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Annual Report - 23-24

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ANNUAL REPORT

2023-2024
2022-2023
HGI INDUSTRIES LIMITED
Management Team

DIRECTORS REGISTERED OFFICE


Mr. Jyoti Prakash Kanoria Industry House
Mr. Arvind Kumar Newar 18th Floor,
Mr. Yashwant Kumar Daga 10, Camac Street,
Mr. Ravindra Kastia Kolkata - 700017
Mrs. Neha Agrawal
Mr. Jitendra Kumar Agarwal (Additional director w.e.f. 22nd May, 2024)
Mr. Nikhil Agarwala (Additional director w.e.f. 22nd May, 2024)
Mr. Rahul Goyal (Additional director w.e.f. 22nd May, 2024)

CHIEF EXECUTIVE OFFICER STATUTORY AUDITORS


Mr. Hukam Chand Daga M/s Salarpuria Jajodia & Co.
Chartered Accountants, Kolkata

CHIEF FINANCIAL OFFICER SECRETARIAL AUDITORS


Mr. Kamal Kishor Agarwal (up to 1 April, 2024)
st
M/s K. Arun & Co.
Mr. Sushil Kumar Chandak (w.e.f. 22nd May, 2024) Company Secretaries, Kolkata

COMPANY SECRETARY & BANKERS


COMPLIANCE OFFICER HDFC Bank Limited
Mr. Rakesh Sharma

CONTENTS Page No.


Shareholders’ Information 01
Board’s Report 06
Independent Auditors’ Report 17
Balance Sheet 26
Statement of Profit & Loss 27
Cash Flow Statement 28
Changes in Equity 29
Notes to Financial Statement 30
HGI INDUSTRIES LIMITED

Shareholder Information

1. Annual General Meeting


Date and Time Thursday, 19th September, 2024 at 11.30 a.m.
(IST)
2. Financial Calendar April, 2024 to March, 2025
Financial Year of the Company 1st April to 31st March
Financial reporting for the quarter ending June 30, 2024 By Second week of August, 2024
Financial reporting for the quarter ending September 30, 2024 By Second week of November, 2024
Financial reporting for the quarter ending December 31, 2024 By Second week of February, 2025
Financial reporting for the quarter ending March 31, 2025 By Second week of May, 2025
Annual General Meeting for the year ended March 31, 2025 August / September, 2025
3. Dates of Book Closure Friday, 13th September, 2024 to Thursday, 19th
September, 2024
(Both days inclusive)
4. Dividend Payment Date N.A.
5. Registered Office Industry House
18th Floor, 10, Camac Street,
Kolkata – 700 017
West Bengal, India
Tel: +91 33 4455 5500
Fax: +91 33 4455 5537 / 47
Email: hgiho@adityabirla.com
Website: www.hgiil.com
6. Corporate Identification Number (CIN) L40200WB1944PLC011754
7. Listing on Stock Exchange at Kolkata
8. Name of the Stock Exchange The Calcutta Stock Exchange Limited
7, Lyons Range, Kolkata - 700001
Stock Code: 10018159
Note: Listing Fees for FY 2024-25 has been paid
to The Calcutta Stock Exchange Limited as per
their schedule and no amount is outstanding.
9. Name of Depositories 1. National Securities Depository Ltd.
301, 3rd Floor, Naman Chambers,
Plot No. C-32, Bandra Kurla Complex
Bandra East, Mumbai – 400 051
Tel. : 022 4886-7000
E-mail: info@nsdl.com
Website: https://nsdl.co.in
2. Central Depository Services (India) Ltd.
Marathon Futurex, ‘A’ Wing,
34th and 35th Floor, N.M. Joshi Marg, Lower
Parel,
Mumbai – 400 013
Tel.: +91 22 23058640/ 8624/8639/8663
Email:helpdesk@cdslindia.com
Website:www.cdslindia.com
10. ISIN INE 869B01018
11. Stock Price Data

[2] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Shareholder Information (Contd.)

The Calcutta Stock Exchange Limited (in `)


High Low Close Av. Volume
FY 2023 - 24 - - - -
Since there has been no trading during the year under review, the monthly data are not available and hence not furnished.
12. Registrar and Transfer Agents MCS Share Transfer Agent Limited
(Physical and Demat) 383, Lake Gardens, 1st Floor,
Kolkata – 700 045
Tel : +91 33 4072 4051/53
Fax: +91 33 4072 4050
E-Mail: mcssta@rediffmail.com
13. Share Transfer System Share Transfers are registered normally within 15 days from
the date of receipt, provided that the documents are complete
in all respects.
The total number of equity shares transferred in the physical
form during the year was NIL (Previous year: NIL).
Number of pending share transfers as on 31st March, 2024 is Nil.
14. Investor Services: Complaints received during the year
2023-24 2022-23
Nature of complaints
Received Cleared Received Cleared
1. Relating to Transfer, Transmission, Duplicate - - - -
Share Certificate, Change of Address, etc.
2. Dividends, Interest, Redemption, etc. - - - -
3. Demat – Remat - - - -
4. Others - - - -
Total - - - -
Legal proceedings on share transfer issues, if any: There are no legal proceedings relating to transfer of shares.
15. Distribution of Shareholding as on 31st March, 2024
No. of shareholders No. of Equity Shares
Range
Total % Total %
1– 500 1,230 82.55 1,97,404 5.21
501-1000 118 7.92 89,859 2.37
1001-2000 78 5.23 1,08,525 2.87
2001-3000 16 1.07 40,127 1.06
3001-4000 8 0.54 28,171 0.74
4001-5000 5 0.34 23,362 0.62
5001-10000 12 0.81 81,367 2.15
10001 and Above 23 1.54 32,18,840 84.98
Total 1,490 100.00 37,87,655 100.00
Physical shares 823 55.23 2,29,654 6.06
Demat shares 667 44.77 35,58,001 93.94
Number of physical and demat shareholders are after merging the PAN of same folios.

Annual Report 2023-24 [3]


HGI INDUSTRIES LIMITED

Shareholder Information (Contd.)

Category of Shareholding as on 31st March, 2024

Category No. of % of No. of Shares % of Share


Shareholders Shareholders Held Held
Promoters 6 0.40 7,33,440 19.36
Financial Institutions, Banks, Insurance Companies & 13 0.87 15,92,876 42.05
Mutual Funds
NRI/OCB 6 0.40 2,984 0.08
Private Body Corporate 52 3.49 7,14,014 18.85
Individuals/Trust 1,413 94.84 7,44,341 19.66
Total 1,490 100.00 37,87,655 100.00

16. Dematerialization of Shares and As on 31st March, 2024, 35,58,001 equity shares of the Company representing
Liquidity 93.94 % of the total shares are in dematerialised form.
During the financial year 808 equity shares of the Company, constituting 0.02%
of the issued and subscribed capital of the Company were dematerialised
and no equity share was rematerialized.
17. Details on use of public funds No funds have been raised from the public in last 3 years.
obtained in the last three years
18. Outstanding GDR / Warrants and N.A.
Convertible Bonds, Conversion date
and likely impact on Equity
19. Commodity Price Risk or Foreign N.A.
Exchange Risk and Hedging Activities
20. Secretarial Audit (a) Pursuant to Section 204 of the Companies Act, 2013, M/s K. Arun & Co.,
Practicing Company Secretaries, have conducted Secretarial Audit of the
Company for the financial year 2023-24. The Audit Report is annexed to
the Board’s Report.
(b) Pursuant to the Regulation 40(9) of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, certificates have been
issued, on yearly basis, by a Practicing Company Secretary, certifying due
compliance of share transfer formalities by the Company.
(c) A Practicing Chartered Accountant carries out quarterly Reconciliation
of Share Capital Audit, to reconcile the total admitted capital with NSDL
and CDSL and the total issued and listed capital. The audit confirms that
the total issued/paid-up capital is in agreement with the aggregate of
the total number of shares in physical form and the total number of
shares in demat form (held with NSDL and CDSL). The said certificate
is submitted quarterly to The Stock Exchange is also placed before the
Board of Directors.
21. Plant Locations None
22. Investor Correspondence MCS Share Transfer Agent Limited
Share Transfer / De-materialization 383, Lake Gardens, 1st Floor, Kolkata – 700 045
or other queries relating to Shares of Phone: +91 33 4072 4051/53
the Company Fax: +91 33 4072 4050
E-Mail: mcssta@rediffmail.com

[4] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Shareholder Information (Contd.)

23. Per Share Data:

Particulars 2023-24 2022-23 2021-22 2020-21 2019-20


Net Earnings [PAT] 0.32 (0.01) 0.03 0.18 0.19
Cash Earnings [PBDT] 0.32 (0.01) 0.03 0.18 0.19
Dividend Per Share (`) Nil Nil Nil Nil Nil
Face Value per Share (`) 10 10 10 10 10

24. Other useful information for Shareholders:


(i) Change of Address
(a) Members are requested to notify immediately any change of address (with PIN CODE) and Bank Account
details to their Depository Participants (DPs) in respect of their electronic share accounts and Shareholders
holding shares in physical form should notify the same to the Company’s RTA by written request under the
signature of sole/first joint holder quoting reference of their folio numbers.
(b) Members, who hold shares in Physical Form, are advised that a self-attested copy of the PAN card of
the Member/Transferee Members, surviving joint holder/legal heirs be furnished to the Company while
making request for transfer, deletion of the name of the deceased joint holder, transposition of name and
transmission of shares, as the case may be.
(c) Shareholders who have not yet registered their e-mail address for availing the facility of e-communication are
requested to register the same immediately with their DPs in respect of their shares held in dematerialised
form and to MCS Share Transfer Agent Limited, in respect of their physical share folios, if any, quoting
reference of their folio numbers.
(ii) Communication to the Company
Members are requested to make all correspondence in connection with the shares held by them by addressing
letters directly to MCS Share Transfer Agent Limited, 383, Lake Gardens, 1st Floor, Kolkata – 700 045, quoting
reference of their folio numbers and / or Client ID and DP ID number.
(iii) Loss of Shares
In case of loss/misplacement of shares, investors should immediately lodge a FIR/Complaint with the Police and
inform to the Company/RTA along with original or certified copy of FIR/Acknowledged copy of Police Complaint
along with a self-attested copy of their PAN card.
(iv) Non-Resident Shareholders
Non-Resident Shareholders are requested to immediately notify the following to the Company in respect of
shares held in physical form and to their DPs in respect of shares held in dematerialised form:
• Indian address for sending all communications, if not provided so far;
• Change in their residential status on return to India for permanent settlement;
• Particulars of the Bank Account maintained with a bank in India, if not furnished earlier;
• E-mail ID and Fax No. (s), if any; and
• RBI Permission number with date to facilitate prompt credit of dividend in their Bank Accounts.
(v) Share Transfer / Dematerialization
(a) Share transfer requests are acted upon in 15 days from the date of their receipt. In case no response is
received from the Company within 20 days of lodgement of transfer request, the lodger may write to the
RTA of the Company with full details so that necessary action could be taken to safeguard interest of the
concerned against any possible loss/interception during postal transit.
(b) Dematerialization requests duly complete in all respects are normally processed within 7 days from the date
of their receipt at Registered Office.
(c) Members who are holding shares in identical order of names in more than one folio are requested to send to
the Company the details of such folios together with the Share Certificates for consolidating their holdings in
one folio. The Share Certificates will be returned to the Members after making requisite changes thereon.

Annual Report 2023-24 [5]


HGI INDUSTRIES LIMITED

Board’s Report

Dear Members,
The Board of Directors of HGI Industries Limited (the “Company”) are pleased to present the 80th Annual Report along with
the Audited Financial Statements of your Company for the Financial Year ended 31st March, 2024.
FINANCIAL PERFORMANCE
Your Company has prepared Financial Statements in accordance with the Indian Accounting Standards (Ind AS) prescribed
under Section 133 of the Companies Act, 2013. The financial highlights of your Company are as under:
(₹ in thousands)
Particulars 2023-24 2022-23
Total Income 3,522 2,107
Less: Expenditure 2,277 2,147
Profit/(Loss) before Depreciation, Finance Cost, Exceptional Items and Tax Expenses 1,245 -40
Less: Depreciation / Amortization / Impairment 16 16
Profit/(Loss) before Finance Cost, Exceptional Items and Tax Expenses 1,229 -56
Less: Finance Cost – –
Profit/(Loss) before Exceptional Items and Tax Expenses 1,229 -56
Add/(less): Exceptional Items – –
Profit/(Loss) before Tax Expenses 1,229 -56
Less: Tax Expenses – –
Profit /(Loss) for the year 1,229 -56
Balance of Profit/(Loss) for the earlier years (1,85,009) (1,84,953)
Less: Transfer to Reserve – –
Add: Transfer from OCI Reserve – –
Balance carried forward (1,83,780) (1,85,009)
Earning per Equity Share – Basic and Diluted 0.32 (0.01)

*previous year figures have been regrouped/rearranged wherever necessary.


Reserves
Your Directors do not propose to transfer any amount to General Reserve.
Dividend
In view of accumulated losses, your Directors do not recommend any dividend for the Financial Year 2023-24.
Overall Performance and Future Prospects
The total income of the Company during the Financial Year 2023-24 is ₹ 3,522 Thousand as against ₹ 2,107 Thousand in the
previous year. The profit after tax is ₹ 1,229 Thousand as against loss of ₹ 56 Thousand in the previous year. There is no
revenue from operations. Total income only comprises of other income.
Your Company is looking for viable business opportunities to be pursued in future.

[6] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Board’s Report (Contd.)

Material changes and commitments, if any, affecting the financial position of the Company
No material change and no commitment, which may affect the financial position of the Company, has occurred between
the end of the financial year to which the Financial Statement is related and the date of this Report.
CAPITAL AND DEBT STRUCTURE
During the year, the Company has not made any allotment of Equity Shares. Consequently, there was no change in the
issued, subscribed and paid up share capital of your Company from the previous year.
INVESTOR EDUCATION AND PROTECTION FUND
Your Company did not have any funds lying unpaid or unclaimed for a period of seven years. Therefore, no amount was
required to be transferred to Investor Education and Protection Fund during the year under review.
MANAGEMENT
Directors & Key Managerial Personnel
In accordance with the provisions of Section 152(6) of the Companies Act, 2013, Mr. Arvind Kumar Newar (DIN 00469492),
Non-Executive Director, retires from office by rotation and being eligible, offers himself for re-appointment at the ensuing
80th Annual General Meeting (AGM).
The Directors of your Company recommend his re-appointment.
In terms of the provisions of Section 203 of the Companies Act, 2013, read with the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, Mr. Hukam Chand Daga, Chief Executive Officer, Mr. Kamal Kishor
Agarwal, Chief Financial Officer and Mr. Rakesh Sharma, Company Secretary were the Key Managerial Personnel of the
Company during the year under review.
Pursuant to the provisions of Section 149, 152 and any other applicable provisions of the companies Act, 2013, the second
term of 5 years of Mr. Jyoti Prakash Kanoria, Mr. Ravindra Kastia and Mr. Yashwant Kumar Daga, Independent Directors of
your Company will expire on 23rd September 2024.
The Board of Director’s in their meeting held on 22nd May, 2024 have appointed Mr. Jitendra Kumar Agarwal, Mr. Nikhil
Agarwal and Mr. Rahul Goyal as additional directors (Independent category) of the Company and recommend their
appointment as Non- Executive Independent Director for your approval in the ensuing AGM for the first term of five
consecutive years.
Mr. Kamal Kishor Agarwal, Chief Financial Officer (KMP) of the Company has resigned from his position of the Company
with effect from 1st April, 2024. The Board would like to place on record its sincere appreciation for the contribution made
by Mr. Agarwal.
The Board of Directors in their meeting held on 22nd May, 2024 have appointed Mr. Sushil Kumar Chandak as Chief Financial
Officer (KMP) of the Company.
Declaration by Independent Directors (IDs)
Mr. Jyoti Prakash Kanoria (DIN - 00225761), Mr. Yashwant Kumar Daga (DIN - 00040632), Mr. Ravindra Kastia (DIN -
00528025) and Mrs. Neha Agrawal (DIN - 05321461) are Independent Directors on the Board of your Company. In the
opinion of the Board and as confirmed by these Directors, they meet the criteria of independence as laid down and fulfil
the conditions specified in Section 149(6) of the Companies Act, 2013 and the Rules made thereunder and Regulation
16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended. All the Independent
Directors have declared that they have registered their profile in the data bank of Independent Directors maintained by
Indian Institute of Corporate Affairs.
Further, the Independent Directors have complied with the Code for Independent Directors prescribed in Schedule IV to the
aforesaid Act and Code of Conduct for Directors and Senior Management Personnel.

Annual Report 2023-24 [7]


HGI INDUSTRIES LIMITED

Board’s Report (Contd.)

Board of Directors and their meetings


Your Company’s Board is duly constituted in compliance with the provisions of the Companies Act, 2013 and the Articles
of Association of the Company. Your Board has been constituted with requisite wisdom, expertise and experience
commensurate to the scale of operations of your Company.
The composition of Board of Directors is as under:

S. No. Name Category


1. Mr. Jyoti Prakash Kanoria Independent Director
2. Mr. Yashwant Kumar Daga Independent Director
3. Mr. Arvind Kumar Newar Non – Executive Director
4. Mr. Ravindra Kastia Independent Director
5. Mrs. Neha Agrawal Independent Director
6. Mr. Jitendra Kumar Agarwal* Additional Director (Independent Category)
7. Mr. Nikhil Agarwala* Additional Director (Independent Category)
8. Mr. Rahul Goyal* Additional Director (Independent Category)
*Mr. Jitendra Kumar Agarwal, Mr. Nikhil Agarwala and Mr. Rahul Goyal were appointed w.e.f. 22nd May, 2024.
During the financial year 2023-24, 4 (Four) Board Meetings were held on 24th May, 2023, 9th August, 2023, 7th November,
2023 and 23rd January, 2024 respectively. The attendance at the Board Meetings and at the previous Annual General
Meeting is as under:

S. No. Name No. of Board Meeting attended Last AGM Attended


1. Mr. Jyoti Prakash Kanoria 3 Yes
2. Mr. Yashwant Kumar Daga 4 Yes
3. Mr. Arvind Kumar Newar 4 No
4. Mr. Ravindra Kastia 3 No
5. Mrs. Neha Agrawal 3 Yes
Committees and Recommendations of Committees
The composition of the Committees of the Board is as under:
a. Audit Committee
Pursuant to Section 177 of the Companies Act, 2013, the Audit Committee of the Board of Directors comprises of the
following Members:

S. No. Name Chairman/ Member


1. Mr. Jyoti Prakash Kanoria Chairman
2. Mr. Yashwant Kumar Daga Member
3. Mr. Arvind Kumar Newar Member
4. Mr. Ravindra Kastia Member
Members of the Audit Committee (Committee) possess financial/accounting expertise/exposure. The Committee
reviewed the unaudited quarterly financial results and also recommended the Financial Statement for the Financial
Year 2023-24 for approval of the Board. The Committee also reviewed/approved all the matters which come within
the terms of its reference in accordance with the provisions of the Companies Act, 2013, from time to time. All the
recommendations made by the Committee during the year were accepted by the Board.

[8] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Board’s Report (Contd.)

During the year, 4 (Four) number of Committee Meetings were held on 24th May, 2023, 9th August, 2023, 7th November,
2023 and 23rd January, 2024 respectively.
b. Nomination & Remuneration Committee
Pursuant to Section 178 of the Companies Act, 2013, the Nomination & Remuneration Committee of the Board of
Directors comprises of the following Members:

S. No. Name Chairman/ Member


1. Mr. Jyoti Prakash Kanoria Chairman
2. Mr. Yashwant Kumar Daga Member
3. Mr. Arvind Kumar Newar Member
4. Mr. Ravindra Kastia Member
The role of Nomination & Remuneration Committee is to formulate the criteria for determining qualifications, positive
attributes and independence of a Director, remuneration for the Directors, Key Managerial Personnel and Senior
Management in accordance with the policy.
During the year, the Committee met once, i.e., on 24th May, 2023.
c. Stakeholders Relationship Committee
Pursuant to Section 178 of the Companies Act, 2013, the Stakeholders Relationship Committee of the Board of
Directors comprises of the following Members:

S. No. Name Chairman/ Member


1. Mr. Jyoti Prakash Kanoria Chairman
2. Mr. Yashwant Kumar Daga Member
3. Mr. Arvind Kumar Newar Member
4. Mr. Ravindra Kastia Member
The role of Stakeholders Relationship Committee is to review the grievances of shareholders of the Company.
During the year, 4 (Four) number of Committee Meetings were held on 24th May, 2023, 9th August, 2023, 7th November,
2023 and 23rd January, 2024 respectively.
Meeting of Independent Directors
During the year under review, the Independent Directors met separately on 12th March, 2024 pursuant to the provisions of
the Companies Act, 2013 inter alia, to:
• review the performance of Non-Independent Directors and the Board of Directors as a whole;
• assess the quality, content and timeliness of flow of information between the Company management and the Board
that is necessary for the Board to effectively and reasonably perform its duties.
Company’s Policy on Appointment and Remuneration
The Company has adopted the Nomination & Remuneration Committee Charter and Executive Remuneration Philosophy/
Policy of “Nomination & Remuneration Committee” (Committee). The prime responsibility of the Committee is to identify
persons who are qualified to become Directors and who may be appointed in Senior Management position in accordance
with the criteria laid down, recommend to the Board their appointment and removal and shall carry out evaluation of
every Director’s performance, Board and its Committee thereof. The Committee has also formulated a policy relating to
the remuneration for the Directors, Key Managerial Personnel and other employees. The Policy is available on Company’s
website, viz: www.hgiil.com.

Annual Report 2023-24 [9]


HGI INDUSTRIES LIMITED

Board’s Report (Contd.)


Annual Evaluation of the Board of Directors
The formal annual evaluation has been made by the Board of its own performance and that of its Committees and individual
Directors on the basis of a set of criteria framed by the Nomination & Remuneration Committee and approved by the
Board. The performance evaluation, thus, included the following:
i. Board Assessment;
ii. Assessment of each of the Committees constituted by the Board;
iii. Peer Assessment by each Director
Your Directors were circulated performance evaluation sheets containing various parameters with a rating scale. Accordingly,
the Performance evaluation exercise was carried out through a structured evaluation process covering various aspects of
the Board’s functioning such as composition of the Board & Committees, experience & competencies, performance of
specific duties & obligations, etc. Separate exercise was carried out to evaluate the performance of Individual Directors who
were evaluated on parameters such as attendance, contribution at the meetings and otherwise, independent judgment
and a summarized statement of the same was reported to the Board.
The outcome of such performance evaluation was discussed and based on the above evaluation, it was decided to continue
the terms of the appointed Independent Directors and also to seek approval of the shareholders at the forthcoming Annual
General Meeting for re-appointment of Director(s) retiring by rotation.
Disclosure on remuneration of Directors and Key Managerial Personnel (KMP)
Pursuant to the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 the remuneration of Key
Managerial Personnel of the Company is as under:
Remuneration of Key Managerial Personnel (KMP)

Name of the KMP Designation Remuneration in FY Remuneration in FY % increase of remuneration


2023-24 (in INR) 2022-23 (in INR) in 2023-24 as compared to
2022-23
Kamal Kishor Agarwal Chief Financial Officer 1,20,000 1,20,000 -
Rakesh Sharma Company Secretary & 12,72,710 11,71,224 8.66
Compliance Officer
Your Company aims to provide competitive remuneration opportunities to the executives by positioning target total
remuneration (including perks and benefits, annual incentive pay-outs, long term incentive pay-outs at target performance)
and target total cash compensation (including annual incentive pay-outs) at target performance directionally between
median and top quartile of the primary talent market. The Median Remuneration of Employees (MRE) cannot be computed
as there were only two permanent employees on the rolls of the Company during Financial Year 2023-24. During the year,
there was no remuneration paid to employee other than managerial personnel. Further, no remuneration was paid to any
of the Directors except sitting fees for attending Board and Committee Meetings.
It is affirmed that the remuneration paid to KMPs, during the Financial Year ended 31st March, 2024 is as per the Nomination
& Remuneration Committee Charter and Executive Remuneration Philosophy/Policy of the Company.
A Statement containing the information of top ten employees in terms of remuneration drawn as required under Section
197(12) read with Rules 5(2) and 5(3) of the Companies (Appointment & Remuneration of Managerial Personnel), Rules,
2014 and subsequent amendments thereto is annexed to this report as Annexure 1.
Further, there was no employee who was in receipt of remuneration in excess of limits prescribed in the said rules.
Directors’ Responsibility Statement
Your Directors acknowledge the responsibility for ensuring compliance with the provisions of Section 134(3)(c) read with

[ 10 ] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Board’s Report (Contd.)

Section 134(5) of the Companies Act, 2013. In the preparation of the annual accounts for the financial year ended 31st
March, 2024, the Directors state that:
(a) the applicable accounting standards have been followed along with proper explanation relating to material departure,
if any;
(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 and of the profit and loss of the Company for that period;
(c) the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance
with the provisions of this 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 were operating effectively; and
(f) the directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that
such systems were adequate and operating effectively.
Internal Financial Controls
During the year, the Company had adequate Internal Financial Controls over financial reporting commensurate with the
size and nature of its business and the same were operating effectively.
Details of fraud as per Auditors Report
During the year under review, no instances of fraud have been reported by the Statutory Auditors of the Company under
Section 143(12) of the Companies Act, 2013.
PERFORMANCE OF SUBSIDIARY, JOINT VENTURE AND ASSOCIATE COMPANIES
Your Company has no subsidiary or joint venture company and has not become subsidiary of any other company during the
year under review.
PARTICULARS OF DEPOSITS
Your Company has not accepted any deposits from public in terms of Section 73 and/or Section 74 of the Companies Act,
2013 during the year under review.
PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
During the year, the Company has not given any loan or provided any guarantee or made any investment in any body
corporate.
PARTICULARS OF CONTRACT OR ARRANGEMENT WITH RELATED PARTIES
The Company is having a policy on Related Party Transaction to ensure the compliances of provisions of the Companies Act,
2013. During the year, the Company had not entered into any transactions as enumerated in Section 188 of the Companies
Act, 2013 (the Act) and Rules made thereunder with its Related Party as defined in Section 2(76) of the Act.
CORPORATE SOCIAL RESPONSIBILITY
The requirement as per Section 135 of the Companies Act, 2013 to include an annual report on CSR activities containing the
particulars specified in the Rules is not applicable to the Company.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS & OUTGO
There was no operation during the year under review and hence, furnishing of information under the provisions of Section

Annual Report 2023-24 [ 11 ]


HGI INDUSTRIES LIMITED

Board’s Report (Contd.)

134(3)(m) of the Companies Act, 2013 in respect of conservation of energy and technology absorption are not applicable.
Further, during the year under review, there was no foreign exchange earning and outgo.
RISK MANAGEMENT
Your Directors periodically reviews and identifies the element of risk, if any, which may threaten the existence of the
Company. During the year, Company had no operations and no operational risks were existing that may have threatened
the existence of the Company.
VIGIL MECHANISM/WHISTLE BLOWER
In compliance with the provision of Section 177 of the Companies Act, 2013 read with Rule 7 of the Companies (Meeting
of Board and its Powers) Rules, 2014 and SEBI (LODR), Regulations, 2015, your Company has established a robust Vigil
Mechanism for reporting of concerns through the Whistle Blower Policy. The policy provides for framework and process,
for the employees and directors to voice genuine concerns or grievances about unprofessional conduct without fear of
reprisal. Adequate safeguards have been provided against victimization to those who avail of the mechanism and access to
the Chairman of the Audit Committee is provided to them in exceptional cases. The details of such policy is also available
at the website of the Company, viz., www.hgiil.com. During the year, no complaint was received/reported under the Vigil
Mechanism/Whistle Blower Policy.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
During the year, no significant and material orders were passed by the Regulators, Courts or Tribunals impacting the going
concern status of the Company.
STATUTORY AUDITORS AND THEIR REPORT ON FINANCIAL STATEMENT
In the Annual General Meeting held on 19th September, 2019, M/s Salarpuria Jajodia & Co., Chartered Accountants,
Kolkata (Firm Registration No. 302111E) were re-appointed as Statutory Auditors of the Company for the second term of 5
consecutive years, i.e., to hold office from the conclusion of 75th Annual General Meeting (AGM) till the conclusion of 80th
AGM of the Company to be held in the calendar year 2024.
Further, the report of the Statutory Auditors along with notes to Financial Statement are enclosed to this report. The
observations made in the Auditors’ Report are self-explanatory and therefore do not call for any further comments from
the Board u/s 134 (3) (f) of the Act. The Auditors’ Report does not contain any qualification, reservation or adverse remark.
The second and final term of M/s Salarpuria Jajodia & Co., Statutory Auditor shall expire at the ensuing AGM.
On the recommendation of the Audit Committee, the Board of your Company has recommended the appointment of M/s
Ashok Amit & Co., Chartered Accountants (Firm Registration No. 322338E) as Statutory Auditors of the Company for your
approval for the first term of five consecutive years, i.e., to hold office from the conclusion of ensuing 80th AGM till the
conclusion of 85th AGM to be held in the calendar year 2029.
SECRETARIAL AUDITORS AND THEIR REPORT
In terms of Section 204 of the Companies Act, 2013 and Rules made thereunder, M/s K. Arun & Co., Practicing Company
Secretaries were re-appointed as the Secretarial Auditors of the Company. The report of the Secretarial Auditors is self-
explanatory and do not call for any further comments and is annexed to this report as Annexure – 2.
COST AUDITORS AND THEIR REPORT
During the year under review, the Company was not required to conduct Cost Audit, as the provisions of Section 148 of the
Companies Act, 2013 are not applicable to the Company.
COMPLIANCE WITH SECRETARIAL STANDARDS
During the year under review, the Company has duly complied with the applicable provisions of the Secretarial Standards
on Meetings of the Board of Directors and General Meetings issued by The Institute of Company Secretaries of India.

[ 12 ] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Board’s Report (Contd.)

HUMAN RESOURCE
Your Company treats its “human resource” as one of its most important assets.
Your Company continuously invests in attraction, retention and development of talent on an ongoing basis. Your Company’s
thrust is on the promotion of talent internally through job enlargement and individual development.
ANNUAL RETURN
Pursuant to the provisions of Section 134(3)(a) and Section 92(3) of the Companies Act, 2013 read with Rule 12 of the
Companies (Management and Administration) Rules, 2014, the Annual Return of the Company for the Financial Year ended
31st March, 2024 is uploaded on the website of the Company and can be accessed at https://hgiil.com/downloadreport.php.
CORPORATE GOVERNANCE
Corporate Governance refers to a set of laws, regulations and good practices that enable an organization to perform
efficiently and ethically generate long-term wealth and create value for all its stakeholders.
We, at HGI Industries Limited, are committed to the adoption of best governance practices and its adherence in true spirit,
at all times. Our governance practices are self-driven, reflecting the culture of the trusteeship that is deeply ingrained in
our value system.
As the requirement under Regulation 34 of the SEBI (Listing Obligations & Disclosures Requirements) Regulations, 2015,
regarding disclosures pertaining to attaching “Report on Corporate Governance” as an addition to Boards’ Report is not
applicable on the Company, hence, the same is not annexed hereto.
DISCLOSURE ON PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE
The Company has in place a policy against Sexual Harassment of Women at Workplace in line with the requirement of
Sexual Harassment of Women at Workplace (Prevention, prohibition and Redressal) Act, 2013. No case or complaint was
reported during the year under review.
ACKNOWLEDGEMENT
Your Directors placed on record their appreciation for the employees of the Company.
Your Directors also thank the vendors, bankers, shareholders and advisers of the Company for their continued support.
Your Directors also thank the Central and State Governments and other statutory authorities for their continued support.

For and on behalf of the Board

Jyoti Prakash Kanoria Yashwant Kumar Daga


Place : Kolkata Director Director
Date : 22nd May, 2024 DIN : 00225761 DIN : 00040632

Annual Report 2023-24 [ 13 ]


Annexure - 1

[ 14 ]
HGI Industries Limited
Registered Office: Industry House,18th Floor, 10, Camac Street, Kolkata -700 017
INFORMATION U/S 197(12) OF THE COMPANIES ACT, 2013, READ WITH THE COMPANIES ( APPOINTMENT AND REMUNERATION OF
MANAGERIAL PERSONNEL) RULES, 2014 AND FORMING PART OF THE DIRECTORS' REPORT FOR THE FINANCIAL YEAR ENDED 31.03.2024
S.no Name Designation Remuner- Date of Birth Qualifica- Age Nature of Experience No. of Date of Details of Previous Employment
ation (`) (DD-MM- tions (Years) Employment (Years) Equity Commence-
HGI INDUSTRIES LIMITED

YYYY) Whether Shares, If ment [Dd/


Contractual Any, Held Mm/Yyyy]
or otherwise In The
Board’s Report (Contd.)

Company
Top 10 employees in terms of remuneration drawn during the year. Name of Designation Experience
Employer
1 Rakesh Company 12,72,710 04-04-1986 B.Com. 38 Full Time 9.5 NIL 23-05-2018 Worldwide Company 3
Sharma Secretary & ACS Safety Private Secretary
Compliance Limited
Officer
2 Kamal Kishor Chief 1,20,000 02-04-1951 B.Com. 73 Full Time 46 NIL 09-02-2016 Essel Mining Deputy 17
Agarwal Financial & Industries Manager
Officer Limited
Note :
None of the above employee is relative of any Director of the Company.

Annual Report 2023-24


For and on behalf of the Board

Jyoti Prakash Kanoria Yashwant Kumar Daga


Place : Kolkata Director Director
Date : 22nd May, 2024 DIN : 00225761 DIN : 00040632
HGI INDUSTRIES LIMITED

Board’s Report (Contd.)


Annexure - 2

SECRETARIAL AUDIT REPORT


FOR THE FINANCIAL YEAR ENDED 31ST DAY OF MARCH, 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,
H G I Industries Limited
CIN: L40200WB1944PLC011754

We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good
corporate practices by HGI Industries Limited (hereinafter called “the Company”). The 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 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 authorized representatives during the
conduct of Secretarial Audit, we hereby report that in our opinion the Company has, during the audit period covering
the financial year ended 31st March, 2024 has complied with the statutory provisions listed hereunder and also that the
Company has proper board-processes and compliance-mechanism in place to the extent, in the manner and subject to the
reporting made hereinafter.
We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company
for the financial year ended 31st March, 2024 according to the provisions of:
I. The Companies Act, 2013 (the Act) and the rules made thereunder;
II. The Securities Contracts (Regulation) Act, 1956 and the rules made thereunder;
III. The Depositories Act, 1996 along with SEBI Depositories and Participants Regulations, 2018 and the Regulations and
Bye-laws framed there under;
IV. The following Regulations (as amended from time to time) and Guidelines prescribed under the Securities and
Exchange Board of India Act, 1992: -
(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, as amended;
(c) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993;
V. We in consultation with the Company came to a conclusion that no specific laws were directly applicable with regard
to business activities of the Company during the period under review.
We have also examined the compliances made by the company in relation to the following statutory provisions/standards/
regulations:
a. The Agreement entered into by the Company with The Calcutta Stock Exchange Limited read with the Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
b. The Secretarial Standards (SS - 1 and SS – 2) issued by the Institute of Company Secretaries of India.
We further report that:
The Board of Directors of the Company is duly constituted with proper balance of Non-Executive Directors, Independent
Directors and a Woman Director. There has been no change in the composition of the Board of Directors during the period
under review.

Annual Report 2023-24 [ 15 ]


HGI INDUSTRIES LIMITED

Board’s Report (Contd.)


Adequate notice along with Agenda and detailed Notes on Agenda were sent to all the Directors to schedule the Board
Meetings and to all the members to schedule the Committee Meetings. A system exists for seeking and obtaining further
information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.
We further report that, 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 as
also represented by the management.
We further report, that during the audit process we have not come across any major events which took place in the
Company for the period under review.

K. Arun & Co
Company Secretaries

Arun Khandelia
Partner
FCS: 3829
Place: Kolkata C.P. No.: 2270
Date: 22.05.2024 UDIN: F003829F000418804

[ 16 ] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Independent Auditor’s Report

To The Members of audit of the Financial Statements of the current period.


These matters were addressed in the context of the audit
HGI Industries Limited
of the Financial Statements as a whole, and in forming our
Report on the Audit of the Financial Statements opinion thereon, and we do not provide a separate opinion
on these matters.
Opinion We have determined that there are no key audit matters to
communicate in our report.
We have audited the accompanying Financial Statements
of HGI Industries Limited (‘‘the Company’’), which Information Other than the Financial Statements and
comprises the Balance Sheet as at 31st March, 2024, Auditor’s Report Thereon
and the statement of Profit and Loss (including Other
The Company’s management is responsible for the
Comprehensive Income), Statement of Changes in Equity
other information. The other information comprises the
and statement of Cash Flows for the year then ended, and
information included in the Board’s Report including
notes to the Financial Statements, including a summary
Annexures to Board’s Report, and Shareholder’s
of material accounting policies and other explanatory
Information, but does not include the Financial Statements
information.
and our auditor’s report thereon.
In our opinion and to the best of our information and
according to the explanations given to us, the aforesaid Our opinion on the financial statements does not cover
Financial Statements give the information required by the the other information and we do not express any form of
Companies Act, 2013, as amended (“Act”) in the manner so assurance conclusion thereon.
required and give a true and fair view in conformity with
In connection with our audit of the Financial Statements,
the Indian Accounting Standards prescribed under section
our responsibility is to read the other information and,
133 of the Act read with the Companies (Indian Accounting
in doing so, consider whether the other information is
Standards) Rules, 2015, as amended,(“Ind AS”) and other
materially inconsistent with the Financial Statements or
accounting principles generally accepted in India, of the
our knowledge obtained in the audit or otherwise appears
state of affairs of the Company as at March 31, 2024, and its
to be materially misstated.
Profit (including Other Comprehensive Income), changes in
equity and its cash flows for the year ended on that date. If, based on the work we have performed, we conclude that
there is a material misstatement of this other information;
Basis for Opinion
we are required to report that fact. We have nothing to
We conducted our audit in accordance with the Standards report in this regard.
on Auditing (SAs) specified under section 143(10) of
Management’s Responsibility for the Financial Statements
the Companies Act, 2013. Our responsibilities under
those Standards are further described in the Auditor’s The Company’s management is responsible for the
Responsibilities for the Audit of the Financial Statements matters stated in section 134(5) of the Companies Act,
section of our report. We are independent of the Company 2013 (“the Act”) with respect to the preparation of these
in accordance with the Code of Ethics issued by the Institute Financial Statements that give a true and fair view of the
of Chartered Accountants of India (ICAI) together with the financial position, financial performance including other
ethical requirements that are relevant to our audit of the comprehensive income, changes in equity and cash flows of
financial Statements under the provisions of the Companies the Company in accordance with the accounting principles
Act, 2013 and the Rules thereunder, and we have fulfilled generally accepted in India, including the Indian Accounting
our other ethical responsibilities in accordance with Standards specified under Section 133 of the Act. This
these requirements and the Code of Ethics. We believe responsibility also includes maintenance of adequate
that the audit evidence we have obtained is sufficient accounting records in accordance with the provisions of the
and appropriate to provide a basis for our opinion on the Act for safeguarding of the assets of the Company and for
financial statements. preventing and detecting frauds and other irregularities;
selection and application of appropriate accounting
Key Audit Matters
policies; making judgements and estimates that are
Key audit matters are those matters that, in our reasonable and prudent; and design, implementation and
professional judgement, were of most significance in the maintenance of adequate internal financial controls, that

Annual Report 2023-24 [ 17 ]


HGI INDUSTRIES LIMITED

Independent Auditor’s Report (Contd.)

were operating effectively for ensuring the accuracy and the company has adequate internal financial controls
completeness of the accounting records, relevant of the system in place and the operating effectiveness of
preparation and presentation of the financial statement such controls.
that give a true and fair view and are free from material
• Evaluate the appropriateness of accounting policies
misstatement, whether due to fraud or error.
used and the reasonableness of accounting estimates
In preparing the Financial Statements, the management is and related disclosures made by management.
responsible for assessing the Company’s ability to continue
• Conclude on the appropriateness of management’s
as a going concern, disclosing, as applicable, matters
use of the going concern basis of accounting and,
related to going concern and using the going concern basis
based on the audit evidence obtained, whether
of accounting unless the Management either intends to
a material uncertainty exists related to events or
liquidate the Company or to cease operations, or has no
conditions that may cast significant doubt on the
realistic alternative but to do so.
Company’s ability to continue as a going concern. If
The management is also responsible for overseeing the we conclude that a material uncertainty exists, we
Company’s financial reporting process. are required to draw attention in our auditor’s report
to the related disclosures in the Financial Statements
Auditor’s Responsibilities for the Audit of the Financial
or, if such disclosures are inadequate, to modify
Statements
our opinion. Our conclusions are based on the audit
Our objectives are to obtain reasonable assurance about evidence obtained up to the date of our auditor’s
whether the Financial Statements as a whole are free from report. However, future events or conditions may
material misstatement, whether due to fraud or error, and cause the Company to cease to continue as a going
to issue and auditor’s report that includes our opinion. concern.
Reasonable assurance is a high level of assurance, but is
• Evaluate the overall presentation, structure and
not a guarantee that an audit conducted in accordance
content of the Financial Statements, including the
with SAs will always detect a material misstatement when
disclosures, and whether the Financial Statements
it exists. Misstatements can arise from fraud or error and
represent the underlying transactions and events in a
are considered material if, individually or in the aggregate,
manner that achieves fair presentation.
they could reasonably be expected to influence the
economic decision of users taken on the basis of these We communicate with those charged with governance
Financial Statements. regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including
As part of an audit in accordance with SAs, we exercise
any significant deficiencies in internal control that we
professional judgment and maintain professional
identify during our audit.
scepticism throughout the audit. We also:
We also provide those charged with governance with
• Identify and assess the risks of material misstatement
a statement that we have complied with relevant
of the Financial Statements, whether due to fraud
ethical requirements regarding independence, and to
or error, design and perform audit procedures
communicate with them all relationships and other
responsive to those risks, and obtain audit evidence
matters that may reasonably be thought to bear on our
that is sufficient and appropriate to provide a basis
independence, and where applicable, related safeguards.
for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for Report on Other Legal and Regulatory Requirements
one resulting from error, as fraud may involve collusion,
1. As required by the Companies (Auditor’s Report)
forgery, intentional omissions, misrepresentations, or
Order, 2020 (“the Order”), issued by the Central
the override of internal control.
Government of India in terms of sub-section (11) of
• Obtain an understanding of internal control relevant section 143 of the Companies Act, 2013, we give in the
to the audit in order to design audit procedures that Annexure- ‘A’ a statement on the matters specified
are appropriate in the circumstances. Under section in paragraphs 3 and 4 of the Order to the extent
143(3)(i) of the Companies Act, 2013, we are also applicable.
responsible for expressing our opinion on whether
2. As required by Section 143 (3) of the Act, we report

[ 18 ] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Independent Auditor’s Report (Contd.)

that: pending litigations as at 31.03.2024 which


would impact its financial position in its
(a) We have sought and obtained all the information
Financial Statements.(Refer note no 19 in
and explanations which to the best of our
Financial Statement)
knowledge and belief were necessary for the
purposes of our audit. (ii) The Company did not have any long-term
contracts including derivative contracts for
(b) In our opinion, proper books of account as
which there were any material foreseeable
required by law have been kept by the Company
losses.
so far as it appears from our examination of
those books. (iii) There was no amounts which were required
to be transferred to the Investor Education
(c) The Balance Sheet, the Statement of Profit and
and Protection Fund by the Company.
Loss (including Other Comprehensive Income),
Statement of Changes in Equity and the (iv) (a) The Management has represented that, to
Statement of Cash Flows dealt with by this Report the best of its knowledge and belief, other
are in agreement with the books of account. than as disclosed in the notes to accounts,
no funds have been advanced or loaned or
(d) In our opinion, the aforesaid Financial Statements
invested (either from borrowed funds or
comply with the Indian Accounting Standards
share premium or any other sources or kind
specified under Section 133 of the Companies
of funds) by the Company to or in any other
Act 2013, as amended, read with relevant rules.
person or entity, including foreign entity
(e) On the basis of the written representations (“Intermediaries”), with the under-standing,
received from the Directors as on 31st March, whether recorded in writing or otherwise,
2024 taken on record by the management, none that the Intermediary shall, whether,
of the directors is disqualified as on 31st March, directly or indirectly lend or invest in other
2024 from being appointed as a director in terms persons or entities identified in any manner
of Section 164 (2) of the Act. whatsoever by or on behalf of the Company
(“Ultimate Beneficiaries”) or provide any
(f) With respect to the adequacy of the internal
guarantee, security or the like on behalf of
financial controls over financial reporting of
the Ultimate Beneficiaries
the Company with reference to these financial
statements and the operating effectiveness of (b) The Management has represented, that,
such controls, refer to our separate Report in to the best of its knowledge and belief,
“Annexure –B” to this report. other than as disclosed in the notes to
accounts, no funds have been received by
(g) With respect to the other matters to be included
the Company from any person or entity,
in the Auditor’s Report in accordance with the
including foreign entity (“Funding Parties”),
requirements of section 197(16) of the Act, as
with the understanding, whether recorded
amended.
in writing or otherwise, that the Company
As per the records of the Company and to the shall, whether, directly or indirectly, lend or
best of our information and explanations given invest in other persons or entities identified
to us, there is no remuneration paid/provided by in any manner whatsoever by or on behalf of
the company to its directors during the year. the Funding Party (“Ultimate Beneficiaries”)
(h) With respect to the other matters to be included or provide any guarantee, security or the
in the Auditor’s Report in accordance with Rule like on behalf of the Ultimate Beneficiaries;
11 of the Companies (Audit and Auditors) Rules, (c) Based on the audit procedures that
2014,as amended in our opinion and to the have been considered reasonable and
best of our information and according to the appropriate in the circumstances, nothing
explanations given to us: has come to our notice that has caused us
(i) The Company has disclosed the impact of to believe that the representations under

Annual Report 2023-24 [ 19 ]


HGI INDUSTRIES LIMITED

Independent Auditor’s Report (Contd.)

sub-clause (i) and (ii) of Rule 11(e), as of the audit trail feature being tampered
provided under (a) and (b) above, contain with.
any material misstatement. As Proviso to Rule 3(1) of the Companies (Accounts)
(v) The Company has neither declared nor Rules,2014 is applicable from April 1, 2023, reporting under
paid any dividend during the financial year. Rule 11(g) of Companies (Audit and Auditors) Rules, 2014
Hence, compliance in accordance with on preservation of audit trail as per statutory requirement
Section 123 of the Companies Act, 2013 is for record retention is not applicable for the financial year
not applicable. ended March 31, 2024.

(vi) Based on our examination, which included


test checks, the Company has used
accounting software for maintaining its
For Salarpuria Jajodia & Co.
books of account for the financial year
Chartered Accountants
ended March 31, 2024, which has a feature
Firm ICAI Reg. No. 302111E
of recording audit trail (edit log) facility and
the same has operated throughout the year
for all relevant transactions recorded in the Anand Prakash
software. Further, during the course of our Partner
audit we did not come across any instance Place : Kolkata Membership No-56485
Date : 22.05.2024 UDIN : 24056485BKGYEF7729

[ 20 ] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Annexure ‘A’ To The Independent Auditor’s Report

(Referred to Paragraph 1 under ‘Report on Other Legal clause 3(iii)(a) to (f) of the said order does not arise.
and Regulatory Requirements’ section of our Report) However, the company has made investments in
earlier years which are, prima facie, not prejudicial to
To the best of our information and according to the
the Company’s interest.
explanation provided to us by the company and the books
of account and records examined by us in the course of iv. In our opinion and according to the information and
audit, we state that: explanations given to us, the Company has complied
with the provisions of section 185 and 186 of the
i. (a) (A) The Company has maintained proper
Act, with respect to loans or investments made and
records showing full particulars, including
guarantees or security provided wherever applicable.
quantitative details and situation of
property, plant and equipment. v. According to the information and explanations
given to us, there is no such deposits, taken by the
(B) The Company does not have any intangible
Company, for which directives issued by the Reserve
asset. So, comment on clause 3(i)(a)(B) is
Bank of India and the provisions of sections 73 to 76
not applicable.
or any other relevant provisions of the Companies Act,
(b) As explained to us, property, plant and 2013 and the rules framed thereunder, are required
equipment have been physically verified by the to be compiled with. Hence, comment on clause 3(v)
management at reasonable intervals. According of the said order is not applicable.
to the information and explanations given to us,
vi. The maintenance of cost records has not been
no material discrepancies were noticed on such
specified by the Central Government under section
verification.
148(1) of the Companies Act, 2013 for the business
(c) The title deeds of immovable properties are held activities carried out by the Company. Thus, reporting
in the name of the Company. under clause 3(vi) of the order is not applicable to the
Company.
(d) The Company has not revalued any of its
Property, Plant and Equipment during the year. vii. (a) According to the records of the Company and as
So, comment on this clause is not applicable. per the information and explanations given to us,
the company is regular in depositing undisputed
(e) According to information and explanations given
statutory dues including Provident Fund,
to us, no proceedings have been initiated during
Employees’ State Insurance, Income Tax, Sales
the year or are pending against the Company at
Tax, Service Tax, Goods and Services Tax, Duty
March 31, 2024 for holding any benami property
of Custom, Duty of Excise, Value Added tax, Cess
under the Benami Transactions (Prohibition) Act,
and any other Statutory Dues to the appropriate
1988 (45 of 1988) and rules made thereunder.
authorities during the year. According to the
Refer Note 30 of the Financial Statements.
information and explanations given to us, no
ii. (a) Since there is no inventory hence comment undisputed statutory dues were outstanding as
on the clause 3(ii) (a) of the said order is not at 31st March, 2024 for a period of more than six
applicable. months from the date they became payable.
(b) The company has not been sanctioned any (b) According to the information and explanations
working capital loan from banks or financial given to us, there are no statutory dues including
institutions on the basis of security of current Provident Fund, Employees’ State Insurance,
assets so comment on clause 3(ii) (b) of the said Income Tax, Sales Tax, Service Tax, Goods and
order does not arise. Services Tax, Duty of Custom, Duty of Excise,
iii. According to the information and explanations given to Value Added tax, Cess and any other Statutory
us, the Company has not made investments, provided Dues which have not been deposited with the
any guarantee or security or granted any loan or appropriate authorities on account of any dispute
advances in the nature of loan, secured or unsecured save and except, the following disputed statutory
to companies, firms, Limited Liability Partnerships or dues given below:
any other parties during the year. So, comments on

Annual Report 2023-24 [ 21 ]


HGI INDUSTRIES LIMITED

Annexure ‘A’ To The Independent Auditor’s Report (Contd.)

Name of the Nature of Amount Related Forum b) According to the information and explanations
statute dues (` in Year (where it is given to us and based on our examination of
thousands) pending) the records of the Company, the Company has
Maharashtra Sales Tax 337 1990-1991 Deputy Commis- not made any preferential allotment or private
Sales Tax (Net of deposit sioner of Sales placement of shares or convertible debentures
of 300) Tax
Employees’ State Employee 7924 1994-1995 Employees’ State
(fully, partially or optionally convertible) during
Insurance Dues (Net of Deposit Insurance Court the year. Hence comment on clause 3(x)(b) of the
of 66) Order is not applicable.
viii. There were no transactions that have been xi. a) According to the information and explanations
surrendered or disclosed as income during the year given to us, no fraud by the company and any
in the tax assessments under the Income Tax Act, fraud on the company has been noticed or
1961(43 of 1961). Hence comment on clause 3(viii) of reported during the year.
the said Order is not applicable.
b) No report under sub-section (12) of section 143
ix. a) As per the information and explanations given to of the Companies Act has been filed in Form
us and on the basis of our examination of records ADT-4 as prescribed under rule 13 of Companies
of the Company, the Company has not defaulted (Audit and Auditors) Rules, 2014 with the Central
in repayment of loans or other borrowings or in Government, during the year.
the payment of interest thereon to any lender.
c) We have taken into consideration the whistle
Hence comment on clause 3(ix) of the said Order
blower policy of the Company, However, no
is not applicable.
complaints were received by the Company during
b) The Company has not been declared wilful the year (and upto the date of this report).
defaulter by any bank or financial institution or
xii. In our opinion and according to the information and
any other lender.(Refer Note no 34)
explanations given to us, the Company is not a Nidhi
c) The Company has not taken any term loan during Company. Hence comment on clause 3(xii)(a)(b)(c) of
the year, hence, reporting under clause 3(ix)(c) of the Order is not applicable to the Company.
the Order is not applicable.
xiii. According to the information and explanations given
d) On an overall examination of the financial to us and based on our examination of the records of
statements of the Company, no funds have been the Company, transactions with the related parties
raised on short- term basis so reporting under are in compliance with Sections 177 and 188 of the
clause 3(ix)(d) of the said order is not applicable. Act where applicable and such transactions have been
e) On an overall examination of the financial disclosed in the financial statements as required by
statements of the Company, the Company has the applicable Indian Accounting Standards.
not taken any funds from any entity or person xiv. a) In our opinion the Company has an adequate
on account of or to meet the obligations of its internal audit system commensurate with the
subsidiaries, associates or joint ventures. size and the nature of its business.
f) The Company has not raised any loans during b) We have considered, the internal audit reports
the year on the pledge of securities held in for the period under audit.
its subsidiaries’, joint ventures or associate
xv. According to the information and explanations given
Companies, hence reporting on clause 3(ix)(f) of
to us, the Company has not entered into any non-cash
the Order is not applicable.
transaction with directors or persons connected to its
x. a) According to the information and explanations directors and hence comment on clause 3(xv) of the
given to us the Company has not raised any order is not applicable to the Company.
money by way of initial public offer or further xvi. (a) The Company is not required to be registered
public offer (including debt instruments) during under section 45-IA of the Reserve Bank of India
the year. Hence, comment on clause (x)(a) of the Act, 1934. Hence, reporting under Clause 3(xvi)
said order is not applicable. (a) of the said order is not applicable.

[ 22 ] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Annexure ‘A’ To The Independent Auditor’s Report (Contd.)

(b) The Company has not conducted any Non- supporting the assumptions, nothing has come to our
Banking Financial or Housing Finance activities. attention, which causes us to believe that any material
Hence, reporting under Clause 3(xvi)(b) of the uncertainty exists as on the date of the audit report
said order is not applicable. indicating that Company is not capable of meeting its
liabilities existing at the date of balance sheet as and
(c) The Company is not a Core Investment Company
when they fall due within a period of one year from
as defined in the regulations made by the Reserve
the balance sheet date. We, however, state that this
Bank of India. Hence, reporting under Clause
is not an assurance as to the future viability of the
3(xvi)(c) of the said order is not applicable.
Company. We further state that our reporting is based
(d) According to the information and explanation on the facts up to the date of the audit report and we
provided by the management, the group has neither give any guarantee nor any assurance that all
three core investment company as a part of liabilities falling due within a period of one year from
the group. We have not however separately the balance sheet date, will get discharged by the
evaluated whether the information provided by Company as and when they fall due.
the management is accurate and complete.
xx. In our opinion, section 135 of the Companies act, 2013
xvii. According to the information and explanations given is not applicable to the company. Hence, comments
to us, the Company has not incurred cash losses on clause 3(xx) of the said order does not arise.
during the current financial year but has incurred cash
losses in the immediately preceding financial year of
amounting to Rs. 40 (Rs. in Thousand).
xviii. There has been no resignation of the statutory auditors
of the Company during the year. Hence, comment on For Salarpuria Jajodia & Co.
clause 3(xviii) of the said Order is not applicable. Chartered Accountants
Firm ICAI Reg. No. 302111E
xix. On the basis of the financial ratios, ageing and
expected dates of realisation of financial assets and
payment of financial liabilities, other information Anand Prakash
accompanying the financial statements and our Partner
knowledge of the Board of Directors and Management Place : Kolkata Membership No-56485
plans and based on our examination of the evidence Date : 22.05.2024 UDIN : 24056485BKGYEF7729

Annual Report 2023-24 [ 23 ]


HGI INDUSTRIES LIMITED

Annexure ‘B’ To The Independent Auditor’s Report

Report on the Internal Financial Controls under Clause evidence about the adequacy of the internal financial
(i) of Sub-section 3 of Section 143 of the Companies Act, controls system over financial reporting and their operating
2013 (“the Act”) effectiveness. Our audit of internal financial controls over
financial reporting included obtaining an understanding of
(Referred to Paragraph 2(f) of Report on Other Legal and
internal financial controls over financial reporting, assessing
Regulatory Requirements of our Report of even date)
the risk that a material weakness exists, and testing and
We have audited the internal financial controls over evaluating the design and operating effectiveness of
financial reporting of HGI Industries Limited (“the internal control based on the assessed risk. The procedures
Company”) as of 31st March, 2024 in conjunction with our selected depend on the auditor’s judgment, including the
audit of the Ind AS financial statements of the Company for assessment of the risks of material misstatement of the
the year ended on that date. IND AS financial statements, whether due to fraud or error.
Management’s Responsibility for Internal Financial We believe that the audit evidence we have obtained is
Controls sufficient and appropriate to provide a basis for our audit
opinion on the Company’s internal financial control system
The Company’s management is responsible for establishing
over financial reporting.
and maintaining internal financial controls based on the
internal control over financial reporting criteria established Meaning of Internal Financial Controls Over Financial
by the Company considering the essential components of Reporting
internal control stated in the Guidance Note on Audit of
A Company’s internal financial control over financial
Internal Financial Controls Over Financial Reporting issued
reporting is a process designed to provide reasonable
by the Institute of Chartered Accountants of India (ICAI).
assurance regarding the reliability of financial reporting
These responsibilities include the design, implementation
and the preparation of IND AS financial statements for
and maintenance of adequate internal financial controls
external purposes in accordance with generally accepted
that were operating effectively for ensuring the orderly
accounting principles. A Company’s internal financial
and efficient conduct of its business, including adherence
control over financial reporting includes those policies and
to Company’s policies, the safeguarding of its assets,
procedures that (1) pertain to the maintenance of records
the prevention and detection of frauds and errors, the
that, in reasonable detail, accurately and fairly reflect the
accuracy and completeness of the accounting records, and
transactions and dispositions of the assets of the Company;
the timely preparation of reliable financial information, as
(2) provide reasonable assurance that transactions are
required under the Companies Act, 2013.
recorded as necessary to permit preparation of financial
Auditors’ Responsibility statements in accordance with generally accepted
accounting principles, and that receipts and expenditures
Our responsibility is to express an opinion on the Company’s
of the Company are being made only in accordance with
internal financial controls over financial reporting based
authorisations of management and directors of the
on our audit. We conducted our audit in accordance with
Company; and (3) provide reasonable assurance regarding
the Guidance Note on Audit of Internal Financial Controls
prevention or timely detection of unauthorised acquisition,
Over Financial Reporting (the “Guidance Note”) and the
use, or disposition of the Company’s assets that could have
Standards on Auditing, and deemed to be prescribed under
a material effect on the financial statements.
section 143(10) of the Companies Act, 2013, to the extent
applicable to an audit of internal financial controls, both Inherent Limitations of Internal Financial Controls Over
applicable to an audit of Internal Financial Controls and, Financial Reporting
both issued by the Institute of Chartered Accountants of
Because of the inherent limitations of internal financial
India. Those Standards and the Guidance Note require
controls over financial reporting, including the possibility
that we comply with ethical requirements and plan and
of collusion or improper management override of controls,
perform the audit to obtain reasonable assurance about
material misstatements due to error or fraud may occur
whether adequate internal financial controls over financial
and not be detected. Also, projections of any evaluation
reporting was established and maintained and if such
of the internal financial controls over financial reporting
controls operated effectively in all material respects.
to future periods are subject to the risk that the internal
Our audit involves performing procedures to obtain audit financial control over financial reporting may become

[ 24 ] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Annexure ‘B’ To The Independent Auditor’s Report (Contd.)

inadequate because of changes in conditions, or that the Financial Reporting issued by the Institute of Chartered
degree of compliance with the policies or procedures may Accountants of India.
deteriorate.
Opinion
In our opinion, the Company has, in all material respects, For Salarpuria Jajodia & Co.
an adequate internal financial controls system over Chartered Accountants
financial reporting and such internal financial controls over Firm ICAI Reg. No. 302111E
financial reporting were operating effectively as at 31st
March, 2024, based on the internal control over financial
Anand Prakash
reporting criteria established by the Company considering
Partner
the essential components of internal control stated in the
Place : Kolkata Membership No-56485
Guidance Note on Audit of Internal Financial Controls Over
Date : 22.05.2024 UDIN : 24056485BKGYEF7729

Annual Report 2023-24 [ 25 ]


HGI INDUSTRIES LIMITED

Balance Sheet as at 31 st
March, 2024
CIN : L40200WB1944PLC011754 ` in Thousands

Note As at As at
No. 31st March, 2024 31st March, 2023
I. ASSETS
1) Non-Current Assets
a) Property, Plant and Equipment 3 396 537
b) Financial Assets
i) Investments 4 (i) 1,40,334 1,10,457
ii) Other Financial Assets 4 (ii) 18,580 16,931
c) Other Assets 5 771 771
1,60,081 1,28,696
2) Current Assets
a) Financial Assets
i) Cash and Bank Balances
- Cash and Cash Equivalents 7 (i) 386 861
- Bank Balances other than 7(i) above 7 (ii) 626 197
ii) Other Financial Assets 4 (iii) 123 115
b) Current Tax Assets (Net) 8 (i) 288 255
c) Other Assets 6 296 220
1,719 1,648
Total Assets 1,61,800 1,30,344
II. EQUITY AND LIABILITIES
1) Equity
a) Equity Share Capital 9 37,877 37,877
b) Other Equity 10 92,222 67,328
Total Equity 1,30,099 1,05,205
2) Liabilities
i) Non-Current Liabilities
a) Financial Liabilities
- Other Financial Liabilities 11 400 400
b) Provisions 13 213 89
c) Deferred Tax Liability (Net) 8 (ii) 29,138 22,926

29,751 23,415
ii) Current Liabilities
a) Financial Liabilities
Trade Payables 12
-Total outstanding dues of micro enterprises and small enterprises - -
-Total outstanding dues of creditors other than micro enterprises 833 605
and small enterprises
b) Other Liabilities 14 1,117 1,119
1,950 1,724
Total Liabilities 31,701 25,139
Total Equity and Liabilities 1,61,800 1,30,344
The accompanying notes are an integral part of the Financial Statements
As per our report of even date
For Salarpuria Jajodia & Co. Jyoti Prakash Kanoria Yashwant Kumar Daga
Firm Registration Number: 302111E Director Director
Chartered Accountants DIN: 00225761 DIN: 00040632
Anand Prakash Hukam Chand Daga Sushil Kumar Chandak
Partner Chief Executive Officer Chief Financial Officer
Membership No. 56485419 Rakesh Sharma
Dated : 22nd May, 2024 Company Secretary
Place : Kolkata

[ 26 ] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Statement of Profit and Loss for the year ended 31 st


March, 2024
CIN : L40200WB1944PLC011754 ` in Thousands

Note 2023-24 2022-23


No.
I. Revenue from Operations (Gross) - -
II. Other Income 15 3,522 2,107
III. Total Income (I+II) 3,522 2,107

IV. EXPENSES
Employee Benefit Expenses 16 1,563 1,419
Depreciation & Amortisation Expenses 3 16 16
Other Expenses 17 714 728

Total Expenses 2,293 2,163

V. Profit / (Loss) Before Tax V= (III-IV) 1,229 (56)

VI. Tax Expense - -

VII. Profit / (Loss) for the year (V-VI) 1,229 (56)

VIII. Other Comprehensive Income (OCI)


Other Comprehensive Income not to be reclassified to profit/
loss in subsequent periods -
Net Gain / (Loss) on FVTOCI Investments 29,877 26,885
Income Tax Effect on above (6,212) (5,590)
Other Comprehensive Income for the year, net of tax 23,665 21,295
Total Comprehensive Income for the year - [(VII) + (VIII)] 24,894 21,239

Earning per Equity Share (nominal value of Share ` 10/-each) - 18 0.32 (0.01)
Basic and diluted (in ` )

The accompanying notes are an integral part of the Financial Statements


As per our report of even date
For Salarpuria Jajodia & Co. Jyoti Prakash Kanoria Yashwant Kumar Daga
Firm Registration Number: 302111E Director Director
Chartered Accountants DIN: 00225761 DIN: 00040632
Anand Prakash Hukam Chand Daga Sushil Kumar Chandak
Partner Chief Executive Officer Chief Financial Officer
Membership No. 56485419 Rakesh Sharma
Dated : 22nd May, 2024 Company Secretary
Place : Kolkata

Annual Report 2023-24 [ 27 ]


HGI INDUSTRIES LIMITED

Cash Flow Statement for the year ended 31 st


March, 2024
CIN : L40200WB1944PLC011754
Accounting Policy
Cash flows are reported using the indirect method, whereby profit for the period is adjusted for the effects of transactions of
non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or expenses
associated with investing or financing cash flows. The cash flows from operating, investing and financing activities of the Company
are segregated.
(` in Thousand)
2023-24 2022-23
(A) Cash Flow from Operating Activities:
Profit/(Loss) before tax 1,229 (56)
Add: Adjustments for :
Depreciation 16 16
Profit on sale of Property, Plant and Equipment (1,075) -
Interest Income (1,229) (907)
(2,288) (891)
Operating Profit/(Loss) before Working Capital changes (1,059) (947)
Increase/(Decrease) in Trade Payables 228 (65)
Increase/(Decrease) in Other Current Liabilities (2) 10
Increase/(Decrease) in Non- Current Provisions 124 89
Decrease/(Increase) in Other Current Assets (76) 104
274 138
Cash Generation from / (Used in) operations (785) (809)
Direct Tax (Payments) / Refunds (33) (26)
Net Cash from / (Used in) Operating Activities (818) (835)

(B) Cash Flow from Investing Activities:


Sale of Property, Plant and Equipment 1,200 -
Interest received 1,221 878
Fixed Deposits Matured 1,363 1,962
Fixed Deposits made during the year (3,441) (1,373)
Net Cash from / (Used in) Investing Activities 343 1,467

(C ) Cash Flow from Financing Activities:


Other Borrowing Costs - -
Net Cash from / (Used in) in Financing Activities - -
Net Increase / (Decrease) in cash and cash equivalents (A+B+C) (475) 632
Cash and Cash equivalents at the beginning of the year 861 229
Cash and Cash equivalents at the end of the year 386 861
For the purpose of the statement of cash flows, cash and cash equivalents comprise the following:
As at 31st March, 2024 As at 31st March, 2023
Balances with Banks:
- On Current Accounts 373 859
- Cheques on hand 13 -
- Cash on hand - 2
386 861
The accompanying notes are an integral part of the Financial Statements
As per our report of even date
For Salarpuria Jajodia & Co. Jyoti Prakash Kanoria Yashwant Kumar Daga
Firm Registration Number: 302111E Director Director
Chartered Accountants DIN: 00225761 DIN: 00040632
Anand Prakash Hukam Chand Daga Sushil Kumar Chandak
Partner Chief Executive Officer Chief Financial Officer
Membership No. 56485419 Rakesh Sharma
Dated : 22nd May, 2024 Company Secretary
Place : Kolkata

[ 28 ] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Statement of Changes in Equity for the year ended 31 st


March, 2024
CIN : L40200WB1944PLC011754
` in Thousands

(A) Equity Share Capital

Number Amount
Equity Shares of ` 10/- each issued, subscribed and fully paid
At 31st March, 2022 37,87,655 37,877
Issued during the year - -
At 31st March, 2023 37,87,655 37,877
Issued during the year - -
At 31st March, 2024 37,87,655 37,877

(B) Other Equity

Reserves & Surplus Items of OCI


Capital Capital Securities Retained Net Gain
Particulars Reserve Redemption Premium Earnings / (Loss) Total
Reserve on FVTOCI
Investments
Balance as on 31st March, 2022 30,922 1,200 1,32,759 (1,84,953) 66,161 46,089
Profit / (Loss) for the year - - - (56) - (56)
Net Gain / (Loss) on FVTOCI Investments - - - - 21,295 21,295
Balance as on 31st March, 2023 30,922 1,200 1,32,759 (1,85,009) 87,456 67,328

Profit / (Loss) for the year - - - 1,229 - 1,229


Net Gain / (Loss) on FVTOCI Investments - - - - 23,665 23,665
Balance as on 31st March, 2024 30,922 1,200 1,32,759 (1,83,780) 1,11,121 92,222

The accompanying notes are an integral part of the Financial Statements


As per our report of even date
For Salarpuria Jajodia & Co. Jyoti Prakash Kanoria Yashwant Kumar Daga
Firm Registration Number: 302111E Director Director
Chartered Accountants DIN: 00225761 DIN: 00040632
Anand Prakash Hukam Chand Daga Sushil Kumar Chandak
Partner Chief Executive Officer Chief Financial Officer
Membership No. 56485419 Rakesh Sharma
Dated : 22nd May, 2024 Company Secretary
Place : Kolkata

Annual Report 2023-24 [ 29 ]


HGI INDUSTRIES LIMITED

Notes to the financial statements as at and for the year ended 31 st


March, 2024
CIN : L40200WB1944PLC011754
1. Corporate Information
HGI Industries Limited (the Company ) having CIN No.-L40200WB1944PLC011754 and its registered office at Industry
House 18th Floor, 10 Camac Street Kolkata-700017, India is a Public Limited Company incorporated and domiciled in
India.
2.1. Statement of Compliance
These Financial Statements comply with Indian Accounting Standards (“Ind AS”) as prescribed under Section 133 of
the Companies Act 2013 (“the Act”), read with the Companies (Indian Accounting Standard) Rules, as amended from
time to time and presentation requirements of Division II of Schedule III to the Companies Act, 2013, (Ind AS compliant
Schedule III), as applicable to the Financial Statement.
The financial statements for the year ended 31st March, 2024 have been approved by the Directors of the Company
in their meeting held on 22nd May, 2024.
Use of Estimates and Management Judgements while preparing the financial statements in conformity with accounting
principles generally accepted in India, management is required to make estimates & assumptions that affects reported
amount of Assets & Liabilities and the disclosure of Contingent Liabilities as at the date of financial statements and the
amount of revenue and expenses during the reported period. Actual results could differ from those estimates. Any
revision to such estimates is recognised in the period in which the same is determined.
2.2. New or amended Ind AS applied
Effective 1st April 2023 the Company has applied the following amendments to existing standards which has been
notified by the Ministry of Corporate Affairs(“MCA”) -
Ind AS 1, Presentation of Financial Statements -
Effective for annual periods starting on or after 1st April 2023, Ind AS 1 has been amended to replace the requirement
for entities to disclose their ‘significant accounting policies’ with a requirement to disclose ‘material accounting
policy information’. The explicit requirement to disclose measurement bases has also been removed. The financial
statements have been prepared after considering the above amendment.
Ind AS 8, Accounting policies, Change in Accounting Estimates and Errors-
The company has adopted the amendments to Ind AS 8 for the first time in current year. The amendments replace the
definition of a change in accounting estimates with a definition of accounting estimates. Under the new definition,
accounting estimates are “monetary amounts in financial statements that are subject to measurement uncertainty”.
Ind AS 12, Income Taxes -
The amendment has narrowed the scope of the Initial Recognition Exemption (IRE) (with regard to leases and
decommissioning obligations). Now IRE does not apply to transactions that give rise to equal and offsetting temporary
differences. Accordingly, companies will need to recognise a deferred tax asset and a deferred tax liability for temporary
differences arising on transactions such as initial recognition of a lease and a decommissioning provision.
The amendments listed above did not have any impact on the amounts recognized in current periods.
The financial statements for the year ended 31st March, 2024 have been approved by the Directors of the Company
in their meeting held on 22nd May , 2024.
2.3. Basis of Preparation
The financial statements have been prepared and presented on the going concern basis using accrual basis of
accounting and under the historical cost basis. Historical cost is generally based on the fair value of the consideration
given in exchange for goods and services. 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.

[ 30 ] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Notes to the financial statements as at and for the year ended 31 st


March, 2024 (Contd.)
CIN : L40200WB1944PLC011754
All assets and liabilities have been classified as current and non-current as per the Company’s normal operating cycle.
Based on the nature of services rendered to customers and time elapsed between deployment of resources and the
realisation in cash and cash equivalents of the consideration for such services rendered, the Company has considered
an operating cycle of 12 months.
Accounting policies have been consistently applied except where a newly issued accounting standard is initially
adopted or a revision to an existing accounting standard requires a change in the accounting policy hitherto in use.
The Company determines materiality depending on the nature or magnitude of information, or both. Information is
material if omitting, misstating or obscuring it could reasonably influence decisions made by the primary users, on the
basis of those financial statements.
The financial statements of the Company have been presented in Indian Rupee (`) which is the Company’s functional
currency. All financial information presented in INR have been rounded off to the nearest two decimal of ‘Thousands’,
unless otherwise stated.
2.4. Material Accounting Policy Information
Material accounting policy information has been identified based on the following guidance provided under Ind AS 1.
The material accounting policy information used in preparation of the financial statements have been discussed in the
respective notes.
2.5. Use of estimates and judgement
The preparation of the financial statements in conformity with Ind AS requires the management to make estimates
and assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) and the
reported income and expenses during the year. The Management believes that the estimates used in preparation of
the standalone financial statements are prudent and reasonable.Future results could differ due to these estimates and
the differences between the actual results and the estimates are recognised in the periods in which the results are
known / materialise. The Company uses the following critical accounting judgements, estimates and assumptions in
preparation of its financial statements:
(a) Useful lives of Property, Plant and Equipment-
Management reviews its estimate of the useful lives of depreciable assets at each reporting date, based on the
expected utility of the assets. Uncertainties in these estimates relate to technical and economic obsolescence
that may change the utility of IT equipment, software and other plant and equipment. This reassessment may
result in change in depreciation expense in future periods. Refer note no. 3.
(b) Fair Value Measurement -
The Company applies valuation techniques to determine the fair value of financial instruments (where active
market quotes are not available) and non-financial assets. This involves developing estimates and assumptions
consistent with the market participants to price the instrument. The Company’s assumptions are based on
observable data as far as possible, otherwise on the best information available. Estimated fair values may vary
from the actual prices that would be achieved in an arm’s length transaction at the reporting date.
(c) Provision for income tax and deferred tax assets –
The Company uses judgements based on the relevant rulings in the areas of allocation of revenue, costs,
allowances, and disallowances which is exercised while determining the provision for income tax. Deferred
income tax expense is calculated based on the differences between the carrying value of assets and liabilities for
financial reporting purposes and their respective tax basis that are considered temporary in nature. Valuation
of deferred tax assets is dependent on management's assessment of future recoverability of the deferred
benefit. Expected recoverability may result from expected taxable income in the future, planned transactions or

Annual Report 2023-24 [ 31 ]


HGI INDUSTRIES LIMITED

Notes to the financial statements as at and for the year ended 31 st


March, 2024 (Contd.)
CIN : L40200WB1944PLC011754

planned tax optimizing measures. Economic conditions may change and lead to a different conclusion regarding
recoverability. Refer note no. 8.
(d) Provisions and contingent liabilities
The Company estimates the provisions that have present obligations as a result of past events and it is probable
that outflow of resources will be required to settle the obligations. These provisions are reviewed at the end
of each reporting period and are adjusted to reflect the current best estimates. The Company uses significant
judgements to assess contingent liabilities. Contingent liabilities are disclosed when there is a possible obligation
arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of
one or more uncertain future events not wholly within the control of the Company or a present obligation that
arises from past events where it is either not probable that an outflow of resources will be required to settle the
obligation or a reliable.
2.6. Recent accounting pronouncements
Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under
Companies (Indian Accounting Standards) Rules as issued from time to time. For the year ended 31st March, 2024,
MCA has not notified any new standards or amendments to the existing standards applicable to the Company.

[ 32 ] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Notes to the financial statements as at and for the year ended 31 st


March, 2024 (Contd.)
CIN : L40200WB1944PLC011754

3. Property, Plant and Equipment


Accounting Policy
Property, Plant and Equipment is stated at cost, net of accumulated depreciation and accumulated impairment losses,
if any. Cost comprises of purchase price and any attributable cost of bringing the asset to its working condition for its
intended use. When significant parts of plant and equipment are required to be replaced at intervals, the Company
depreciates them separately based on their specific useful lives.
An item of property, plant and equipment and any significant part initially recognised is derecognised upon disposal
or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition
of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is
included in the income statement when the asset is derecognised.
The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each
financial year end and adjusted prospectively, if appropriate.
Depreciation on Property, Plant and Equipment
(a) Depreciation on Property, Plant and Equipment is provided on straight line method and manner specified in Schedule
II of the Companies Act, 2013.

The Company has used the following useful lives to provide depreciation on its fixed assets.

Class of Asset Useful Lives (years)


Building 60
Computers 3 to 6
Office Equipment 5
(b) Depreciation on Property, Plant and Equipment added/disposed off during the year is provided on pro-rata basis with
reference to the date of addition/disposal thereof.

Particulars Freehold land Buildings* Office Equipment Computer Total


Cost or Valuation
At 1st April, 2022 125 509 2 13 649
Additions - - - - -
Less: On Disposals - - - - -
At 31st March, 2023 125 509 2 13 649
Additions - - - - -
Less: On Disposals 125 - - - 125
At 31st March, 2024 - 509 2 13 524
Depreciation
At 1st April, 2022 - 96 - - 96
Charge for the year - 16 - - 16
Less: On Disposals - - - - -
At 31st March, 2023 - 112 - - 112
Charge for the year - 16 - - 16
Less: On Disposals - - - - -
At 31st March, 2024 - 128 - - 128
Net Block
At 31st March, 2023 125 397 2 13 537
At 31st March, 2024 - 381 2 13 396
* Includes cost of shares of ` 0.50 thousand (31st March, 2023: ` 0.50 thousand) in the Housing Co-operative Society.

Annual Report 2023-24 [ 33 ]


HGI INDUSTRIES LIMITED

Notes to the financial statements as at and for the year ended 31 st


March, 2024 (Contd.)
CIN : L40200WB1944PLC011754
Notes :
a) The Company do not have any Immovable Property whose title deeds are not held in the name of the Company during
the period ending 31st March, 2024 and also as on 31st March, 2023.
b) Company has not revalued its Property, Plant and Equipment during the year.
c) The Company has performed an assessment of its Property, Plant and Equipment for possible triggering events or
circumstances for an indication of impairment and has concluded that there were no triggering events or circumstances
that would indicate the Property, Plant and Equipment are impaired.
4. Financial Assets
Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity
instrument of another entity.
(A) Financial assets
Initial recognition and measurement
All financial assets are recognised initially at fair value plus, in the case of financial assets not recorded at fair value
through profit or loss, transaction costs that are attributable to the acquisition of the financial asset.
Subsequent measurement
For purposes of subsequent measurement, financial assets are classified in three categories:
(a) Debt instruments at amortised cost
(b) Debt instruments, derivatives, equity instruments and mutual fund investments at fair value through profit
or loss (FVTPL)
(c) Equity instruments measured at fair value through other comprehensive income (FVTOCI)
(a) Debt instruments at amortised cost
A ‘debt instrument’ is measured at the amortised cost if both the following conditions are met:
a) The asset is held within a business model whose objective is to hold assets for collecting contractual cash
flows, and
b) Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal
and interest (SPPI) on the principal amount outstanding.
After initial measurement, such financial assets are subsequently measured at amortised cost using the
effective interest rate (EIR) method. Amortised cost is calculated by taking into account any discount or
premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included
in interest income in the profit or loss.
(b) Debt instruments, derivatives, equity instruments and mutual fund investments.
All derivatives and mutual fund investments in scope of Ind AS 109 are measured at fair value. Equity instruments
which are held for trading are classified as at FVTPL. Equity instruments included within the FVTPL category are
measured at fair value with all changes recognized in the Statement of Profit & Loss.
(c) Equity instruments measured at fair value through other comprehensive income (FVTOCI)
For all equity instruments other than the ones classified as at FVTPL, the Company may make an irrevocable
election to present in other comprehensive income subsequent changes in the fair value. The Company makes

[ 34 ] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Notes to the financial statements as at and for the year ended 31 st


March, 2024 (Contd.)
CIN : L40200WB1944PLC011754
such election on an instrument-by-instrument basis. The classification is made on initial recognition and is
irrevocable.
If the Company decides to classify an equity instrument as at FVTOCI, then all fair value changes on the instrument,
excluding dividends, are recognized in the OCI. There is no recycling of the amounts from OCI to Profit &Loss, even
on sale of investment. However, the Company may transfer the cumulative gain or loss within equity.
Derecognition
A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is
primarily derecognised (i.e. removed from the balance sheet) when the rights to receive cash flows from the asset
have expired.
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 increase in credit risk
4. (i) Non Current Investments
Face As at As at
Value ` 31st March, 2024 31st March, 2023
Investments at fair value through OCI (FVTOCI)
Unquoted:
Equity Shares ( Fully paid )
7000 (31st March, 2023: 7000) 10 1,40,333 1,10,456
Equity Shares of Birla Management Centre Services Private Ltd.
(Previously known as Birla Management Centre Services Ltd.)

500 (31st March, 2023: 500) 10 1 1


Equity Shares of Mohan Machines Ltd.

1,40,334 1,10,457
Aggregate Amount of Investments
- Quoted - -
- Unquoted 1,40,334 1,10,457
1,40,334 1,10,457
4. (ii) Other Non-current Financial Assets
At Amortised Cost
(Unsecured, considered good, unless stated otherwise)
Bank deposits with original maturity for more than 12 months 18,547 16,898
Security Deposits 33 33
18,580 16,931
4. (iii) Other Current Financial Assets
Interest Accrued on:
- Fixed Deposits 123 115
123 115

Annual Report 2023-24 [ 35 ]


HGI INDUSTRIES LIMITED

Notes to the financial statements as at and for the year ended 31 st


March, 2024 (Contd.)
CIN : L40200WB1944PLC011754 ` in Thousands

5 Other Non-current Assets


As at As at
31st March, 2024 31st March, 2023
(Unsecured, considered good, unless stated otherwise)
Deposits against demands under dispute 366 366
Advances recoverable in cash or in kind or for value to be received
Considered good 405 405
Doubtful - -
405 405
Less: Provision for Doubtful Advances - -
405 405

771 771
6 Other Current Assets

(Unsecured, considered good, unless stated otherwise)


Advances recoverable in cash or in kind or for value to be received 286 208
Pre-paid Expenses 10 12

296 220
7 Cash and Bank Balances
Accounting Policy
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.
7 (i). Cash and Cash Equivalents

Balances with Banks:


- On Current Accounts 373 859
Cheques on hand 13 -
Cash on hand - 2
386 861
7 (ii).Other Bank Balances :

Deposits with maturity for more than 3 months but less than 12 months 626 197
626 197

1,012 1,058
8 Income Taxes
Accounting Policy
Provision for current Income Tax is made on the taxable income using the applicable tax rules and tax laws. Deferred
Tax, if any, arising on account of timing difference and which are capable of reversal in one or more subsequent period
is recognized using the tax rates and tax laws that have been enacted or substantively enacted by the balance sheet
date. Deferred tax assets, if any, subject to consideration of prudence are recognized and carried forward only to the
extent that there is reasonable certainty that sufficient future taxable income will be available against which such
deferred tax assets can be realized.

[ 36 ] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Notes to the financial statements as at and for the year ended 31 st


March, 2024 (Contd.)
CIN : L40200WB1944PLC011754 ` in Thousands

8 (i) Current Tax Assets (Net)


As at As at
31st March, 2024 31st March, 2023
Advance Payment of Income Tax & Tax Deducted at Source [net of Provisions 288 255
of ` Nil (31st March, 2023: ` Nil)]
288 255
8 (ii) Deferred Tax and Income Tax
Deferred Tax
In terms of Ind AS - 12 "Accounting for Taxes on Income", Deferred Tax Asset has not been recognised in respect
of carry forward losses and depreciation in the accounts, in the absence of convincing evidence that sufficient
taxable profits will be available in future against which the aforesaid deferred tax asset may be realised.
Deferred Tax relates to the following:
Deferred Tax Liabilities
Unrealised gain on Fair valuation of FVTOCI investments 29,141 22,929
Gross Deferred Tax Liabilities 29,141 22,929
Deferred Tax Assets
Unrealised loss on Fair valuation of FVTOCI investments 3 3
Gross Deferred Tax Assets 3 3
Net Deferred Tax Liability 29,138 22,926
Income Tax
Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate for 31st March, 2024 and
31st March, 2023:
2023-24 2022-23
Accounting Profit before Income Tax 1,229 (56)
At India’s statutory income tax rate of 26.00% (31st March, 2023: 26.00%) - -
Utilisation of brought forward depreciation 1,229 -
Total Tax Expense / (Income) recognised in the Statement of Profit & Loss - -

9. SHARE CAPITAL
Accounting Policy
An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of
its liabilities. Equity instruments issued by the Company are recognised at the proceeds received, net of direct issue
costs.

As at 31st March, 2024 As at 31st March, 2023


Authorised
95,00,000 (31st March, 2023: 95,00,000) Equity Shares of ` 10 95,000 95,000
each
50,000 (31st March, 2023: 50,000) Preference Shares of ` 100 5,000 1,00,000 5,000 1,00,000
each

Issued, Subscribed & Paid-up


37,87,655 (31st March, 2023: 37,87,655) Equity Shares of ` 10 37,877 37,877
each fully paid up

Annual Report 2023-24 [ 37 ]


HGI INDUSTRIES LIMITED

Notes to the financial statements as at and for the year ended 31 st


March, 2024 (Contd.)
CIN : L40200WB1944PLC011754

a. Reconciliation of the Shares outstanding at the beginning and at the end of the reporting period
As at 31st March, 2024 As at 31st March, 2023
Number ` In Number ` In
Thousands Thousands
Equity Share
At the beginning of the year 37,87,655 37,877 37,87,655 37,877
Issued during the year - - - -
Outstanding at the end of the year 37,87,655 37,877 37,87,655 37,877
b. Terms/rights attached to Equity Shares
The Company has only one class of equity shares having a par value of ` 10/- per share. Each holder of Equity Shares is
entitled to one vote per share.
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.
c. Details of shareholders holding more than 5% shares in the Company

As at 31st March, 2024 As at 31st March, 2023


Number of % holding in Number of % holding in
Shares the class Shares the class
Equity Share of ` 10 each fully paid
Life Insurance Corporation of India 9,57,896 25.29 9,57,896 25.29
Kesoram Industries Limited 4,96,100 13.10 4,96,100 13.10
Birla Group Holdings Private Limited 4,22,322 11.15 4,22,322 11.15
Administrator of The Specified Undertaking of the Unit 2,16,269 5.71 2,16,269 5.71
Trust of India
As per records of the Company, the above shareholding represents legal ownership of shares.
Shares held by promoters at the end of the year
As at 31st March, 2024 As at 31st March, 2023
Number % of % Change Number % of Total % Change
Total during the Shares during the
Shares year year
Equity Share of ` 10 each fully paid
Birla Group Holdings Private Limited 4,22,322 11.15% - 4,22,322 11.15% -
Umang Commercial Company Pvt. Limited 96,715 2.55% - 96,715 2.55% 0.35
Kumar Mangalam Birla 69,000 1.82% - 69,000 1.82% -
Rajashree Birla 63,604 1.68% - 63,604 1.68% -
Neerja Birla 13,500 0.36% - 13,500 0.36% -
Padmavati Investment Private Limited 68,299 1.80% - 68,299 1.80% 1.80

[ 38 ] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Notes to the financial statements as at and for the year ended 31 st


March, 2024 (Contd.)
CIN : L40200WB1944PLC011754 ` in Thousands

10. OTHER EQUITY

As at As at
31st March, 2024 31st March, 2023
i) Capital Reserve
Balance as per last Financial Statements 30,922 30,922

ii) Capital Redemption Reserve


Balance as per last Financial Statements 1,200 1,200

iii) Securities Premium


Balance as per last Financial Statements 1,32,759 1,32,759

iv) Retained Earnings


Balance as per last Financial Statements (1,85,009) (1,84,953)
Profit / (Loss) for the year 1,229 (56)
Net Surplus/(Deficit) in the statement of Profit & Loss (1,83,780) (1,85,009)

v) FVTOCI Reserve
Balance as per last Financial Statements 87,456 66,161
Net Gain / (Loss) on FVTOCI Investments 23,665 21,295
1,11,121 87,456
Total 92,222 67,328
Nature and Purpose of Reserve
i) Capital Reserve
Capital Reserve have arisen on the account of demerger.
ii) Capital Redemption Reserve
The Company has created Capital Redemption Reserve for the redemption of preference shares.
iii) Securities Premium
Securities Premium is the premium on issue of equity shares. The reserve will be utilised in accordance with the
provision of the Act.
iv) Retained Earnings
Retained Earnings is the present accumulated profits/(losses) earned by the Company and remaining undistributed as
on date.
v) FVTOCI Reserve
The Company has elected to recognise changes in the fair value of investments in equity instruments through other
comprehensive income. These changes are accumulated within the FVTOCI Reserve.
The company transfers amount from this reserve to Retained Earnings when the relevant equity instruments are
derecognised.

Annual Report 2023-24 [ 39 ]


HGI INDUSTRIES LIMITED

Notes to the financial statements as at and for the year ended 31 st


March, 2024 (Contd.)
CIN : L40200WB1944PLC011754
11. Financial Liability
Accounting Policy
Financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.
Financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition
of financial liabilities (other than financial liabilities at fair value through profit or loss) are deducted from the fair value
measured on initial recognition of financial liability. They are measured at amortised cost using the effective interest
method.
The Company derecognises financial liabilities when, and only when, the Company’s obligations are discharged,
cancelled, or have expired.
Other Non-current Financial Liabilities

As at As at
31st March, 2024 31st March, 2023
Deposits 400 400
400 400
12 Current Trade Payables
Accounting Policy
Trade payables represent liabilities for goods and services provided to the Company and are unpaid at the reporting
period. The amounts are unsecured and usually paid within time limits as contracted. Trade and other payables are
presented as current liabilities unless the payment is not due within 12 months after the reporting period.
They are recognised initially at their transactional value which represents the fair value and subsequently measured at
amortised cost using the effective interest method wherever applicable.

-Total outstanding dues of micro enterprises and small enterprises - -


-Total outstanding dues of creditors other than micro enterprises and small 833 605
enterprises
833 605
The ageing analysis of the Trade Payables :

Particulars Outstanding as at 31st March, 2024 from due date of payment


Unbilled Not Upto 1 1-2 2-3 More than Total
Due Due Year Years Years 3 Years
Total outstanding dues of micro enterprises - - - - - - -
and small enterprises
Total outstanding dues of creditors 393 - 440 - - - 833
other than micro enterprises and small
enterprises
Disputed dues of micro enterprises and - - - - - - -
small enterprises
Disputed dues of creditors other than micro - - - - - - -
enterprises and small enterprises
Total 393 - 440 - - - 833

[ 40 ] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Notes to the financial statements as at and for the year ended 31 st


March, 2024 (Contd.)
CIN : L40200WB1944PLC011754 ` in Thousands

Particulars Outstanding as at 31st March, 2023 from due date of payment


Unbilled Not Upto 1 1-2 2-3 More than Total
Due Due Year Years Years 3 Years
Total outstanding dues of micro enterprises - - - - - - -
and small enterprises
Total outstanding dues of creditors 368 - 237 - - - 605
other than micro enterprises and small
enterprises
Disputed dues of micro enterprises and - - - - - - -
small enterprises
Disputed dues of creditors other than micro - - - - - - -
enterprises and small enterprises
Total 368 - 237 - - - 605
There are no Micro,Small and Medium Enterprises to which the Company owes dues.
Details of dues to Micro, Small and Medium Enterprises Development Act, 2006 :
As at As at
31st March, 2024 31st March, 2023
i) The principal amount remaining unpaid to any supplier at the end of each – –
accounting year.
ii) The interest due thereon remaining unpaid to any supplier at the end of – –
accounting year.
iii) The amount of interest paid by the buyer in terms of section 16 of the – –
Micro, Small and Medium Enterprises Development Act, 2006, along with
amount of the payment made to the supplier beyond the appointed day
during each accounting year.
iv) The amount of interest due and payable for the period of delay in making – –
payment (which have 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.
v) The amount of interest accrued and remaining unpaid at the end of – –
accounting year; and
vi) The amount of further interest remaining due and payable even in the – –
succeeding years, until such date when the interest dues as above are
actually paid to the small enterprises, for the purpose of disallowance as
a deductible expenditure under Section 23 of Micro, Small and Medium
Enterprises Development Act, 2006.
13. Non-Current Provisions
Accounting Policy
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, for example, under an insurance contract, 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.

Annual Report 2023-24 [ 41 ]


HGI INDUSTRIES LIMITED

Notes to the financial statements as at and for the year ended 31 st


March, 2024 (Contd.)
CIN : L40200WB1944PLC011754 ` in Thousands

If the effect of the time value of money is material, provisions are discounted at a current pre-tax rate that reflects
the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is
recognised as a finance cost.

As at As at
31st March, 2024 31st March, 2023
Provision for employment benefits 213 89
213 89
14 Other Current Liabilities

As at As at
31st March, 2024 31st March, 2023
Statutory dues Payable 1,117 1,119
Advance Received from Customer - -
1,117 1,119
15 OTHER INCOME
Accounting Policy
Revenue, if any, from sale of goods will be recognized upon passage of title to the customers which would generally
coincide with delivery thereof. Claims, due to uncertainty in realization, are accounted for on acceptance/cash basis.
Dividend income on investments is accounted for when the right to receive the payment is established. Interest income,
if any, will be recognized on a time proportion basis taking into account the amount outstanding and rate applicable.
Profit on sale of investments is recorded on transfer of title from the Company and is determined as the difference
between sale price, carrying value of Investment and other incidental expenses. Rental Income is recognised on an
accrual basis in accordance with the terms of the relevant agreement.
2023-24 2022-23
Rent 1,218 1,200
Interest income on :
Fixed Deposits 1,221 900
Tax Refunds 8 7
Profit on Sale of Property, Plant and Equipment 1,075 -
3,522 2,107
16. EMPLOYEE BENEFIT EXPENSES
Accounting Policy
Retirement Benefits and other employee benefits
i) Retirement benefit in the form of Provident Fund is a defined contribution scheme and the contributions are charged
to the Statement of Profit and Loss of the year when an employee renders the related service. There are no obligations
other than the contributions payable to the respective trusts / funds.
ii) Short term Employee Benefits are recognised at the undiscounted amount as expense for the year in which the related
service is rendered.
Salaries ,Wages & Bonus 1,436 1,248
Contribution to Provident & other Funds 56 49
(Including Administrative Charges)
Gratuity 31 89
Employees' Welfare Expenses 40 33
1,563 1,419

[ 42 ] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Notes to the financial statements as at and for the year ended 31 st


March, 2024 (Contd.)
CIN : L40200WB1944PLC011754 ` in Thousands

17. OTHER EXPENSES

2023-24 2022-23
Rates & Taxes 98 97
Repairs & Maintenance 70 70
Insurance 8 8
Subscription 58 58
Printing & Stationery 19 12
Software Expenses 23 11
Payment to Auditors (Refer details below) 127 129
Legal & Professional Charges 131 178
Directors' Sitting Fees 98 112
General Charges 4 20
Miscellaneous Expenses 78 33
714 728
Payment to Auditors:
As Auditor:
-Audit Fees 127 127
In Other Capacity:
-For Re-imbursement of Expenses - 2
127 129
18. Earnings Per Share (EPS)
Accounting Policy
Earnings per share is calculated by dividing the net profit or loss before OCI for the year attributable to equity
shareholders by the weighted average number of equity shares outstanding during the year. For the purpose of
calculating diluted earnings per share, the net profit or loss before OCI for the period attributable to equity shareholders
and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive
potential equity shares.
The following reflects profit & share data used in the Basic and Diluted EPS computation.

2023-24 2022-23
Profit After Tax ` in Thousands 1,229 (56)
Weighted Average number of Equity Shares Nos. 37,87,655 37,87,655
Nominal value of Equity Shares ` 10 10
Basic & Diluted Earning Per Share ` 0.32 (0.01)
19. Contingent Liabilities
Accounting Policy
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the
occurrence or non-occurrence of one or more uncertain future events beyond the control of the Company or a present
obligation that is not recognized because it is not probable that an outflow of resources will be required to settle the
obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognized
because it cannot be measured reliably. The Company does not recognize a contingent liability but discloses its
existence in the financial statements.

Annual Report 2023-24 [ 43 ]


HGI INDUSTRIES LIMITED

Notes to the financial statements as at and for the year ended 31 st


March, 2024 (Contd.)
CIN : L40200WB1944PLC011754 ` in Thousands
Contingent Liabilities not provided for in respect of :

As at As at
31st March, 2024 31st March, 2023
Demands/claims by various Government authorities and others not
acknowledged as debts and contested by the Company :-
i) Sales Tax 637 637
ii) Claims from ex- employees 3,608 3,608
iii) ESI Matters (Net of provision) 6,902 6,707
11,147 10,952
Against the above , payment has been made under protest. 366 366
20. Since the Company has currently no reportable business segment and the company operates in a single geographical
segment, there are no additional disclosures to be provided under Ind AS 108 'Segment Reporting'.
21. Related Party Disclosures
As per Ind AS 24, the disclosure of transactions with the related parties are given below:

Name of the Directors Directors Sitting Fees


2023-24 2022-23
Shri Arvind Kumar Newar 26 26
Shri Jyoti Prakash Kanoria 20 26
Shri Ravindra Kastia 20 26
Shri Yashwant Kumar Daga 26 26
Ms. Neha Agrawal 6 8
22. Fair values
Accounting Policy
The Company measures certain financial instruments at fair value at each reporting date. 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
The principal or the most advantageous market must be accessible by the Company. The fair value of an asset or a
liability is measured using the assumptions that market participants would use when pricing the asset or liability,
assuming that market participants act in their economic best interest.
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.
For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of
the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.

[ 44 ] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Notes to the financial statements as at and for the year ended 31 st


March, 2024 (Contd.)
CIN : L40200WB1944PLC011754 ` in Thousands
The following table provides fair value measurement hierarchy of the Company's financial assets and liabilities:

Fair Value Measurement using


Quoted prices Significant Significant
in active observable unobservable
markets inputs inputs
(Level 1) (Level 2) (Level 3)
Quantitative disclosures fair value measurement hierarchy for
assets as at 31st March, 2024:
Assets measured at Fair value
Unquoted Equity Shares - - 1,40,334
Quantitative disclosures fair value measurement hierarchy for
assets as at 31st March, 2023:
Assets measured at Fair value
Unquoted Equity Shares - - 1,10,457
The management assessed that cash and cash equivalents, security deposits, trade receivables, trade payables, bank
overdrafts and other current liabilities approximate their carrying amounts largely due to the short-term maturities of
these instruments.
The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in
a current transaction between willing parties, other than in a forced or liquidation sale.The method and assumption used
to estimate the fair values of the unquoted equity shares is Net Asset Value (NAV).
23. Ratio analysis and its elements:

Ratio Numerator Denominator As at 31st As at 31st Variation Reasons


March, 2024 March, 2023 (%)
Current ratio Current Assets Current Liabilities 0.882 0.956 -8%
Return on equity Net Profits Average Shareholder’s 0.010 (0.001) 1145% Mainly on
ratio after taxes – Equity account of
Preference increase in
Dividend (if any) Profit
Trade payables Total Purchase Average Trade 0.993 1.142 -13% NA
turnover ratio for goods & other Payables = (Opening +
Expenses Closing balance) / 2
Return on capital Earning before Capital Employed = 0.008 (0.000) 1866% Mainly on
employed interest and taxes Tangible Net Worth account of
plus Total Debt + increase in
Deferred Tax Liability Profit
Note:
1 Since there is no debt, Debt-Equity ratio and Debt service coverage ratio are not applicable.
2 Since there is no sales, Inventory Turnover ratio, Trade Receivables Turnover ratio, Net Capital Turnover ratio and Net
Profit ratio are not applicable.
3 Since there is no realised income on investment, Return on Investment ratio is not applicable.

Annual Report 2023-24 [ 45 ]


HGI INDUSTRIES LIMITED

Notes to the financial statements as at and for the year ended 31 st


March, 2024 (Contd.)
CIN : L40200WB1944PLC011754 ` in Thousands

24. Disclosure as per Ind AS 116 Leases


Accounting Policy
Operating Leases
Company as Lessor
Leases in which the Company does not transfer substantially all the risks and benefits of ownership of the asset are
classified as operating leases. Assets subject to operating leases are included in Property,Plant & Equipment. Lease
income on an operating lease is recognized in the statement of profit and loss on a straight-line basis over the lease
term. Costs, including depreciation, are recognized as an expense in the statement of profit and loss. Initial direct costs
such as legal costs, brokerage costs, etc. are recognized immediately in the statement of profit and loss.
The office premise at Mumbai has been given on operating lease during the year for a period of thirty six months
expiring on 14th December, 2025.
` in Thousands
Gross Block as on 31st March, 2024 509
Net Block as on 31st March, 2024 381

Lease income during the year 2023-24 1,218


Future minimum lease rentals receivable:
(i) not later than one year 1,278
(ii) later than one year & not later than 5 years 937
25. The Company has a unfunded defined benefit gratuity plan in India. Every employee who has completed 5 years or
more of service is entitled to Gratuity on terms not less favourable than provisions of the "The Payment of Gratuity
Act, 1972".
26. Provisions of section 135 of the Companies Act, 2013 are not applicable as the Company does not met any of the
eligibility criteria as mentioned in said section.
27. Loans or advances (repayable on demand or without specifying any terms or period of repayment) to specified
persons :
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 during the year ending 31st March, 2024 and previous year ending 31st
March, 2023.
28. Relationship with Struck off Companies :
The Company do not have any transactions with company's struck off during the period ending 31st March, 2024 and
also for the period ending 31st March, 2023.
29. Disclosure in relation to undisclosed income :
The Company has not any such transaction which is not recorded in the books of accounts that has been surrendered
or disclosed as income during the current year and previous year in the tax assessments under the Income Tax Act,
1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.
30. Details of Benami Property held :
The Company do not have any Benami property, where any proceeding has been initiated or pending against the
Company , during the current & previous year , for holding any Benami property.
31. Details of Crypto Currency or Virtual Currency :
The Company has not traded or invested in Crypto currency or Virtual Currency during the current year and previous
year.
32. Utilisation of Borrowed Fund & Share Premium :
The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party)

[ 46 ] Annual Report 2023-24


HGI INDUSTRIES LIMITED

Notes to the financial statements as at and for the year ended 31 st


March, 2024 (Contd.)
CIN : L40200WB1944PLC011754
with the understanding (whether recorded in writing or otherwise) that the Company shall: (a) 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 (b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign
entities (Intermediaries) with the understanding that the Intermediary shall: (a) directly or indirectly lend or invest in
other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries)
or (b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
33. Registration of charges or satisfaction with Registrar of Companies (ROC) :
The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory
period, for the current and previous year.
34. The Company has not been declared wilful defaulter by any bank, financial institution or any other entity.
35. The Company has not taken any funds from any entity or person on account of or to meet the obligations of its
subsidiaries, associates or joint ventures.
36. Financial risk management objectives and policies
The Company’s principal financial liabilities comprises of trade and other payables. The main purpose of these
financial liabilities is to finance the Company’s activities. The Company’s principal financial assets include investment,
receivables, and cash and cash equivalents that derive directly from its activities.
The Company is exposed to market risk and credit risk. The Company’s management oversees the management of
these risks. The Company’s management provides assurance that the Company’s financial risk activities are governed
by appropriate policies and principles.
A Market risk
Market risk comprises of three types of risk: interest rate risk, currency risk and other price risk, such as commodity
price fluctuation. Financial instruments affected by market risk include loans and borrowings, deposits and
derivative financial instruments .
B Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer
contract, leading to a financial loss. The Credit risk comprises of two types of risk: Customer Credit Risk and Credit
risk from balances with banks and financial institutions.
37. Previous periods' figures have been regrouped / rearranged wherever necessary to conform to the current periods'
classification.
As per our report of even date
For Salarpuria Jajodia & Co. Jyoti Prakash Kanoria Yashwant Kumar Daga
Firm Registration Number: 302111E Director Director
Chartered Accountants DIN: 00225761 DIN: 00040632
Anand Prakash Hukam Chand Daga Sushil Kumar Chandak
Partner Chief Executive Officer Chief Financial Officer
Membership No. 56485419 Rakesh Sharma
Dated : 22nd May, 2024 Company Secretary
Place : Kolkata

Annual Report 2023-24 [ 47 ]


Notes

[ 48 ] Annual Report 2023-24


HGI INDUSTRIES LIMITED
“INDUSTRY HOUSE”
print@manjari.net

18TH FLOOR, 10, CAMAC STREET


KOLKATA – 700017

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