gangotri textiles ltd management rights Management discussions

During the year under review, the company has effected zero turnover. During the year under review the company lost its case in the Honorable Supreme Court of India regarding the penalty of Rs. 7,30,48,152 imposed by the income tax department relating to the assesment year 2012- 13 which has now become payble. In the books of accounts, the company had refund claim of Rs. 79,08,062 towards refund for earlier years. After losing the case, it is not possible to get the refund. Therefore the company has reversed the provision of Rs. 79,08,062 being income tax refund during this year. This has been discussed and approved by the Board of Directors in their meeting held on 12.05.2023. As company has no resources to pay balance liability, it has not been provided in the books of account. To that extent, our liability remains understated. OPERATION OF UNITS : Since the Lenders have sold the entire assets of the company for the non-payment of loan , there was no manufacturing operation taking place in the company during the year under review. Even after the sale proceeds of the entire assets have been adjusted by the lenders against the loan due , still the company owes more than Rs 200.00 crores as on 31-3-2023 including interest accrued but not paid. The company has no assets on hand. to sell and make the payment for the balance loan amount. As the company is unable to meet day-to-day expenses like rent, electricity, salary, Listing Fees etc, the company is liable to insolvency. Till then, the company is liable to function just to comply with the statutory obligations with the Registrar of Companies, Stock Exchanges etc. Hence, the company has engaged few staffs to carry out the above work. FINANCIAL PERFORMANCE AND ANALYSIS

Particulars	2022 -23	2021 -22	Change Increase (+) Decrease(-)	Percentage
Turnover	0	0	0
Other Income	0	5,59,125	(5,59,125)	-100%
Gross Revenue	0	5,59,125	(5,59,125)	-100%
Profit before Exceptional	(6,62,032)	(2,74,698)	(-387334)	1.41%
Items and Tax
Exceptional Items	0	0	0	0%
Interest	0	0	0	0%
Profit before Tax	(6,62,032)	(2,74,698)	(387334)	1.41%
Depreciation	3,629	3,629	0	100%
Tax relating to earlier years	(79,08,062)	0	(79,08,062)	100%
Net Profit /Loss for the period	(85,73,723)	(2,78,327)	(-8295396)	29.80%

OUTLOOK

Entire manufacturing activities have been suspended due to sale of all the units of the company by the Lenders. There is no source of Income and the company is struggling for meeting day-to-day expenses and compliances. However, as the company is having huge negative Net Worth and no source of Income, the company is considering filing for insolvency. FINANCE

The Report about finance is elaborately given in the Directors Report to the Shareholders which is appended in the Annual Report OPPORTUNITIES AND THREAT

There are no opportunities as of now for our company for revival . Only, threats are more due to the loan outstanding to the banks as well as Notices received by the company from various departments as shown below.

S.No	Demand Received from	Amount in Rs.	Reason
1	Joint Director General of Foreign Trade, Coimbatore	55,90,28,760	: Non-fulfillment of Export Obligation in respect of 45 Licenses issued to the company.
2	Assistant Commissioner of Customs, Chennai	1,58,77,000	: Non-fulfillment of Export Obligation in respect of 6 censes issued to the company.
3	Assistant Commissioner of Income Tax, Corporate Circle -2. The Commissioner of Income Tax,	7,30,48,152	: Penalty levied u/s Section 271(1) (c?) of the Income Tax relating to the Assessment Year 2012-13.
	Appeal has vide his Order dated 28-9-2016 upheld the Penalty. Against this, the Company has preferred Appeal before the Tribunal , Chennai . The Tribunal has sismissed the Appeal vide its Order dated 26-5- 2017.
	The Company has preferred an Appeal before the Honble Madras High Court and the matter is sub-judice.
	The High Court of Judicature at Madras vide its Order dated 25-8-2020 dismissed the Appeal. Against this, the Company is preferring an Appeal in the Honble Supreme Court of India, New Delhi
	The Asst. Commissioner, Corporate Circle-2 , Coimbatore has also filed a Criminal Case against the company in the Coimbatore Court as punishment for non payment of demand for Rs 7,30,48,153.
	The matter is sub-judice.

 

S.No	Demand Received from	Amount in Rs.	Reason
4	Deputy Commissioner of Income Tax, TDS Circle	45,69,649	: TDS Default
5	The Assistant Commissioner of Com- mercial Taxes, Mettupalayam Road Circle, Coimbatore	20,06,535	: Short levy of AST for the Assessment year 1999-2000
6	Income Tax Department	5,85,000	: The Department have preferred Appeal before I.T.A.T , Chennai against the order of C.I.T Appeal relating to the Assessment Year 2004-05
7	Income Tax Department	1,25,000	: The Department have filed an Appeal before the Honble High Court , Chennai against Companys stand regarding sec 80 (1A)
8	Maharashtra Sales Tax Department	32,46,000	: Issues representing reversal of Input Vat Credit relating to the Assessment Year 2005-06 and 2006-07
9	M/s Think Capital;	93,86,000	: Winding up petition filed by them for non-compliance of certain commitments.
10	M/s Vijay Fabrics	1,18,000	: M/s Vijay Fabrics , Erode have obtained Decree against the company and filed Execution Petition before the Sub-Court, Perundurai
11	National Stock Exchange of India Limited, Mumbai	34,73,073.	34,73,073 : Due to belated submission of un-audited Financial Results forthe quarter ended 30-9-2015. The Appellate Authority have confirmed the penalty of Rs
12	National Stock Exchange of India Limited, Mumbai	8,03,073	: Due to belated submission of financial results under Reg 33 relating to the year ended 31-3-2015. The Appellate Authority have confirmed the penalty at 6,68,073.
13	National Stock Exchange of India Limited, Mumbai	4,18,900	: Due to non-compliance of Regulation 17(1) of the SEBI (LODR) Regulations, 2015
14	Bombay Stock Exchange Ltd, Mumbai	4,18,900	: Due to non-compliance of Regulation 17(1) of the SEBI (LODR) Regulations, 2015

S.No Demand Received from Amount in Rs. Reason

15 National Stock Exchange of India 25,35,800 : Arrears of Annual Listing Fee Limited, Mumbai due from the Financial Year 2016-17 to 2023-24

16 Bombay Stock Exchange Ltd, Mum- 9,18,210 : Arrears of Annual Listing Fee bai

17 National Stock Exchange of India 1,08,560 : Non-appointment of qualified Limited, Mumbai Company Secretary

Since all the Units of the Company have been sold by the Lenders, presently, the Company does not own any assets / source of Income. Therefore, the Management is finding it very difficult to meet out the day-to-day expenses and also comply with various Statutory Obligations and compliances to Stock Exchanges and Registrar of Companies. The Company has already approached the Lenders for their approval for de-listing of the shares which is pending with the Lenders . The company has already passed Special Resolution to enable it to go for Voluntary Winding-up under IBC. However, in view of pending Income Tax cases in the Court, we understand that the IBC Application cannot be filed . Hence Voluntary Winding-up Petition will be filed as and when all Rules &Compliances are complied with. INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY. The Company has appointed M/s K.N.Swamy& Co as Statutory Auditors of the Company and they audit the adequacy and the effectiveness of the internal controls prescribed by the Management and wherever necessary suggests improvements. The Audit Committee of the Board of Directors periodically review the financial positions, audit plans, internal audit reports adequacy of internal controls and risk management INDUSTRIAL RELATIONS

The Industrial Relation continued to be harmonious with the available few staffs.

	By order of the Board
	For GANGOTRI TEXTILES LIMITED
	MANOJ KUMAR TIBREWAL
	Managing Director
Place : Coimbatore
Date : 12-05-2023	N.VENKATESAN
	Director