Annual Report 202021
Annual Report 202021
Annual Report 202021
R
LEPO
20-
RT
21
TABLE OF
C O N T E N TS
01 | PERFORMANCE HIGHLIGHTS
02 | DIRECTORS’ REPORT
05 | AUDITOR’S REPORT
06 | BALANCE SHEET
10 | NOTICE TO SHAREHOLDERS
MASK UP AND
TAKE ON THE
WORLD!
TVC
SALES (` in Millions)
29,455
28,522 28,330
25,520
21,305
17,962
15,434
11,877
8,635
6,834
2011- 2012- 2013- 2014- 2015- 2016- 2017- 2018- 2019-20 2020-21
12 13 14 15 16 17 18 19
6,16
9 3,939
5,406 5,326 5,266
3,470 3,432 3,406
4,132 2,663
*Previous year figures have been regrouped / reclassified, wherever necessary. Excludes other income.
2016- 2017- 2018- 2019-20 2020-21 2016- 2017- 2018- 2019-20 2020-21
17 18 19 17 18 19
RETURN ON CAPITAL
EPS &
EMPLOYED
DIVIDEND
72%
353 344
58% 31 308
58% 305
55% 55% 1
239 250
16
13
1
97 1
2016- 2017- 2018- 2019-20 2020-21 2016- 2017-18 2018- 2019-20 2020-21
17 18 19 17 19
EPS DIVIDEND
96
89
8 78
1 7 70
1 66
60
57
28
1 2
1 19 19
1 1 16
9 8 1
6 9 2
Board of Directors
Mr. Sandeep Maini : Chairman, Independent Director
Mr. Sunder : Managing Director
Genomal Mr. V S : Executive Director & Chief Executive Officer
Ganesh : Deputy Managing Director
Mr. Shamir Genomal
Mr. Nari Genomal Non-Executive Director
: Mr. Sanjeev Genomal : Alternate Director
Mr. Ramesh Genomal : Non-Executive Director
Mr. Mark Fedyk Non-Executive
: Director
Mr. G P Albal : Independent Director
Mr. B C Prabhakar : Independent
Ms. Rukmani Menon : Director
Mr. Vikram Shah : Independent Director
Mr. Varun Berry : Independent
Director
Management
Independent Director
Team Mr. : Chief Financial Officer
Chandrasekar K : Sr. VP - Human
Resources
Mr. Minor Ganesan
Mr. C Murugesh : Company Secretary & Compliance Officer
DIVIDEND
Re-measurement (+/-) on defined benefit plans (33) 33
During the year 2020-21, your Directors have declared
Transfer to any reserve - - interim dividends on 12th November 2020 (Interim
Retained earnings- Closing Balance 7,585 6,935 dividend of ` 100 per share) and 10th February 2021
(Interim dividend of ` 150 per share) on an equity
Earnings per share (Basic / Diluted) (`) 305.35 307.72
share value of ` 10 each amounting to ` 2,789 million.
In total, two interim dividends have been declared and
FINANCIAL HIGHLIGHTS & paid. The Board has not recommended any final
PERFORMANCE dividend.
The Dividend Distribution Policy, in terms of
Regulation 43A of the Securities and Exchange
Your Directors wish to inform that during the financial
Board of India (Listing Obligations and Disclosure
year ended 31st March 2021 the revenue from operations
Requirements) Regulations, 2015 (“SEBI
of the Company decreased from ` 29,455 million Listing
Regulations”) is available on the Company’s website on
to https://www.pageind.com/policies-documents
` 28,330 million a de-growth of 3.8%. The profit before
tax for the year under review stood at ` 4,534 million Dividends have been accounted as per IND AS, as
as against ` 4,620 million of last year. The profit for detailed in “Statement of Change in Equity” of the
the year stood at ` 3,406 million as against ` 3,432 financial statement.
million of the previous year.
As per the recommendation of M/s. Jockey Appointment of Mr. V S Ganesh as Executive Director &
International, Inc., the Board of Directors at its meeting Chief Executive Officer
held on 12th November 2020 appointed Mr. Mark Fedyk
Based on recommendation of the Nomination and
[DIN: 08927892], President & COO of Jockey
Remuneration Committee, the Board of Directors, at
International as additional director under Non-
its meeting held on 22nd February 2021, unanimously
Executive category in place of Mr. Tim Wheeler [DIN:
appointed Mr. V S Ganesh [DIN: 07822261] as
00863237]. Mr. Mark Fedyk shall hold the office up to
“Executive Director & Chief Executive Officer” of the
the date of the ensuing Annual General Meeting. The
Company for a period of 5 years effective 1st June
notice under section 160(1) of the Companies Act,
2021 subject to the approval of Shareholders at the
2013 has been received from a shareholder signifying
ensuing Annual General Meeting.
his intention to propose Mr. Mark Fedyk Director of
the Company. The Board recommends his appointment Re-appointment of Managing Director
at the ensuing AGM. At the 21st AGM of the Company, the members of the
Mr. Tim Wheeler was on the Board of Directors since
Company appointed Mr. Sunder Genomal
29th September 2006. The Board placed on record its
[DIN:00109720] as Managing Director for a period of 5
deep appreciation for his contributions.
years up to 31st July 2021. Considering his valuable
contribution to the growth of the Company, the
Resignation of Mr. Vedji Ticku, Executive Director &
Nomination and Remuneration Committee and Board of
Chief Executive Officer
Directors at their meeting held on 27th May 2021 have
Mr. Vedji Ticku [DIN: 07822283], Executive Director & recommended to re-appoint Mr. Sunder Genomal as
Chief Executive Officer has submitted his resignation Managing Director of the Company for another term of
letter on 16th February 2021, owing to personal 5 years commencing from 1st August 2021 to 31st July
commitments. Mr. Ticku joined the Company on 7th May 2026. Mr. Genomal’s reappointment is placed for
1997 as Regional Sales Manager. Recognizing his hard shareholders’ approval at the ensuing Annual General
work and dedication, the Company had been regularly Meeting.
Retirement by Rotation
entrusting him with higher position(s) with additional
As per the provisions of the Companies Act 2013 and
responsibilities. Appreciating his leadership skills and
the Articles of Association of the Company, Mr.
timely delivery of KRAs assigned to him, the Board of
Sunder
Directors at their meeting held on
During the year under review, the Board of Directors During the year under review, the company has spent
have accepted all the recommendations of the above an amount of ` 62.58 million against a prescribed
Committees. amount of ` 105.35 million. The unspent CSR amount
Nomination and Remuneration Policy of ` 42.77 million has been transferred to Unspent
Corporate Social Responsibility Account as per
The Board has, on the recommendation of the section 135(6) of the Companies Act 2013.
Nomination and Remuneration Committee, framed
Details on Unclaimed dividends and transfer of shares The Statutory and Secretarial Auditors reports to the
to IEPF are provided in the Corporate Governance shareholders for the year under review do not contain
Report. any materially significant qualification, reservation,
adverse remark or disclaimer.
During the year under review applicable Secretarial
Standards return
Annual have been duly complied with. Cost Records and Cost Audit: - For the year under
review, maintenance of cost records and the cost
Pursuant to Section 92(3) read with Section
auditing is not applicable pursuant to Notification
134(3)(a) of the Act,
G.S.R.01(E) dated 31st December 2014.
is available the Annual
Return on
https://www.pageind.com/other-compliances the
Company’s
CORPORATE GOVERNANCE
Listing website on We are committed to maintaining the highest standards of
corporate governance. The report on corporate
Shares of the Company are listed in the Bombay Stock
governance as stipulated in the SEBI (Listing Obligations
Exchange Limited, Mumbai (BSE) and National Stock
and Disclosure Requirements) Regulations 2015 forms part
Exchange of India Limited, Mumbai (NSE) and the
of the annual report. A certificate from the Practicing
listing fees have been duly paid.
Company Secretary regarding compliance of conditions of
Unclaimed Shares Suspense Account
Corporate Governance is also annexed to the report on
There are no shares remaining unclaimed and lying in Corporate Governance.
the escrow account. MANAGEMENT DISCUSSION AND
ANALYSIS REPORT
AUDITORS
Management Discussion and Analysis Report is
Statutory Auditors: - At the 21st AGM, the members of enclosed as part of this Annual Report.
the Company, appointed M/s. S.R. Batliboi &
Internal Control System and Adequacy
Associates LLP, Chartered Accountants, Bengaluru
(Firm Registration No. 101049W / E300004) as The details are provided in the Management Discussion
Statutory Auditor of the Company for a term of 5 Analysis.
years commencing from the conclusion of 21st AGM till
the conclusion 26th AGM, accordingly, they hold office ENERGY, TECHNOLOGY AND FOREIGN
upto the conclusion of the ensuing 26th Annual General EXCHANGE
Meeting of the Company.
Information on conservation of energy, technology
The Audit Committee and the Board, unanimously, absorption, foreign exchange earnings and outgo,
recommends another term of 5 years as set out in the pursuant to Section 134(3)(m) of the Companies Act,
ordinary resolution no.4 of the notice to the 2013 read with the Companies (Accounts) Rules, 2014:
shareholders, considering their credentials and also
a. Conservation of Energy
based on the evaluation of the quality of audit work
done by the statutory auditors. Your Company continually takes steps to absorb and
adopt the latest technologies and innovations in the
The Auditors have not reported any fraud under
Garment Industry. These initiatives should enable the
section 143 (12) of the Companies Act, 2013.
facilities to become more efficient and productive as
Secretarial Auditor: - Pursuant to the provisions of the company expands, thus helping to conserve
Section 204 of the Companies Act, 2013 and the energy.
The nature of activities of the Company does not AWARDS AND ACCOLADES
warrant any exclusive R&D department.
1. During the year, the Company was granted the
c. Foreign Exchange Earnings and Outgo prestigious ‘ABK-AOTS Dosokai’ Category award for
Foreign exchange earnings during the year were ` 178 Textile Industry for implementation of 5S initiatives
in the Company.
million from exports to Sri Lanka, Nepal and UAE.
Outflow owing to royalty, import of raw materials, 2. During the year, Hassan Unit Lab was granted in its
machinery, spares etc. amounted to ` 2027 million. first attempt, the esteemed NABL Accreditation.
DIRECTORS’ RESPONSIBILITY 3. During the year under review, your Company won
four-star rating and received the CII EHS (SR)
STATEMENT award for Unit 12 & 17. These units also won the
In compliance of Section 134(5) of the Companies Act, Gold Rating by ABKOTS for SHE(Safety, Health and
2013, the Directors of your Company confirm that: Environment).
• In the preparation of the annual accounts, the 4. In 2019, the Company has received an award from
Debra Waller, Chairman of the Board & CEO of
applicable accounting standards had been followed
Jockey International, honouring 25 years of strong
along with proper explanation relating to material partnership.
departures;
(c) Amount required to be set off for the financial year, if any Nil
(d) Total CSR obligation for the financial year (7a+7b- 7c). ` 105 Million
Sl. Name of the Project. Item from the Local Location of the project. Project
No. list of activities area duration
State District / Location
in Schedule VII (Yes/No)
to the Act. .
Sl. Name of the Project Item from the list Local area Location of the project.
No. of activities in (Yes/
State. District.
schedule VII to the No).
Act.
1 Education project for Education Yes Karnataka Bangalore
under privileged
Amount spent for the Mode of implementation Mode of implementation – Through implementing agency.
project (` in - Direct (Yes/No).
Name. CSR registration number.
Million).
1.24 No AIM for Seva Not Applicable
(d) Amount spent in Administrative Overheads – Nil 11. Specify the reason(s), if the company has failed to
(e) Amount spent on Impact Assessment, if spend two per cent of the average net profit as per
applicable section 135(5):
– Not Applicable Due to pandemic, during the year under review, the
(f) Total amount spent for the Financial Year
(8b+8c+8d+8e) : ` 62.58 Company was not able to spend the required CSR
amount, as primary and secondary schools were
(g)Excess amount for set off, if any - Nil
closed across the academic year. We have spent
9. (a) Details of Unspent CSR amount for the allocated budget on the identified CSR Projects and
preceding three financial years: Not Applicable would enhance our spending in the subsequent
(b) Details of CSR amount spent in the financial years by exploring further avenues which will be in
year for ongoing projects of the preceding line with our CSR Policy.
financial year(s): Not Applicable During the year under review, the company has spent
an amount of ` 62.58 million against a prescribed
10.In case of creation or acquisition of capital asset,
amount of ` 105.35 million. The unspent CSR
furnish the details relating to the asset so created
amount of ` 42.77 million has been transferred to
or acquired through CSR spent in the financial
Unspent Corporate Social Responsibility Account
year(asset-wise details). – Nil during the year
as per section 135(6) of the Companies Act 2013.
(a)Date of creation or acquisition of the capital
asset(s).- NA
Sunder Genomal Vedji Ticku
(b)Amount of CSR spent for creation or acquisition
Managing Director Executive Director
of capital asset - NA
& Chairman of & CEO
(c) Details of the entity or public authority or CSR Committee
beneficiary under whose name such capital asset
(DIN: 00109720) (DIN:
is registered, their address etc- NA 07822283)
(d)Provide details of the capital asset(s) created
Bangalore
or acquired (including complete address and
location of the capital asset) - NA 27th May,
2021
1. Sugamya Shiksha
Evening
Since 2015, the Company has partnered with a well
Schoo renowned NGO - GRAAM (Grassroots Research and
Schoo Advocacy Movement) to establish Sugamya Shiksha,
Development S kill Lab
a comprehensive school development program.
Through this program, the Company aims at
enabling public education system by providing
rotec Education quality education and computer skill, enhancing
Environment JOYFUL Support
health & fitness of children, incorporating
LEARNING environment- friendly water, sanitation, hygiene and
energy management practices in government
My Country, Hygiene
schools in and around where we operate, i.e.,
My Pride Bangalore, Mysuru, Hassan, Chikkaballapur, Tiptur
and KR Pet.
Quality & Jockey Fit We began with 3 schools and has scaled to support
Healthy Life Children
over 10,000 students in 35 Schools during 2019-20.
i. Sandhya Shale
This program is focussed on creating a joyful
atmosphere for after-school learning, for students
studying in 5th to 10th standards, through fun-
based learning activities, assistance for homework,
etc. It also provides a safe environment for girls
after school. A total of 3757 boys and girls have
benefited through this program in 2019-20.
Form for disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013
including certain arms length transactions under third proviso thereto
a Name(s) of the Page Garments Exports Mr. Rohan Genomal Mrs. BCP Associates, P and B Mr. Vikram Shah
related party and Private Limited. Mr. Sunder Rukmani Bangalore Associates,
Self
nature of relationship Mr. Sunder Genomal’s Son Menon Bangalore
Mr. B C Prabhakar
Genomal, Mr Nari and Self and Ms. Pooja Ms. Latha
Genomal, Mr. Shamir Prabhakar daughter Prabhakar wife of
Genomal’s of Mr. B.C. Prabhakar Mr. B.C. Prabhakar
Mr. Ramesh Genomal
brother are partners is a partner.
and Mr. Shamir
Genomal
are interested directors
b Nature of contracts/ Purchase of traded goods, Employment Consulting Consulting Charges Legal consultancy IT Consultancy and
arrangements/ sub contract, fixed assets Charges and conducting and support services support service in
transactions etc., training on Prevention on various laws selecting Data Centre
of Sexual Harassment including labour laws co- location service
of women at provider along with SAP
workplace hardware
/ SAP upgradation
project
c Duration of Five years Five years Five years Five years Five years One year with
the contracts/ automatic renewal
arrangements
/ transactions
d Salient terms of Purchase of used plant and Not exceeding Not exceeding Not exceeding ` FY 2020-21 `3.50 Retainership fee : `
the contracts machineries along its `3.00 million per Rs 1.00 1.00 million per Million per annum 0.10 Million per
or accessories (one time) – Limit annum million per annum month
FY 2021-22 `3.10
arrangements not exceeding annum
Million per annum
or `30 Million.
transactions Purchase & sale of garments
including the value, and job work – Not exceeding
if any `50 Million per annum
e Date(s) of approval 23rd June 2020 and 24th May 2019 24th May 2019 8th February 2018 27th May 2021 25th May 2018
by the Board, if any: 10th February 2021
1. Ratio of the remuneration of each Director to the median remuneration of the Employees of the Company (Ratio) for
the financial year 2020-21 and the percentage increase in remuneration of Directors, Chief Financial Officer and
Company Secretary (%) during the financial year 2020-21:
Name Ratio %
Executive Directors Remuneration as per terms of their appointment
Sunder Genomal, Managing Director 1:106 0.00%
Vedji Ticku, Executive Director & CEO 1:236 -20.83%
Shamir Genomal, Deputy Managing Director 1:70 -20.82%
V S Ganesh, Executive Director- Manufacturing and Operations 1:109 -18.13%
Non-Executive Director remuneration under section 197(1)(ii) of Companies Act, 2013
Pradeep Jaipuria 1:5.5 11.11%
Timothy R Wheeler 1:5.1 10.12%
G P Albal 1:5.1 10.12%
B C Prabhakar 1:5.1 10.12%
Rukmani Menon 1:5.1 10.12%
Sandeep Kumar Maini 1:5.1 10.12%
Vikram Gamanlal Shah 1:5.1 10.12%
Varun Berry 1:5.1 10.12%
Mark Fedyk (appointed during the year) NA NA
Key Management Personnel
Chandrasekar K, Chief Financial Officer - -19.03%
C Murugesh, Company Secretary - -10.08%
2 The percentage increase in the median remuneration of employees in 10.07%
the financial year;
3 The number of permanent employees on the rolls of company; 21,280
4 Average percentage increase already made in the salaries of
employees other than the managerial personnel in the last financial Excluding KMP -1.53%
year KMP -19.88%
Average percentage increase in the managerial remuneration
There was no exceptional circumstance for increase in the managerial remuneration during the year under report.
5 The key parameters for any variable component of remuneration Variable Pay (VP) ranging from 10% to
availed by the directors; 30% of the CTC, depending on the grade
which commences from Assistant Manager
to CEO and the Dy. Managing Director. VP
will be paid based on the overall
performance of the Company.
6 It is hereby affirmed that the remuneration paid during the year is as per the Remuneration Policy of the Company
Note: During the year under review, on the recommendation of the Nomination and Remuneration Committee, the
Company has introduced Variable Pay (VP) ranging from 10% to 30% of the CTC, depending on the grade which
commences from Assistant Manager to CEO and the Dy. Managing Director. VP will be paid based on the overall
performance of the Company. VP shall be paid after the close of the financial year i.e VP for the FY 2020-21 will
be paid in FY 2021-22. Hence, there is significant drop in percentage of increase in remuneration for the Executive
Directors and Key Management Personnel.
Executive President
Head of Product
Executive Director Deputy Managing Director – President- Sales Head of Product Channel Chief Financial Vice President Chief Information
Designation Managing Director (Mens & Boys
& CEO Director Manufacturing & Marketing (Womens Wear) Sales and Officer Retail - EBO’s Officer - IT
Wear)
and Operations Distribution
Remuneration
received during
19.12 42.52 12.56 19.71 7.24 15.29 14.53 13.15 10.49 9.31 9.23
2020-21 ( ` in
million)
Nature of
employment,
Liable to retire Liable to retire
whether Permanent Permanent Permanent Contract – 3Yrs. Contract – 3Yrs. Permanent Permanent Permanent Permanent
by rotation. by rotation
contractual or
otherwise
Three decades Three decades 25+ years Two decades Three decades
Three decades Decade+ years 25+ Years of Two decades of Two decades
of experience in years of 25+ years of experience in of experience years of experience
of experience in experience in experience experience in of experience
Experience Sales, Marketing, experience experience in designing and in various in Finance,
various facets various facets of in product various business in Information
Operation and in Business Sales & Marketing development of business taxation and
of Textile Industry. development operations Technology
Corporate Affairs Intimate Apparel operations strategic Business
the Textile
Operations Planning
Industry
Age 67 years 54 years 37 years 53 years 50 years 49 years 52 Years 43 Years 58 Years 49 Years 53 years
03-03-2014
Date of 01-04-1996 (Renewed for
commencement as Managing 07-05-1997 01-04-2008 09-06-2014 18-10-2017 further period of 03-12-2018 09-01-2020 23-01-2018 12-03-2019 15-05-2019
of employment Director 3 years from
15-01-2020)
% of paid up
16.33% - - NA NA NA NA NA NA NA NA
share
capital
Brother of Mr
Ramesh Genomal
Relationship with and Mr Nari Son of Mr.
Nil Nil Nil Nil Nil Nil Nil Nil Nil
other Directors Genomal. Father Sunder Genomal.
of Mr. Shamir
* Resigned w.e.f. 30 June 2020
Genomal
th
Sunder Genomal, Vedji Ticku
No other persons during the year 2020-21 were drawing remuneration in excess of the limit prescribed in the Managing Director Executive Director &
Companies (Particulars of Employees) Amendment Rules, 2011. Remuneration is excluding gratuity. (DIN: 00109720) CEO (DIN: 07822283)
3. Company Registered : Cessna Business Park, Umiya Business Bay, Tower-1, 7th
Floor, Kadubeesanahalli, Varthur Hobli, Bengaluru-
address
560103
4. Website
: www.jockey.in and www.pageind.com
5. E-mail Id
: investors@jockeyindia.com
6. Financial Year reported
: 31st March 2021
7. Sector(s) that the Company is engaged in
(industrial activity code-wise) : 14101 : Manufacture of all types of textile garments
and clothing accessories
8. List three key products/services that the
Company manufactures/provides (as in balance : • Mens innerwear,
sheet) • Womens innerwear,
• Leisure wear and
• Swimwear
9. Total number of locations where business activity
is undertaken by the Company :
(a) Number of International Locations Nil
Principle 2
1. List up to 3 of your products or services whose : Our products are not connected with any social or
design has incorporated social or environmental environmental concerns.
concerns, risks and/or opportunities.
(a)If yes, what percentage of your inputs was Majority of the inputs are sourced locally within the
sourced sustainably? Also, provide details radius of 200 kms from the respective units. Since all
thereof, in about 50 words or so. our manufacturing units are located with in
Karnataka our sourcing/transporting are well
sustainable
4. Has the Company taken any steps to procure
goods and services from local & small : Yes. The Company is procuring majority of raw
producers, including communities surrounding material and availing services locally even from small
their place of work? If yes, what steps have producers. The Company works closely with local
been taken to improve their capacity and Stakeholders to ensure product quality and service
capability of local and small vendors? levels.
Please indicate the Number of complaints relating to child labour, forced labour, involuntary
labour, sexual harassment in the last financial year and pending, as on the end of the financial
year.
No of complaints No of complaints
No. Category filed during the pending as on end of
financial year the financial year
7.
Child labour/forced labour/involuntary
1. 0 0
labour
2. Sexual harassment 0 0
3. Discriminatory employment 0 0
8. What percentage of your under mentioned employees were given safety & skill up-gradation training in
the last year?
Note: Safety and skill upgradation training are ongoing process at regular intervals. New recruits as on 31st March
2021 would have been covered in the subsequent training
Are there any special initiatives taken by the company : Yes. The Company’s majority of workers are women.
to engage with the disadvantaged, vulnerable and Employment opportunities will uplift their standard of
marginalized stakeholders. If so, provide details thereof, living and social value.
in about 50 words or so
Principle 5
1. Does the policy of the company on human rights : Yes. The policy is expected to be adhered by the other
cover only the company or extend to the Group/ stakeholders.
Joint Ventures/ Suppliers/ Contractors/ NGOs/
Others?
Principle 6
1. Does the policy related to Principle 6 cover only : The policy is expected to be adhered by the other
the company or extends to the Group/ Joint stakeholders.
Ventures / Suppliers / Contractors / NGOs /
others.
: All manufacturing units of the Company are
2. Does the company have strategies/ initiatives to environmental friendly. The Company is adhering with
address global environmental issues such as all the applicable law and regulations relating to
climate change, global warming, etc? Y/N. If yes, environment both in letter and spirit.
please give hyperlink for webpage etc.
: Yes, and are being duly mitigated.
3. Does the company identify and assess potential
environmental risks? Y/N
Principle 8
1. Does the company have specified programmes/ : The Company has programmes, inter alia, for providing
initiatives/projects in pursuit of the policy related healthcare and promoting education.
to Principle 8? If yes details thereof.
2. Are the programmes/projects undertaken through : Programmes run by NGO’s are being supported. The
in-house team/ own foundation/ external NGO/ Company has also appointed a NGO to carryout
government structures/any other organization? community assessment and implementation of CSR
projects.
3. Have you done any impact assessment of your
initiative? : Yes
5. Have you taken steps to ensure that this : Yes, a majority of our community development projects
community development initiative is successfully go beyond the philanthropic one time engagement and
adopted by the community? Please explain in 50 is designed for self-sustenance.
words, or so.
Principle 9
1. W hat percentage of customer complaints/ : The Company has dedicated customer care department
consumer cases are pending as on the end of to deal with the customer complaints. All complaints
financial year are duly addressed.
2. Does the company display product information on : The Company adheres to all the applicable regulations
the product label, over and above what is regarding product labeling and displays relevant
mandated as per local laws? Yes/No/N.A. / information on it.
Remarks(additional information)
1. The Companies Act, 2013 (the Act) and the rules (ii) General Meetings (SS-2)
made thereunder;
During the period under review the Company has
2. The Securities Contracts (Regulation) Act, 1956 and complied with the provisions of the Act, Rules,
the rules made hereunder; Regulations, Guidelines, Standards, etc., mentioned
above.
3. The Depositories Act, 1996 and the Regulations and
Bye-laws framed thereunder; I further report that:
-
4. Foreign Exchange Management Act, 1999 and The Board of Directors of the Company is duly
the rules and regulations made thereunder to the constituted with proper balance of Executive
extent of Foreign Direct Investment, Overseas Direct Directors, Non- Executive Directors, Woman Director
Investment and External Commercial Borrowings; and Independent Directors. The changes in the
composition of the Board
45.3 21.6
(USD Bn)
F Y 2020E F Y 2025P
F Y 2020E F Y 2025P
Men’s Wear excluding ethnic wear– F Y 2020 & F Y 2025 (USD bn &
%)
FY 2020E FY 2025P
Source: Wazir Analysis Men’s Inner wear (USD bn)
39.0 24.4
24.9 16.9
8.5
(USD Bn)
4.4 2.4
1.8 1.9 1.
1. 0.9
0 7
Total Market Size Ethnic Innerwear Formal Casual Others
F Y 2020E F Y 2025P
Women’s apparel market contributes 37 percent to the overall apparel market and it is expected to grow from USD 25 bn in FY
2020 to touch USD 39 bn by FY 2025. The growth in women’s wear market will be driven primarily by factors like an increase
in the number of working women, a shift towards aspiration rather than need based buying and design innovations that appeal
to Indian sensibilities.
F Y 2020E F Y 2025P
Winterwear 0.7 | 9% 1 | 7%
Women’s Wear excluding ethnic wear – F Y 2020 & F Y 2025 (USD bn &
%)
Source: Wazir Analysis
1.5
8.4
14% 1.3
8.5
1.0
5.1
4.1 1.8
3.0
4.4 1.2
4.1
1.0
0.8
2.5
2.1 0.6
1.5
0.3
FY 2020E 0.3
0.2
5.8
FY 2025P 2.6 3.3
1.8
opportunity for growth, primarily driven by rising per 26% 27% 29%
capita incomes and thereby spend on such products. 30%
Kids Wear
Market
Share
5%
33%
35
7% %
60% 60%
Leading player inHighly Experienced Premium Production Capacity PAN India Presence Strong
Innerwear and Financial
260 mn pieces 78,000+ Retail Network
Professional Performance
15 manufacturing units 930+ Exclusive
Athleisure market Management
Business Outlets Healthy ROCE
supported Strong
(EBO’s)
by backward 55% Debt Free
Increasing presence
integration
21,280+ Employees in Large Format Stores
79% Women (LFS)
Employees
& E-Commerce
• Jockey is world’s best-loved and most recognisable brand. Active in • Speedo International Ltd. is a manufacturer and distributor of
more than 120 countries swimwear and swimming accessories based in Nottingham, UK
• Exclusive licensee of JOCKEY International Inc. (USA) for • Exclusive licensee of Speedo International Ltd. for manufacture,
manufacture, distribution and marketing in India, Sri Lanka, distribution and marketing in India
Bangladesh, Nepal, Oman, Qatar, Maldives, Bhutan and UAE
• Products include Swimwear, Equipment, Water shorts, Apparel and
• Products include Innerwear, Athleisure, Socks for Men and Women, Footwear
Thermal, Towels, Caps and Face Mask
UNDERWEAR
B RA SSI E RE S
SPORTS
BRA
PANTIES
CA M I SO L E
C R O P TOP
M EN TANK TOPS
UN D ERW EAR SHAPEWEAR
SHORTIES
V E STS JUNIORS
BRIEFS BOYS
B O X E R BRIEFS V E STS
TRUNKS BRIEFS
B OX E R SHO R TS TRUNKS
BOX E R SHORTS
I N NE R TEES T-
MIDWAYS SHIRTS
P O LO T-SH I RT S
T R AC K
PA N T S
SHORTS
S W E AT
SH I RT S
JACKETS
TOWELS
FACE
JUNIORS
JUN
GIRLS
GIR HAND
ANTI E S
PAN BATH
B LO O M E R S
SSHHOORT
R IES
CAMISOLE OUTERWEAR
TA
TANKN K TOPS BERMUDAS
T-SHI
T-SHIRTS T R A C K PA N T S
S H O RT
R S L O U N G E PA N T S
CAPRIS SPORTS SHORTS
T R AC K PA N TS
TR T-SHIRTS
PYJA
Y J AMAS P O L O T-SHIRTS
SSW
W E AT GYM VESTS
JAC K S
SHIRT
Y O G A PA N T S
JACKETS
SLEEPWEAR
JACKETS
TA N K TOP
MUSC LE VEST FACE
CAPRIS
LEGGINGS MASK
SWIMWEAR
LEISURE
EQUIPMENT SW IMDRESS
GOGGLES KNEESUIT
CAPS LEGSUIT
TRAINING AID FULL B O D Y
SWIM SUIT
CONFIDENCE JAMMER
A Q U A S H O RT S
WAT E R S H O RT S
A L L - I N - O N E SUIT
S
SW IMACTIVE
H2O ACTIVE
S U N TO P
CAPRI
LEG GING
WA T RSHORT
W ATE
FOOTWEAR
SLIDE
THONG
WRAP Certifications:
WRAP is an independent, objective, non-profit team of
global social compliance experts dedicated to promoting
safe, lawful, humane and ethical manufacturing around
the world through certification and education. WRAP is
Worldwide Responsible Accredited Production certification
which is an independent body based out of USA.
Return on Net worth: Due to Covid lockdown during 1st quarter of the year there was slight dip in the profitability
during the year.
CAUTION:
Statements in the Management Discussion Analysis describing the Company’s objectives, projections, estimates
and expectations may be considered as “forward looking statements” within the meaning of applicable securities
laws and regulations. Actual results could differ materially from those expressed or implied. The factors that might
influence the operations of the Company are economic conditions, government regulations and natural calamities
over which the Company has no control.
The Company assumes no responsibility in respect of the forward-looking statements herein which may undergo
changes in future on the basis of subsequent developments, information or events.
No. of Committees in
other companies in which
he is a Chairman /
Name of the Directors Category Member 2
Member Chairman
No. of Directorship in other Companies
Mr. Sandeep Kumar Maini3 Independent Director – Chairman 1 1 Nil Nil 5 Yes
Mr. Sunder Genomal Managing Director – Promoter Nil Nil Nil 1796124 5 Yes
Mr. Nari Genomal7 Non-Executive Director – Promoter Nil Nil Nil 1796124 2 Yes
Mr. Sanjeev Genomal Alternate Director to Mr. Nari Genomal Nil Nil Nil 200 3 NA
Mr. Ramesh Genomal Non-Executive Director – Promoter Nil Nil Nil 1796124 5 Yes
Mr. Shamir Genomal Deputy Managing Director – Promoter Nil Nil Nil 200 5 No
Mr. Vedji Ticku Executive Director & Chief Executive Officer Nil Nil Nil 49 5 Yes
1. The number of directorship excludes directorship of private companies, foreign companies, companies incorporated under Section 8 of the
Mr. V S Ganesh Executive Director – Manufacturing & Operations Nil Nil Nil Nil 5 Yes
Companies Act, 2013 and Alternate Directorship;
Mr. Committee
2. Timothy Ralph Wheeler4of Audit
comprises Non-Executive
committeeDirector 1
and Stakeholders Relationship committee Nil limited companies
of public Nil Nilforeign companies
(excluding 3 Yes
Mr. and
Marksection
Fedyk 8 companies); Non-Executive Director Nil Nil Nil Nil 3 NA
Mr. Mr
3. G .PSandeep
Albal Kumar Maini was Independent
appointedDirector Nil
chairman w.e.f. 11ht February 2021. Mr. Pradeep Nil ceased from Independent
Jaipuria Nil Nil
Directorship5& Yes
Mr. Chairman upon
B C Prabhakar 5,7 completionIndependent
of second term on 10th February, 2021;
Director 2 3 2 20 5 Yes
4.
Mrs.Resigned
Rukmani from
Menon the Board w.e.f. 12th November
Independent 2020;
Director 1 1 Nil Nil 5 Yes
5.
Mr. Mr. B C Prabhakar,
Pradeep Jaipuria3 Independent DirectorDirector
Independent in Automotive Axles Limited (Listed Company);
1 Nil Nil Nil 4 Yes
6.
Mr. Mr. Varun
Vikram Berry, Managing
Gamanlal Shah Director, Britannia
Independent Industries Limited (Listed Company);
Director Nil Nil Nil 132 5 Yes
7. Aged above 75 years, special
Mr. Varun Berry6
resolution passed for continuation of directorship 3
Independent Director 1 Nil Nil 5 Yes
Governance
Behavioural
Technology
Financial
Technical
Industry
Name of Directors
Mr Nari Genomal, Mr Sunder Genomal and Mr
Ramesh Genomal are brothers. Mr. Shamir Genomal,
Deputy Managing Director is son of Mr. Sunder
Genomal, Managing Director. Mr. Sanjeev Genomal,
Alternate Director is son of Mr. Nari Genomal, Mr. Pradeep Jaipuria
Behavioural – The attributes and competencies In the opinion on the Board of Directors, all the
enabling the individual director to use their Independent Directors have fulfilled the conditions
knowledge and skills to function well as a team specified in the SEBI(LODR) Regulations 2015 and
member and to interact with key stakeholders. Companies Act, 2013.
Governance – The essential governance knowledge h) Reasons for the resignation of an Independent
and understanding all directors should possess or Director
develop if they are to be effective directors.
During the year under review, no independent
Technical – Skills and specialist knowledge to assist director resigned.
the ongoing aspects of the Board’s role.
Industry – Experience and knowledge of the
industry in which the organization operates in.
Financial – Experience in financial management,
capital allocation, and financial reporting processes, ANNUAL REPORT 2020-21 54
3. Audit Committee • Obtain outside legal or other professional
advice; and
a) The Board has an Audit Committee which has
been constituted in compliance with the • Secure attendance of outsiders with relevant
provisions of Section 177 of the Companies Act expertise, if its considered necessary
2013 and Regulation 18 of the SEBI (LODR) b) During the year under review, four meetings were
Regulations, 2015. held on 23rd June 2020, 3rd September 2020, 12th
The brief terms of reference of Audit Committee November 2020 and 10th February 2021.
includes the following: The Chairman of the Audit committee was present
• Overseeing Company’s financial reporting at the last Annual General Meeting of the
process and the disclosure of its financial Company for addressing shareholders queries.
information; The composition of the Audit Committee and
• Recommending appointment, re-appointment particulars of meetings attended by the
or removal of the statutory auditors, fixing of members are given below:
audit fees and approving payments for any
No. of
other services; Name of Chairman
Category Meetings
Director(s / Member
• Reviewing with the management the quarterly )
attended
and annual financial statements with primary Independen
Mr. G P Albal Chairman 4
focus on: t Director
The Board of Directors of the Company has During the under review,
adopted a Nomination and Remuneration year of the on
policy for its (i) Directors (Executive and Non recommendation
Remuneration Committee, the Company
Executive), (ii) Key Managerial Personnel and (iii) the Nomination
introduced Variable Pay (VP) ranging from 10%
Senior Management Personnel. The Nomination to 30% of the CTC, depending on the grade
and Remuneration policy is to consider human which commences from Assistant Managerand to
resources as its invaluable assets, to pay CEO and the Dy. Managing Director. VP willhas
be
equitable remuneration to all Directors, Key paid based on the overall performance of the
Managerial Personnel (KMP) and employees of Company.
the Company, to harmonize the aspirations of iv. Remuneration to Non- Executive / Independent
human resources consistent with the goals of Director:
the Company and in terms of the provisions of
the Companies Act, 2013 and the Listing Sitting Fees
Regulation as amended from time to time. The The Non- Executive / Independent Director may
Nomination and Remuneration policy of the receive remuneration by way of fees for
Company is available on https:// attending meetings of Board or Committee
www.pageind.com/policies-documents thereof. Provided that the amount of such fees
The Salient feature of Remuneration shall not exceed the amount as may be
policy
i. The remuneration / compensation etc prescribed by the Central Government from
(remuneration) to the Whole-time Director, time to time.
KMP and Senior Management Personnel will be Remuneration under Section 197(1) of the
determined by the Committee and Companies Act, 2013:
recommended to the Board for approval. The
remuneration / compensation etc. shall be Remuneration under Section 197(1) of the
subject to the prior/ post approval of the Companies Act, 2013 may be paid within the
shareholders of the Company and Central monetary limit approved by shareholders,
Government, wherever required. subject to the limit not exceeding 1% of the
ii. Increments to the existing remuneration structure profits of the Company computed as per the
may be recommended by the Committee to the applicable provisions of the Companies Act,
Board which shall be within the slabs approved 5. Stakeholder
2013. Relationship Committee
by the Shareholders in the case of Whole-time The Committee oversees and reviews all matters
Director. connected with redressal of Investor Grievances
and complaints. The service of transfer of shares is
Fixed pay
undertaken by M/s. Link Intime India Pvt Ltd, Mumbai
The Whole-time Director / KMP and Senior and they are fully equipped to deal with transfers and
Management Personnel shall be eligible for a all related complaints of Investors.
monthly remuneration as may be approved by
the Board on the recommendation of the One meeting was held during the year under review, on
Committee. The break up of the pay scale and 9th February 2021.
quantum of perquisites including, employer’s
contribution to P.F, pension scheme, medical The composition of the Stakeholder Relationship
expenses, club fees, prerequisites etc. shall be Committee and particulars of meetings attended by
decided and approved by the Board on the the members are given below:
recommendation of the Nomination and
Remuneration Committee and approved by the
shareholders and Central Government, wherever
required.
(` Million)
Board
Meeting Meeting
* Paid as approved by the shareholders at 24th Annual General Meeting of the Company held on 8th August
TOTAL
2019. 0.94 0.32 0.03 0.08 0.03 7.475
2017-18 Aloft Bengaluru Cessna Business Park, 23rd AGM 9th Aug 2018 at 11:30 am
Sajapur - Marathahalli Outer Ring
2018-19 24th AGM 8th Aug 2019 at 11:30 am
Road, Kadubeesanahalli, Bellandur
Post, Bengaluru – 560103
2019-20 Through Video Conferencing 25th AGM 13th Aug 2020 at 11:30 am
d) At present, the Company has no proposal to pass any special resolution through postal
ballot.
Date of book Closure 5th August 2021 (only for the purpose of AGM)
Dividend payment date During the year 2020-21, Two interim dividends were declared on 12th
November 2020, ` 100 per share and 10th February 2021, ` 150 per share.
The Board has not recommended final dividend.
Listing of equity shares on National Stock Exchange of India Limited (NSE) and Bombay Stock
Stock Exchanges Exchange (BSE). The Annual Listing fees in respect of both the Stock
Exchanges for the financial year 2020-21 have been paid.
Dematerialization of shares and liquidity Shares held in Demat Form as on 31st March
2021: With NSDL : 10,835,073 shares
With CDSL : 318,798
shares Physical : 3
shares
Total : 11,153,874 shares
ANNUAL REPORT 2020-21 61
Unclaimed Dividend and IEPF shares Ref. Table IV
Outstanding GDRs/ADRs/warrants NA
or any other convertible
instruments, conversion date and
likely impact on equity
Address for Correspondence Page Industries Limited, Registered & Corporate Office: Cessna Business Park,
Tower-1, 7th Floor, Umiya Business Bay, Varthur Hobli, Outer Ring Road, Bangalore -
560103. Phone: 080- 49454545
In compliance of Regulation 6 (d) of the SEBI (LODR), 2015 the Company
has created an exclusive email ID for investors viz.,
investors@jockeyindia.com
List of all credit ratings obtained by Long-term fund-based bank facilities: [ICRA]AA(Stable),
the entity along with any revisions
thereto during the relevant financial reaffirmed; Short-term non-fund based bank facilities: [ICRA]A1+,
year, for reaffirmed;
all debt instruments of such entity or
any fixed deposit programme or any Long-term/Short-term unallocated bank facilities:
scheme or proposal of the listed entity [ICRA]AA(Stable)/[ICRA]A1+; reaffirmed
involving mobilization of funds,
whether in India or abroad.
BSE NSE
Month
High Low High Low
60,000 16000
14000
50,000
12000
40,000
10000
30,000 8000
6000
20,000
4000
10,000
2000
0 0
APR-20 MAY-20 JUN-20 JUL-20 AUG-20 SEP-20 OCT-20 NOV-20 DEC-20 JAN-21 FEB-21 MAR-21
PAGEIND SENSEX
NIFTY
Foreign Portfolio
28,87,332 25.88 2018-19 1,45,017 2,04,907 1,42,524 73,513 -- 5,65,961
Investors
Bodies Corporate 88,163 0.79
2019-20 86,547 90,012 93,554 -- -- 2,70,113
Individuals 8,24,137 7.39
Others 6,19,187 5.55
2020-21 3,99,297 7,13,518 -- -- -- 11,12,815
Total 1,11,53,874 100.00
Total 30,15,158
The shareholders, who have not claimed their share of Dividend 2012-13 and 1st, 2nd Interim dividends of
above dividend(s), are requested to write to the 2013-14 transferred to the IEPF.
Registrar and Share Transfer Agent to claim the
amount. IEPF Shares
It may be noted that the company has transferred Final
During the year, the Company has transferred 6 shares
Dividend 2012-13 and 1st, 2nd Interim dividends of
in accordance with IEPF rules due to dividends
2013-14 laid in the dividend accounts to the Investor
unclaimed for seven consecutive years. As on 31st
Education and Protection Fund during the year under
March 2021 totally
review.
44 shares were transferred to IEPF account and the
The members are requested to note that no claim shall
details are provided in the website.
lie against the company in respect of unclaimed
Final
(pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015)
The Members
Page Industries Limited
Cessna Business Park
Umiya Business Bay-Tower-I
7th Floor, Kadubeesanahalli, Varthur Hobli
Bangalore – 560 103
I have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Page
Industries Limited having CIN : L18101KA1994PLC016554, and having Regd. Office at Cessna Business Park, Umiya
Business Bay-Tower-I, 7th Floor, Kadubeesanahalli, Varthur Hobli, Bangalore – 560 103 (hereinafter referred to as
‘the Company’), produced before me by the Company for the purpose of issuing this Certificate, in accordance
with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015.
In my opinion and to the best of my information and according to the verifications (including Directors
Identification Number (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations
furnished to me by the Company & its officers, I hereby certify that none of the Directors on the Board of the
Company for the Financial Year ending on 31st March, 2021 have been debarred or disqualified from being
appointed or continuing as Directors of companies by the Securities and Exchange Board of India, Ministry of
Corporate Affairs, or any such other Statutory Authority.
Ensuring the eligibility of for the appointment / continuity of every Director on the Board is the responsibility of
the management of the Company. Our responsibility is to express an opinion on these based on our verification.
This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or
effectiveness with which the management has conducted the affairs of the Company.
We, Vedji Ticku, Executive Director & Chief Executive (Vedji Ticku) (Chandrasekar K)
Officer and Chandrasekar K, Chief Financial Officer of Executive Director & Chief Financial Officer
Page Industries Limited hereby certify that: CEO
a. We have reviewed financial statements and the (DIN:0782283)
cash flow statement for the year ended 31st Bengaluru
March, 27th May,
2021
ANNUAL REPORT 2020-21 68
INDEPENDENT AUDITOR’S REPORT
To the Members of Page Industries Limited
Report on the Audit of the Financial the financial statements under the provisions of the
Statements Act and the Rules thereunder, and we have fulfilled our
other ethical responsibilities in accordance with these
Opinion requirements and the Code of Ethics. We believe that
We have audited the accompanying financial the audit evidence we have obtained is sufficient and
statements of Page Industries Limited (“the appropriate to provide a basis for our audit opinion on
Company”), which comprise the Balance sheet as at the financial statements.
March 31, 2021, the Statement of Profit and Loss,
including the statement of Other Comprehensive Key Audit Matters
Income, the Cash Flow Statement and the Statement Key audit matters are those matters that, in our
of Changes in Equity for the year then ended, and professional judgment, were of most significance in our
notes to the financial statements, including a summary audit of the financial statements for the financial year
of significant accounting policies and other ended March 31, 2021. These matters were addressed
explanatory information. in the context of our audit of the financial statements
In our opinion and to the best of our information and as a whole, and in forming our opinion thereon, and we
according to the explanations given to us, the aforesaid do not provide a separate opinion on these matters.
financial statements give the information required For each matter below, our description of how our
by the Companies Act, 2013, as amended (“the Act”) audit addressed the matter is provided in that context.
in the manner so required and give a true and fair
view in conformity with the accounting principles We have determined the matters described below to
generally accepted in India, of the state of affairs of the be the key audit matters to be communicated in our
Company as at March 31, 2021, its profit including report. We have fulfilled the responsibilities described
other comprehensive income, its cash flows and the in the Auditor’s responsibilities for the audit of the
changes in equity for the year ended on that date. financial statements section of our report, including in
relation to these matters. Accordingly, our audit
Basis for Opinion included the performance of procedures designed to
We conducted our audit of the financial statements respond to our assessment of the risks of material
in accordance with the Standards on Auditing (SAs), misstatement of the financial statements. The results
as specified under section 143(10) of the Act. Our of our audit procedures, including the procedures
responsibilities under those Standards are further performed to address the matters below, provide the
described in the ‘Auditor’s Responsibilities for the basis for our audit opinion on the accompanying
Audit of the Financial Statements’ section of our financial statements.
report. We are independent of the Company in
accordance with the ‘Code of Ethics’ issued by the
Institute of Chartered Accountants of India together
with the ethical requirements that are relevant to
our audit of
(a)We have sought and obtained all the information ii. The Company did not have any long-term
and explanations which to the best of our contracts including derivative contracts for
knowledge and belief were necessary for the which there were any material foreseeable
purposes of our audit; losses;
(b)In our opinion, proper books of account as iii. There has been no delay in transferring
required by law have been kept by the Company amounts, required to be transferred, to the
so far as it appears from our examination of Investor Education and Protection Fund by
those books; the Company.
(i) (a) The Company has maintained proper records investments, guarantees, and securities given in
showing full particulars, including quantitative respect of which provisions of section 185 and 186
details and situation of property, plant and of the Companies Act 2013 are applicable and
equipment. hence not commented upon.
(b) All property, plant and equipments have (v) The Company has not accepted any deposits within
not been physically verified by the the meaning of Sections 73 to 76 of the Act and
management during the year but there is a the Companies (Acceptance of Deposits) Rules,
regular programme of verification which, in 2014 (as amended). Accordingly, the provisions of
our opinion, is reasonable having regard to clause 3(v) of the Order are not applicable.
the size of the Company and the nature of its
assets. No material discrepancies were (vi) To the best of our knowledge and as explained,
noticed on such verification. the Central Government has not specified the
maintenance of cost records under Section 148(1)
(c) According to the information and explanations of the Act, for the products of the Company.
given by the management, the title deeds
of immovable properties included in property, (vii) Undisputed statutory dues including
plant and equipments are held in the name of (a) provident fund, employees’ state insurance,
the Company. income-tax, duty of customs, goods &
services tax, cess and other statutory dues
(ii) The management has conducted physical have generally been regularly deposited with
verification of inventory at reasonable intervals the appropriate authorities.
during the year and no material discrepancies
were noticed on such physical verification. (b) According to the information and explanations
Inventories lying with third parties have been given to us, no undisputed amounts payable
confirmed by them as at year end and no material in respect of provident fund, employees’ state
discrepancies were noticed in respect of such insurance, income-tax, duty of custom, goods
confirmations. and service tax, cess and other statutory
(iii) According to the information and explanations dues were outstanding, at the year end, for a
given to us, the Company has not granted any period of more than six months from the
loans, secured or unsecured to companies, firms, date they became payable.
Limited Liability Partnerships or other parties
covered in the register maintained under section (c) According to the records of the Company,
189 of the Companies Act, 2013. Accordingly, the the dues of income-tax, duty of custom, duty
provisions of clause 3(iii) (a), (b) and (c) of the of excise, and cess on account of any dispute,
Order are not applicable to the Company and are as follows:
hence not commented upon.
Report on the Internal Financial Controls under controls with reference to these financial statements
Clause (i) of Sub-section 3 of Section 143 of the was established and maintained and if such controls
Companies Act, 2013 (“the Act”) operated effectively in all material respects.
Income
income
Total income 28,524.34 29,701.82
Expenses
Tax expense 29
Total comprehensive income for the year, net of tax 3,438.52 3,399.03
For S. R. BATLIBOI & ASSOCIATES LLP For and on behalf of the Board of Directors of
Chartered Accountants Page Industries Limited
ICAI Firm Registration No.: 101049W/E300004
Chandrasekar K C Murugesh
Chief Financial Officer Company Secretary
Membership no.: A21787
Place: Bengaluru Place: Bengaluru
Date: 27 May 2021 Date: 27 May 2021
b) Other equity
Reserves and surplus
Particulars General Securities Retained
reserve premium earnings Total
(note 12) (note 12) (note 12)
As at 1 April 2019 739.90 412.01 6,486.48 7,638.39
The Company commenced operations in the year The preparation of the financial statements in
1995 in Bengaluru with the manufacturing, conformity with Ind AS requires the management
distribution and marketing of Jockey products. The to make estimates, judgements and assumptions
Company has added to its profile by entering into that affect the application of accounting policies
license with “SPEEDO”, globally known International and reported amounts of assets, liabilities,
brand for swim wear. income and expenses. Actual results may differ
from those estimates. Estimates and underlying
The Company is a public company domiciled in assumptions are reviewed on an ongoing basis.
India and is incorporated under the provisions of Revisions to accounting estimates are
the Companies Act applicable in India. The recognized in the year in which the estimates
registered office of the Company is located at are revised, and future periods are affected.
Cessna Business Park, 7th Floor, Umiya Business
Bay, Tower-1, Varthur Hobli, Outer Ring Road, Information about significant areas of estimation
Bengaluru – 560 103. Its shares are listed on / uncertainty and judgements in applying
Bombay Stock Exchange (BSE) and National Stock accounting policies that may have significant
Exchange (NSE). impact are as follows:
The financial statements are approved for issue by a) Measurement of defined benefit obligations
the Company’s Board of Directors on 27 May 2021. The cost of the defined benefit gratuity plan and
2. Significant accounting policies the present value of the gratuity obligation are
determined using actuarial valuations. An actuarial
1. Basis of preparation
valuation involves making various assumptions that
i. The financial statements of the Company have may differ from actual developments in the future.
been prepared in accordance with Indian These include the determination of the discount
Accounting Standards (Ind AS) notified under rate, future salary increases and mortality rates. Due
the Companies (Indian Accounting Standards) to the complexities involved in the valuation and
Rules, 2015 as amended from time to time and its long-term nature, a defined benefit obligation is
presentation requirements of Division II of highly sensitive to changes in these assumptions. All
Schedule III to the Companies Act, 2013 (Ind AS assumptions are reviewed at each reporting date.
compliant Schedule III) as applicable to the
financial statements. The parameter most subject to change is the
The financial statements have been prepared on discount rate. In determining the appropriate
the historical cost basis, except for certain discount rate, the management considers the
financial instruments (refer accounting policy interest rates of government bonds in currencies
regarding financial instruments), which are consistent with the currencies of the post-
measured at fair values at the end of each employment benefit obligation.
reporting period,
c) Useful life of assets considered for depreciation of 2.2. Summary of significant accounting policies
Property, Plant and Equipments
a. Changes in accounting policies and disclosures
The charge in respect of periodic depreciation is
Amendments to Ind AS 116: Covid-19-Related Rent
derived after determining an estimate of an asset’s
Concessions.
expected useful life and the expected residual value
at the end of its life. The useful lives and residual The amendments provide relief to lessees from
values of Company‘s assets are determined by applying Ind AS 116 guidance on lease
management at the time the asset is acquired and modification accounting for rent concessions
reviewed at each financial year end. The lives are arising as a direct consequence of the Covid-19
based on prior asset usage experience and the risk pandemic. As a practical expedient, a lessee may
of technological obsolescence. elect not to assess whether a Covid-19 related rent
concession from a lessor is a lease modification. A
d) Provision for dealer incentive and accrual for sales
lessee that makes this election accounts for any
return
change in lease payments resulting from the Covid-
The Company has various incentive schemes for its 19 related rent concession the same way it would
retailers and distributors which are based on volume account for the change under Ind AS 116, if the
of sales achieved during the stipulated period. The change were not a lease modification. The
estimate of sales likely to be achieved by each amendments are applicable for annual reporting
retailer periods beginning on or after the 1 April 2020.
/ distributor is based on judgment, historic trends
Pursuant to the above amendment, the Company
and assessment of market conditions. The Company
has applied the practical expedient during the year
reviews the trend at regular intervals to ensure the
ended 31 March 2021 by accounting the
applicability of the same in the changing scenario
unconditional rent concessions of ` 28.12 million in
and accordingly makes a provision for such
“Other income” in the Statement of Profit and Loss.
incentives at each reporting date.
Also refer note 33.
The Company has contracts with customers which
b. Current versus non-current classification
entitles them the right to return. The Company
makes provision for such right to return, based on The Company presents assets and liabilities in
historic trends. balance sheet based on current/non-current
classification.
A summary of the policies applied to the Company’s Borrowing costs directly attributable to the
intangible assets is, as follows: acquisition, construction or production of an asset
Computer Software that necessarily takes a substantial period of time to
get ready for its intended use or sale are
Useful lives 3 years capitalized as part of the cost of the asset. All
Amortization Amortized on a other borrowing costs are expensed in the period
method straight- line basis in which they occur. Borrowing costs consist of
used interest and other costs that an entity incurs in
connection with the borrowing of funds.
Company as a lessor
Leasehold land included in right-of-use assets is
depreciated over the lease period. Ind AS 116 does not change substantially how a
lessor accounts for leases. A lessor continues to
If ownership of the leased asset transfers to the classify leases as either finance leases or operating
Company at the end of the lease term or the leases and account for those two types of leases
cost reflects the exercise of a purchase option, differently.
depreciation is calculated using the estimated useful However, Ind AS 116 has changed and expanded the
life of the asset. disclosures required, in particular with regard to
how a lessor manages the risks arising from its
The right-of-use assets are also subject to residual interest in leased assets.
impairment. Refer to the accounting policies in
section (i) Impairment of non-financial assets. Under Ind AS 116, as intermediate lessor accounts
for the head lease and the sub-lease as two
Lease Liabilities separate contracts. The intermediate lessor is
required to classify the sub-lease as a finance or
At the commencement date of the lease, the operating lease by reference to the right-of-use
Company recognizes lease liabilities measured at asset arising from the head lease.
the present value of lease payments to be made
over the lease term. The lease payments include
fixed payments (including in substance fixed
payments) less any
ANNUAL REPORT 2020-21 87
l. Inventories compensated absence costs are provided for based
Inventories are valued at the lower of cost and net on actuarial valuation using the projected unit credit
realizable value. Costs incurred in bringing each method. The Company presents the entire leave as a
product to its present location and condition are current liability in the balance sheet, since it does not
accounted for as follows: have an unconditional right to defer its settlement for
atleast 12 months after the reporting date.
Raw materials, consumables, stores, spares and
packing materials: cost includes cost of purchase and n. Financial instruments
other costs incurred in bringing the inventories to their
present location and condition. Cost is determined on a A financial instrument is any contract that gives rise to
weighted average basis. a financial asset of one entity and a financial liability or
equity instrument of another entity.
Finished goods and work-in-progress: cost includes
cost of direct materials and labour and a proportion of Financial assets
manufacturing overheads based on the normal
operating capacity but excluding borrowing costs. Initial recognition and
Finished goods are valued at cost or net realizable measurement
value, whichever is lower. Cost is determined on All financial assets are recognized initially at fair value
weighted average basis. plus, in the case of financial assets not recorded at fair
value through profit or loss, transaction costs that are
Traded goods: cost includes cost of purchase and
attributable to the acquisition of the financial asset.
other costs incurred in bringing the inventories to their
Transaction cost directly attributable to the acquisition
present location and condition. Traded goods are
of financial assets at fair value through profit or loss are
valued at lower of weighted average cost or net
recognized immediately in the statement of profit and
realizable value.
loss.
Net realizable value is the estimated selling price in the Financial assets at amortized
ordinary course of business, less estimated costs of cost
completion and the estimated costs necessary to make Financial assets are subsequently measured at
m. Retirement and other employee benefits
the sale. amortized cost if these financial assets are held within
Provident Fund a business whose objective is to hold these assets in
order to collect contractual cash flows and the
Retirement benefit in the form of provident fund is a
contractual terms of the financial asset give rise on
defined contribution scheme. The Company has no
specified dates to cash flows that are solely payments
obligation, other than the contribution payable to the
of principal and interest on the principal amount
provident fund. The Company recognizes contribution
outstanding.
payable to the provident fund scheme as expenditure, Financial assets at fair value through other
when an employee renders the related service. comprehensive income
Gratuity
Financial assets are measured at fair value through
Gratuity, which is a defined benefit plan, is accrued other comprehensive income if these financial assets
based on an independent actuarial valuation, which is are held within a business whose objective is achieved
done based on projected unit credit method as at the by both collecting contractual cash flows and selling
balance sheet date. The Company recognizes the net financial assets and the contractual terms of the
obligation of a defined benefit plan in its balance financial asset give rise on specified dates to cash
sheet as an asset or liability. Gains and losses through flows that are solely payments of principal and interest
re-measurements of the net defined benefit on the principal amount outstanding.
liability/(asset) are recognized in other comprehensive
income. In accordance with Ind AS, re-measurement Financial assets at fair value through profit or loss
gains and losses on defined benefit plans recognized
in OCI are not subsequently reclassified to statement Financial assets are measured at fair value through
of profit and loss. As required under Ind AS compliant profit or loss unless it is measured at amortized cost
Schedule III, the Company transfers it immediately to or at fair value through other comprehensive income
retained earnings. on initial recognition. The transaction costs directly
attributable to the acquisition of financial assets at fair
Compensated absences value through profit or loss are immediately
The cost of short-term compensated absences recognized in statement of profit and loss.
are provided for based on estimates. Long term
The Company determines classification of financial The Company derecognizes a financial asset when the
assets and liabilities on initial recognition. After initial contractual rights to the cash flows from the financial
recognition, no reclassification is made for financial asset expire or it transfers the financial asset and the
assets which are equity instruments and financial transfer qualifies for derecognition under Ind AS 109.
liabilities. For financial assets which are debt A financial liability (or a part of a financial liability) is
instruments, a reclassification is made only if there is a derecognized when the obligation specified in the
change in the business model for managing those contract is discharged or cancelled or expires.
assets. Changes to the business model are expected
Offsetting of financial instruments
to be infrequent. If the Company reclassifies financial
assets, it applies the reclassification prospectively from Financial assets and financial liabilities are offset and
the reclassification date which is the first day of the the net amount is reported in the balance sheet if
immediately next reporting period following the there is a currently enforceable legal right to offset the
change in business model. The Company does not recognized amounts and there is an intention to settle
restate any previously recognized gains, losses on a net basis, to realize the assets and settle the
(including impairment gains or losses) or interest. liabilities simultaneously.
Financial liabilities are classified, at initial recognition, In determining the fair value of its financial
as financial liabilities at fair value through profit or loss, instruments, the Company uses following hierarchy
and assumptions that are based on market conditions
loans and borrowings, payables, as appropriate.
and risks existing at each reporting date.
Initial recognition and measurement
Fair value hierarchy
All financial liabilities are recognized initially at fair
value and, in the case of loans and borrowings and Fair value is the price that would be received to sell an
payables, net of directly attributable transaction costs. asset or paid to transfer a liability in an orderly
The Company’s financial liabilities include trade and transaction between market participants at the
other payables and loans and borrowings. measurement date. The fair value measurement is
based on the presumption that the transaction to sell
Subsequent measurement the asset or transfer the liability takes place either:
Financial liabilities are subsequently carried at • In the principal market for the asset or liability; or
amortized cost using the effective interest method. • In the absence of a principal market, in the most
For trade and other payables maturing within one year advantageous market for the asset or liability.
from the balance sheet date, the carrying amounts
The principal or the most advantageous market must
approximate fair value due to the short maturity of
be accessible by the Company.
these instruments.
The fair value of an asset or a liability is measured
Loans and borrowings using the assumptions that market participants would
Loans and borrowings are initially recognized at fair use when pricing the asset or liability, assuming that
value, net of transaction costs incurred. Borrowings are market participants act in their best economic interest.
subsequently measured at amortized cost. After initial A fair value measurement of a non-financial asset takes
recognition, interest-bearing loans and borrowings are into account a market participant’s ability to generate
subsequently measured at amortized cost using the economic benefits by using the asset in its highest and
EIR method. Gains and losses are recognized in best use, or by selling it to another market participant
statement of profit and loss when the liabilities are that would use the asset in its highest and best use.
derecognized as well as through the EIR amortization All assets and liabilities for which fair value is measured
process. or disclosed in the financial statements are
Amortized cost is calculated by taking into account categorized within the fair value hierarchy, described
any discount or premium on acquisition and fees or as follows, based on the lowest level input that is
costs that are an integral part of the EIR. The EIR significant to the fair value measurement as a whole:
amortization is included as finance costs in the
statement of profit and loss.
Level 3 Valuation techniques for which the lowest For the purpose of the statement of cash flows, cash
level input that is significant to the fair and cash equivalents consist of cash and short-term
value measurement is unobservable. deposits, as defined above, net of outstanding bank
For assets and liabilities that are recognized in the overdrafts (if any) as they are considered an integral
financial statements on a recurring basis, the Company part of the Company’s cash management.
s. Cash dividend distribution to equity holders
determines whether transfers have occurred between
levels in the hierarchy by re-assessing categorization The Company recognizes a liability to make cash
(based on the lowest level input that is significant to distributions to equity holders of the Company when
the fair value measurement as a whole) at the end of the distribution is authorized, and the distribution is no
each reporting period. longer at the discretion of the Company. Final
dividends on shares are recorded as a liability on the
The carrying amounts of trade receivables, trade
date of approval by the shareholders and interim
payables, payables towards capital goods, other Bank
dividends are recorded as a liability on the date of
Balances and cash and cash equivalents are
declaration by the Company’s Board of Directors.
considered to be the same as their fair values, due to
their short-term nature. The interim dividends declared during the year are
approved by the Board of Directors.
p. Earnings per share
Charge for the year - - 34.18 188.23 50.11 8.84 9.97 25.67 317.00
Charge for the year - - 34.25 200.55 44.45 9.06 7.53 28.04 323.88
Net block
At 31 March 2 0 2 0 43.15 - 966.88 1,579.21 250.22 29.93 25.72 82.07 2,977.18
(a) Refer note 13A and 13B for hypothecation of property, plant and equipment against borrowings.
At 31 March 2021 43.15 - 946.33 1,500.08 264.83 22.15 22.19 64.68 2,863.41
(b) Refer note 35 for purchase of property, plant and equipment from related party.
(c)The Company has considered carrying value on the date of transition to Ind AS as the deemed cost for property, plant
and equipment existing on the date of such transition.
8 Trade receivables
Notes:
(a) Secured against deposits/bank guarantees from dealers.
(b) Trade receivables are measured at amortised cost. No trade receivables are due from directors or other officers of
the Company either severally or jointly with any other person.
(c) Trade receivable are generally on terms of 7 to 45 days.
stated) For the purpose of statement of cash flows, cash and cash equivalents comprise the following:
(a) Unpaid dividends would be transferred to Investors Education and Protection Fund (IEPF) as per the
statutory requirements as and when due.
(a) Subsequent to 31 March 2021, the Karnataka Appellate Authority for Advance Ruling disposed Company’s appeal with
respect to availment of input tax credit of Goods and Services Tax (GST) on certain promotional products / materials and
marketing items. The management is evaluating its position basis the aforesaid order and also evaluating an appeal with
higher authorities. However, on a prudent basis, the management has created a provision on such input tax credit
amounting to ` 149.80 million.
(b) Includes Nil (31 March 2020: ` 7.93 million) advance paid to related party. Refer note 35
11 Equity
(f) No bonus shares, shares issued for consideration other than cash and buy backs have been made by the Company in
the previous five years immediately preceding the reporting date.
12 Other equity
31 March 2021 31 March 2 0 2 0
General reserve (a) 739.90 739.90
Securities premium (b) 412.01 412.01
Retained earnings 7,585.39 6,935.34
8,737.30 8,087.25
a) General reserve
Under the erstwhile Companies Act 1956, general reserve was created through an annual transfer of net income at a
specified percentage in accordance with applicable regulations.
b) Securities premium
Securities premium is used to record the premium on issue of shares. The reserve can be utilised only for certain
specific purposes in accordance with the provisions of the Companies Act, 2013.
13 Borrowings
31 March 2021 31 March 2 0 2 0
(A) Non-current borrowings
Term loan from banks (secured)
Term loan from banks - 312.69
Less: Current maturities of long term loans (note 17) - (112.14)
- 200.55
The above term loans from banks carried an interest rate of 7.98% p.a. to 9.75% p.a. and were repayable in monthly/quarterly
instalments. These loans were secured by first charge on building, leasehold land and plant and machinery bought with the
respective loans and second charge on other property, plant and equipments and current assets, ranking pari passu with
other banks. During the year ended 31 March 2021, the Company has paid all the outstanding term-loans and pre-closed the
term loan facilities.
(i) The overall sanctioned limit of the cash credit from banks is ` 1,380 million and carries interest ranging from 8.10 % p.a.
to
9.30 % p.a. and are repayable on demand and is secured by first charge on hypothecation of inventory and trade
receivables and other current assets and second charge on movable property, plant and equipment.
(ii) The short term loan from bank carries interest at the rate of 8.60 % p.a. for a period of 60 days and is secured by first
charge on hypothecation of inventory and trade receivables and other current assets and second charge on movable
property, plant and equipment.
Government grants have been received for the purchase of certain items of property, plant and equipment. There are
no unfulfilled conditions or contingencies attached to these grants.
16 Trade payables
31 March 2021 31 March 2 0 2 0
Trade payables (including acceptances)
Total outstanding dues of micro and small enterprises (c) 109.94 59.28
Total outstanding dues of creditors other than micro and small
enterprises Trade payables to others 2,064.77 879.00
Trade payables to related parties (note 35) 0.24 -
2,065.01 879.00
2,174.95 938.28
21 Other income
31 March 2021 31 March 2 0 2 0
Interest income
On fixed deposits with banks 79.95 45.30
On security deposits 19.34 32.38
On sub-leases (note 33) 9.21 15.18
Government grants (note 15) 9.54 11.65
Subsidies received from government 19.07 73.41
Exchange fluctuation (net) 12.92 10.63
Gain on sale of property, plant and equipment (net) - 0.12
Gain on modification of leases (net) 7.99 52.53
Rent concessions due to Covid-19 (note 33) 28.12 -
Miscellaneous income 8.58 5.21
194.72 246.41
24 (Increase)/decrease in inventories
31 March 2021 31 March 2 0 2 0
Closing stock
Finished goods 2,117.96 3,357.31
Work-in-progress 282.86 265.63
Traded goods 693.30 1,437.54
3,094.12 5,060.48
Opening stock
Finished goods 3,357.31 3,406.13
Work-in-progress 265.63 326.68
Traded goods 1,437.54 1,503.28
5,060.48 5,236.09
(Increase)/Decrease in inventories 1,966.36 175.61
* Full amount `
4,963.
28 Other expenses
31 March 2021 31 March 2 0 2 0
Sub-contracting charges 1,057.85 1,237.01
Consumption of stores and 84.35 103.61
spares Power and fuel 117.63 155.48
Freight and forwarding 504.70 370.80
charges Rent 0.32 2.20
Repairs and maintenance
- Plant & machinery 58.56 66.60
- Buildings 5.77 16.37
-Others 178.87 219.62
Insurance 59.98 62.99
Royalty 1,351.95 1,421.55
Communication costs 11.27 14.38
Commission and brokerage 51.57 21.87
Selling and distribution 272.50 320.64
expenses Legal and 207.24 209.32
professional fees 6.51 6.12
Payment to auditor (refer note 92.46 205.54
below) Travelling and conveyance 10.20 8.41
Directors sitting fees* 105.35 63.53
Corporate social responsibility expenses (note 318.47 975.51
31) Advertising and sales promotion 5.19 -
Loss on sale of property, plant and equipment 72.12 105.46
(net) Security charges 9.86 25.10
Rates and taxes 7.17 (2.25)
Provision / (reversal) for doubtful debts 149.80 -
(net) Provision for disputed claims (net) 5.87 5.33
(note 10) Bank charges 41.20 89.24
Miscellaneous expenses
4,786.76 5,704.43
*includes remuneration to non-executive directors
29 Income taxes
The Company elected to exercise the option permitted under section 115BAA of the Income Tax Act, 1961 as introduced
by the Taxation Laws (Amendment) Ordinance, 2019. Accordingly, the Company has recognised provision for income
tax and deferred tax liabilities (net) basis the rate prescribed in the said section.
31 In accordance with the provisions of Companies Act, 2013, the Company is required to contribute ` 105.35 million (31 March
2020: ` 100.74 million) towards CSR expenditure for the year ended 31 March 2021 against which actual revenue
expenditure is
` 62.58 million (31 March 2020: ` 63.53 million).
As per the Companies (Corporate Social Responsibility Policy) Amendment Rules, 2021, notified by the Ministry of Corporate
Affairs on January 2021, the Company has transferred the unspent amount of ` 42.77 million for current financial year to a
separate bank account subsequent to the year end, which would be utilized for CSR activities as per the aforesaid rules.
(f) The major categories of plan assets of the fair value of the total plan assets are as follows:
31 March 2021 31 March 2 0 2 0
(g) The principal assumptions used in determining gratuity benefit obligations for the Company’s plans are
shown below:
31 March 2021 31 March 2 0 2 0
% %
Discount rate 4.90% 5.45%
Future salary increases 10.00% 10.00%
Employee turnover
Staff 10.00% 10.00%
Workers 40.00% 40.00%
Estimated rate of return on plan assets 4.90% 5.45%
Mortality Rate 100% of IALM 100% of IALM
2012-14 2012-14
(i) The following payments are expected contributions to the defined benefit plan in future years:
31 March 2021 31 March 2 0 2 0
Within the next 12 months 110.27 95.43
Between 2 and 5 years 253.12 231.19
Between 6 and 10 years 142.02 126.33
Beyond 10 years 259.15 229.86
The average duration of the defined benefit plan obligation at the end of the reporting period is 6 years (31 March 2020: 6
years).
33 Leases
The Company has lease contracts for its factories and offices used in its operations. Theses leases generally
have lease terms between 11 months and 9 years. The Company’s obligations under its leases are secured by
the lessor’s title to the leased assets. Generally, the Company is restricted from assigning and subleasing the
leased assets. There are several lease contracts that include extension and termination options at mutual
consent.
Further, the Company has also sub-leased few of the Exclusive Brand Outlets across India and accordingly,
recognised a net investments in leases for such sub-leased premises. The Company also has certain leases of
office equipment with low value. The Company applies the ‘short-term lease’ and ‘lease of low-value assets’
recognition exemptions for its leases.
(b) Set out below are the carrying amounts of investment in sub-leases (included in other financial assets)
recognised:
31 March 2021 31 March 2 0 2 0
Opening Balance 112.44 -
Created on adoption of Ind AS 116 (1 April 2019) - 119.32
Additions - 70.77
Accretion of interest 9.21 15.18
Rent receipts (31.95) (45.65)
Impact on modification of lease term (16.28) (47.18)
Closing Balance 73.42 112.44
(c) Set out below are the carrying amounts of lease liabilities (included under other financial liabilities):
31 March 2021 31 March 2 0 2 0
Opening Balance 1,383.32 -
Created on adoption of Ind AS 116 (1 April 2019) - 1,385.26
Additions 228.37 491.75
Accretion of interest 126.04 157.66
Payments (including interest) (i) (402.10) (438.07)
Rent concessions due to Covid-19 (28.12) -
Impact on modification of lease term (37.48) (213.28)
Closing Balance 1,270.03 1,383.32
Non- Current 943.96 1,069.77
Current 326.07 313.55
Total 1,270.03 1,383.32
(i) Gross payments without considering ` 22.74 million (31 March 2020: ` 30.47 million) recovered under
subleases.
(ii) The effective interest rate for lease liabilities is 9-10%, with maturity between financial year 2021-2026.
(d ) The following are the amounts recognised in statement of profit or loss: 31 March 2021 31 March 2 0 2 0
b. Contingent liabilities
31 March 2021 31 March 2 0 2 0
(i) Claims against the Company not acknowledged as debts
- Income tax matters, under appeal 102.37 129.65
- Excise and customs duty matters, under appeal 31.61 31.89
(ii) The Hon’ble High Court of Karnataka, based on a preliminary hearing of writ petition filed by the
Karnataka Employers’ Association, of which, the Company is a Member, on 2 February 2016, has
stayed the retrospective applicability of The Payment of Bonus (Amendment) Act, 2015 from 1 April
2014. The Hon’ble High Court has further ordered that the amended provision shall be implemented
effective from FY 2015-16 pending disposal of the writ petition. Consequent to the above, the
Company has not recorded the differential liability of bonus payable for the year ended 31 March
2015.
(iii) The Company has certain disputes pertaining to customers, vendors and employee related matters
which the management is contesting before various forums. The management based on the advice
from its consultants is confident of a favourable outcome and does not expect any material financial
implications in this regard.
Future cash outflows in respect of the above matters are determinable only on receipt of judgments/
decisions pending at various forums/authorities.
a. Details of transactions entered into with related parties during the year are as given below:
31 March 2021 31 March 2 0 2 0
Page Garment Exports Private Limited
Other operating revenue - 24.36
Purchase of traded goods (net) 7.94 301.87
Sub contract expenses - 4.27
Other expenses 0.35 -
Purchase of property, plant and equipment 18.89 -
Dividends paid
Nari Genomal 449.03 362.82
Ramesh Genomal 449.03 362.82
Sunder Genomal 449.03 362.82
Shamir Genomal 0.05 0.04
Shahendar Ramesh Genomal 0.05 0.04
Sanjeev Genomal 0.05 0.04
Madhuri Genomal 0.03 0.02
Vedji Ticku 0.01 0.01
Vikram Shah 0.03 0.01
B C Prabhakar 0.01 -*
*Full amount ` 3,220
*As the liability for gratuity and leave encashment is provided on an actuarial basis for the Company as a whole,
the amount pertaining to the directors are not included above.
36 Segment information
The Company has one business unit based on its products and has one reportable segment. The Company’s
Board of Directors is the Chief Operating Decision Maker (CODM). The Board monitors the operating results of
its single business unit for the purpose of making decisions about resource allocation and performance
assessment. The following tables present revenue and non-current operating assets details of the Company for
the year ended 31 March 2021 and 31 March 2020.
31 March 2021 31 March 2 0 2 0
Net revenues by type
Innerwear and 27,676.81 28,534.60
leisurewear Others 25.53 404.79
Total 27,702.34 28,939.39
Geographic information
Segment revenue
Revenue from external customers
India 27,575.31 28,815.42
Rest of the world 127.03 123.97
The carrying value of trade receivables, trade payables, cash and cash equivalents, loans, short-term borrowings and other
current financial assets and liabilities approximate their fair values largely due to the short-term maturities of these
instruments.
a) Credit risk
b) Liquidity risk
c) Market risk
d) Credit risk
Credit risk is the risk that counter party will not meet its obligations under a financial instruments or customer
contract leading to a financial loss. The Company is exposed to credit risk from its operating activities
(primarily trade receivables) and from its financing activities including deposits with banks and financial
institutions, investments, foreign exchange transactions and other financial instruments.
i) Trade receivables
Customer credit risk is managed by the Company subject to the Company’s established policy, procedures
and control relating to customer credit risk management. Outstanding customer receivables are regularly
monitored and major customers are generally secured by obtaining security deposits/bank guarantee or
other forms of credit insurance. Refer below for movement of impairment allowance.
31 March 2021 31 March 2 0 2 0
Opening balance 14.92 17.17
Provision / (reversal) for doubtful debts 7.17 (2.25)
Closing balance 22.09 14.92
Credit risk is limited as the Company generally invest in deposits with banks and financial institutions with
high credit ratings assigned by international and domestic credit rating agencies. Investments primarily
include investments in liquid mutual fund units. Counterparty credit limits are reviewed by the Company
periodically and the limits are set to minimise the concentration of risks and therefore mitigate financial
loss through counterparty’s potential failure to make payments.
b) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with
its financial liabilities that are settled by delivering cash or another financial asset. The Company’s approach to
managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities
when due, under both normal and stressed conditions, without incurring unacceptable losses or risking
damage to the Company’s reputation. Typically the Company ensures that it has sufficient cash on demand to
meet expected short term operational expenses. The Company’s objective is to maintain a balance between
continuity of funding and flexibility through the use of internal accruals and borrowings as required.
The table below summarizes the maturity profile of the Company’s financial liabilities based on contractual
undiscounted payments.
More than 3
March 31, 2021 Less than 1 year 1 to 3 years Total
years
Borrowings (note 13A and 13B) 0.42 - - 0.42
Lease liabilities (undiscounted) 429.02 607.93 567.24 1,604.19
Trade payables (note 16)
Dues of micro and
109.94 - - 109.94
small enterprises
Due to others 2,065.01 - - 2,065.01
Other financial liabilities (note 17) 4,081.74 - - 4,081.74
6,686.13 607.93 567.24 7,861.30
More than 3
March 31, 2020 Less than 1 year 1 to 3 years Total
years
Borrowings (note 13A and 13B) 67.84 157.80 42.75 268.39
Lease liabilities (undiscounted) 419.12 632.90 725.13 1,777.15
Trade payables (note 16)
Dues of micro and small 59.28 - - 59.28
enterprises
Due to others 879.00 - - 879.00
Other financial liabilities (note 17) 3,630.71 - - 3,630.71
5,055.95 790.70 767.88 6,614.53
c) Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of
changes in market prices. Market risk comprises two types of risk: interest rate risk and foreign currency risk.
Financial instruments affected by market risk includes borrowings, trade receivables and trade payables.
Interest rate risk is the risk that the fair value or future cash flows of the Company’s financial instruments will
fluctuate because of changes in market interest rates. As the Company does not have significant debt
obligations, it is not exposed to any significant interest rate risk.
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of
changes in foreign exchange rates. The Company does not have significant foreign currency exposure and
hence, is not exposed to any significant foreign currency risk.
39 Capital management
The Company’s objective is to maintain a strong capital base to ensure sustained growth in business. The
Company’s management focusses to maintain an optimal structure that balances growth and maximizes
shareholder value. The Company is predominantly equity financed. Further, the Company has sufficient cash,
cash equivalents and financial assets which are liquid to meet its financial obligations.
40 The Code on Social Security, 2020 (‘Code’) relating to employee benefits during employment and post-
employment benefits received Presidential assent in September 2020. The Code has been published in the
Gazette of India. However, the date on which the Code will come into effect has not been notified and the
final rules/ interpretation have not yet been issued. The Company will assess the impact of the Code when it
comes into effect and will record any related impact in the period the Code becomes effective.
41 The Company has assessed and considered the impact of the ongoing Covid-19 pandemic on carrying
amounts of receivables, other assets and its business operations including all relevant internal and external
information available up to the date of approval of these financial results. Basis such evaluation, the
management does not expect any adverse impact on its future cash flows and shall be able to continue as a
going concern and meet its obligations as and when they fall due. The impact of Covid-19 on the Company’s
financial results may differ from that estimated as at the date of approval of these financial results. The
Company will continue to monitor future economic conditions for any significant change.
Chandrasekar K C Murugesh
Chief Financial Officer Company Secretary
Membership no.: A21787
NOTICE TO SHAREHOLDERS
NOTICE is hereby given that the 26th Annual General of this AGM (26th AGM) to the conclusion of the
Meeting (“AGM”) of Members of Page Industries sixth consecutive AGM (31st AGM), and that the
Limited will be held on Thursday, 12th August, 2021 at Board of Directors be and are hereby authorized to
11:30 AM IST through Video Conferencing (“VC”) / fix such remuneration as may be recommended by
Other Audio Visual Means (“OAVM”) to transact the the Audit Committee in consultation with the
following business. The venue of the meeting shall be Auditors.
deemed to be the registered office of the Company. Special Business:
Ordinary Business: 5. Appointment of Mr. Mark F Fedyk [DIN: 08927892]
as a Director
1. Adoption of financial statement
To consider and if thought fit to pass the following
To receive, consider and adopt the audited financial
resolution as an ordinary Resolution:
statement for the financial year ended 31st March,
2021, the Reports of the Board of Directors and the RESOLVED that Mr. Mark F Fedyk (DIN: 08927892),
Auditors thereon. who was appointed by the Board of Directors, as an
Additional Director of the Company with effect
2. Appointment of Director
from 12th November 2020, be and is hereby
To appoint a Director in the place of Mr. Nari appointed as Director of the Company and his
Genomal [DIN: 00568562] who retires by rotation office shall be liable to retire by rotation.
and being eligible, offers himself for re-
appointment. 6. Appointment of Mr. V S Ganesh [DIN: 07822261] as
3. Appointment of Director Executive Director & Chief Executive Officer
To appoint a Director in the place of Mr. Sunder To consider and if thought fit to pass the following
Genomal [DIN: 00109720] who retires by rotation resolution as an Ordinary Resolution:
and being eligible, offers himself for re- RESOLVED that pursuant to the recommendation of
appointment. the Nomination and Remuneration Committee, the
4. Re-appointment of Statutory Auditors of the Board of Directors and pursuant to provisions of
Company Sections 196, 197, 203 and other applicable
provisions if any, of the Companies Act, 2013 (“the
To consider and if thought fit to pass the following
Act”) or statutory modification or amendment or re-
Resolved that,
resolution as anpursuant
OrdinarytoResolution:
the provisions of Section
enactment thereof, read with Schedule V of the
139 and other applicable provisions, if any, of the
Act, further pursuant to SEBI (LODR) Regulation
Companies Act, 2013 read with the Companies
2015, be and is hereby appointed Mr. V S Ganesh
(Audit and Auditors) Rules, 2014, M/s. S.R. Batliboi
(DIN 07822261) as Executive Director & Chief
& Associates LLP, Chartered Accountants
Executive Officer, for a period of five years
(Registration No. 101049W/E300004), be and are
commencing from 1st June 2021 to 31st May 2026
hereby re- appointed as the Statutory Auditors of
(both days inclusive), on the following terms and
the Company to hold office for their second term
conditions:
from the conclusion
NOTICE 116
Duration and Term 1st June 2021 to 31st May 2026 provisions if any, of the Companies Act, 2013 (“the
(Subject to retirement by rotation) Act”) or statutory modification or amendment or re-
Salary, Allowances, In no case, shall it exceed ` 70 million enactment thereof, read with Schedule V of the
Incentives and per annum.
Bonus
Act, further pursuant to SEBI (LODR) Regulations,
Sitting Fees Not Eligible 2015, be and is hereby re-appointed Mr. Sunder
Provident Fund As applicable Genomal (DIN: 00109720) as Managing Director for
Gratuity As per Payment of Gratuity Act, 1972 a period of five years commencing from 1st August
Encashment of Leave As per the rules of the Company
2021 to 31st July 2026 (both days inclusive), on the
accrual(s) following terms and conditions:
Medical Reimbursement
Leave Eligibility Duration and Term 1st August 2021 to 31st July 2026
(Subject to retirement by rotation)
Car with Driver
Salary, Allowances, In no case, shall it exceed ` 36 million
Payment of Mobile Bill
Incentives and Bonus per annum.
Office Expenses
Sitting Fees Not Eligible
Reimbursement
Provident Fund As applicable
Duties and Mr. V S Ganesh is Key Managerial
Responsibilities Personnel (KMP) as defined in Section Gratuity As per Payment of Gratuity Act, 1972
2(51) of the Companies Act, 2013 and Encashment of Leave As per the rules of the Company
Listing Regulations. He will be the Chief accrual(s)
Executive Officer of the Company and will
perform the duties and exercise the Medical Reimbursement
powers which from time to time may be Leave Eligibility
assigned to or vested in him by the Board.
He shall be responsible for the day to day Car with Driver
affairs of the Company. He shall be Payment of Mobile Bill
reporting to the Managing Director of the
Office Expenses
RESOLVED furtherCompany.
that in the event of any loss or Reimbursement
inadequacy of profits in any financial year during Duties and Mr. Sunder Genomal is Key Managerial
the aforesaid period, the above proposed terms of Responsibilities Personnel (KMP) as defined in Section 2(51)
of the Companies Act, 2013 and Listing
remuneration and perquisites will be admissible as Regulations. He shall devote his whole time
the minimum remuneration payable to Mr. V S and attention to the business of the
Company and perform such duties as may
Ganesh as Executive Director & Chief Executive
be entrusted to him by the Board from time
Officer, subject to compliance with the applicable to time in the best interests of the Company.
provisions of Schedule V of the Companies Act,
2013. RESOLVED further that in the event of any loss or
inadequacy of profits in any financial year during
RESOLVED further that the Board be and is hereby
the aforesaid period, the above proposed terms of
authorized to do and perform all such acts, matters, remuneration and perquisites will be admissible as
deeds and things, as may be necessary, without the minimum remuneration payable to Mr. Sunder
further referring to the members of the Company as Genomal as Managing Director, subject to
may be necessary and expedient to give effect to compliance with the applicable provisions of
the aforesaid resolutions. Schedule V of the Companies Act, 2013.
7. Re-appointment of Mr.
Sunder Genomal RESOLVED further that the Board be and is hereby
[DIN:00109720] as Managing Director authorized to do and perform all such acts, matters,
deeds and things, as may be necessary, without
To consider and if thought fit to pass the following
further referring to the members of the Company as
resolution as a Special Resolution:
may be necessary and expedient to give effect to
RESOLVED that pursuant to the recommendation of the aforesaid resolutions.
the Nomination and Remuneration Committee, the
Board of Directors and pursuant to provisions of
Sections 196, 197, 203 and other applicable
NOTICE 117
8. Remuneration under Section 197(1) of the Company and have confirmed that the said
Companies Act, 2013 appointment, if made, will be in accordance with the
To consider and if thought fit to pass the following conditions prescribed under Sections 139 and 141 of
resolution as an ordinary Resolution: the Act.
RESOLVED that pursuant to provisions of Section None of the directors and key managerial personnel or
197(1)(ii) and other applicable provisions, if any, of their relatives are interested financially or concerned in
the Companies Act, 2013, approval of the Company the resolution.
be and is hereby accorded for the payment of a sum Item No. 5
not exceeding `10 million (Rupees Ten million only),
(excluding sitting fees) subject to the limit The Board of Directors, appointed Mr. Mark F Fedyk,
prescribed in the Companies Act, 2013, to be paid as an Additional Director of the Company with effect
to and distributed amongst the Directors of the from 12th November 2020, subject to approval of the
Company or some or any of them (other than Members. Pursuant to the provisions of Section 161(1)
Managing Directors of the Companies Act 2013 (“the Act”) and Article 164
/ Whole-time Directors) in such amounts, subject to of the Articles of Association of the Company, Mr. Mark
such ceiling and in such manner and in such respects F Fedyk shall hold office up to the date of this AGM
as may be decided by the Board of Directors and and is eligible to be appointed as a Director.
such
payments shall be made for the financial year The Company has received notice in writing under the
By Order of 2021-22.
the Board
Bangalore provisions of Section 160 of the Act, from a member
Murugesh C
27th May, along with the requisite deposit proposing the
Company
2021 candidature of Mr. Mark F Fedyk for the office of
Secretary
Explanatory statement pursuant to Section 102 (1) of Director.
the Companies Act, 2013 annexed to the notice:
The Company has received the following from Mr. Mark
F Fedyk: (a) Consent in writing to act as director (b)
Item No. 4 disclosure of interest under Section 184 of the Act and
The Members of the Company at the 21st AGM held on (c) declaration to the effect that he is not disqualified
11ht August, 2016 approved the appointment of M/s. under sub-section (2) of Section 164 of the Act,
S.R. Batliboi & Associates LLP (‘SRB’), as the Statutory Mr. Mark F Fedyk, aged 55 years, is President and Chief
Auditors of the Company for a period of five years Operating Officer of Jockey International, Inc. He is
from the conclusion of the said AGM. SRB will holding MBA degree from Owen Graduate School of
complete their present term on conclusion of this Management, Vanderbilt University and Bachelor’s
AGM. degree in marketing from Middle Tennessee State
University. He has an experience of over 25+ years with
The Board of Directors of the Company, on the
companies like Sears, Saks Department Store Group,
recommendation of the Audit Committee,
and Ulta Cosmetics. Further, he is also an active
recommended for the approval of the Members, the re-
volunteer and supporter of the Evangelical Lutheran
appointment of M/s. S.R. Batliboi & Associates LLP,
Church in America, the Jockey Being Family
Chartered Accountants, as the Statutory Auditors of
Foundation, and Feed My Starving Children.
the Company for another term of five years from the
conclusion of this AGM till the conclusion of the 31st The resolution seeks the approval of members for the
AGM. On the recommendation of the Committee, the appointment of Mr. Mark F Fedyk as Director of the
Board also recommended for the approval of the Company with effect from 12th November 2020 pursuant
Members, the remuneration of SRB shall be fixed by to Section 161 and other applicable provisions of the Act
the Board on the recommendation of Audit Committee and the Rules made thereunder. He is liable to retire by
every year. The Audit Committee considered various rotation.
parameters like capability to serve, audit experience in
The Board considers that his contribution would be of
the Company’s operating segments, market standing of
immense benefit to the Company and it is desirable to
the firm, clientele served, technical knowledge etc., and
avail the services of Mr. Mark F Fedyk as Director and
found SRB to be best suited to handle the Page
accordingly the Board recommends the resolution for
Industries Limited. SRB is a member firm in India of
member’s approval.
Ernst & Young Global Limited.
SRB have given their consent to act as the Auditors of NOTICE 118
the
No Director, Key Managerial Personnel or their relatives, Save and except the above, none of the Directors/Key
except Mr. Mark F Fedyk, to whom the resolution Managerial Personnel of the Company/their relatives
relates, is interested or concerned in the resolution. are, in any way, concerned or interested, financially or
otherwise, in the resolutions.
Item No. 6
At 22nd AGM held on 10th August 2017, the members
Item No. 7
appointed Mr. V S Ganesh as Executive Director – At the 21st AGM held on 11ht August 2016, the Members
Manufacturing and Operations of the Company for the appointed Mr. Sunder Genomal as Managing Director
period of five years from 25th May 2017. of the Company for a period of five years from 1st
August 2016 and accordingly his tenure expires on 31st
He has 30 years of rich experience and has worked in
July 2021.
top leadership capacities in the Company and other
reputed organizations. Prior to joining Page, Mr. Mr. Sunder Genomal is a promoter director, heading
Ganesh has had both top & bottom line and the Company since incorporation. Under his leadership
organization development responsibilities in his and governance, the Company has attained industry
capacity as CEO in fairly large apparel MNCs. leadership position from scratch. During the current
In addition to Manufacturing & Operations, Mr. V S tenure of five years of Mr. Sunder Genomal as
Ganesh oversees the areas of Supply Chain Planning, Managing Director (i.e. 2016-2021) the revenue and
Centre of Excellence for Operations, Sourcing & profitability has increased significantly. In spite of
Procurement, Quality Assurance, Warehousing & Covid-19 lockdowns and restrictions in the Financial
Logistics, Projects and Environment, Health & Safety. year 2020-21, under his able leadership and guidance,
As a key member of the Top Management Committee, the Company was able report good results.
The Nomination and Remuneration Committee and the
he has been deeply involved in strategic planning and
Board of Directors have considered and proposed to
business transformation initiatives across all facets of
re- appoint Mr. Sunder Genomal as Managing Director
the business.
for another term of five years commencing from 1st
Considering his experience and profile, the Nomination August 2021, subject to the approval of the Members
and Remuneration Committee and the Board of as per the terms set out in the resolution.
Directors at their meeting held on 22nd February,
The remuneration payable to Mr. Sunder Genomal
2021, subject to shareholders approval, appointed Mr.
is within the limits prescribed in Section 196 of the
V S Ganesh as “Executive Director & Chief Executive
Companies Act, 2013 read with Schedule V of the Act.
Officer” for a period of five years commencing from 1st
June, 2021 as per the terms and conditions set out in In accordance with the provisions of Section 203 and
the resolution and further existing tenure of Executive Schedule V of the Companies Act, 2013 (the ‘Act’),
Director- Manufacturing and Operations shall be a person who has attained the age of 70 years can
shorted up to 31st May, 2021. be appointed as Managing Director only by passing a
The resolution seeks the approval of the members in special resolution. During the mid of proposed term,
terms of Sections 196, 197, 198 & 203 read with Mr. Sunder Genomal will attain 70 years of age. Hence,
Schedule V and other applicable provisions of the special resolution is proposed for the re-appointment.
Companies Act, 2013, and the Rules made thereunder The resolution seeks the approval of the members in
for the appointment of Mr. V S Ganesh as “Executive terms of Sections 196, 197, 198 & 203 read with
Director & Chief Executive Officer” for a period of five Schedule V and other applicable provisions of the
years commencing 1st June 2021. The Board of Companies Act, 2013, and the Rules made thereunder
Directors recommends the resolution. for the appointment of Mr. Sunder Genomal as
“Managing Director” for a period of five years
The details provided in the resolution and explanatory
commencing 1st August 2021. The Board recommends
statement may be treated as written memorandum
the resolution.
setting out the terms of the appointment of Mr. V S
The details provided in the resolution and explanatory
Ganesh under section 190 of the Companies Act 2013.
statement may be treated as written memorandum
Mr. V S Ganesh may be deemed to be concerned or setting out the terms of the re-appointment of Mr.
interested, financially or otherwise, to the extent of his Sunder Genomal under section 190 of the Companies
remuneration as a Director. Act 2013.
NOTICE 119
Mr. Sunder Genomal may be deemed to be concerned without the physical presence of the Members at a
or interested, financially or otherwise, to the extent of common venue. In compliance with the provisions of
his shareholding and remuneration as a Director. the Companies Act, 2013 (“Act”), SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
Mr. Shamir Genomal, Deputy Managing Director is son
2015 (“SEBI Listing Regulations”) and MCA Circulars,
of Mr. Sunder Genomal. Mr. Nari Genomal, Mr. Ramesh
the AGM of the Company is being held through VC /
Genomal and Mr. Sunder Genomal are brothers.
OAVM
Save and except the above, none of the Directors/Key
2. Pursuant to the provisions of the Act, a Member
Managerial Personnel of the Company/their relatives
entitled to attend and vote at the AGM is entitled to
are, in any way, concerned or interested, financially or
appoint a proxy to attend and vote on his/ her behalf
otherwise, in the resolutions.
and the proxy need not be a Member of the
Item No. 8 Company. Since this AGM is being held pursuant to
Section 197(I)(ii) of the Companies Act, 2013 authorizes the MCA / SEBI Circulars through VC / OAVM,
the payment of remuneration to a Director, who is neither physical attendance of Members has been dispensed
a W hole-time Director nor a Managing Director of a with. Accordingly, the facility for appointment of
Company, if the Company authorizes such payment by an proxies by the Members will not be available for the
ordinary resolution. In view of the increased activities of AGM and hence the Proxy Form and Attendance Slip
the Company and the responsibilities of Non-Whole time are not annexed to this Notice
Directors/ Independent Directors under SEBI (LODR) 3. Institutional / Corporate Shareholders (i.e. other than
Regulation 2015 as well as under the Companies Act, individuals / HUF, NRI, etc.) are required to send a
2013, it is proposed to pay remuneration as mentioned in scanned copy (PDF/JPG Format) of its Board or
the resolution and such remuneration shall be distributed governing body Resolution/Authorization etc.,
amongst the Directors (including Alternate Directors, but authorizing its representative to attend the AGM
excluding Managing/ Whole-time Directors) as may be through VC / OAVM on its behalf and to vote through
determined by the Board in the quantum, the proportion remote e-voting. The said Resolution/Authorization
and the manner as the Board may decide from time to shall be sent to the Scrutinizer by email through its
time, such that the amount of remuneration to each registered email address to vijaykumaracs@gmail.com
Director may vary depending on the responsibilities as with a copy marked to evoting@nsdl.co.in
Member / Chairman of the Board, Member / Chairman of
any Committee(s) of the Board and 4. The Explanatory Statement pursuant to Section 102 of
/or all other relevant factors. the Companies Act, 2013 (“Act”) setting out material
facts concerning the business under Item No.4 to 8
The said remuneration shall be payable for the year 2021-
of the Notice, is annexed hereto. The relevant details,
22 after the annual accounts are approved by the Board
pursuant to Regulations 26(4) and 36(3) of the SEBI
of Directors and adopted by the shareholders. The above
(Listing Obligations and Disclosure Requirements)
payment to Non-executive Directors will be in addition
Regulations, 2015 (“SEBI Listing Regulations”) and
to the sitting fees payable to them for attending Board /
Secretarial Standard on General Meetings issued by the
Committee meetings.
Institute of Company Secretaries of India, in respect of
The Board recommends an ordinary resolution for Directors seeking appointment/re-appointment at this
approval. The Non-Executive Directors of the Company AGM are also annexed.
may be deemed to be concerned or interested in the
resolution to the extent of the remuneration that may be 5. The Register of Members and Share Transfer Books of
received by them. the Company will remain closed on 5th August 2021 for
the purpose of 26th Annual General Meeting.
Save and except the above, none of the other Directors /
Key Managerial Personnel of the Company / their relatives 6. Members are requested to note that, dividends if not
are in any way, concerned or interested, financially or encashed for a consecutive period of 7 years from the
otherwise, in the resolution. date of transfer to Unpaid Dividend Account of the
Company, are liable to be transferred to the Investor
Notes: Education and Protection Fund (IEPF). The shares in
1. In view of the continuing Covid-19 pandemic, the respect of such unclaimed dividends are also liable to
Ministry of Corporate Affairs (“MCA”) has vide its be transferred to the demat account of the IEPF
circular dated May 5, 2020 read with circulars dated Authority. In view of this, Members are requested to
April 8, 2020, April 13, 2020 and January 13, 2021 claim their dividends from the Company, within the
(collectively referred to as “MCA Circulars”) and SEBI stipulated timeline. The Members, whose unclaimed
vide its Circular No. SEBI/ dividends/ shares have been transferred to IEPF, may
HO/CFD/CMD1/CIR/P/2020/79 dated 12 May 2020 claim the same by making an application to the IEPF
and 15th January 2021 have permitted the holding of Authority in Form No. IEPF-5 available at
the Annual General Meeting (“AGM”) through VC / www.iepf.gov.in. The details of unclaimed dividend and
OAVM, unclaimed shares transferred to
NOTICE 120
IEPF have been provided in the Corporate Governance 13. As per Regulation 40 of SEBI Listing Regulations,
Report under section “Shareholders Information”. as amended, securities of listed companies can be
transferred only in dematerialized form with effect
7. Members are requested to intimate changes, if any, from, April 1, 2019, except in case of request received
pertaining to their name, postal address, email address, for transmission or transposition of securities. In
telephone/ mobile numbers, Permanent Account view of this and to eliminate all risks associated with
Number (PAN), mandates, nominations, power of physical shares and for ease of portfolio management,
attorney, bank details such as, name of the bank and members holding shares in physical form are requested
branch details, bank account number, MICR code, IFSC to consider converting their holdings to dematerialized
code, etc., to their DPs in case the shares are held by form. Members can contact the Company’s Registrars
them in electronic form and to Registrars and Share and Transfer Agent M/s. Link Intime India Pvt. Ltd for
Transfer Agent (RTA) Link Intime India Pvt Ltd, C-101, assistance in this regard.
247 Park, L B S Marg, Vikhroli West, Mumbai – 400083.
Tel No: 022 49186000 Fax: 022 49186060. Email: 14. Pursuant to Finance Act 2020, dividend income will be
rnt.helpdesk@linkintime.co.in in case the shares are taxable in the hands of shareholders w.e.f. April 1, 2020
held by them in physical form. and the Company is required to deduct tax at source
from dividend paid to shareholders at the prescribed
8. As per the provisions of Section 72 of the Act, the rates. For the prescribed rates for various categories,
facility for making nomination is available for the the shareholders are requested to refer to the Finance
Members in respect of the shares held by them. Act, 2020 and amendments thereof. The shareholders
Members who have not yet registered their nomination are requested to update their PAN with the RTA (in
are requested to register the same by submitting case of shares held in physical mode) and depositories
Form No. SH-13. Members are requested to submit the (in case of shares held in demat mode).
said details to their DP in case the shares are held by
them in electronic form and to RTA in case the shares A Resident individual shareholder with PAN and who
are held in physical form. is not liable to pay income tax can submit a yearly
declaration in Form No. 15G/15H, to avail the benefit
9. Members holding shares in physical form, in identical of non-deduction of tax at source by email to
order of names, in more than one folio are requested rnt.helpdesk@linkintime.co.in. Shareholders are
to send to RTA, the details of such folios together with requested to note that in case their PAN is not
the share certificates for consolidating their holdings registered, the tax will be deducted at a higher rate
in one folio. A consolidated share certificate will be of 20%.
issued to such Members after making requisite
changes. Non-resident shareholders can avail beneficial rates
10. In case of joint holders, the Member whose name under tax treaty between India and their country of
appears as the first holder in the order of names as per residence, subject to providing necessary
the Register of Members of the Company will be documents
entitled to vote at the AGM. i.e. No Permanent Establishment and Beneficial
Ownership Declaration, Tax Residency Certificate,
11. In compliance with the aforesaid MCA Circulars and
Form 10F, any other document which may be
SEBI Circular dated May 12, 2020 and January 13, 2021,
required to avail the tax treaty benefits by sending
Notice of the AGM along with the Annual Report 2020-
an email to rnt.helpdesk@linkintime.co.in.
21 is being sent only through electronic mode to those 15. Since the AGM will be held through VC / OAVM, the
Members whose email addresses are registered with Route Map is not annexed in this Notice.
the Company/ Depositories. Members may note that
the Notice and Annual Report 2020-21 will also be 16. The Securities and Exchange Board of India (SEBI)
available on the Company’s website www.pageind.com has mandated the submission of Permanent Account
, websites of the Stock Exchanges i.e. BSE Limited Number (PAN) by every participant in the securities
and National Stock Exchange of India Limited at market. Members holding shares in electronic form, are,
www.bseindia.com and www.nseindia.com respectively, therefore, requested to submit (PAN) to their
and on the website of NSDL Depository Participants with whom they are
https://www.evoting.nsdl.com. maintaining their demat accounts. Members holding
12. Members attending the AGM through VC / OAVM shall shares in physical form can
be counted for the purpose of reckoning the quorum submit their PAN details to the Company/ Registrar and
under Section 103 of the Act.
Transfer Agents, M/s. Link Intime India Pvt. Ltd.
NOTICE 121
17. Details of Directors seeking appointment/reappointment at the Annual General Meeting (Pursuant to Regulation 36(3)of the SEBI (LODR) Regulation 2015) and Secretarial
Standard -2.
Director Name Mr. Nari Genomal Mr. Sunder Genomal Mr. Mark F Fedyk Mr. V S Ganesh
Age 81 67 55 53
Director Identification No. 00568562 00109720 08927892 07822261
Date of Appointment 10th November 2004 15th November 1994 12th November 2020 25th May 2017
Expertise in Specific Function He has over four decades of He has over three decades of He has over two decades He has over two
Area experience in various facets of Textile experience in various facets of of experience in Marketing decades of experience
Industry textile industry and Operations in Business Operations
Qualification Post graduate in Commerce from M. Tech MBA B.Sc. Maths; Course
the Letron College, Manila, completed ACS (ICSI)
Philippines
List of outside Directorship Indian Companies: Indian Companies: Indian Companies: Indian Companies:
NIL 1. Trigen Apparel Pvt Ltd. NIL NIL
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login
through Depository i.e. NSDL and CDSL.
B. Login method for e-Voting to Individual II. Once the home page of e-voting system is
shareholders holding securities in demat mode and launched, click on the icon “Login” which is
in physical mode available under ‘Shareholders’ section.
Step 1: Log-in to NSDL e-voting system at III.A new screen will open. You will have to enter
https://www.evoting.nsdl.com/ your User ID, your Password and a Verification
Code as shown on the screen. Alternatively, if
Step 2: Cast your vote electronically e- on NSDL
you are registered for NSDL eservices i.e. IDEAS,
voting system.
you can log-in at https://eservices.nsdl.com/
Details on Step 1 are mentioned below: with your existing IDEAS login. Once you log-in
How to Log-in to NSDL e-voting to NSDL eservices after using your log-in
website? credentials, click on e-voting and you can
I. Visit the e-voting website of NSDL. Open proceed to Step 2 i.e. Cast your vote
web browser by typing the following electronically.
https://www.evoting.nsdl.com/ either on URL:
a personal computer or on a mobile phone. IV. Your User ID details are given below:
NOTICE 124
Manner of holding Your User ID is: VI. If you have not received the ‘initial password’, or
shares, i.e., Demat are unable to retrieve it, or have forgotten your
(NSDL or CDSL) or password :
Physical
a. Click on the ‘Forgot User Details / Password?’
a) For members 8-character DP ID followed
who hold shares in by 8-digit Client ID
(If you are holding shares in your demat
demat accounts account with NSDL or CDSL) option available
For example, if your DP ID
with NSDL. is IN300*** and Client ID on www.evoting.nsdl.com.
is 12****** then your b. A ‘Physical User Reset Password?’ (If you are
User ID is holding shares in physical mode) option is
IN300***12******.
also available on www.evoting.nsdl.com.
b) For members 16-digit Beneficiary ID
who hold shares in For example, if your c. If you are still unable to get your password
demat account with Beneficiary ID is following the aforesaid options, you can send
CDSL. 12************** then a request to evoting@nsdl.co.in mentioning
your user ID is your demat account number / folio number,
12************** your PAN, your name, and your registered
c) For members EVEN, followed by Folio
address.
holding shares in Number registered with
physical form. the company. d. Members can also use the OTP (One Time
For example, if your EVEN Password) based login for casting the votes
is 101456, and Folio on the e-Voting system of NSDL.
Number is 001***, then VII. After entering your password, agree to the
V. Your password details areyour
given below:
User ID is terms and conditions by checking the box.
101456001***
a. If you are already registered for e-voting, then VIII. Next, click on the ‘Login’
you can use your existing password to log in button.
and cast your vote. IX. After you click on the ‘Login’ button, the
homepage of e-voting will open.
b. If you are using the NSDL e-voting system for
the first time, you will need to retrieve the ‘initial Details on Step 2 are mentioned below:
password’ which was communicated to you. How to cast your vote electronically on NSDL e-
Once you retrieve your ‘initial password’, you Voting system?
need to enter the ‘initial password’, and the
I. After successfully logging in following Step 1,
system will force you to change your password.
you will be able to see the e-voting homepage.
Click on ‘e-Voting’. Then, click on ‘Active Voting
c. How to retrieve your ‘initial
password’? Cycles’.
1. If your email ID is registered in your demat II. Upon clicking on ‘Active Voting Cycles’, you will
account or with the company, your ‘initial be able to see the ‘EVEN’ of all the companies in
password’ is communicated to you on your which you hold shares and whose voting cycles
email ID. Trace the email sent to you by are in ‘active’ status.
NSDL from your mailbox. Open the email and III.Select “EVEN” of “Page Industries Limited”.
open the attachment (it will be a .pdf file).
Open the file. The password to open the file IV. Now you are ready for e-Voting as the Voting
is your 8-digit client ID for your NSDL page opens. Cast your vote by selecting
account, or the last 8 digits client ID for your appropriate options i.e. assent or dissent,
CDSL account or folio number for shares verify/modify the number of shares for which
held in physical form. The .pdf file contains you wish to cast your vote and click on “Submit”
your ‘User ID’ and your ‘initial password’. and also “Confirm” when prompted.
V. Upon confirmation, the message, ‘Vote cast
2. If your email ID is not registered, your ‘initial successfully’, will be displayed.
password’ is communicated to you on your
VI. You can also take the printout of the votes cast
postal address.
by you by clicking on the print option on the
confirmation page.
NOTICE 125
VII. Once you confirm your vote on the resolution, 12. Mr. R Vijayakumar, Practicing Company
you will not allowed to modify your vote. Secretary, (Membership No. FCS 6418) has been
appointed for as the Scrutinizer for providing facility
General guidelines for shareholders to the members of the Company to scrutinize the
6. Institutional shareholders (i.e. other than individuals, voting and remote e-voting process in a fair and
HUF, NRI, etc.) are required to send a scanned copy transparent manner.
13. Process for registration of email id for obtaining
(PDF/JPG Format) of the relevant Board Resolution/
Annual Report and user id/password for e-voting
Authority letter etc. with attested specimen
and updation of bank account mandate for receipt
signature of the duly authorized signatory(ies) who
of dividend:
are authorized to vote, to the Scrutinizer by email
to vijaykumaracs@gmail.com with a copy marked
For Physical Holding: Send a request to the
to evoting@nsdl.co.in.
Registrar and Transfer Agents of the
Company(RTA), at rnt.helpdesk@linkintime.co.in
7. It is strongly recommended not to share your
providing Folio No., Name of shareholder, scanned
password with any other person and take utmost
copy of the share certificate (front and back), PAN
care to keep your password confidential. Login
(self attested scanned copy of PAN card),
to the e-voting website will be disabled upon
AADHAR (self attested scanned copy of Aadhar
five unsuccessful attempts to key in the correct
Card) for registering email address. Following
password. In such an event, you will need to go
additional details need to be provided in case of
through the “Forgot User Details/Password?” or
updating Bank Account Details:
“Physical User Reset Password?” option available
a) Name and Branch of the Bank in which you wish
on www.evoting.nsdl.com to reset the password.
to receive the dividend, b) the Bank Account type,
8. In case of any queries, you may refer the Frequently c) Bank Account Number allotted by their banks
Asked Questions (FAQs) for Shareholders and e- after implementation of Core Banking Solutions d)
voting user manual for Shareholders available at the 9 digit MICR Code Number, and e) 11 digit IFSC
download section of www.evoting.nsdl.com or call Code f) a scanned copy of the cancelled cheque
on toll free no. 1800-222-990 or send a request at bearing the name of the first shareholder.
For Demat Holding: Please contact your Depository
evoting@nsdl.co.in.
Participant (DP) and register your email address
9. The voting rights of members shall be in proportion and bank account details in your demat account, as
to their shares of the paid up equity share capital of per the process advised by your DP.
the Company as on the cut-off date of 5th August, 2021. B. INSTRUCTIONS FOR MEMBERS FOR ATTENDING
10. Any person, who acquires shares of the THE AGM THROUGH VC / OAVM ARE AS UNDER:
Company and become member of the Company
14. Members will be able to attend the AGM through
after 30th June 2021 i.e. the date considered for
VC
dispatch of the notice and holding shares as of the
/ OAVM or view the live webcast of AGM
cut-off date i.e. 5th August 2021, may obtain the
provided by NSDL at
login ID and password by sending a request
https://www.evoting.nsdl.com by using their
referring the Company name (i.e., Page Industries
remote e-voting login credentials and selecting
Limited) along with the DP and Client ID
the EVEN for Company’s AGM. After successful
Particulars to evoting@nsdl.co.in
login, you can see link of “VC/OAVM link” placed
11. A person, whose name is recorded in the register
under “Join General meeting” menu against
of members or in the register of beneficial owners
company name. You are requested to click on VC/
maintained by the depositories as on the cut-off
OAVM link placed under Join General Meeting
date (i.e 5th August 2021) only shall be entitled to
menu. The link for VC/OAVM will be available in
avail the facility of remote e-voting as well as
Shareholder/Member login where the EVEN of
participate at the AGM through VC/OAVM.
Company will be displayed.
NOTICE 126
15.Members who do not have the User ID and 20. Members who would like to express their views or ask
Password for e-voting or have forgotten the User questions during the AGM may register themselves
ID and Password may retrieve the same by as a speaker by sending their request from their
following the remote e-voting instructions registered email address mentioning their name, DP
mentioned in the Notice. Further Members can also ID and Client ID/folio number, PAN, mobile number
use the OTP based login for logging into the e- at
investors@jockeyindia.com before 9th August,
voting system of NSDL. 2021 p.m. IST). Those Members who have registered
(5:00
themselves as a speaker will only be allowed to
16.Members are requested to join the Meeting through
express their views/ask questions during the AGM.
Laptops for better experience and will be required
The Company reserves the right to restrict the
to allow camera and use internet with a good
number of speakers depending on the availability of
speed to avoid any disturbance during the meeting.
time for the AGM.
Please note that participants connecting from
21. Procedure for E- Voting on the day of the
Mobile Devices or Tablets or through Laptop AGM:
connected via mobile hotspot may experience • Only those members who will be present in the
audio/video loss due to fluctuation in their AGM through VC / OAVM facility and have not
respective network. It is therefore recommended to cast their vote on the Resolutions by remote e-
use stable Wi-Fi or LAN connection to mitigate any voting prior to the AGM shall be entitled to cast
kind of glitches. their vote through the e-voting system at the
AGM.
17.Members can join the EGM/AGM in the VC/OAVM
mode 15 minutes before and after the scheduled • The procedure for e-voting on the day of the
time of the commencement of the Meeting by AGM is the same as the instructions mentioned
following the procedure mentioned in the Notice. above for remote e-voting.
The facility of participation at the AGM through Other Information:
VC/OAVM will be made available for 1000 members 22.The Chairman shall, at the AGM, at the end of
on first come first served basis. This will not include discussion on the resolutions on which voting is to
large Shareholders (Shareholders holding 2% or be held, allow voting, by e-voting for all those
more shareholding), Promoters, Institutional members who are present at the AGM through
Investors, Directors, Key Managerial Personnel, the AC/OAVM but have not cast their votes by availing
Chairpersons of the Audit Committee, Nomination the remote e-voting facility.
and Remuneration Committee and Stakeholders
Relationship Committee, Auditors etc. who are 23.The Scrutinizer shall after the conclusion of voting
allowed to attend the EGM/AGM without restriction at the AGM, will first count the votes cast at the
on account of first come first served basis. meeting and thereafter unblock the votes cast
through remote e-voting in the presence of at least
18.Members, who need assistance before or during the two witnesses not in the employment of the
AGM, can contact NSDL on evoting@nsdl.co.in/ Company and shall make, not later than 48 hours of
1800- 222-990 or contact Mr. Amit Vishal, Senior the conclusion of the AGM, a consolidated
Manager scrutinizer’s report of the total votes cast in favour
– NSDL at amitv@nsdl.co.in/ 022-24994360 or Mr. or against, if any, to the Chairman or a person
Thejas Narasimhamurthy email id: ThejasN@nsdl. authorized by him in writing, who shall countersign
co.in / 080-40407106. the same and declare the result of the voting
Procedure to raise questions / seek clarifications forthwith.
with respect to annual report: 24.The Results declared along with the report of the
Scrutinizer shall be placed on the website of the
19.As the AGM is being conducted through VC /
Company www.pageind.com and on the website of
OAVM, members are encouraged to express their
NSDL immediately after the declaration of result by
views / send their queries in advance mentioning
the Chairman or a person authorized by him in
their name, DP Id and Client Id/Folio No., e-mail id,
writing. The results shall also be immediately
mobile number at investors@jockeyindia.com to
forwarded to Stock Exchanges where the shares of
enable smooth conduct of proceedings at the AGM.
the Company are listed.
Questions / Queries received by the Company on
or before 9th August 2021 (5:00 p.m. IST) on the
aforementioned e-mail id shall only be considered
NOTICE 127
and responded during the AGM.