201.55
25,951.10
23,942.16
49,217.00
7,722.08
-
2,39,033.89
2,39,033.89
-
(99,929.69)
(26,572.87)
(40,612.31)
(32,496.85) (11,860.50)
- (2,11,472.22)
(2,11,472.22)
-
Total Segment Sales
1,39,288.32
2,75,937.52
95,675.55
49,832.52 21,915.09
-
5,82,649.00
2,39,033.89
3,43,615.11
(1,09,924.13)
(2,52,418.73) (1,11,550.97) (38,807.36) (14,611.94)
- (5,27,313.13) (2,11,472.22) (3,15,840.92)
Other Income
239.27
(36.03)
4,225.62
562.40
2,207.52
-
7,198.77
3,959.43
3,239.35
(206.82)
(407.27)
(3,007.80)
(1,285.92)
(607.48)
-
(5,515.29)
(3,234.29)
(2,280.99)
Total Segment
Revenue
1,39,527.59
2,75,901.49
99,901.17
50,394.91 24,122.61
-
5,89,847.78
2,42,993.32
3,46,854.46
(1,10,130.95)
(2,52,826.00) (1,14,558.76) (40,093.28) (15,219.42)
- (5,32,828.42) (2,14,706.52) (3,18,121.90)
Total Revenue of
each segment as a
percentage of total
revenue of all segment
23.65
46.78
16.94
8.54
4.09
-
100.00
-
-
(20.67)
(47.45)
(21.50)
(7.52)
(2.86)
-
(100.00)
-
-
Total Segment
Operative Profit
14,564.39
8,387.12
7,227.00
3,758.10
20.47
-
33,957.08
-
33,957.08
(11,012.72)
(4,359.74)
(10,333.68)
(2,301.19)
(3,474.30)
-
(29,180.44)
-
(29,180.44)
Depreciation
2,460.80
175.43
2,439.97
466.12
877.46
-
6,419.78
-
6,419.78
(2,122.50)
(229.65)
(1,888.66)
(192.81)
(644.01)
-
(5,077.64)
-
(5,077.64)
Total Segment Result
before Interest &
Taxes
12,103.59
8,211.69
4,787.03
3,291.98
(856.99)
-
27,537.30
-
27,537.30
(8,890.22)
(4,130.09)
(8,445.02)
(2,108.38)
(529.10)
-
(24,102.81)
-
(24,102.81)
Total EBIT of each
segment as a
percentage of total
EBIT of all segment
43.95
29.82
17.38
11.95
(3.11)
-
100.00
-
-
(36.88)
(17.14)
(35.04)
(8.75)
(2.20)
-
(100.00)
-
-
Net Financing Cost
-
-
-
-
-
-
-
8,331.33
-
-
-
-
-
-
-
(6,517.89)
Income Tax Expenses
-
-
-
-
-
-
-
2,293.61
-
-
-
-
-
-
-
(2,285.70)
Profit for the Year
-
-
-
-
-
-
-
16,912.36
-
-
-
-
-
-
-
(15,299.22)
Segment Assets*
66,110.24
44,862.85
71,234.94
21,307.49
17,215.53
(22,184.79)
1,98,546.26
-
1,98,546.26
(56,132.30)
(32,678.71)
(65,182.68)
(20,164.69)
(8,962.98)
5,057.17 (1,78,064.19)
- (1,78,064.19)
Segment Assets as a
percentage of Total
assets of all segments
33.30
22.60
35.88
10.73
8.67
(11.17)
100.00
-
-
(31.52)
(18.35)
(36.61)
(11.32)
(5.03)
2.84
(100.00)
-
-
Segment Liabilities*
30,301.53
25,587.76
23,366.10
11,978.97
6,760.34
18,805.67
1,16,800.38
-
1,16,800.38
(27,863.36)
(9,494.66)
(19,256.68)
(11,202.65)
(1,585.89)
(34,383.71)
(1,03,786.95)
- (1,03,786.95)
Segment Liabilities
as a percentage of
Total Liabilities of all
segments
25.94
21.91
20.01
10.26
5.79
16.10
100.00
-
-
(26.85)
(9.15)
(18.55)
(10.79)
(1.53)
(33.13)
(100.00)
-
-
NOTES
to consolidated financial statements for the year ended March 31, 2024
318
PEARL GLOBAL INDUSTRIES LIMITED
Particulars
Bangladesh
Hong Kong
India
Vietnam
Others
Unallocable
Total
Elimination
Total
Segment Capital
Employed
35,808.71
19,275.09
47,868.84
9,328.52
10,455.19
(40,990.46)
81,745.89
-
81,745.89
(28,268.94)
(23,184.05)
(45,926.00)
(8,962.04)
(7,377.09)
39,440.89
(74,277.23)
-
(74,277.23)
Segment Capital
Employed as a
percentage of Total
capital employed of all
segments
43.80
23.58
58.56
11.41
12.79
(50.14)
100.00
-
-
(38.06)
(31.21)
(61.83)
(12.07)
(9.93)
53.10
(100.00)
-
-
Capital Expenditure
2,913.90
1,271.87
4,947.46
1,266.00
1,399.98
-
11,799.21
-
11,799.21
(4,856.12)
(1,100.95)
(2,780.47)
(1,118.35)
(1,285.70)
-
(11,141.59)
-
(11,141.59)
Segment Capital
Expenditure as a
percentage of Total
capital expenditure of
all segments
24.70
10.78
41.93
10.73
11.87
-
100.00
-
-
(43.59)
(9.88)
(24.96)
(10.04)
(11.54)
-
(100.00)
-
-
*Unallocable segment assets and liabilities have been merged with inter-segment assets and liabilities respectively.
b)
The Group revenue from sale of garments to external customer are as follows:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Local Customers
2,511.56
555.57
Foreign Customers
3,41,103.55
3,04,142.36
3,43,615.11
3,04,697.93
c)
Non- current assets are located within India and outside India:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Non Current Assets
- within India
27,967.32
24,668.32
- outside India
42,685.01
37,278.67
d)
Revenue from major customer: During the year the Group generates 90% of its external revenues from 17 customers
(March 31, 2023: 15 customers).
46. CONTINGENT LIABILITIES AND COMMITMENTS
a)
Contingent liabilities (To the extent not provided for)
I
(i)
The respective companies has reviewed all its pending claims, litigations and other proceedings and has adequately
provided for wherever required. The respective companies does not expect the outcome of these proceedings to have
a material or adverse effect on financial position of the Company. In certain cases, it is difficult for the respective
companies to estimate the timings of cash outflows, if any, as it is determinable only on receipt of judgement/
decisions pending with various forums/authorities. The group does not expect any reimbursements in respect of the
below contingent liabilities.
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
-Tax Demand as per Sec 154 and Sec 16(1) of Income Tax Act , 1961
(with respect to Assessment Year 2015-16) -Issue restored to file of
CIT(A) for re-adjudication based on order received from ITAT
15.57
15.57
NOTES
to consolidated financial statements for the year ended March 31, 2024
319
ANNUAL REPORT 2023-24
-Tax Demand as per Sec 250 of Income Tax Act, 1961 (with respect
to Assessment Year 2016-17) - Matter restored to AO by ITAT for
recalculating the tax liability
3.49
3.49
-Tax Demand as per Sec 143(3) of Income Tax Act, 1961 (with respect to
Assessment Year 2017-18) - Appeal pending before CIT(A)
3.83
3.83
-Tax Demand as per Sec 115-O of Income Tax Act,1961 (with
respect to Assessment Year 2017-18)-Appeal pending before CIT(A)
The demand was deleted vide order u/s 154 r.w.s 143(3) of the Income
Tax Act,1961 dated 14.12.2023.
-
33.30
-Tax Demand as per Sec 154 of Income Tax Act, 1961 ( with respect to
Assessment Year 2018-19) - Appear pending before CIT(A) The demand
was adjusted against refund during the year.
-
5.70
-Tax Demand as per Sec 270A of Income Tax Act, 1961 (with respect to
Assessment Year 2020-21) - Appeal pending before CIT(A)
2.90
2.90
-Demand as per TDS (TRACES) portal - CPC
14.13
2.86
(ii) Various legal cases of labour pending at labour Court, Civil Court and High Court. The group has assesed and believe
that none of these cases, either individually or in aggregate, are expected to have any material adverse effect on its
financial statements.
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
II
Irrevocable letter of credit outstanding with banks (net of margin )
17,963.90
15,473.16
III
Counter Guarantees given by the group to the Sales Tax Department
for entities over which Key Managerial Personnel have Significant
influence
- For enterprise
1.00
1.00
- For others
0.50
0.50
IV
The group is provided with financial guarantee of Taka 2,079,601(equivalent to ` 15.76 Lakhs) as at March 31,
2024 (March 31, 2023: ` 17.43 Lakhs) by HSBC to clear the goods from customs
b) Commitments
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Capital Commitment: Estimated amount of contracts remaining to be executed
on the capital account (net of capital advances of ` 245.55 Lakhs) (March 31,
2023 : ` 106.77 Lakhs)
467.55
294.66
The group does not have any other long term Commitments or material non cancellable contractual commitments, which
may have a material impact on the standalone financial statement.
NOTES
to consolidated financial statements for the year ended March 31, 2024
320
PEARL GLOBAL INDUSTRIES LIMITED
47. RELATED PARTY TRANSACTIONS
a)
List of related parties
Nature of Relationship
Name of the Related Party
Subsidiary (Direct / Indirect)
Domestic (Direct)
SBUYS E-Commerce Limited
Pearl Global Kaushal Vikas Limited
Pearl Apparel Fashions Limited (Liquidated in 2022-23)(Refer Note (g) below)
Sead Apparels Private Limited (Refer note (h) below)
Overseas (Direct)
Pearl Global Fareast Limited
Pearl Global (HK) Limited
Norp Knit Industries Limited
Pearl Global USA, Inc.
Pearl GT Holdco Ltd (Refer note (i) below)
Overseas (Indirect)
A & B Investment Limited
Pearl Global F.Z.E. (Liquidated w.e.f November 08, 2023)
DSSP Global Limited
Pearl Global Vietnam Company Limited
Pearl Unlimited Inc.
Pearl Grass Creations Limited (Formerly known as Pearl Tiger HK Limited)
PGIC Investment Limited
Prudent Fashions Limited
PT Pinnacle Apparels (Formerly known as PT Norwest Industry)
Vin Pearl Global Vietnam Limited
Alpha Clothing Limted (w.e.f September 04, 2022)
Trinity Clothing Limited (w.e.f May 10, 2023)
Corporacion de Productos Y Servicios Asociados, Sociedad Anonima (CORPASA)
Shoretex, Sociedad Anonima (SHORETEX)
Pearl Global Industries FZCO
Enterprise
over
which
Key
Managerial Personnel exercise
Significant influence
PDS Limited (Formerly PDS Multinational Fashions Limited)
Key Management Personnel
(KMP) & their relative
Mr. Deepak Kumar Seth
Chairman
Mr. Pulkit Seth
Vice Chairman, Non-Executive Director
Ms. Shifalli Seth
Non-Executive Director
Mr. Pallab Banerjee
Managing Director
Mr. Uma Shankar Kaushik
Whole-Time Director (till January 10, 2022)
Mr. Shailesh Kumar
Whole-Time Director
Mr. Deepak Kumar
Whole-Time Director
Mr. Sanjay Gandhi
Group Chief Financial Officer
Mr. Narendra Kumar Somani
Chief Financial Officer
Mr. Ravi Arora
Company Secretary (from February 14, 2022 till June
28, 2022).
Ms. Shilpa Budhia
Company Secretary (w.e.f. November 11, 2022).
NOTES
to consolidated financial statements for the year ended March 31, 2024
321
ANNUAL REPORT 2023-24
b)
Disclosure of Related Parties Transactions:
(i)
Enterprise over which KMP has Significant Influence
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Dividend Received
-
18.17
(ii) Key Management Personnel (KMP)
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the year ended
March 31, 2024
For the year ended
March 31, 2023
Short-term employee benefits
574.49
458.95
Share Based Payments
503.80
-
Expenses paid by the Company on their behalf (EPF Paid)
12.28
8.60
Expenses incurred on behalf of the Company
93.10
45.97
Loan Given
-
100.00
Loan recovered back
100.00
-
Interest Income
5.92
3.51
(All amounts are in ` Lakhs, unless otherwise stated)
Closing Balance
As at
March 31, 2024
As at
March 31, 2023
Loan Receivable (Inclusive of interest)
-
103.51
Trade Payable - Payable to KMP
20.70
10.92
c)
Disclosure of transactions between group and related parties during the year which are more than 1% of revenue.
As the transactions between group and related parties does not exceed 1% of revenue, hence disclosure of transactions
has not been made.
Terms and conditions of transactions with related parties
d)
All the transaction with the related parties are made on terms equivalent to those that prevail in arm’s length transactions.
Outstanding balances at the year end are unsecured and interest free except the interest bearing loan and settlement
occurs in cash.
e)
Personal Guarantee given by Mr. Deepak Kumar Seth (Promoter Director) and Mr. Pulkit Seth (Director) against the
Borrowings (refer note no. 21 & 22).
f)
The remuneration of Key managerial Personnel does not include amount in respect of gratuity and leave encashment
payable as the same are not determinable as individual basis for the KMP. The liabilities of gratuity and leave encashment
are provided for Company as whole on the basis of acturial valuation.
g)
During the financial year 2020-21, Pearl Apparel Fashions Limited, a wholly owned subsidiary of the Company had gone
into voluntarily liquidation. The NCLT order has been received on December 16, 2022 and company has been liquidated.
h)
During the financial year 2022-23, Investement was made in SEAD Apparels Private limited during the third quarter of
2022-23, making it a wholly owned subsidiary of the Company.
i)
During the year, the group had acquired 55% equity interest in substance in Pearl GT HoldCo Limited. Further, Pearl GT
Holdco Limited is the Holding Company of Corporacion de Productos Y Servicios Asociados, Sociedad Anonima (CORPASA)
and Shoretex, Sociedad Anonima (SHORETEX)
NOTES
to consolidated financial statements for the year ended March 31, 2024
322
PEARL GLOBAL INDUSTRIES LIMITED
48. DISCLOSURES MANDATED BY SCHEDULE III OF COMPANIES ACT 2013, BY WAY OF ADDITIONAL INFORMATION
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the financial year 2023-24
Net Assets i.e. total
assets minus total
liabilities
Share in profit /(loss)
Share in other
Comprehensive
Income
Share in total
Comprehensive
Income
Name of the Entities
As a % of
consolidated
net assets
Amount
As a % of
consolidated
Profit
Amount
As a % of
consolidated
Profit
Amount
As a % of
consolidated
Profit
Amount
Parent:
Pearl Global Industries
Limited
46.65
37,413.31
16.70
2,823.77
(30.29)
147.71
18.09
2,971.48
Subsidiary:
- Indian
Pearl Global Kaushal Vikas
Limited
(0.00)
(1.33)
(0.00)
(0.75)
-
-
(0.00)
(0.75)
SBUYS E-Commerce
Limited
0.51
408.12
1.07
180.76
-
-
1.10
180.76
Sead Apparels Private
Limited
(0.02)
(18.11)
(0.11)
(18.44)
-
-
(0.11)
(18.44)
- Foreign
Norp Knit Industries
Limited
27.40
21,977.66
37.21
6,293.40
120.39
(587.04)
34.74
5,706.35
Pearl Global Far East
Limited
9.69
7,770.83
1.34
227.28
(38.19)
186.22
2.52
413.51
Pearl Global (HK) Limited
31.17
25,000.70
60.91
10,301.71
78.22
(381.42)
60.40
9,920.29
Pearl Global USA, Inc.
0.28
223.24
(0.19)
(31.30)
(0.68)
3.30
(0.17)
(28.01)
Pearl GT Holdco Limited
(1.24)
(993.45)
(8.11)
(1,371.95)
0.90
(4.40)
(8.38)
(1,376.35)
Subtotal
- 91,780.97
-
18,404.48
-
(635.64)
- 17,768.84
Intercompany Elimination &
Consolidation
(14.44) (11,578.24)
(8.82)
(1,492.11)
(30.36)
148.03
(8.18)
(1,344.08)
Total
- 80,202.73
-
16,912.36
-
(487.61)
- 16,424.76
Non Controlling Interest in
subsidiaries
-
1,543.17
-
571.01
-
(78.31)
-
492.70
Grand Total
- 81,745.90
-
17,483.38
-
(565.92)
- 16,917.46
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the financial year 2022-23
Net Assets i.e. total assets
minus total liabilities
Share in profit /(loss)
Share in other
Comprehensive
Income
Share in total
Comprehensive
Income
Name of the Entities
As a % of
consolidated
net assets
Amount
As a % of
consolidated
Profit
Amount
As a % of
consolidated
Profit
Amount
As a % of
consolidated
Profit
Amount
Parent:
Pearl Global Industries
Limited
52.72
38,085.99
35.18
5,381.65
21.35
(278.42)
36.46
5,103.22
Subsidiary:
- Indian
Pearl Global Kaushal Vikas
Limited
(0.00)
(0.59)
(0.00)
(0.27)
-
-
(0.00)
(0.27)
SBUYS E-Commerce
Limited
0.31
227.36
1.16
177.69
-
-
1.27
177.69
NOTES
to consolidated financial statements for the year ended March 31, 2024
323
ANNUAL REPORT 2023-24
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the financial year 2022-23
Net Assets i.e. total assets
minus total liabilities
Share in profit /(loss)
Share in other
Comprehensive
Income
Share in total
Comprehensive
Income
Name of the Entities
As a % of
consolidated
net assets
Amount
As a % of
consolidated
Profit
Amount
As a % of
consolidated
Profit
Amount
As a % of
consolidated
Profit
Amount
Sead Apparels Private
Limited
0.00
0.33
(0.00)
(0.67)
-
-
(0.00)
(0.67)
- Foreign
Norp Knit Industries
Limited
22.68
16,383.12
22.61
3,458.57
211.48
(2,757.54)
5.01
701.03
Pearl Global Far East
Limited
10.18
7,357.33
0.61
93.57
(25.44)
331.69
3.04
425.26
Pearl Global (HK) Limited
30.31
21,898.72
47.01
7,192.90
(100.99)
1,316.85
60.80
8,509.75
Pearl Global USA, Inc.
0.35
251.27
0.00
0.66
(0.64)
8.32
0.06
8.97
Subtotal
-
84,203.55
- 16,304.09
-
(1,379.11)
- 14,924.99
Intercompany Elimination &
Consolidation
(16.55)
(11,956.99)
(6.57) (1,004.87)
(5.76)
75.16
(6.64)
(929.72)
Total
-
72,246.56
- 15,299.22
- (1,303.95)
- 13,995.27
Non Controlling Interest in
subsidiaries
-
2,030.67
-
(373.78)
-
19.82
-
(353.96)
Grand Total
-
74,277.23
- 14,925.44
- (1,284.13)
- 13,641.31
49. LEASES
a)
Lease contracts entered by the Group to conduct its business in the ordinary course. The Group does not have any lease
restrictions and commitment towards variable rent as per the contract.
(All amounts are in ` Lakhs, unless otherwise stated)
Right-of-use assets: movements in carrying
value of assets
Land Buildings Machinery
Office
Premises
Vehicle
Total
Gross Block as at April 01, 2022
2,940.27 12,529.14
213.71
-
- 15,683.12
Add: Business Combination
-
36.88
-
-
-
36.88
Add: Additions during the year
-
4,603.22 -
-
-
4,603.22
Less: Disposal/ adjustments during the year
-
(606.92)
-
-
-
(606.92)
Add/(Less): Exchange Fluctuation/Translation
248.24 (1,296.87)
3.57
-
- (1,045.05)
Gross Block as at March 31, 2023
3,188.51 15,265.45
217.28
-
- 18,671.25
Add: Additions during the year
398.44
4,186.38
373.35
505.33
-
5,463.50
Add: Disposals/Adjustments
-
(748.61)
-
498.40
174.05
(76.16)
Add: Exchange Fluctuation
44.96
(309.16)
(7.36)
(2.89)
2.43
(272.02)
Gross Block as at March 31, 2024
3,631.91 18,394.06
583.27 1,000.84 176.48 23,786.57
Accumulated Depreciation/Amortisation :
As at April 01, 2022
358.60
4,141.34
15.03
-
- 4,514.97
Add: Business Combination
-
10.39
-
-
-
10.39
Add: Depreciation/Amortisation charge for the year
111.57
1,616.07
55.94
-
-
1,783.58
Less: (Disposals) / adjustments during the year
(7.63)
(617.33)
-
-
-
(624.96)
Add/(Less): Exchange Fluctuation/Translation
32.69
(440.19)
1.52
-
-
(405.98)
NOTES
to consolidated financial statements for the year ended March 31, 2024
324
PEARL GLOBAL INDUSTRIES LIMITED
(All amounts are in ` Lakhs, unless otherwise stated)
Right-of-use assets: movements in carrying
value of assets
Land Buildings Machinery
Office
Premises
Vehicle
Total
As at March 31, 2023
495.22
4,710.28
72.49
-
- 5,277.99
Add: Depreciation/Amortisation charge for the year
125.32
1,859.42
99.51
318.15
58.42
2,460.82
Less: (Disposals) / adjustments during the year
-
(342.29)
-
189.41
76.72
(76.16)
Add/(Less): Exchange Fluctuation/Translation
6.20
(53.06)
1.69
(6.40)
2.13
(49.44)
As at March 31, 2024
626.74
6,174.35
173.69
501.16 137.27 7,613.21
Net Block :
As at March 31, 2024
3,005.17 12,219.71
409.58
499.68
39.21 16,173.35
As at March 31, 2023
2,693.29 10,555.17
144.79
-
- 13,393.26
In 2023-24, there were no impairment charges recorded for right-of-use assets.
Leases: movements in carrying value of recognised liabilities
Amount
As at April 01, 2022
8,045.15
Add: Business Combination
8.62
Add: Additions during the year
4,466.44
Add: Interest expense on lease liabilities
997.47
Less: (Disposals) / adjustments during the year
104.12
Less: Repayment of lease liabilities
(2,135.82)
Add: Exchange Realisation/Translation
(552.53)
As at March 31, 2023
10,933.45
Add: Additions during the year
5,463.50
Add: Interest expense on lease liabilities
1,365.75
Less: (Disposals) / adjustments during the year
NIL
Less: Repayment of lease liabilities
(3,438.56)
Add: Exchange Realisation/Translation
(0.50)
As at March 31, 2024
14,323.64
Non-current lease liabilities
12,666.79
Current lease liabilities
1,656.85
Total lease liabilities
14,323.64
The maturity analysis of lease liabilities is given in note 44 in the ‘Liquidity risk’ section.
Leases committed and not yet commenced:
There are no leases committed which have not yet commenced as on reporting date. Cash flows from operating activities
includes cash flow from short term lease & leases of low value.
Cash flows from operating activities includes cash flow from short term lease & leases of low value. Cash flows from
financing activities includes the payment of interest and the principal portion of lease liabilities.
Group as a Lessor
The group is not required to make any adjustments on transition to Ind AS 116 for leases in which it acts as a lessor. The
group accounted for its leases in accordance with Ind AS 116 from the date of initial application. The group does not have
any significant impact on account of sub-lease on the application of this standard.
The group has given its building space, lying under property, plant and equipment’s, on operating lease through operating
lease arrangements. Income from operating leases is recognised as revenue on a straight-line basis over the lease term.
Lease income of ` 723.63 Lakhs (March 31, 2023: ` 751.10 Lakhs) has been recognised and included under Other Income.
(Refer Note No. 29)
NOTES
to consolidated financial statements for the year ended March 31, 2024
325
ANNUAL REPORT 2023-24
The following table sets out a maturity analysis of lease receivable, showing the undiscounted lease payments to be
received after the reporting date.
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Year Ended
March 31, 2024
Year Ended
March 31, 2023
Less than one year
778.67
702.26
One to two years
797.30
778.67
Two to three years
841.89
797.30
Three to Four Years
813.25
841.89
Four to five years
670.42
813.25
More than five years
1,973.08
2,643.50
50. EVENT OCCURRING AFTER BALANCE SHEET DATE
(a) Interim Dividend:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the Year ended
March 31, 2024
For the Year ended
March 31, 2023
Declared for the year:
Nil (Second Interim dividend declared on May 15, 2023 ` 5.00 per share for the
financial year 2022-23)
-
1,083.20
[Nil (2022-23 ` 5 on 21,663,937 equity shares)](Prior to sub division)
(b) Proposed Dividend:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
For the Year ended
March 31, 2024
For the Year ended
March 31, 2023
- The directors of PG(HK) proposed final dividend for financial year 2023-24:
$ 0.31 per share (2022-23: $ 0.31 per share) which is subject to the approval
of the Group's shareholders at the forthcoming annual general meeting. Also,
during the year, the entity had declared interim dividend of $ 0.81 per share
(2022-23: $ 0.16 per share)
416.10
411.10
(c) No other material events have occurred between the balance sheet date to the date of issue of these financial statements
that could affect the values stated in the financial statements.
51. EMPLOYEE SHARE BASED PAYMENT
A. The Board of Directors had accorded their consent for the implementation of Pearl Global Industries Limited Employee
Stock Option Plan 2022 (the Plan) on June 30, 2022, which was approved by the shareholders of the Company vide Postal
Ballot on August 28, 2022. Pursuant to the terms of the said plan, the Company had granted 1,280,200 options till date to
employees of the holding company. During the year ended March 31, 2024, the holding company has granted 4,54,000*
(March 31, 2023: 8,26,200*) stock options to the eligible employees of the Company/subsidiary companies. Each option
when exercised would be converted into one fully paid-up equity share of ` 5/- each of the holding company. The options
granted under ESOP scheme carry no rights to dividends and no voting rights till the date of exercise. The fair value of the
share options is estimated at the grant date using Black and Scholes Model, taking into account the terms and conditions
upon which the share options were granted.
Further,during the year ended March 31, 2024, the group has accelerated the vesting of 135,000 options based on the
approval of Nomination and Remuneration Committee in accordance with ‘the Plan’, due to which an additional amount of
` 63.01 Lakhs has been charged to statement of profit and loss account.
NOTES
to consolidated financial statements for the year ended March 31, 2024
326
PEARL GLOBAL INDUSTRIES LIMITED
The group has recognised an expense of ` 860.85 Lakh (March 31, 2023 ` 259.51 Lakh) arising from equity settled share
based payment transactions for employee services received during the year. The carrying amount of Employee stock
options outstanding reserve as at March 31, 2024 is ` 899.19 Lakh (March 31, 2023: ` 259.51 Lakh).
*The movement of options & the fair value assumptions have been restated to give effect of share split of equity shares of face value of
` 10 each sub-divided into 2 equity shares of face value of ` 5 each held vide shareholder’s approval dated December 19 , 2023 through
postal ballot.
B. Options granted under ESOP Scheme
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Options outstanding at the beginning of the year
8,26,200
-
Options granted during the year
4,54,000
8,26,200
Options forfeited during the year
-
-
Options expired/lapsed during the year
43,400
-
Options exercised during the year
2,55,650
-
Options outstanding at the end of the year
9,81,150
Exercisable at the end of the year
75,050
-
For options outstanding at the end of the year
Exercise price range (`)
150-375
150
Weighted average remaining contractual life (in years)
2.33 years
3.53 years
C. Fair value of options granted
(i) Fair value of each option is estimated on the date of grant i.e. October 10, 2022, based on the following assumptions:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Tranche I
Tranche II
Tranche III
Tranche IV
Dividend yield (%)
0.95%
0.95%
0.95%
0.95%
Expected life (years)
2.5 years
3 years
3.5 years
4 years
Risk free interest rate (%)
7.05%
7.15%
7.23%
7.29%
Volatility (%)
58.21%
57.92%
55.93%
54.70%
Share price on date of grant*
` 230.675
Fair value of options
122.88
128.645
132.22
135.81
(ii) Fair value of each option is estimated on the date of grant i.e. May 15, 2023, based on the following assumptions:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Tranche I
Tranche II
Tranche III
Tranche IV
Dividend yield (%)
1.06%
1.06%
1.06%
1.06%
Expected life (years)
3 years
4 years
5 years
6 years
Risk free interest rate (%)
6.83%
6.85%
6.88%
6.91%
Volatility (%)
56.05%
54.82%
53.24%
52.03%
Share price on date of grant*
` 222.95
Fair value of options
114.015
122.855
129.335
134.705
(ii) Fair value of each option is estimated on the date of grant i.e. August 10, 2023, based on the following assumptions:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Vest 1
Vest 2
Tranche I
Tranche II
Tranche III
Dividend yield (%)
0.93%
0.93%
0.93%
0.93%
Expected life (years)
3 years
3 years
4 years
5 years
Risk free interest rate (%)
6.99%
6.99%
7.02%
7.03%
NOTES
to consolidated financial statements for the year ended March 31, 2024
327
ANNUAL REPORT 2023-24
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Vest 1
Vest 2
Tranche I
Tranche II
Tranche III
Volatility (%)
56.73%
56.73%
55.73%
53.73%
Share price on date of grant*
` 322.875
Fair value of options
208.275
171.835
184.97
193.81
(ii) Fair value of each option is estimated on the date of grant i.e. October 10, 2023, based on the following assumptions:
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
Tranche I
Tranche II
Tranche III
Tranche IV
Dividend yield (%)
1.17%
1.17%
1.17%
1.17%
Expected life (years)
3 years
4 years
5 years
6 years
Risk free interest rate (%)
7.21%
7.26%
7.29%
7.31%
Volatility (%)
57.23%
56.15%
53.97%
52.38%
Share price on date of grant*
` 507.125
Fair value of options
259.93
280.82
294.315
305.525
The expected life of the share options is based on historical data and current expectations and is not necessarily
indicative of exercise patterns that may occur. The volatility is based on annualised standard deviation of the
continuously compounded rates of return based on the peer companies and competitive stocks over a period of time.
The company has determined the market price on grant date based on latest equity valuation report available with the
Company preceding the grant date.
D.
Expenses arising from share-based payment transactions
(All amounts are in ` Lakhs, unless otherwise stated)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Stock based compensation expense determined under fair value method
recognised in statement of profit or loss
899.19
259.51
52. BUSINESS COMBINATION
a)
During the year, on June 09, 2023, the Group acquired 55% equity interest in Pearl GT Holdco Ltd. (British virgin Islands).
Pearl GT Holdco Ltd. is engaged in the manufacture readymade garments item and allied products and has two wholly
owned subsidiaries namely Shoretex, Sociedad Anonima and Corporacion de Productos Y Servicious Asociados, Sociedad
Anonima. The acquisition was made as part of the Group’s strategy to expand the manufacturing footprints in Guatemala
and expecting to benefit from the synergies of broader customer base. The purchase consideration for the acquisition
was in the form of cash, with USD$ 550,000 (equivalent to ` 451.94 Lakhs) paid at the acquisition date and goodwill on
purchase of subsidiary was USD$ 293,969 (equivalent to ` 242.30 Lakhs) .
b)
During the year, the Group acquired 100% equity interest in Trinity Clothing Limited from a third party. Trinity Clothing is
engaged in the trading of fabrics and interlining. The acquisition was made as part of the Group’s strategy to expand its
business operation, expecting to benefit from the synergies of broader customer base. The purchase consideration for the
acquisition was in the form of cash at the acquisition date.
c ) During the year, the group has entered into a sale and purchase agreement with the non-controlling party to acquire the
remaining 20% equity interest of a subsidiary, Pearl Grass Creations Limited. The subsidiary became a wholly- owned
subsidiary of Pearl Global (HK) Limited upon completion.
d)
During previous year 2022-23, the Group acquired 100% equity interest in substance in Alpha Clothing Limited from a third
party. Alpha Clothing is engaged in the manufacture readymade garments item and allied products. The acquisition was
made as part of the Group’s strategy to expand its market share of garment products in the Bangladesh. The purchase
consideration for the acquisition was in the form of cash, with USD 10,45,081 (equivalent to ` 824.98 Lakhs) paid at the
NOTES
to consolidated financial statements for the year ended March 31, 2024
328
PEARL GLOBAL INDUSTRIES LIMITED
For & on behalf of Board of Directors of Pearl Global Industries Limited
(Pulkit Seth)
(Pallab Banerjee)
Vice-Chairman
Managing Director
DIN 00003044
DIN 07193749
(Sanjay Gandhi)
(Narendra Somani)
Group CFO
Chief Financial Officer
M. No. 096380
M. No. 092155
(Shilpa Budhia)
Company Secretary
M. No. ACS - 23564
Place of Signature: Gurugram
Date: May 20, 2024
NOTES
to consolidated financial statements for the year ended March 31, 2024
acquisition date and the remaining USD 4,90,075 (equivalent to ` 402.94 Lakhs) and USD 4,70,473 (equivalent to ` 386.82
Lakhs) paid by March 31, 2023 and July 31, 2024 respectively. During the year, the sellers agreed to unconditionally defer
the second payment of USD 4,90,075 (equivalent to ` 402.94 Lakhs). Further, in last installment of USD 4,70,473 (equivalent
to ` 386.82 Lakhs) discounted amount is USD 4,13,021 (equivalent to ` 339.59 Lakhs), which is reflected in Note 23 to the
consolidated financial statement.
53. No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources
or kind of funds) by the Company to or in any other person or entity, including foreign entity (“Intermediaries”) with the
understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in party identified by
or on behalf of the Company (Ultimate Beneficiaries). The Company has not received any fund from any party (Funding
Party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entity
identified by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf
of the Ultimate Beneficiaries.
54. DISCLOSURE OF TRANSACTIONS WITH STRUCK OFF COMPANIES
The group did not have any material transactions with companies struck off under Section 248 of the Companies Act, 2013 or
section 560 of Companies Act, 1956 during the financial years.
55.
A) No transactions to report against the following disclosure requirements as notified by MCA pursuant to amended Schedule III:
(a) Benami Property held under Prohibition of Benami Property Transactions Act, 1988 and rules made thereunder
(b) Crypto Currency or Virtual Currency
(c) Relating to borrowed funds:
i)
Wilful defaulter
ii)
Utilisation of borrowed funds & share premium
iii) Borrowings obtained on the basis of security of current assets
329
ANNUAL REPORT 2023-24
STATEMENT CONTAINING SALIENT FEATURES OF THE FINANCIAL STATEMENT OF SUBSIDIARY COMPANIES
[ Pursuant to first proviso to Sub-Section (3) of Section 129 of the Companies Act, 2013, read with Rule 5 of the Companies (Accounts) Rules, 2014-AOC-1]
(` in Lakh)
Sl.
No.
Name of
Subsidiary
Date of
Acquisi
tion
Re
porting
Period
Report
ing Cur
rency
Exchange
rate (INR)
Equity
Share
Capital
Reserves
& surplus
Total as
sets
Total Li
abilities
Invest
ments
Turnover
Profit/
Loss
before
taxation
Provision
for taxa
tion
Profit /
Loss after
taxation
Proposed
dividend
% of
share
holding
Other
compre
hensive
(Ex
penses)
Income
Total
Compre
hensive
income
for the
Year
1
Pearl Global
Kaushal Vikas
Limited
18-06-
2014
31-03-24
INR
NA
5.00
(6.34)
0.19
1.53
-
-
(0.75)
-
(0.75)
-
100.00
-
(0.75)
2
SBUYS
E-Commerce
Limited
20-09-
2019
31-03-24
INR
NA
1.00
407.12
461.47
53.35
-
390.68
242.59
61.83
180.76
-
100.00
-
180.76
3
Sead Apparels
Private Limited
24-06-
2022
31-03-24
INR
NA
1.00
(19.10)
227.34
245.44
1.62
(18.38)
0.05
(18.43)
-
100.00
(18.43)
4
Norp Knit
Industries
Limited
22-03-
2006
31-03-24
BDT
0.75790
2,562.63 19,414.77 45,951.34 23,973.94
835.21 91,309.38
7,229.71
936.14
6,293.57
-
99.99
(70.42)
6,223.14
5
Pearl Global
Fareast
Limited#
16-03-
2009
31-03-24
USD
83.3739
4,164.53
3,606.67
8,735.47
964.28
1,189.28
8,245.99
227.28
-
227.28
100.00
81.16
309.01
6
Peal Global (HK)
Limited#
22-12-
2009
31-03-24
USD
83.3739
7,553.68 20,156.77 82,040.17 54,329.73 18,546.49 2,67,434.23 11,449.50
1,035.51 10,414.00
-
100.00
(768.81)
9,639.76
7
PGIC
Investment
Limited
16.08.2016 31-03-24
USD
83.3739
0.00
(720.79)
3,986.86
4,707.65
-
-
35.68
-
35.68
-
100.00
-
35.68
8
Pearl Grass
Creations
Limited
11.07.2016 31-03-24
USD
83.3739
333.50
1,804.05
5,795.07
3,657.52
- 49,803.81
1,542.07
219.69
1,322.38
-
100.00
-
1,322.38
9
Vin Pearl
Global Vietnam
Limited#
11.07.2016 31-03-24
USD
83.3739
10.00
(305.43)
3,441.39
3,736.81
3,438.59
-
(4.03)
-
(4.03)
-
100.00
-
(4.03)
10
Pearl Global
Vietnam Co.
Ltd.
01.05.2017 31-03-24
VND
0.00335
2,417.32
3,240.52 21,091.09 15,433.25
- 49,257.85
2,911.36
285.29
2,626.07
-
100.00
-
2,626.07
11
Prudent
Fashions
Limited
02.03.2017 31-03-24
BDT
0.75790
1,487.58
2,938.74 13,823.51
9,397.19
- 31,225.29
2,388.56
295.73
2,092.83
-
99.95
-
2,092.83
FORM AOC-1
330
PEARL GLOBAL INDUSTRIES LIMITED
(` in Lakh)
Sl.
No.
Name of
Subsidiary
Date of
Acquisi
tion
Re
porting
Period
Report
ing Cur
rency
Exchange
rate (INR)
Equity
Share
Capital
Reserves
& surplus
Total as
sets
Total Li
abilities
Invest
ments
Turnover
Profit/
Loss
before
taxation
Provision
for taxa
tion
Profit /
Loss after
taxation
Proposed
dividend
% of
share
holding
Other
compre
hensive
(Ex
penses)
Income
Total
Compre
hensive
income
for the
Year
12
DSSP Global
Limited#
08-11-
2012
31-03-24
USD
83.3739
1,400.78
5,925.45 19,465.04 12,138.81
37,680.59
415.67
45.72
369.95
-
100.00
125.60
495.55
13
PT Pinnacle
Apparels
30-03-
2006
31-03-24
USD
83.3739
1,462.34
5,599.68
9,378.87
2,316.84
- 11,725.05
196.39
45.72
150.66
-
69.92
125.60
277.15
14
Pearl Global
USA Inc.
29-07-
2021
31-03-24
USD
83.3739
250.96
(27.70)
2,177.34
1,954.09
-
5,667.31
(19.49)
11.84
(31.33)
-
100.00
-
(31.33)
15
Alpha Clothing
Limited
04-09-
2022
31-03-24
BDT
0.7579
1,310.31
2,078.60
9,505.14
6,116.22
- 16,723.93
748.55
162.66
585.89
-
76.54*
(77.75)
508.15
16
Pearl GT Holdco
Ltd.#
09-06-
2023
31-03-24
USD
83.3739
8.34 (1,001.84)
2,920.40
3,913.90
-
1,410.82 (1,371.95)
- (1,371.95)
55.00 (1,371.95) (1,381.63)
17
Pearl Global
Industries FZCO
08-03-
2023
31-03-24
AED
22.7166
22.72
554.17
2,570.69
1,993.80
-
5,987.63
552.36
-
552.36
100.00
-
552.36
18
Trinity Clothing
Limited
10-05-
2023
31-03-24
USD
83.3739
0.00
88.59
300.29
211.71
-
7,625.68
(1.05)
-
(1.05)
100.00
-
(1.05)
#Figurers are on consolidated basis.
* % shareholding of alpha as on 31st March 2024 is 76.54%. However consolidated 100%, Since purchase consideration paid for remaining 23.46% on 31st July 2024.
Avarage exchange rate taken for Statement of profit & loss items:-
1US$ = ` 82.79
1BDT= ` 0.75
1VND = ` 0.0034
I AED = ` 22.55
For and on behalf of the Board
for Pearl Global Industries Limited
(Pulkit Seth)
(Pallab Banerjee)
Vice-Chairman
Managing Director
DIN 00003044
DIN 07193749
(Sanjay Gandhi)
(Narendra Somani)
(Shilpa Budhia)
Place: Gurugram
Group CFO
Chief Financial Officer
Company Secretary
Date: May 20, 2024
M. No. 096380
M. No. 092155
M.No.: ACS-23564
Form AOC-1 (Contd.)
NOTES
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