Pearl Global Industries : 32nd Annual Report 2020-21 Download PDF

REPORTANNUAL 2021

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Pearl Global Industries Limited

GLOBAL DESIGN & 3D DESIGN

Board of Directors
Mr. Deepak Seth	-	Chairman
Mr. Pulkit Seth	-	Vice-Chairman & Managing Director
Mrs. Shifalli Seth	-	Whole-Time Director
Mr. Uma Shankar Kaushik	-	Whole-Time Director
Mr. Shailesh Kumar	-	Whole-Time Director
Mr. ChittranjanDua	-	Non-executive Independent Director
Mr. Rajendra Kumar Aneja	-	Non-executive Independent Director
Mr. Anil Nayar	-	Non-executive Independent Director
Mr. Abhishek Goyal	-	Non-executive Independent Director
Mrs. Madhulika Bhupatkar	-	Non-executive Independent Director
Ms. Neha Khanna	-	Non-executive Independent Director
Chief Financial Officer
Mr. Narendra Kumar Somani
Company Secretary
Mr. Mayank Jain
Audit Committee
Mr. Anil Nayar	-	Chairman
Mrs. Madhulika Bhupatkar	-	Member Director
Mr. Rajendra Kumar Aneja	-	Member Director
Mr. Abhishek Goyal	-	Member Director
Nomination and Remuneration Committee
Mr. Abhishek Goyal	-	Chairman
Mr. Deepak Seth	-	Member Director
Mr. Rajendra Kumar Aneja	-	Member Director
Mr. Anil Nayar	-	Member Director
Stakeholder Relationship Committee
Mr. Anil Nayar	-	Chairman
Mr. Pulkit Seth	-	Member Director
Mr. Rajendra Kumar Aneja	-	Member Director
Risk Management Committee
Mr. Pulkit Seth	-	Chairman
Mr. Abhishek Goyal	-	Member Director
Ms. Neha Khanna	-	Member Director
Corporate Social Responsibility Committee
Mrs. Madhulika Bhupatkar	-	Chairperson
Mr. Pulkit Seth	-	Member Director
Mr. Anil Nayar	-	Member Director
Auditors		Registered Office
M/s B.R. Gupta & Co.		C-17/1,
Chartered Accountants		Paschimi Marg,
K-55, Connaught Circus, New Delhi-110001		Vasant Vihar, New Delhi-110057
Bankers		Corporate Office
Punjab National Bank		"Pearl Tower"
Standard Chartered Bank		Plot No. 51, Sector-32
UCO Bank		Gurugram-122001(Haryana)
State Bank of India
RBL Bank Limited
HDFC Bank Limited

Pearl Global Industries Limited Annual Report 2020-21	1

CONTENTS

Statutory Report & Financial Statement

Notice	02
Directors' Report	27
Corporate Governance	51
Management Discussion and Analysis	67
Business Responsibility Report	74
Consolidated Financials
Independent Auditors' Report	84
Consolidated Balance Sheet	92
Consolidated Statement of Profit & Loss	93
Consolidated Cash Flow Statement	95
Notes	97
Standalone Financials
Independent Auditors' Report	157
Balance Sheet	168
Statement of Profit & Loss	169
Cash Flow Statement	171
Notes	173

2	Pearl Global Industries Limited Annual Report 2020-21

Notice

PEARL GLOBAL INDUSTRIES LIMITED

Registered Office: C-17/1, Paschimi Marg, Vasant Vihar, New Delhi-110 057

Corporate Office: Plot No.51, Sector-32,Gurugram-122001 (Haryana)

Tel: [phone],Tel:[phone], Website: www.pearlglobal.com; e-mail: [e-mail]

CIN: L74899DL1989PLC036849

NOTICE TO MEMBERS

Notice is hereby given that the 32nd Annual General Meeting of the Members of Pearl Global Industries Limited will be held on Friday, September 24, 2021 at 5:00 P.M. through Video Conferencing ("VC")/other Audio Visual Means ("OAVM") ("hereinafter referred to as "electronic mode") to transact the following businesses:

ORDINARY BUSINESS

1. To receive, consider and adopt the Standalone and Consolidated Audited Financial Statements of the Company for the financial year ended March 31, 2021 including the Reports of the Board of Directors and Auditors thereon.
2. To appoint a Director in place of Mr. Deepak Seth (DIN 00003021), who retires by rotation and being eligible, offers himself for re-appointment.
3. To appoint a Director in place of Mr. Pulkit Seth (DIN 00003044), who retires by rotation and being eligible, offers himself for re-appointment.

SPECIAL BUSINESS

4. TO APPOINT MS. NEHA KHANNA (DIN 03477800) AS AN INDEPENDENT DIRECTOR

To consider and if thought fit, to pass with or without modification(s) the following resolution as a Special

Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 149, 150 and 152 and other applicable provisions, if any, of the Companies Act, 2013 ("the Act"), and the rules made thereunder, read with Schedule IV of the Act and Regulation 16(1)(b) and 17(1)(a) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") (including any statutory modification(s) or re-enactment thereof for the time being in force), and recommendation of the Nomination & Remuneration Committee, Ms. Neha Khanna (DIN 03477800), who was appointed as an Additional Director of the Company with effect from June 21, 2021, pursuant to Section 161(1) of the Act and Article 86 of the Articles of Association of the Company and who has submitted

the declaration that she meets the criteria of Independence as provided under the Act and the Listing Regulations and who holds office upto the date of this Annual General Meeting and in respect of whom the Company has received a notice in writing under Section 160(1) of the Act from a member proposing her candidature for the office of Director, be and is hereby appointed as a Non-Executive Independent Director of the Company to hold office for a term of upto five (5) consecutive years commencing from June 21, 2021, not liable to retire by rotation.

RESOLVED FURTHER THAT the Board or any Committee thereof, be and is hereby authorized to do all such things, deeds, matters and acts, as may be required to give effect to this resolution and to do all things incidental and ancillary thereto."

5. TO RE-APPOINT MR. ABHISHEK GOYAL (DIN: 01928855) AS AN INDEPENDENT DIRECTOR

To consider and if thought fit, to pass with or without modification(s) the following resolution as Special

Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 149, 152 and other applicable provisions, if any, of the Companies Act, 2013("the Act") read with Schedule IV to the Act (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force) and the Companies (Appointment and Qualification of Directors) Rules, 2014, as amended from time to time and the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), and pursuant to the recommendation of the Nomination & Remuneration Committee and the Board of Directors, Mr. Abhishek Goyal (DIN 01928855), who holds office of Independent Director up to May 25, 2022 and who has submitted a declaration that he meets the criteria for independence as provided under Section 149(6) of the Act and Regulation 16(1) (b) of the Securities Exchange

Pearl Global Industries Limited Annual Report 2020-21	3

Notice (contd...)

Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015 and in respect of whom the Company has received a notice in writing under Section 160(1) of the Act from a member proposing his candidature for the office of Director, be and is hereby re-appointed as an Independent Director of the Company for a second term of five (5) consecutive years commencing from May 26, 2022, not liable to retire by rotation.

RESOLVED FURTHER THAT the Board or any Committee thereof, be and is hereby authorized to do all such things, deeds, matters and acts, as may be required to give effect to this resolution and to do all things incidental and ancillary thereto."

6. TO RE-APPOINT MRS. SHIFALLI SETH (DIN: 01388430) AS WHOLE-TIME DIRECTOR

To consider and if thought fit, to pass with or without modification(s) the following resolution as Special

Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 196, 197, 203 read with Schedule V and other applicable provisions, if any, of the Companies Act, 2013 (including any statutory modification(s), enactment(s) or re-enactment(s) thereof for the time being in force) and Regulation 17(6)(e) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the approval of the members of the Company be and is hereby accorded for re-appointment and payment of remuneration to Mrs. Shifalli Seth as Whole-Time Director of the Company for a further period of three years, commencing from January 19, 2021, with liberty to the Board of Directors to alter and vary the terms and conditions and / or remuneration.

RESOLVED FURTHER THAT Mrs. Shifalli Seth will be entitled for the following remuneration as Whole-Time Director of the Company:

Particulars	(Amount in `)
Salary	` 6.25 Lakh per month.
Car	A Company maintained car
for official purpose.
Mobile / Telephone	A mobile for official purpose.
Provident Fund &	As per Company's rules.
Gratuity

RESOLVED FURTHER THAT Mrs. Shifalli Seth, Whole-time Director shall be responsible for affairs of the Company with special focus on Design and Development of Products of the Company and also perform such other duties and services as shall from time to time be entrusted to her by the Board of Directors of the Company.

RESOLVED FURTHER THAT the Board or any Committee thereof, be and is hereby authorized to do all such things, deeds, matters and acts, as may be required to give effect to this resolution and to do all things incidental and ancillary thereto."

1. TO APPOINT MR. PALLAB BANERJEE (DIN 07193749) AS DIRECTOR
   To consider and if thought fit, to pass with or without modification(s) the following resolution as an Ordinary
   Resolution:
   "RESOLVED THAT pursuant to the provisions of the Section 152 of the Companies Act, 2013 and other applicable provisions (including any modification or re- enactment thereof ) if any, of the Companies Act, 2013 ("the Act") and based on the recommendation of Nomination and Remuneration Committee and Board of Directors, Mr. Pallab Banerjee (DIN 07193749) who qualifies for appointment as Director, and in respect of whom the Company has received a notice in writing under Section 160(1) of the Act from a member proposing his candidature for the office of Director, be and is hereby appointed as a Director of the Company with effect from October 1, 2021, liable to retire by rotation.
   RESOLVED FURTHER THAT the Board or any Committee thereof, be and is hereby authorized to do all such things, deeds, matters and acts, as may be required to give effect to this resolution and to do all things incidental and ancillary thereto."
2. TO APPOINT MR. PALLAB BANERJEE (DIN 07193749) AS WHOLE-TIME DIRECTOR TO BE DESIGNATED AS JOINT MANAGING DIRECTOR
   To consider and if thought fit, to pass with or without modification(s) the following resolution as Special
   Resolution:
   "RESOLVED THAT pursuant to the provisions of Sections 196, 197, 203 read with Schedule V and other applicable provisions, if any, of the Companies Act,