Annual-Report-NADANI 2020-21

Jaipurkurti.
com - A Tryst wi India’s Tradition
2020-2021
9 ANNUAL REPORT
TH
NANDANI CREATION LIMITED

Style is a way
to say who you are
without having
to speak.
SHOP NOW
www.jaipurkurti.com
STORIES INSIDE
• CORPORATE INFORMATION
• VISION STATEMENT
• FINANCIAL SNAPSHOT
• JOURNEY SO FAR
• OUR PRODUCTS
• E-RETAILING CHANNELS
• GLIMPSE OF RETAIL STORE
• PRESENCE OF JAIPURKURTI.COM
• CHAIRMAN’S MESSAGE
1-10 BOARD’S REPORT
11-12 ANNEXURE 1 (FORM AOC-1)
13-14 ANNEXURE 2 (FORM AOC-2)
15-16 ANNEXURE 3 (SECRETARIAL AUDIT REPORT)
17-32 ANNEXURE 4 ( CORPORATE GOVERNANCE REPORT)
33 CERTIFICATE OF NON- DISQUALIFICATION OF DIRECTORS
34-41 ANNEXURE 5 ( MANAGEMENT DISCUSSION & ANALYSIS REPORT)
42-43 ANNEXURE 6 ( PARTICULARS OF EMPLOYEES)
44-45 ANNEXURE 7 ( CEO/CFO CERTIFICATION)
46-85 STANDALONE FINANCIAL STATEMENTS
86-119 CONSOLIDATED FINANCIAL STATMENTS
120-140 NOTICE OF ANNUAL GENERAL MEETING
• ROUTE MAP
• NEWSPAPER PUBLICATIONS
Forward - looking Statement
This report contains forward-looking statements, which may be identi ed by the use of words like ‘plans’, ‘expects’, ‘will’,
‘anticipates’, ‘believes’, ‘intends’, ‘projects’, ‘estimates’ or other words of similar meaning. All statements that mention
expectations or projections about the future, including but not limited to statements about the company’s strategy for
growth, product development, market position, expenditures and nancial results are forward-looking statements.
Forward-looking statements are based on certain assumptions and expectations of future events. The company cannot
guarantee that these assumptions and expectations are accurate or will be raised. The company’s actual results,
performance or achievements could differ materially from those projected in any such forward-looking statements.
The company assumes no responsibility to amend or revise any forward-looking statement from time to time based on
any subsequent developments, information or events.
www.nandanicreation.com
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CORPORATE INFORMATION:
COMPANY NAME: NANDANI CREATION LIMITED
CIN: L18101RJ2012PLC037976
ISIN: INE696V01013
OUR SYMBOL ON NSE: JAIPURKURT
Mail ID: info@jaipurkur .com cs@jaipurkur .com Contact No: 0141-4037596

STOCK EXCHANGE: NATIONAL STOCK EXCHANGE OF INDIA LIMITED (NSE)
REGISTERED OFFICE: G-13, KARTARPURA INDUSTRIAL AREA, NEAR 22 GODAM, JAIPUR-302006,

RAJASTHAN
BOARD OF DIRECTORS
NAME DESIGNATION
Mr. Anuj Mundhra Chairman & Managing Director
Mrs. Vandana Mundhra Whole-Time Director
Mrs. Sunita Devi Mundhra Whole-Time Director
Mr. Neetesh Kabra Independent Director
Mr. Gagan Saboo Independent Director
Mr. Gaurav Jain Independent Director
OTHER KEY MANAGERIAL PERSONNEL

NAME DESIGNATION
Mr. Dwarka Dass Mundhra Chief Financial Officer
Ms. Gunjan Jain Company Secretary & Compliance Officer
REGISTRAR & SHARE TRANSFER AGENT: PRINCIPAL BANKERS:

BIGSHARE SERVICES PVT. LIMITED
MUMBAI-400059, MAHARASHTRA
STATUTORY AUDITOR’S AUDIT COMMITTEE:

M/s ASHOK HOLANI & CO., GAURAV JAIN (CHAIRMAN)
CHARTERED ACCOUNTANTS, JAIPUR GAGAN SABOO
NEETESH KABRA
SECRETARIAL AUDITOR’S
MANISHA GODARA AND ASSOCIATES NOMINATION & REMUNERATION COMMITTEE:
COMPANY SECRETARY IN PRACTICE, NEW DELHI GAURAV JAIN (CHAIRMAN)
GAGAN SABOO
INTERNAL AUDITOR’S NEETESH KABRA
JAIN SHRIMAL & CO,
STAKEHOLDERS RELATIONSHIP COMMITTEE:
CHARTERED ACCOUNTANTS, JAIPUR GAURAV JAIN (CHAIRMAN)
ANUJ MUNDHRA
VANDANA MUNDHRA
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VISION STATEMENT
With a humble beginning, Nandani Creation is determined and believes
that the secret to great style is to feel good in what you wear.
CUSTOMER SATISFACTION
Immaculate sense of color combination and choice of patterns, creating
ethnic as well as contemporary designer range that is appealing yet
affordable at the same time.
STAKEHOLDERS CONFIDENCE
Through adequate returns and growth of Investments.
ASSOCIATE CONFIDENCE
Through sharing of knowledge & concern for mutual beni ts.
TRENDSETTER IN ETHNIC WEAR

The Company's "JaipurKurti.com" Brand ranks among Top 10 Brands at
every Online Marketplace and especially its Bottom wear Category ranks at
No. 1 as per the Online Industry trends.
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FINANCIAL SNAPSHOT
It's the key gures that tell the compelling story about
Nandani's Achievement.
Nandani is committed to developing products that address the
changing customer preferences, and hence, innovates & partners
with its customers through its diverse yet integrated business model.
Through its products, it touches the lives of customers, enhancing
comfort and convenience.
UNITS SOLD IN PIECES (01.04.2020 - 31.03.2021)

ITEMS UNITS SOLD (01.04.2020-31.03.2021)
KURTIS/KURTAS 212148
KURTIS/KURTAS
KURTI WITH PALAZZO KURTI WITH PALAZZO 112909
KURTI WITH SKIRT KURTI WITH SKIRT 3858
DUPATTA DUPATTA 705
LEGGINGS LEGGINGS 1336
LOUNGE WEAR 10770
LOUNGE WEAR
PANTS 113557
PANTS
PATIYALA SALWAR & 8262
PATIYALA SALWAR & DUPATTA
WITH KURTI DUPATTA WITH KURTI
PALAZZO PALAZZO 13985
SALWAR DUPATTA SALWAR DUPATTA 11002
SALWAR KURTI WITH
SALWAR KURTI WITH DUPATTA 2898
DUPATTA
SKIRT SKIRT 1479
PANT WITH SKIRT PANT WITH SKIRT 69436
TOTAL 562345
YEAR ON YEAR GROWTH

REVENUE PAT
50 46.05
43.73
45
40 36.17 1.78
34 24
35
30
25
20 18.93 1.02
15 0.87
0.75
10
5 0.53
0
SALE
FY2017 FY2018 FY2019 FY2020 FY2021 FY2017 FY2018 FY2019 FY2020 FY2021
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JOURNEY SO FAR
2021
2020
Expanding retail
2019 presence by
Expanding retail opening our 4th
2018 presence by retail store and
Expanding retail opening our 3rd moving to Main
2016 presence by retail store Board of NSE
Expanding retail opening our
2012 presence by 2nd retail store
Converted into
opening our
Nandani Creation
2004 Incorporated as Ltd. and got
1st retail store
Nandani Creation listed on NSE
Pvt. Ltd. with emerge platform
Our journey Jaipurkurti.com
started as Brand
Nandini Creation,
a prop. rm
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OUR PRODUCTS ON E-RETAILING CHANNELS
KURTIS/KURTAS | KURTA PALAZZO SET | SKIRT | LOUNGE WEAR | BOTTOMS

DRESSES | WOMEN'S TOP/SHIRT | SHRUGS
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E- RETAILING CHANNELS
Following is the breakup of our revenue from different channels, including
3rd party e-commerce websites, our own website, and our retail store for the FY 2020-21
50.38%
10.16% 6.06%
6.87% 4.43%
4.53% 3.10%
RETAIL STORES
1.41% 1.36%
0.32% 11.35%
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GLIMPSE OF RETAIL STORES
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PRESENCE OF JAIPURKURTI.COM
JAIPURKURTI.COM MYNTRA FLIPKART AMAZON
TATA CLIQ NYKAA LIME ROAD AJIO
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CHAIRMAN’S MESSAGE
Dear Shareholders,
It brings me immense pleasure to put forth the 9th Annual Report of your Company, NANDANI CREATION LIMITED for
the Financial Year 2020-21.
Financial year 2020-21 will be wri en in the world history in many ways but the predicament to human lives due to COVID-19 coupled
with economic tribula ons would be the worst chapters to reckon with. For all of this year’s upheaval, we commi ed ourselve s by
staying the course, we refocused the sight of our purpose and we demonstrated that the core will guide us through these turbulent
mes.
The first quarter was the darkest hour of the fiscal when neither businesses had an idea how to deal with the pandemic nor th ey were
aware of the severity of the impact. Given the lack of short-term visibility, it was the me to introspect and undertake immediate
measures to stay on course. The global pandemic has presented such a crisis and that too on a scale many of us have never
experienced or could have predicted. The toll of COVID-19 on human life is heart breaking and has had an adverse impact on
households, businesses, and economies globally.
YET COVID- 19 PANDEMIC IS A BLESSING IN DISGUISE FOR INDIAN E-COMMERCE MARKET:

COVID 19 pandemic is a “BLESSING” for Indian E Commerce Market as it bought a lot of posi ve impact on the e-commerce sector.
Though the ini al few weeks of the lockdown were tes ng for e commerce players, we were eventually able to emerge as winners.
According to us India’s online market recovered quickly a er the na onwide lockdown and also witnessed a successful fes ve sales
period ever. It goes without saying that cloths/daily wear kur s like ours is one of the basic needs and requirements a er food. It is
nothing less than any essen al commodity, and that's why even during lockdown online tex le industry saw a boom in sales and will
con nue in the future as well”. The online tex le industry even registered an increasing trend in sales due to no dependency on the offline
industry for example wholesaler, semi wholesaler, retailers, middle persons etc and this will con nue in future as well . The online
tex le industry has all the valid reasons to give birth to new Unicorns in India. Right from choosing items to trying them, even the
return policies created a win-win situa on for shoppers on the internet as customers felt very comfortable purchasing stuff online.
And, hence, the birth of online retailers Unicorns is imminent.
Many e-commerce players have started assessing consumer preferences and have started aligning product categories and offer
accordingly. We the owners of “JaipurKur .com” brand have also assessed this and have started a new segment “Ethnic Lounge
Wear/comfortable wear” as most of the people are doing work from home during this pandemic mes.
BUILDING FINANCIAL RESILIENCE:

FY 2020-21 was a year of focused ini a ves to implement measures to bring in financial judiciousness amidst the pandemic that took a
toll on economic ac vi es. We were quick to execute group wide ac ons aligned to three key pivots of – cost ra onaliza on, effec ve
working capital management to maintain liquidity and reduce debt.
The year witnessed strengthened focus on efficient inventory management & related produc on cycles and speeding up collec ons.
This resulted in improved cashflows which enabled the Company to reduce the net debt.
ONLINE OUTSET: Currently Company's "JaipurKur .com" Brand ranks among Top 10 Brands at every Online Marketplace and
especially its Bo om wear Category ranks at No. 1 as per the Online Industry trends.We are using various marke ng strategies to
register a strong foothold in the Indian E-commerce Market. We are focusing on E-Marke ng for enhancing our Brand Visibility.
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CHAIRMAN’S MESSAGE
Indian customers have started purchasing online as they have understood the importance of online purchase and are a racted
towards the benefits, discounts, Return/Exchange policies etc and have changed their purchase experience over the years. They can
now get the complete Store where they can choose according to the color, size, brand etc at one place only and too with just a click.
BRICKS AND CLICKS-FUTURE OF RETAIL:

We have opened 2 offline stores in the FY2020-21 and are eyeing the next phase of expansion to take the count of our stores total to
20-25 by the end of the FY2023.
It gives us immense pleasure and happiness when we see local brand like ours going places across the globe. Now with further
expansion and hiring, we at Nandani Crea on are geared to perform even be er an d offer the best of the best of the fashion to our
customers.
Now, customers can physically experience the excellent quality that we offer, even before they buy their loved brand .
We are proud of the consistent excellence achieved by your Company in FY21. When compared with FY20, it is clear we are staying
true to its values.
Fashion is ever-evolving, and we will be sensi ve, agile and open to the rapidly evolving fashion market. The spirit of our design
thinking lies not only in the brands and experiences we create, but also in building rela onships, leading innova on, se ng trends and
providing fulfillment to consumers.
Truly complying with the name, NANDANI CREATION LIMITED believes that the secret to great style is to feel good in what you wear
and thus we brings to you authen c and re-defined styles with a perfect mix of regional cra s , intricate cra smanship and luxe fabrics
in meless color pale es .
Been an ace player in the fashion industry for more than 10 years, Nandani has le no stone unturned to assure their customers and
clients by construc ng the most desirable ou it as per their preferences.
MAIN BOARD MIGRATION:

We are quite excited to move to the main Board of Na onal Stock Exchange of India Limited and have received the In-Principal
approval & Principal/Final Lis ng & Trading Approval from NSE for the same. The company will be migrated to the Main Board w.e.f.
02nd September, 2021, a vision which we have seen at the me of IPO in the FY 2016-17. At this stage, we thank our customer base,
stakeholders, and well-wishers for their con nued support in making our company a big brand.
FINANCIAL UPFRONTS
• Our Total Revenue (Standalone) for the year were Rs. 46.10 Cr. as compared to Rs. 43.74 Cr. in the previous year thereby
recorded growth of 5.41%.
• Our Total Revenue (Consolidated) for the year were Rs. 48.27 Crores as compared to Rs. 47.09 Cr. in the previous year
thereby recorded growth of 2.51%.
• Our Net Profit a er Tax (Standalone) for the year was Rs. 1.78 Cr. as compared to Rs. 74.16 Lacs in the previous year
• Our Net Profit a er Tax (Consolidated) for the year was Rs. 1.91 Cr. as compared to Rs. 85.22 Lacs in the previous year
I would like to take this opportunity to thank our board and advisors along with our management for standing strong during difficult
mes and my special gra tude to every employee at every level for enabling us to stay strong and rise to the challenges that we faced,
to emerge on a higher level of growth and sustainability.
Warm Regards,
Sd/-
Mr. Anuj Mundhra
Chairman & Managing Director
| ANNUAL REPORT
BOARD’S REPORT FY 2020-21
BOARD’S REPORT
Dear Members/Shareholders,
The Board of Directors is pleased to present the 9th Annual We have supplied N-95 mask to various Govt. Organizations
Report of the Company for the financial year ended 31st some of them are “BUREAU OF PUBLIC PHARMACEUTICALS
March, 2021. OF INDIA” (“BPPI”) -Under Department of
Pharmaceuticals, Government of India, Uttar Pradesh
1. COMPANY OVERVIEW Medical Corporation Limited (UPMSCL),
Western/Eastern/Northern Railways, Pondicherry Health
Pharmacy, All India Institute of medical Sciences (AIIMS),
TEN (10) YEARS OF ESTABLISHMENT
Department of Defence Production, ESIC-Delhi, Bhopal
A country is best known by its culture, and a culture is best
Memorial Hospital etc.”.
known by its tradition. In an endeavor to bring the best of
our country’s cultural fabric, quite literally, we launched
JaipurKurti.com a brand centered around representing 2. IMPACT OF COVID-19
Indian traditional wear for all occasions. JaipurKurti.com The post-Covid era has provided a big opportunity for the
was created to explore the varied dynamics of Indian ethnic online textile industry. The sales in the online textile
wear, presenting this heritage to modern women at its industry witnessed a jump in various cities and states of
widest range. India due to the lockdown that was imposed to curb the
spread of coronavirus-caused Covid-19 pandemic in Retail
A Forerunner in the ethnic fashion scene of the country, we Sector majorly in all the states and cities.
are "Nandani Creation Limited" a NSE Listed Company,
curated with dedication, commitments, modern In the year 2021, e-retailers will prove to be a big game-
inspirations and heritage musings. We are a leading fashion changer by playing a pivotal role recovery of the Indian
house specializing in traditional designs, culturally rich economy in the post-Covid era. Indian textiles and apparel
styles and ethnic wear for women. With our unique prints industry have contributed 2.3% to the GDP of India, 13% to
and patterns being fused into every-day fashion by our industrial production and 12% to export earnings. Post
manufacturing facilities, we have created a diverse range of Covid-19 pandemic, with the Indian economy showing
ethnic wear loved by women. We are best for specializing green shoots of recovery the future of the online textile
in the production and sale of a wide range of ethnic Indian industry looks promising in the wake of increased domestic
wear consisting of Kurtis, Dresses, Suit Sets, Patiala Salwars, consumption after a lockdown in addition to export
Salwar Kameez, Dupattas, Palazzos and a wide variety of demand playing an important role.
Bottoms.
By staying true to its purpose and its values, the top – most
We are popularly known and Identified in apparel market priority for the Company was to ensure the safety of its
by our brand name “Jaipurkurti.com” and have 4 Retail employees.
Stores in Jaipur situated at
The Company has taken several measures to ensure their
well – being including leveraging the power of technology
“Jaipur Kurti.com”, Vaishali Nagar, Jaipur;
to enable them to work from home.
“Jaipur Kurti.com”, Triton Mall, Jhotwara, Jaipur
“Jaipur Kurti.com”, MGF Mall, 22 Godam, Jaipur Standing by its core commitment, the company is
“Jaipur Kurti.com”, Gaurav Tower (GT), Jaipur navigating through these unprecedented times by building
stronger and deeper relationship with consumers and its
In order to cater the needs of the country to combat the partners. The company is supporting various Government
spread of Coronavirus, our company has entered into a new initiatives and helping communities around to fight the
business segment and started manufacturing “N95 Mask pandemic.
with and without respirators with a new brand name
“Value Plus” and are able to take orders from all the
Government Agencies, Institutions etc.
We have taken BIS Certification for the same and our BIS
License for the same is CM/L-8400165811.
1
3. FINANCIAL PERFORMANCE. • In the current trends, more and more women investors are
In accordance with the provisions of the Act, Regulation 33 coming forward in the share market & started maintaining
of the Securities and Exchange Board of India (Listing their portfolios and at the same time new symbol is catchier
Obligations and Disclosure Requirements) Regulations, and can be easily recognized and remembered by the
2015 (hereinafter referred to as “Listing Regulations”) and investors and especially the women investors.
applicable Accounting Standards, the Audited standalone &
consolidated Financial Statements of the Company for the During the year under review, there was no change in the
financial year 2020-21, together with the Auditors’ Report nature of business of the Company.
form part of this Annual Report.
5. MAIN BOARD MIGRATION & POSTAL BALLOT
The company’s financial performance on a consolidated The Company has conducted the Postal Ballot in accordance
basis for the year ending as on March 31, 2021 is outlined with the provisions of Section 110 of the Companies Act,
as follow: 2013 for obtaining the approval of Shareholders for the
Particulars Year Ended Year Ended purpose of migrating the Equity Shares from SME Platform
31.03.2021 (in 31.03.2020 (in (Emerge) of National Stock Exchange of India Limited to
crores) crores) main board of NSE.
Revenue from operations 47.81 46.87
The Postal Ballot was started from Thursday, 04th February,
Other Income 0.45 0.22 2021 at 9:00 AM and ended on Friday, 05th March, 2021 at
5:00 PM.
Total Revenue 48.26 47.09
The Special Resolution was passed on 05th March, 2021 by
the Shareholders/Members.
Less: Total Expenses 45.63 45.71
The Company has obtained the In-principal approval from
the Exchange on 17th August, 2021 and the Principle/Listing
Profit before Exceptional 2.63 1.38 Approval for Migration from SME Platform to Capital
& extra-ordinary items & Market Segment (Main Board) of the Exchange on 31st
Tax August, 2021 (Ref. No. NSE/LIST/115). The Equity shares
Less: Exceptional Item 0.05 0.12 shall be listed and admitted to dealing on the Exchange
(capital market Segment) w.e.f. 02nd September, 2021.
Profit/(Loss) before Tax 2.58 1.26
The Listing on Main Board is likely to have wider
participation from Investors at large and will enhance the
Less: Tax Expenses 67.65 40.58 Image and Goodwill of the Company.
This will be prove to the major milestone in the history of

Profit/(Loss) After Tax 1.90 0.85
Nandani Creation Limited.
6. COMPANY’S PERFORMANCE REVIEW

During the Financial Year 2020-21:
4. CONVERSION, NAME CHANGE/SYMBOL
CHANGE OF COMPANY & NATURE OF • For the financial Year 2020-21, your Company
BUSINESS: recorded Standalone Sales of Rs. 46.09 Cr as against
During the financial year, your company hasn’t changed its Rs. 43.74 Cr in the previous years and thereby
name. recorded growth of 5.40% in the Sales.
Your company has changed its Symbol on NSE from • The Consolidated Sales of your Company is Rs. 48.26
“NANDANI” to “JAIPURKURT” w.e.f. 06th August, 2021. Crores as compared to Rs. 47.09 Crores the previous
year and thereby recording the growth of 2.48 % in the
The Symbol was changed on NSE due to the following Sales.
reasons: • The Standalone Profit of the Company after
Taxation is Rs. 1.78Cr. as compared to Rs. 74.16 Lacs in the
• The symbol is the face of the company, its products or previous year and thereby recording the growth of 140%
offerings and develops the connection with customers. and the Consolidated Profit of the Company after Taxation
2
is Rs. 1.90 Cr as compared to Rs. 85.22 Lacs in the previous Following are the details of the Lock in of Shares:
year and thereby recording the growth of 122% as a whole.
NAME OF QUANTITY LOCK IN TILL
7. SECRETARIAL STANDARDS APPLICANT DATE
Pursuant to the provisions of Section 118 of the Companies ANUJ 2547225 31.10.2021
Act, 2013, the Company has complied with the applicable MUNDHRA
provisions of secretarial standards issued by the Institute of ANUJ 475000 30.11.2023
Company Secretaries of India. MUNDHRA
ANUJ 700000 15.04.2024
8. DIVIDEND MUNDHRA
With a view to provide cushion for any financial VANDANA 1291975 31.10.2021
contingencies in the future and to strengthen the financial MUNDHRA
position of the Company, your Directors have decided not VANDANA 135000 30.11.2023
to recommend any dividend for the period under review. MUNDHRA
VANDANA 550000 15.04.2024
9. TRANSFER TO RESERVES MUNDHRA
The Board of Directors of the Company has transferred SUNITA DEVI 397250 31.10.2021
amount of Rs. 1,78,00,634/- to its Reserve & Surplus MUNDHRA
account during the Financial Year 2020-21. SUNITA DEVI 250000 30.11.2023
MUNDHRA
10. CONSOLIDATED FINANCIAL STATEMENT: SUNITA DEVI 550000 15.04.2024
In accordance with the provisions of the Act, Regulation 33 MUNDHRA
of the Securities and Exchange Board of India (Listing TOTAL 6896450
Obligations and Disclosure Requirements) Regulations,
2015 (herein after referred to as “Listing Regulations”) and 12. SUBSIDIARY COMPANY:
applicable Accounting Standards, the Company is required
The Company has one Wholly Owned Subsidiary Company:
to submit Audited Consolidated financial statements of the
Company, together with the Auditor’s report from part of
Desi Fusion India Private Limited
this Annual Report.
Desi Fusion India Private Limited was incorporated in Jaipur
on 31.05.2016. Our Subsidiary Company is engaged in the
11. SHARE CAPITAL: business of Buying and Selling of Fabrics.
The paid-up Equity Share capital as at 31st March, 2021
stood at Rs. 1,003,39,500. During the year under review, Pursuant to the provisions of Section 129(3) of the
the Company issued 18,00,000 Equity Shares via conversion Companies Act, 2013 (the Act) Accounting Standards and
of Unsecured Loan into Equity Shares on 16th February, Securities and Exchange Board of India (SEBI)(Listing
2021. Further the Company has not issued any convertible Obligations & Disclosure Requirements) Regulations, 2015
securities or shares with differential voting rights nor has (Listing Regulations) the Company has prepared
granted any stock options or sweat equity or warrants. consolidated financial statements which form part of this
Annual Report.
DETAILS OF LOCK – IN OF SHARES In accordance with Schedule V of Listing Regulations, the
The Equity Shares proposed to be offered and allotted in Company is required to make the Disclosure for its Holding
the Preferential Allotment shall be locked-in in accordance Company and Subsidiary Company.
with Regulation 167 of the SEBI ICDR Regulations.
The Entire pre-preferential allotment shareholding of the A separate statement containing salient features of the
Proposed Allottees, if any, shall be locked-in from the financial statements of the Company’s subsidiary in
relevant date up to a period of Six Months from the date of prescribed form AOC- 1 and the Disclosure under Schedule
trading approval granted by the Stock Exchange. V is annexed as Annexure 1 to this report.
The audited financial statement including the consolidated

financial statements of the Company and all other
documents required to be attached thereto is available on
the Company’s website i.e. www.nandanicreation.com The
financial statement of the subsidiary company is available
on the Company’s Website i.e. www.nandanicreation.com
3
13. OPENING OF NEW STORES WITH BRAND 16. PARTICULARS OF LOANS, GUARANTEES OR
“JAIPURKURTI.COM” INVESTMENTS UNDER SECTION 186:
Our Company Nandani Creation Limited has launched its 1st Details of Loans, Guarantees and Investments covered
Flagship Retail Store “AMAIVA” by Jaipur Kurti on 13th May, under the provisions of Section 186 of the Act are given in
2018 which later got renamed as “JaipurKurti.com” in the notes to Financial Statements forming a part of this
January, 2020. annual report.
The Company has launched one more new store in the F.Y.
2021-22 to expand its business at 17. RELATED PARTY TRANSACTIONS:
“Jaipur Kurti.com”, Gaurav Towers (GT) on 01st July, 2021. All Contracts/transactions/arrangements entered by the
Company during the financial year with the Related Parties
Hence, the Company now have 4 Retail Stores in total.
were in ordinary course of Business and on an Arm’s Length
Basis and in accordance with the provisions of the
14. MATERIAL CHANGES & COMMITMENTS
Companies Act, 2013, read with the Rules issued there
AFFECTING THE COMPANY:
under and the regulations. Further, there were no
In pursuance to Section 134(3)(l) of the Companies Act,
2013, the following Material Changes have occurred transactions with related parties which qualify as material
between the end of Financial Year and date of this Report transactions under the regulations.
affecting the financial position of the Company.
All transactions with related parties were reviewed and
ALTERATION OF MEMORANDUM OF ASSOCIATION approved by the Audit Committee. Prior omnibus approval
(MOA) OF COMPANY: of the Audit Committee has been obtained for the
The Company has altered its Memorandum of Association transactions which are of repetitive nature. The
by insertion of new clause. transactions entered into pursuant to the omnibus approval
The Clause III(A) of Memorandum of Association of the
so granted along with a statement giving details of all
Company dealing with the main Object to be pursued by the
related party transactions was placed before the Audit
Company be amended by inserting the following Clause:
4. To Manufacture, Buy, Sell, Supply, Stock or otherwise Committee on quarterly basis, specifying the nature, value,
deal in all kind of Personal protective equipment (PPE) / terms and conditions of the same. The Company has made
N95 Mask with and without respirators, 3 ply disposable transactions with related parties pursuant to Section 188 of
mask and other similar items. the Act.
PREFRENTIAL ISSUE The Company has formulated a policy on materiality of

Further as per Extra Ordinary General Meeting dated related party transactions and also on dealing with Related
Friday, the 22nd Day of January, 2021 and the board Party Transactions which has been uploaded on the
meeting for allotment dated 16th February, 2021 company
Company’s website at the web link https://www.nanda
increased Paid-up capital from Rs 823,39,500/- to Rs
10,03,39,500/- by way of Preferential Issue of 18,00,000 nicreation.com/docs/investors/policies/POLICY-ON-
(Eighteen Lacs) new equity shares of Face Value of Rs. 10/- MATERIALITY-OF-RELATED-PARTY-TRANSACTIONS.pdf
(Ten) each by way of conversion of Unsecured Loans into
Shares. The Trading approval for the same was received Information on transactions with related parties pursuant
from NSE on 22.03.2021 vides Ref No.: NSE/LIST/ 26477. to Section 188(1) for entering into such contract or
arrangement in Form AOC-2 is annexed to this Report as
15. PUBLIC DEPOSIT Annexure-2. All the transactions with the related party
The Company has not accepted any amount falling within were in accordance with the Section 188 of the Companies
the purview of provisions of Section 73 of the Companies
Act, 2013, read with the Rules issued thereunder and the
Act, 2013 (“the Act”) read with the Companies (Acceptance
of Deposit) Rules, 2014 during the period under review. Listing Regulations.
Hence, the requirement for furnishing the details of
Deposits which are not in compliance with Chapter V of the
Act is not applicable.
4
18. AUDITOR’S AND AUDITOR’S REPORT: Accountants, Jaipur (M.No.:401695), as Internal Auditor to
conduct Internal Audit for the financial year 2020-21.
SECRETARIAL AUDITOR & SECRETARIAL AUDIT
The Company has received the resignation letter from M/s
REPORT
Mohata Baheti & Associates, Chartered Accountants,
The Board of Directors of the Company has appointed M/s
Jaipur and ceases to be the Internal Auditor.
Manisha Godara & Associates, Company Secretaries, New
Delhi (FRN: S2014RJ268900) as the Secretarial Auditor to
Further, in line with the aforesaid compliance, the Board of
conduct an audit of secretarial records for the financial year
Directors has appointed M/s Jain Shrimal & Co., Chartered
2020-21.
Accountants, Jaipur (FRNo.: 001704C), in its meeting held
on 01st September, 2021 for conducting the Internal Audit
The Secretarial Audit Report for the financial year ended
for the Financial Year ending as on 31st March, 2022
31st Day of March, 2021 under Act, read with Rules made
thereunder and Regulations 24A of the listing regulations
(including any statutory modification(s) or re – 19. DIRECTORS AND KEY MANAGERIAL
enactment(s) thereof for the time being in force) is set out PERSONNEL
in the Annexure 3 to this report.
• Retirement by Rotation:
The Secretarial Audit Report does not contain any In accordance with the provisions of Section 152(6) of the
qualification. Companies Act, 2013 and in terms of Articles of Association
of the Company, Mr. Anuj Mundhra (DIN: 05202504) retires
The Board has re – appointed M/s Manisha Godara & by rotation at the ensuing Annual General Meeting and
Associates, Company Secretaries, New Delhi (FRN: being eligible, offers himself for re-appointment. The Board
S2014RJ268900) as Secretarial Auditors of the Company for recommends his re-appointment for consideration by the
FY 2021-22. The company has received consent from Mrs. Members of the Company at the 9th Annual General
Manisha Godara to act as the auditor for conducting audit Meeting.
of the secretarial records for the financial year ending as on
31st Day of March, 2022. • Re-appointment of Independent Directors
In accordance with the provision of Section 149, 152 of the
STATUTORY AUDITORS & STATUTORY AUDIT Companies Act, 2013 in the 9th AGM, Mr. Gagan Saboo, Mr.
REPORT Neetesh Kabra & Mr. Gaurav Jain shall be re-appointed as
M/s Ashok Holani & Co., Chartered Accountants, Jaipur the Independent Directors on the Board of the Company for
(FRN: 009840C), were re-appointed for the 2nd Tenure as another term of five years i.e. from 01st October, 2021 to
the statutory Auditors of the Company at 8th Annual 30th September, 2026.
General Meeting of the Company held on 28th September,
2020 for a period of 5 years till 13th Annual General Meeting • Re-appointment of Mr. Anuj Mundhra (DIN:
to be held in the FY 2025, subject to ratification at every 05202504), Chairman & Managing Director:
AGM. In accordance with the provision of Section 196 of the
Companies Act, 2013 in the 9th AGM , Mr. Anuj Mundhra
M/s Ashok Holani & Co., Chartered Accountants, Jaipur shall be reappointed as the Chairman & Managing Director
(FRN: 009840C), has confirmed that they are not for a period of 5 years from August 15, 2021 to August 14,
disqualified from continuing as Auditors of the Company. 2026.
The Auditors have issued an unmodified opinion on the • Re-appointment of Mrs. Vandana Mundhra
Financial Statements for the financial year ended 31st
(DIN: 05202403), Whole-Time Director:
March, 2021. The Auditors’ Report for the financial year
In accordance with the provision of Section 196 of the
ended 31st March, 2021 on the financial statements of the
Companies Act, 2013 in the 9th AGM , Mrs. Vandana
Company is a part of this Annual Report.
Mundhra shall be reappointed as the Whole-Time Director
for a period of 5 years from August 15, 2021 to August 14,
INTERNAL AUDITORS & INTERNAL AUDIT REPORT
2026.
Pursuant to the provisions of Section 138 of the Companies
Act, 2013 & the rules made there under (including any
statutory modification(s) or re‐ enactment(s) thereof, for
the time being in force), the Board of Directors had
appointed M/s Mohata Baheti & Associates, Chartered
5
• Re-appointment of Mrs. Sunita Devi Mundhra 23. COMMITTEES OF THE BOARD

(DIN: 05203015), Whole-Time Director: Pursuant to the provisions of the Act and Rules made there
In accordance with the provision of Section 196 of the under and SEBI (LODR) regulation, 2015, the board has
Companies Act, 2013 in the 9th AGM , Mrs. Sunita Devi constituted various committees. Composition and other
Mundhra shall be reappointed as the Whole-Time Director details on the committee are given in the Corporate
for a period of 5 years from August 15, 2021 to August 14, Governance Report.
2026.
24. MEETING OF INDEPENDENT DIRECTORS
• Profile of the Directors seeking Appointment / Pursuant to Clause VII of the Schedule IV of the Companies
Reappointment: Act, 2013 and Regulation 25 of Listing Regulations, the
As required under Regulation 36 (3) of SEBI (LODR), 2015, Independent Directors of the Company are required to hold
particulars of the Directors retiring by rotation and seeking at least one meeting in a year without the attendance of
appointment/re-appointment at the ensuing Annual Non-Independent Directors and Members of Management.
General Meeting is annexed to the notice convening 9th All the Independent Directors of the Company shall strive to
Annual General Meeting. be present at such meeting.
The Details of the three Independent Directors of the
• Key Managerial Personnel: Company are as follows:
Pursuant to Section 2(51) and Section 203 of the
Companies, 2013 read with Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, Name of Status Designation
following are the Key Managerial Personnel and during the Member
year there was no change in KMP's of the Company; Mr. Gaurav Chairman Independent
• Mr. Anuj Mundhra -Chairman & managing Director Jain Director
• Mrs. Vandana Mundhra, Whole-Time Director Mr. Gagan Member Independent
• Mrs. Sunita Devi Mundhra, Whole -Time Director Saboo Director
• Mr. Dwarka Dass Mundhra, Chief Financial Officer (CFO) Mr. Neetesh Member Independent
• Miss. Gunjan Jain, Company Secretary & Compliance Kabra Director
Officer
During the year, One (1) Meeting of the Independent
20. CORPORATE GOVERNANCE REPORT: Directors was convened and held on 01.09.2020.
In compliance with Regulation 34 of the Listing Regulations,
a separate report on Corporate Governance along with a TERMS OF REFERENCE:
Certificate of Auditors on its Compliance forms an integral i. The performance of Non-Independent directors and the
part of this Report Annual Report as Annexure-4. Board as a Whole;
ii. The performance of the Chairperson of the Company,
21. EXTRACT OF ANNUAL RETURN: taking into account the views of executive directors and
In terms of Section 92(3) of the Companies Act, 2013 and
Non-Executive Directors;
Rule 12 of the Companies (Management and
Administration) Rules, 2014, the annual return of the iii. Assess the quality, quantity and timeliness of flow of
Company is available on the Company’s website at the Information between the Company Management and
following web link:- the Board that is necessary for the Board to effectively
https://www.nandanicreation.com/annual-report.php and reasonably perform their duties;
22. BOARD MEETING: 25. FAMILIARIZATION PROGRAM FOR

During the year under review 7 (Seven) Board Meetings
were convened and held, the details of which are given in
INDEPENDENT DIRECTORS:
the Corporate Governance Report. The intervening gap All new independent directors inducted into the Board are
between the meetings was within the period prescribed familiarized with the operations and functioning of the
under the Companies Act, 2013. Company. The details of the training and familiarization
program are provided in the Corporate Governance report.
The details of Meetings of the Board and its Committees are
given in the Corporate Governance Report.
6
26. DECLARATION OF INDEPENDENCY BY (b) the Directors have selected such accounting policies
INDEPENDENT DIRECTORS: and applied them consistently and made judgments
and estimates that are reasonable and prudent so as
The Independent Directors have given declaration under
give a true and fair view of the state of affairs of the
Section 149(6) of the Companies Act, 2013 and the rules
Companies as at 31st March, 2021 and of profit and
made there under. The Independent Directors have fulfill Loss of the Company for the financial year ended 31st
the Conditions relating to their status as an Independent March, 2021;
Director as specified in Section 149 of the Act and the (c) the directors have taken proper and sufficient care for
Regulation 16(b) of the Listing Regulations the maintenance of adequate accounting records in
accordance with the provisions of the Company Act,
2013 for safeguarding the assets of the Company and
27. PERFORMANCE EVALUATION
for preventing and detecting frauds and other
The Nomination and Remuneration Policy of the Company
irregularities;
empowers the Nomination and Remuneration committee
(d) the annual accounts have been prepared on a “going
to formulate a process for effective evaluation of the
concern” principal;
performance of individual directors, committees of the
(e) proper internal financial control laid down by the
Board and the Board as a whole.
directors were followed by the Companies and that
such internal financial controls are adequate and
The Board formally assesses its own performance based on
operating effectively ; and;
parameters which, inter alia, include performance of the
(f) Proper system to ensure compliance with the
Board on deciding long term strategy, rating the
provisions of all applicable laws was in place and that
composition and mix of Board members, discharging of
such system are adequate and operating effectively.
governance and fiduciary duties, handling critical and
dissenting suggestions, etc.
29. MANAGEMENT DISCUSSION AND ANALYSIS
The parameters for the performance evaluation of the Management Discussion and Analysis as stipulated under
Directors include contribution made at the Board meeting, the Listing Regulations is presented in a separate section
attendance, instances of sharing best and next practices, forming part of this Annual Report as Annexure-5. It speaks
domain, knowledge, vision, strategy, engagement with about the overall industry structure, global and domestic
senior management etc. economic scenarios, developments in business
operations/performance of the Company’s various
The independent directors at their separate meeting review businesses viz., decorative business, international
the performance of non – independent directors and the operations, industrial and home improvement business,
Board as a whole, chairperson of the Company after taking internal controls and their adequacy, Risk, threats, outlook
into account the views of Executive director and non – etc.
executive directors, the quality, quantity and timeliness of
flow of information between the company management 30. BUSINESS RESPONSIBILITY STATEMENT
and the Board that is necessary for the Board to effectively Your Company has always been at the forefront of
and reasonably perform the duties. voluntary disclosures to ensure transparent reporting on all
matters related to the Company’s governance and business
Based on the outcome of the performance evaluation operations. The report comprehensively covers your
exercise, areas have been identified for the Board to engage Company’s philosophy on corporate social responsibility, its
itself with and the same would be acted upon. sustainability activities pertaining to efforts on
conservation of environment, conducting green awareness
28. DIRECTORS RESPONSIBILITY STATEMENT events, its commitment towards society, enhancing
Pursuant to Section 134 of the Companies Act, 2013 primary education, initiatives and activities taken up as part
(including any statutory modification(s) or re- of this philosophy for the year 2019-20. But since, this
enactment(s) thereof for the time being in force), the report is applicable only on Top 500 Listed Entities, we are
Directors of the Company confirm that: not attaching the report with the Annual Report.
(a) In the preparation of the annual accounts for the

financial year ended 31st March, 2021, the applicable
Accounting Standards and Schedule III of the
Companies Act, 2013, have been followed and there
are no material departures from the same;
7
31. DETAILS ON INTERNAL FINANCIAL PARTICULARS OF EMPLOYEES

CONTROLS RELATED TO FINANCIAL Pursuant to the amendment in the Section 197 of the
Companies Act, 2013 read with Rule 5(1) of the Companies
STATEMENTS (Appointment and Remuneration of Managerial Personnel)
The Company has established a robust framework for
Rules, 2014, a detailed statement is attached as Annexure-
internal financial controls. The Company has in place
6.
adequate controls, procedures and policies, ensuring
orderly and efficient conduct of its business, including
Apart from that, there are no Employees in the Company
adherence to the Company’s policies, safeguarding of its
whose particulars are required to be disclosed in
assets, prevention and detection of frauds and errors,
accordance with Rule 5(2) of the Companies (Appointment
accuracy and completeness of accounting records, and
and Remuneration of Managerial Personnel) Amendment
timely preparation of reliable financial information. During
Rules, 2016 in the report.
the year, such controls were assessed and no reportable
material weaknesses in the design or operation were
The Company is required to give the Disclosure under
observed. Accordingly, the Board is of the opinion that the
Schedule V Part II section 2 of the Act. The same is attached
Company’s internal financial controls were adequate and
in Annexure-6.
effective during FY 2019 -20.
RISK MANAGEMENT POLICY
32. NOMINATION & REMUNERATION POLICY: The Company has framed and implemented a Risk
The salient features of the Nomination and Remuneration
Management Policy to identify the various business risks.
Policy of the Company are set out in the Corporate
Governance Report which forms part of this Annual Report. This framework seeks to create transparency, minimizes
The said Policy of the Company, inter alia, provides that the adverse impact on the business objectives and enhances
Nomination and Remuneration Committee shall formulate the Company’s competitive advantage. The Risk
the criteria for appointment & Re – appointment of Management Policy defines the risk management approach
Directors on the Board of the Company and persons holding across the enterprise at various levels including
senior management positions in the Company, including documentation and reporting.
their remuneration and other matters as provided under
Section 178 of the Act and Listing Regulations. The Policy
The Risk Management procedure will be reviewed by the
details are given in Corporate Governance Report.
Audit Committee and the Board of Directors on time to time
basis.
33. OTHER STATUTORY DISCLOSURES
VIGIL MECHANISM / WHISTLE BLOWER POLICY LISTING OF SHARES

Your Company’s shares are listed on the National Stock
The Company has formulated a Whistle Blower Policy and
has established Vigil Mechanism for employees including Exchange of India Limited and the Listing fee for the year
Directors of the Company to report genuine Concerns. The 2021-22 has been duly paid.
provisions of this policy are in line with the provisions of
Section 177(9) of the Act. The Company has obtained the In-principal approval from
the Exchange on 17th August, 2021 and the Principle/Listing
The Whistle Blower Policy of the Company is also available Approval for Migration from SME Platform to Capital
on the website of the Company at the link Market Segment (Main Board) of the Exchange on 31st
http://www.nandanicreation.com/docs/investors/policies/ August, 2021 (Ref. No. NSE/LIST/115). The Equity shares
WHISTLER-BLOWER-POLICY.pdf. shall be listed and admitted to dealing on the Exchange
During the year, no whistle blower event was reported & (capital market Segment) w.e.f. 02nd September, 2021.
mechanism is functioning well. Further, no personnel has
been denied access to the Audit Committee. DEPOSITORY SYSTEM
As the Members are aware, your Company’s shares are
SIGNIFICANT AND MATERIAL ORDERS PASSED BY trade-able compulsorily in electronic form and your
THE REGULATORS OR COURTS OR TRIBUNALS Company has established connectivity with both National
There are no such significant and material orders passed by Securities Depository Limited (NSDL) and Central
the regulators or courts or tribunals, impacting the going
Depository Services (India) Limited (CDSL). In view of the
concern status and company’s operations in future.
numerous advantages offered by the depository system,
the members are requested to avail the facility of
Dematerialization of the Company’s shares on NSDL &
8
CDSL. The ISIN allotted to the Company’s Equity shares is Company is required to set up an Internal Complaints
INE696V01013. Committee to look into complaints relating to sexual
harassment at work place of any women employee.
HUMAN RESOURCE DEVELOPMENT
The Company recognizes the importance of Human In terms of the provisions of the Sexual Harassment of
Women at the workplace (Prevention, Prohibition and
Resource as a key asset instrumental in its growth. The
Redressal) Act, 2013, the Company adopted a policy for
Company believes in acquisition, retention and betterment prevention of Sexual Harassment of Women at workplace
of talented team players. With the philosophy of inclusive and also set up an Internal Complaints Committee to look
growth, the Company has further redefined its into complaints relating to sexual harassment at work place
performance management system. The new system focuses of any women employee.
on progression of individual employees together with
organizational goals. Under the new system increased During the financial year ended 31st March, 2021, the
Company did not receive any compliant and no compliant
thrust will be on job rotation and multi‐skilling. HRD
was pending at beginning and at the end of the year.
activities are taken in the Company involving positive
approach to develop employees to take care of 36. CERTIFICATIONS FROM CHIEF FINANCIAL
productivity, quality and customer needs. The Company has
OFFICER/CHIEF EXECUTIVE OFFICER OF THE
to make constant efforts to manage labour shortages. To
COMPANY:
develop skilled labour, training facilities are provided to the The Company has obtained a Compliance Certificate in
employees in house or by deputing them to the machinery accordance with Regulation 17(8) of Listing Regulations
suppliers and to training institutes for specific training. The from Mr. Dwarka Dass Mundhra, the Chief Financial Officer
Company has well developed management information and Mr. Anuj Mundhra, Chairman and Managing Director of
system giving daily, monthly and periodical information to the Company. The Same is forming as Annexure-7 the part
the different levels of management. Such reports are being of this Annual Report.
analyzed and effective steps are taken to control the
efficiency, utilization, productivity and quality in the The Company has also obtained a Declaration signed by
Company. Chief Financial Officer stating that the Members of the
Board of Directors and Senior management personnel have
34. ENERGY CONSERVATION, TECHNOLOGY affirmed compliance with the code of conduct of Board of
ABSORPTION AND FOREIGN EXCHANGE Directors and senior management. The Same is forming as
EARNINGS AND OUTGO: Annexure-7 the part of this Annual Report.
The Information pursuant to Section 134(3)(m) of the
Companies Act, 2013 read with Companies (Accounts)
37. OTHER DISCLOSURES:
Rules, 2014 is as follows: Other disclosures required as per Companies Act, 2013 of
Securities and Exchange Board of India (Listing Obligations
1. The Company has no activity involving conservation of
and Disclosure Requirements) Regulations, 2015 or any
energy or technology absorption.
other laws and rules applicable are either NIL or NOT
2. There is no foreign exchange earnings and outgo.
APPLICABLE to the company.
35. POLICY ON PREVENTION OF SEXUAL
HARASSMENT AT WORKPLACE
Your Company has always believed in providing a safe and
harassment free workplace for every individual working in
its premises through various interventions and practices.
The Company always endeavors to create and provide an
environment that is free from discrimination and
harassment including sexual harassment.
In order to prevent sexual harassment of women at work

place “The Sexual Harassment of Women at Workplace
(Prevention Prohibition and Redressal) Act, 2013” was
notified on 9th December, 2013, under the said Act, every
9
38. APPRECIATION
The Board of Directors place on record sincere gratitude The Board conveys its appreciation for its customer,
and appreciation for all the employees at all levels for their shareholders, suppliers as well as vendors, bankers,
hard work, solidarity, cooperation and dedication during business associates, regulatory and government authorities
the year. for their continued support
DATE: JAIPUR FOR AND ON BEHALF OF NANDANI CREATION LIMITED

PLACE: 01.09.2021
Sd/- Sd/-
ANUJ MUNDHRA VANDANA MUNDHRA
MANAGING DIRECTOR WHOLE-TIME DIRECTOR
DIN: 05202504 DIN: 05202403
10
Form AOC-1
(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)
Statement containing salient features of the financial statement of subsidiaries/associate companies/joint
ventures
Part “A”: Subsidiaries

(Information in respect of each subsidiary to be presented with amounts in Rs.)
Sl. No. Particulars Details

1. Sl. No. 1
2. Name of the subsidiary DESI FUSION INDIA PRIVATE LIMITED
3. The date since when subsidiary was acquired 31.05.2016
4. Reporting period for the subsidiary 31ST MARCH, 2021
concerned, if different from the holding
company’s reporting period
5. Reporting currency and Exchange rate as on INDIAN RUPEES
the last date of the relevant Financial year in
the case of foreign subsidiaries
6. Share capital Rs. 50,00,000/-
7. Reserves & surplus Rs. 45,54,602.56/-
8. Total assets Rs 10,53,29,047/-
9. Total Liabilities Rs.10,53,29,047/-
10. Investments 0
11. Turnover Rs. 13,83,97,698/-
12. Profit before taxation Rs. 16,39,436/-
13. Provision for taxation Rs. 3,97,489/-
14. Profit after taxation Rs. 12,41,842/-
15. Proposed Dividend 0
16. Extent of shareholding (In percentage) 99.99%
Desi Fusion India Private Limited was incorporated on 31.05.2016 and since the incorporation it
was the Wholly-Owned Subsidiary Company of Nandani Creation Limited.
11
PART “B”: ASSOCIATES AND JOINT VENTURES
Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate
Companies and Joint Ventures
Name of associates/Joint Ventures Name 1 Name 2 Name 3

1. Latest audited Balance Sheet Date -- -- --
2. Date on which the Associate or Joint Venture was -- -- --
associated or Acquired
3. Shares of Associate/Joint Ventures held by the -- -- --
company on the year end
No. -- -- --
Amount of Investment in Associates/Joint -- -- --
Venture
Extend of Holding (In percentage) -- -- --
4. Description of how there is significant influence -- -- --
5. Reason why the associate/joint venture is not -- -- --
consolidated
6. Net worth attributable to shareholding as per -- -- --
latest audited Balance Sheet
7. Profit/Loss for the year -- -- --
i. Considered in Consolidation -- -- --
ii. Not Considered in Consolidation -- -- --

PLACE: 01.09.2021
Sd/- Sd/-
DIN: 05202504 DIN: 05202403
12
FORM NO. AOC-2
(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014)
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:
Details of contracts or arrangements or transactions not at arm’s length basis
SN Name(s) of the Nature of Duration of Salient terms of the Justification for Date(s) of Amount Date on which the
related party and contracts the contracts or entering into approval paid as special resolution
nature of /arrangemen contracts / arrangements or such contracts by the advances, was passed in
relationship ts/transactio arrangemen transactions or Board if any general meeting as
ns ts / including the value, arrangements required under first
transactions if any or transactions proviso to Section
188
- - - - - - - - -
2. Details of material contracts or arrangement or transactions at arm’s length basis
SN Name(s) of the related Nature of contracts Duration of the Salient terms of the Date(s) of Amount paid as
party and nature of / arrangements / contracts / contracts or arrangements approval by the advances, if any
relationship transactions arrangements / or transactions including the Board, if any
transactions value, if any
1 M/s Desi Fusion India Pvt. Purchase of Goods 12 Months As per the agreement 28.07.2020 -
Limited (Earlier It was
known as Nandini Creation)
(Entity in which
KMP/Relative of KMP have
significant Influence)
2 M/s Desi Fusion India Pvt. Receiving of 12Months As per the agreement 28.07.2020
Limited (Earlier It was Services -
(Entity in which
3 Anuj Mundhra, Vandna Rent paid 12Months As per the agreement 28.07.2020 -
Mundhra, Sunita Devi
Mundhra, Dwarka Dass
Mundhra and Gunjan Jain
4 M/s Desi Fusion India Pvt. Sale of Goods 12 Months As per the agreement 28.07.2020
Limited (Earlier It was
(Entity in which
13
5 Vandna Mundhra (Leasing of Rent paid 12 Months As per the agreement 28.07.2020
Brand name “Amaiva”)

PLACE: 01.09.2021
Sd/- Sd/-
DIN: 05202504 DIN: 05202403
14
FORM MR-3
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED MARCH 31, 2021
(Pursuant to Section 201, 9(1) of the Companies Act, 2013 and Rule No. 09 of the Companies (Appointment and
Remuneration Personnel) Rules, 2014
To
The Members
M/s Nandani Creation Limited
G-13, Kartarpura Industrial Area,
Near 22 Godam, Jaipur-302006,
Rajasthan
We have conducted the secretarial audit of the compliance (b) The Securities and Exchange Board of India (Prohibition
of applicable statutory provisions and the adherence to of Insider Trading) Regulations, 1992 & 2015;
good corporate practices by “NANDANI CREATION
LIMITED” (hereinafter called the “company”). Secretarial (c) The Securities and Exchange Board of India (Issue of
Audit was conducted in a manner that provided us a Capital and Disclosure Requirements) Regulations, 2009;
reasonable basis for evaluating the corporate
conducts/statutory compliances and expressing my opinion (d) The Securities and Exchange Board of India (Registrars
thereon. to an Issue and Share Transfer Agents) Regulations, 1993;
Based on our verification of the Company’s books, papers, (e) The Securities and Exchange Board of India (Listing
minute books, forms and returns filed and other records Obligations and Disclosure Requirements) Regulations,
maintained by the company and also the information 2015 (‘Listing Regulations’) to the extent applicable during
provided by the Company, its officers, agents and the Audit Period;
authorized representatives during the conduct of
secretarial audit, We hereby report that in our opinion, the We have also examined compliance with the applicable
company has, during the audit period covering the financial clauses of the following:
year ended on March 31,2021 complied with the statutory
provisions listed hereunder and also that the Company has I. The Secretarial Standards 1 and 2 issued by the Institute
proper Board-processes and compliance-mechanism in of Company Secretaries of India;
place to the extent, in the manner and subject to the II. The Listing Agreements entered into by the Company
reporting made hereinafter: with National Stock Exchange of India Limited.
We have examined the books, papers, minute books, forms During the period under review the Company has complied
and returns filed and other records maintained by Company with the provisions of the Act, Rules, Regulations,
for the financial year ended on March 31, 2021 according to Guidelines, Standards, etc mentioned above.
the provisions of:
We further report that compliance of applicable financial
(i) The Companies Act, 2013 (“the Act”) and Companies Act, laws including Direct and Indirect Tax laws by the Company
1956 (to the extent applicable) the rules made there under has not been reviewed in this Audit since the same has been
including any re-enactment thereof; subject to review by the Statutory Auditors and other
designated professionals.
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’)
and the rules made there under; The following Regulations and Guidelines prescribed under
The Securities and Exchange Board of India Act, 1992 were,
(iii) The Depositories Act, 1996 and the Regulations and in our opinion, not attracted during the financial year under
Bye-laws framed there under; report;
(iv) The following Regulations and Guidelines prescribed (a) The Securities and Exchange Board of India (Issue
under the Securities and Exchange Board of India Act, 1992 and Listing of Debt Securities) Regulations, 2008;
(‘SEBI Act’):- (b) The Securities and Exchange Board of India
(Delisting of Equity Shares) Regulation, 2009;
(a) The Securities and Exchange Board of India (Substantial (c) The Securities and Exchange Board of India
Acquisition of Shares and Takeovers) Regulations, 2011; (Buyback of Securities) Regulations, 1998; and
15
(d) The Securities and Exchange Board of India (Share iv. Where ever required, we have obtained the
Based Employee Benefits) Regulations, 2014; Management representation about the compliance of laws,
rules and regulations and happening of events etc.
We further report that:
v. The compliance of the provisions of Corporate and other
The provisions of the Foreign Exchange Management Act, applicable laws, rules, regulations, standards is the
1999 and the rules and regulations made there under in responsibility of management. Our examination was limited
relation to External Commercial Borrowings were not to the verification of procedure on test basis;
attracted during the financial year under report.
vi. The Secretarial Audit report is neither an assurance as to
We further report that: the future viability of the Company nor of the efficacy or
effectiveness with which the management has conducted
The Board of Directors of the Company is duly constituted the affairs of the Company.
with proper balance of Executive Directors, Non-Executive
Directors and Independent Directors. There were no
changes in the composition of the Board of Directors that
took place during the Audit Period. For Manisha Godara and Associates
Company Secretaries
Adequate notice is given to all directors to schedule the FRN: S2014RJ268900
Board Meetings, agenda and detailed notes on agenda Date: 01-09-2021
were sent at least seven days in advance or consent of all Place: New Delhi
directors were received in writing for shorter board Sd/-
meeting notice consents (if any), and a system exists for Manisha Godara
seeking and obtaining further information and clarifications A36531
on the agenda items before the meeting and for meaningful CP 13570
participation at the meeting. UDIN: A036531C000853798
All decision at Board Meetings and Committee Meetings are

carried by majority as recorded in the minutes of the
Meetings of the Board of Directors or Committee of the
Board, as the case may be.
We further report that there are adequate systems and

processes in the Company commensurate with the size and
operations of the Company to monitor and ensure
compliance with applicable laws, rules, regulations and
guidelines.
Management Responsibility:
i. Maintenance of secretarial records is the responsibility of

the management of the Company. Our responsibility is to
express an opinion on these secretarial records based on
our audit;
ii. We have followed the audit practices and the processes

as were appropriate to obtain reasonable assurance about
the correctness of the contents of the secretarial records.
The verification was done on test basis to ensure that
correct facts are reflected in secretarial records. We believe
that the processes and practices, we followed provide a
reasonable basis for our opinion;
iii. We have not verified the correctness and

appropriateness of financial records and Books of Accounts
of the Company or verified compliances of laws other than
those mentioned above;
16
CORPORATE GOVERNANCE REPORT
NANDANI CREATION’S PHILOSOPHY ON CORPORATE GOVERNANCE

The Company is committed to good Corporate Governance. The Company fully realizes the rights of its shareholders to
information on the performance of the Company and considers itself a trustee of its shareholders. The Company is providing
detailed information on various issues concerning the Company’s business and financial performance to its shareholders.
The basic philosophy of Corporate Governance in the Company is to achieve business excellence and dedicate itself for increasing
long-term shareholder value, keeping in view the needs and interests of all its stake holders. The Company is committed to
transparency in all its dealings and places emphasis on business ethics.
This report is prepared in accordance with the provisions of the Securities and Exchange Board of India (Listing obligations and
disclosure Requirements) Regulations, 2015 (Listing Regulations) and the report contains the details of Corporate Governance
systems and processes at Nandani Creation Limited.
GOVERNANCE STRUCTURE AND DEFINED ROLE AND RESPONSIBILITIES

Nandani Creation’s governance structure comprises of Board of Directors, committees of the Board and the Management.
OUR CORPORATE GOVERNANCE FRAMEWORK
17
BOARD OF DIRECTORS
The Board of Directors have the ultimate responsibility of ensuring effective management, long term business strategy, general
affairs, performance and monitoring the effectiveness of the Company’s corporate governance practices. The Managing Director
& Whole time Directors reports to the Board and is in charge of the management of the affairs of the Company, executing business
strategy in consultation with the Board and achieving annual long term business targets. The Managing Director and Whole-Time
Directors acts as a link between the Board and the management.
COMPOSITION OF THE BOARD

The Company believes in a well – balanced Board which enriches board discussions and enables effective decision making. The
Board has an optimal mix of executive and Non – executive directors who have considerable expertise in their respective fields
including competencies required in context of Company’s businesses.
The composition and size of the Board is reviewed periodically to ensure an optimum mix of directors with complementary skill
sets and varied perspectives for constructive debates facilitating more effective decision making.
As on the date of this report, the Board is comprised of 6 directors, 3 (Three) of which are executive promoter directors&3(Three)
are Independent Directors.
The composition of the Board is in conformity with the requirements of Regulation 17 of the Listing Regulations as well as the
Companies Act, 2013 read with the rules issued thereunder.
Sr. Name of Director Category Date of No. of Other Total No. of Committee positions in
No. Appointment Directorships Mandatory Committees (As on
(As on 31.03.2021)
31.03.2021)
Chairman Member Total
1. Mr. Anuj Promoter 21/02/2012 -- -- 1 1
Mundhra Executive
DIN: 05202504 Director
2. Mrs. Vandana Promoter 21/02/2012 -- -- 1 1
Mundhra Executive
3. Mrs. Sunita Devi Promoter 21/02/2012 1 -- -- --
Mundhra Executive
4. Mr. Gaurav Jain Independent 12/08/2016 2 3 -- 3
5. Mr. Neetesh Independent 12/08/2016 -- -- 2 2
Kabra Director
DIN: 01574553
6. Mr. Gagan Saboo Independent 12/08/2016 -- -- 2 2
The attendance of each Director at all meetings of Board of Directors and at the last Annual General Meeting held during the FY
2020-2021:
NAME OF DIRECTORS
Date of Board Anuj Mundhra Vandana Sunita Devi Gaurav Jain Neetesh Gagan Saboo
Meetings Mundhra Mundhra Kabra
14.04.2020 YES YES YES YES YES YES
18
NAME OF DIRECTORS
Date of Anuj Mundhra Vandana Sunita Devi Gaurav Jain Neetesh Gagan Saboo
Annual Mundhra Mundhra Kabra
General
Meeting
Leave of absence, if required was obtained by Directors and granted in all cases where sorted and no one has abstained
himself/herself from all the meetings of the Board of Directors held during a period of twelve months with or without seeking
leave of absence from the Board. Hence, no one falls under the limit of section 167(1)(b) of the Companies Act, 2013. The
necessary quorum was present for all the meetings.
The Board periodically reviews the compliance reports of laws applicable to the Company, as prepared.
SHAREHOLDING OF BOARD OF DIRECTORS

Sr. No. Name of Director Shareholding
1. Mr. Anuj Mundhra 3722225
2. Mrs. Vandana Mundhra 1976975
3. Mrs. Sunita Devi Mundhra 1197250
4. Mr. Gaurav Jain --
5. Mr. Neetesh Kabra --
6. Mr. Gagan Saboo --
DISCLOSURE OF RELATIONSHIP BETWEEN DIRECTORS INTER-SE:

Following Directors are related to each other:
S. No Name of Director Name of Related Director Relationship
1. Mr. Anuj Mundhra Mrs. Vandana Mundhra Wife
Mrs. Sunita Devi Mundhra Mother

2. Mrs. Vandana Mundhra Mr. Anuj Mundhra Husband
Mrs. Sunita Devi Mundhra Mother-in-Law
3. Mrs. Sunita Devi Mundhra Mr. Anuj Mundhra Son
Mrs. Vandana Mundhra Daughter in law
INFORMATION PLACED BEFORE THE BOARD:

The Board has complete access to all company – related information. The Company secretary is responsible for collation, review
and distribution of all papers submitted to the Board and committees thereof for considerations. The agenda for the meetings is
circulated well in advance to the directors to ensure that sufficient time is provided to Directors to prepare for the meeting.
The Company secretary attends all the meetings of the Board and its committees and is, inter alia, responsible for recording the
minutes of such meetings. The draft minutes of the Board and its committees are sent to the members for their comments in
accordance with the Secretarial Standards. Thereafter, the minutes are entered in the minute’s book within 30 (thirty) days of
conclusion of the meetings, subsequent to incorporation of the comments, if any, received from the Directors.
The company adheres to the provisions of the Companies Act, 2013 read with the rules issued thereunder, Secretarial Standards
and Listing Regulations with respect to convening and holding the meetings of the Board of Directors, its committees and the
General meetings of the shareholders of the Company.
19
The meetings of the Board of directors are generally held in Jaipur. The maximum interval between any 2 (Two) consecutive
Board Meetings as well within the maximum allowed gap of 120 (One hundred and twenty) days. The necessary quorum was
present for all the meeting.
EVALUATION OF BOARD:
In terms of the requirement of the Companies Act, 2013 and the listing regulations an annual performance evaluation of the
Board is undertaken where the Board formally assesses its own performance with an aim to improve the effectiveness of the
Board and the Committees. During the year, Board Evaluation Cycle was completed by the Company internally which included
the evaluation of the Board as a whole, Board Committees. The exercise was led by the Chairman along with the Chairman of the
Nomination and Remuneration Committee of the Company. The evaluation process focused on various aspects of the functioning
of the Board and Committees such as composition of the Board and Committees, experience and competencies, performance of
specific duties and obligations, governance issues, etc.
As an outcome of the above exercise, it was noted that the Board as a whole is functioning as a cohesive body which is well
engaged with different perspectives. The Board Members from different backgrounds bring about different complementarities
that help Board discussions to be rich and value adding. It was also noted that the Committees are functioning well and besides
the Committee’s terms of reference as mandated by law, important issues are brought up and discussed in the Committee
Meetings. The evaluation exercise also suggested that the Board succession planning exercise has been embedded well in the
Board processes.
INDEPENDENT DIRECTORS:
Schedule IV of the Companies Act, 2013 and Secretarial Standard – 1a Meetings of the Board of Directors mandates that the
Independent Directors of the Company hold at least one meeting in a year, without the attendance of non – Independent
Directors.
INDEPENDENT DIRECTOR’S DATABANK REGISTRATION:

Pursuant to a notification dated 22nd October, 2019 issued by the Ministry of Corporate Affairs, all independent directors are
registered with the Independent Director’s Databank.
During the financial year 2020-21, a separate meeting of the Independent Directors was held on 01st September, 2020.
The independent directors, inert alia, discussed and reviewed performance of Non – Independent Directors, the Board as a whole,
chairman of the Company and assessed the quality, quantity and timeliness of flow of information between the Company’s
management and the Board that is necessary for the Board to effectively and reasonably perform their duties.
FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS:

On and after listing of the shares of your company, pursuant to Regulation 25(7) of the Listing Regulations it was required to form
a Familiarization Programme to familiarize the Independent Directors with the Company, their roles, rights, responsibilities in the
Company, nature of the industry in which the Company operates, business model of the Company, etc. through various
programmes.
Such programmes/presentations will provide an opportunity to the Independent Directors to interact with the senior leadership
team of the Company and help them to understand the Company’s strategy, business model, operations, services and product
offerings, organization structure, finances, sales and marketing, human resources, technology, quality of products, facilities and
risk management and such other areas as may arise from time to time. The above Programme also includes the familiarization
on statutory compliances as a Board member including their roles, rights and responsibilities. The Company also circulates news
and articles related to the industry from time to time and provide specific regulatory updates.
The Familiarization programme for Independent Directors in terms of Regulation 25(7) of the Listing Regulations is uploaded on
the website of the Company and can be accessed through the following linkhttps://www.nandanicreation.com/policies.php.
20
DECLARATIONS:
The Company has received declarations from the Independent Directors that they meet the criteria of Independence laid down
under the Companies Act, 2013 and the listing regulations.
The Board of Directors, based on the declaration(s) received from the Independent Directors, have verified the veracity of such
disclosures and confirms that the Independent Directors fulfil the conditions of Independence specified in the Listing regulations
and the Companies Act, 2013 and are independent of the management of the Company
COMMITTEES OF THE BOARD:

In terms of the Listing Regulations, the Board of the Company has constituted the following Committees: -
• Audit Committee;
• Nomination & Remuneration Committee
• Stakeholders Relationship Committee;
NAME OF EXTRACT OF TERMS OF REFERENCE CATEGORY & COMPOSITION MEETINGS &

COMMITTEE ATTENDANCE
AUDIT COMMITTEE Appoints the independent auditor and NAME CATEGORY 6 Meetings Held
oversees the auditing process; Mr. Gaurav Jain CHAIRMAN during the FY 2020-
Ensures legal and regulatory Mr. Gagan MEMBER 21 on the following
compliances including the effective Saboo dates
implementation of the code of 28.07.2021
conduct; 01.09.2020
13.11.2020
23.12.2020
27.01.2021
16.02.2021
Ensures the integrity, accuracy and Mr. Neetesh MEMBER All the directors
adequacy of accounting records; Kabra were present in
every meetings
Reviews the business contingency
planning process within the group.
NOMINATION & Prepares and recommends NAME CATEGORY 1 Meeting Held
REMUNERATION governance principles applicable to Mr. Gaurav Jain CHAIRMAN during the FY 2020-
COMMITTEE the group; 21 on the following
dates
Keeps abreast of best corporate Mr. Gagan MEMBER 01.09.2020
practices; Saboo
Evaluate the effectiveness and Mr. Neetesh MEMBER
qualifications of the Board and its Kabra
committees;
Responsible for Director’s succession All the directors
planning; were present in
Develops and recommends to the every meetings
Board criteria for the selection of
Directors and senior management
Details of policy of Nomination and
Remuneration committee are given
below
STAKEHOLDERS Consider and resolve the grievances of NAME CATEGORY 1 Meeting Held
RELATIONSHIP security holders. Mr. Gaurav Jain CHAIRMAN during the FY 2020-
COMMITTEE 21 on the following
dates
01.09.2020
21
Consider and approve issue of share Mr. Anuj MEMBER
certificates, transfer and transmission Mundhra
of securities, etc.
Redressal of serious complaints Mrs. Vandana MEMBER All the directors
received from shareholders/investors Mundhra were present in
on non-receipt of shares after transfer every meetings
in the physical form, complaints on 01.09.2020
Non-receipt of annual report, Non
receipt of declared dividends etc.
Set forth the policies relating to and to
oversee the implementation of Policy
for Prevention of Insider Trading and
to review the concerns received under
the Nandani ’s Code of Conduct
REMUNERATION OF DIRECTORS:
The details of remuneration paid to the Executive and Non Executive Directors during the FY 2020-21 are as follows:
NAME OF SALARY ALLOWANCES & CONTRIBUTION TO SITTING FEES TOTAL

DIRECTOR PERQUISITES PF
Mr. Anuj 27,00,000 -- -- -- 27,00,000
Mundhra
Mrs. Vandana 10,80,000 -- -- -- 10,80,000
Mundhra
Mrs. Sunita Devi 7,20,000 -- -- -- 7,20,000
Mundhra
Mr. Gagan Saboo -- -- -- -- --
Mr. Gaurav Jain -- -- -- -- --
Mr. Neetesh -- -- -- -- --
Kabra
45,00,000
CRITERIA OF MAKING PAYMENTS TO NON- EXECUTIVE DIRECTORS:

The Sitting Fee was paid to the Non- Executive Directors within limits approved by the Board of Directors.
SERVICE CONTRACTS, NOTICE PERIOD, SEVERANCE FEES:

The appointment of the Executive Directors are governed by Resolutions passed by the Shareholders of the Company, which
covers the terms and conditions of such appointment, read with the service rule of the Company. A separate service contract is
not entered into by the Company with Executive Directors
STOCK OPTION DETAILS:

The Company does not have any stock option scheme.
NOMINATION & REMUNERATION POLICY OF THE COMPANY:

The Nomination & Remuneration Policy of the Company is designed to attract, motivate, improve productivity and retain
manpower, by creating a congenial work environment, encouraging initiatives, personal growth and team work, and inculcating
a sense of belonging and involvement, besides offering appropriate remuneration packages and superannuation benefits. The
Policy emphasize on promoting talent and to ensure long term sustainability of talented managerial persons and create
competitive advantage. The policy reflects the Company’s objectives for good corporate governance as well as sustained long
term value creation for shareholders.
22
The Remuneration Policy applies to Directors, Senior Management Personnel including its Key Management Personnel (KMPs)
and other employees of the Company. When considering the appointment and remuneration of Whole-time Directors, the
Nomination and Remuneration Committee inter –alia considers pay and employment conditions in the industry, merit and
seniority of person and the paying capacity of the Company. Remuneration of KMPs and senior management personnel is decided
by the Managing Director. The remuneration to other employees is fixed as per principles outlined above
The guiding principle is that the remuneration and the other terms of employment should effectively help in attracting and
retaining committed and competent personnel. While designing remuneration packages, industry practices and cost of living are
also taken into consideration
GENERAL BODY MEETINGS:
ANNUAL GENERAL MEETING:
The location, time and resolutions passed in the Annual General Meetings held in last 3 years are given below:
Date Location Time Items Approved by Special

Resolution
28.09.2020 Audio Visual Means 3:00 PM 3 ITEMS
30.09.2019 Registered Office 3:00 PM 1 ITEM
26.09.2018 Registered Office 3:00 PM 5 ITEMS
EXTRA ORDINARY GENERAL MEETING:

During the FY 2020-21, the details of the Extra Ordinary General Meeting held is as follows:
Date Location Time Items Approved by Special

Resolution
20.01.2021 VIDEO CONFERENCE (VC)/OTHER AUDIO 4: PM 1 ITEM
VISUAL MEANS (OAVM)
POSTAL BALLOT:
During the FY 2020-21, the details of the Postal Ballot held is as follows:
The Company has conducted the Postal Ballot in accordance with the provisions of Section 110 of the Companies Act, 2013 for
obtaining the approval of Shareholders for the purpose of migrating the Equity Shares from SME Platform (Emerge) of National
Stock Exchange of India Limited to main board of NSE.
The Postal Ballot was started from Thursday, 04th February, 2021 at 9:00 AM and ended on Friday, 05th March, 2021 at 5:00 PM.
The Special Resolution was passed on 05th March, 2021 by the Shareholders/Members.
The Company has obtained the In-principal approval from the Exchange on 17th August, 2021 and the Principle/Listing Approval
for Migration from SME Platform to Capital Market Segment (Main Board) of the Exchange on 31st August, 2021 (Ref. No.
NSE/LIST/115). The Equity shares shall be listed and admitted to dealing on the Exchange (capital market Segment) w.e.f. 02 nd
September, 2021.
The Listing on Main Board is likely to have wider participation from Investors at large and will enhance the Image and Goodwill
of the Company.
None of the business proposed to be transacted in the ensuing Annual General Meeting (AGM) require passing of a Special
Resolution through postal ballot.
23
MEANS OF COMMUNICATIONS:
The company promptly discloses information on material corporate developments and other events as required under Listing
Regulations. Such timely disclosures indicate the good corporate governance practices of the Company. For this purpose, it
provides multiple channels of communications through dissemination of information on the on – line portal of the Stock
Exchanges, press releases, the Annual Reports and by placing relevant information on its website.
PUBLICATION OF FINANCIAL INFORMATION:

Since, the Company is currently listed on SME Exchange, the Company is not required to publish the Financial Information in
Newspaper.
WEBSITE AND NEWS RELEASES:

In compliance with Regulation 46 of the Listing Regulations, a separate dedicated section under ‘investor relation’ on the
Company’s website gives information on various announcement made by the Company, Annual reports, quarterly/half yearly/
Nine – months and Annual financial results along with the applicable policies of the Company. The Company’s official new releases
and presentations made to the institutional investors and analyst are also available on the Company’s website
https://www.nandanicreation.com . Quarterly compliance reports and other relevant information of interest to the investors are
also placed under the Investor Relation sections on the Company’s website.
STOCK EXCHANGE:
The Board of Directors has approved a policy for determining materiality of events for the purpose of making disclosure to the
stock exchanges. The Managing director and the CFO & Company Secretary are empowered to decide on the materiality of
information for the purpose of making disclosures to the stock exchanges. The Company makes timely disclosures of necessary
information to National Stock Exchange of India Limited (NSE) in terms of the Listing regulations and other applicable rules and
regulations issued by the SEBI.
NEAPS (NSE ELECTRONIC APPLICATION PROCESSING SYSTEM):

NEAPS is a web based application designed by NSE for corporates. All periodical compliances filings, inter alia, shareholding
pattern, corporate governance report, corporate announcements, amongst others, are in accordance with the listing regulations,
the disclosures made to the stock exchanges, to the extent possible, are in a format that allows users to find relevant information
easily through a searching tools
GENERAL SHAREHOLDER INFORMATION:

Corporate Identity Number (CIN) L18101RJ2012PLC037976
Registered Office G-13, Kartarpura Industrial Area, Near 22 Godam, Jaipur-302006, Rajasthan
Website/Email WEBSITE: www.nandanicreation.com
E MAIL: info@jaipurkurti.com
Date, time and venue of Annual The ensuing AGM of the Company will be held on Thursday, 30th day of September,
General Meeting 2021 at 3:00PM
Financial Calendar April-March
Financial reporting for the quarter NA, since we are SME Listed Company, Quarterly Financial Reporting is not applicable
ending 30th June, 2021 on us.
Financial reporting for the October-November, 2021
quarter/half year ending 30th
September, 2021
Financial reporting for the quarter January-February, 2022
ending 31st December, 2021
Financial reporting for the year April-May, 2022
ending 31st March, 2022
Annual Result of 2021-22 End May, 2022
Dividend Payment Date NA
Date of Book Closing Thursday, 23rd September, 2021 to Thursday, 30th September, 2021 (both days
inclusive).
Depositories NSDL
24
Address: Trade World, A wing, 4th Floor, Kamala Mills Compound, Lower Parel,
Mumbai – 400013
CDSL
Address: Marathon Futurex, A-Wing, 25th floor, NM Joshi Marg, Lower Parel, Mumbai
400013
Payment of Depository Fees: Annual Custody/Issuer fees is being paid by the Company
within the due date based on invoices received from the Depositories.
International Securities INE696V01013
Identification Number (ISIN)
Name and address of Stock National Stock Exchange of India Ltd.
Exchanges at which the Company’s Exchange Plaza, Plot no. C/1, G Block, Bandra-Kurla Complex, Bandra (E), Mumbai -
securities are listed: 400051.
Tel No: (022) 26598100 – 8114.
The Company has paid the requisite Annual Listing Fees to the Stock Exchanges for
the financial year 2020-21.
Stock Codes: NSE: JAIPURKURT
Registrar & Share Transfer Agents Bigshare Services Private Limited
(RTA): 1st Floor, Bharat Tin Works Building, Opposite Vasant Oasis, Makwana Road, Marol,
Andheri East, Mumbai 400 059;
Tel.: (022) 62638200/02
Email id: admission@bigshareonline.com
Website: www.bigshareonline.com
MARKET PRICE DATA: MONTH WISE HIGH, LOW OF THE COMPANY’S EQUITY SHARES DURING THE FINANCIAL YEAR 2020-2021
AT NSE ARE GIVEN BELOW
MONTH HIGH LOW

April 9.80 9.80
May 9.80 9.80
June 9.40 8.85
July 9.40 8.85
August 8.45 7.65
September 12.8 8.00
October 13.35 12.5
November 12.70 12.30
December 13.00 12.40
January 20.00 13.00
February 24.30 19.05
March 25.25 21.75
None of the Company’s securities have been suspended from trading.
SHARE TRANSFER SYSTEM:

In terms of the Circular bearing Ref. No. SEBI/LAD-NRO/GN/2018/24 dated 8th June, 2018 and further amendment vide Circular
bearing Ref. No. SEBI/ LAD-NRO/GN/2018/49 dated 30th November, 2018, both issued by Securities and Exchange Board of India,
with effect from 1st April, 2019, the requests for effecting transfer of securities held in physical form (except in case of
transmission or transposition of securities) are not to be processed. Shareholders are requested to take action to dematerialize
the Equity Shares of the Company, promptly.
The requests for transmission or transposition of securities held in physical form are registered and returned within a period of
15 days from the date of receipt in case the documents are complete in all respects. The same are placed for consideration of the
Stakeholders’ Relationship Committee. Further, particulars of movement of shares in the dematerialized form are also placed
before the Stakeholders’ Relationship Committee
25
DISTRIBUTION OF SHAREHOLDINGS AS ON 31st MARCH, 2021:
SHAREHOLDING OF NUMBER OF PERCENTAGE OF SHARE AMOUNT PERCENTAGE OF
NOMINAL SHAREHOLDERS TOTAL TOTAL
RS. RS. RS.
1 5000 3 2.8302 7500 0.0075
40001 50000 45 42.4528 2250000 2.2424
50001 100000 27 25.4717 2700000 2.6909
100001 ABOVE 31 29.2453 95382000 95.0593
TOTAL 106 100.00 100339500 100
Category of Shareholders No of shares % of Total No. of

Shares
A. Promoters
a) Individual/ HUF 7053200 70.29
b) Foreign Bodies -- --
Total Shareholding of Promoter(s) and Promoter(s) Group (A) 7053200 70.29
B. Public Shareholding
1. Institutions -- --
a) Mutual Funds -- --
b) Foreign Institutional Investors -- --
Sub-total (B)(1):- -- --
2. Non-Institutions
a) Bodies Corp. 55000 0.54%
b) Individuals
i) Individual shareholders holding nominal share capital up to 2 lakh 565750 5.63%
ii) Individual shareholders holding nominal share capital in excess of 2 lakh 1430000 14.25%
Clearing Members 155000 1.54%
Foreign Bodies -- --
Non Resident Indians -- --
Non Resident Indians (Non Repatriation) -- --
Any Other(HINDU UNDIVIDED FAMILY) 775000 7.74%
Sub-total (B)(2):- 2980750 29.70%
Total Public Shareholding (B)=(B)(1)+ (B)(2) 2980750 29.70%
Grand Total (A+B) 10033950 100.00%
DEMATERIALIZATION OF SHARES AND LIQUIDITY:

As on 31st March, 2021 Company is listed on NSE Exchange. 99.99 %of the paid-up share capital of the Company is in
dematerialized forms, except the shares of 500 Number of Equity Shares.
OUTSTANDING GDRS / ADRS OR WARRANTS OR ANY CONVERTIBLE INSTRUMENTS, CONVERSION DATE AND ANY LIKELY
IMPACT ON EQUITY:
N.A.
COMMODITY PRICE RISK OR FOREIGN EXCHANGE RISK AND HEDGING ACTIVITIES:

With reference to Circular bearing Ref. No. SEBI/HO/CFD/CMD1/CIR/P/2018/0000000141 dated 15th November, 2018 issued by
Securities and Exchange Board of India, on disclosures regarding commodity risks by listed entities, the Company is actively
working on mitigating commodity risks and foreign exchange risks.
COMMODITY RISK:
The Company procures certain raw materials which are derivatives of various commodities, from vendors. The Company does
not undertake any commodity hedging activities on any exchange. It benchmarks its raw material prices based on international
26
forecasts and local price trends and accordingly devices its cover strategy that ensures that Company’s interests are protected
despite volatility in prices.
FOREIGN EXCHANGE RISK:

The Company is exposed to the risks associated with fluctuations in foreign exchange rates mainly on import of raw materials. It
has a well-structured foreign exchange risk management policy. The Company actively monitors the foreign exchange movements
and takes forward covers as appropriate to reduce the risks associated with transactions in foreign currencies. Please refer to
Note No. 43(d)(i) of Notes to the Standalone Financial Statements towards exposure to currency risk.
DIVIDEND:
NA
PLANT LOCATIONS:
The Company’s plants, which are operative, are located at:
1. G-13, Kartarpura Industrial area, Near 22 Godam, Jaipur-302006, Rajasthan

2. G-3A, Kartarpura Industrial area, Near 22 Godam, Jaipur-302006, Rajasthan
3. G-21A, Kartarpura Industrial area, Near 22 Godam, Jaipur-302006, Rajasthan
OTHER DISCLOSURE:
1. There were no materially significant related party transactions during the year.
2. The Board has received disclosures from senior management relating to material, financial and commercial transactions where
they and/or their relatives have personal interest. There are no materially significant related party transactions which have
potential conflict with the interest of the Company at large.
3. There was no non-compliance during the year by the Company on any matter related to Capital Market. There were no
penalties imposed on the Company by the Stock Exchanges, Securities and Exchange Board of India or any statutory authority.
4. The Company has adopted a Whistle Blower Policy and has established the necessary vigil mechanism for employees and
Directors to report concerns about unethical behavior, actual or suspected fraud or violation of the Company’s Code of Conduct
or Ethics policy. The said policy has been posted on the Company’s website. The Company affirms that no personnel have been
denied access to the Audit Committee of Directors.
5. All mandatory requirements as per Listing Regulations have been complied with by the Company.
6. Disclosure of instances along with the reasons, where the Board of Directors had not accepted any recommendation of any
Committee of the Board which is mandatorily required, in the financial year 2020-21:
There was no instance during the financial year 2020-21, where the Board of Directors did not accept the recommendation of
any Committee of the Board which it was mandatorily required to accept.
7. Total fees for all services paid by the Company, to the Statutory Auditor and all entities in the network firm/network entity of
which the Statutory Auditor is a part:
Total fees for all services paid by the Company, to M/s Ashok Holani & Company (Statutory Auditor of the Company) and other
firms in the network entity of which the Statutory Auditor is a part, as included in the consolidated financial statements of the
Company for the year ended 31st March, 2021, are as follows:
(Amount in lacs)
Fees for audit and related services paid to M/s Ashok Holani & Company 3.63
Other Services --
8. Disclosures with respect to demat suspense account/ unclaimed suspense account
a. Aggregate number of shareholders and the outstanding shares in the suspense account lying at the beginning of the year;
NIL
b. Number of shareholders who approached listed entity for transfer of shares from suspense account during the year; NIL
c. Number of shareholders to whom shares were transferred from suspense account during the year; NIL
d. Aggregate number of shareholders and the outstanding shares in the suspense account lying at the end of the year; NIL
e. That the voting rights on these shares shall remain frozen till the rightful owner of such shares claims the shares. NIL
27
9. Disclosures in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:
a. Number of complaints filed during the financial year 2020-21: Nil
b. Number of complaints disposed of during the financial year 2020-21: Nil
c. Number of complaints pending as on end of the financial year 2020-21: Nil
Particulars Regulations Details Website

Related Party Regulation 23 of No material significant transactions that may have https://www.nandanicreati
Transactions SEBI Listing potential conflict with the interests of the on.com/policies.php
Regulations and Company have occurred during the financial year
as defined under 2020-21.
the Companies The policy on dealings & materiality of related
Act, 2013. party transactions placed on the website of the
company.
Details of Non - Schedule V Part C The Company has complied with the requirements N.A
compliance by the Point 10(b) to the of the Stock Exchanges/ SEBI and other statutory
Company, penalty, SEBI (LODR) authorities as applicable. No penalty or strictures
strictures imposed Regulations, 2015. were imposed on the Company by these
on the Company by authorities.
the Stock
Exchange, or
Securities and
Exchange Board of
India ('SEBI') or any
statutory authority
on any matter
related to capital
markets
Whistle Blower Regulation 22 of The Company has adopted a Vigil Mechanism and https://www.nandanicreati
Policy and Vigil SEBI (LODR) has established the necessary vigil mechanism for on.com/policies.php
Mechanism Regulations, 2015. directors and employees to report concerns about
unethical behavior.
The said policy has been uploaded on the website
of the Company.
Policy on Archival Regulation 9 of The Company has adopted a Policy on Archival and https://www.nandanicreati
and Preservation of SEBI Listing Preservation of Documents. on.com/policies.php
Documents Regulations
Details of Regulation 27(1) The Company has complied with all mandatory https://www.nandanicreati
compliance with as specified in Part requirements and The Company has also adopted on.com/policies.php
the mandatory E of Schedule II of few non-mandatory requirements listed in
requirements and SEBI (LODR) Regulation 27(1) as specified in Part E of Schedule
adoption of non- Regulations, 2015. II of the SEBI Listing Regulations.
mandatory
requirements of
SEBI (LODR)
Regulations, 2015,
relating to
Corporate
Governance
Accounting Companies The Company has followed and prepared the -----
Treatment and (Indian Financial Statements in accordance with the
Compliance with Accounting Indian Accounting Standards (IND AS).
Accounting Standards (IND
Standards AS) Rules, 2015 The significant accounting policies which are
under Section 133 consistently applied have been set out in the
of the Companies Notes to the Financial Statements.
Act, 2013.
28
MD & CFO Part B of Schedule The Managing Director and the Chief Financial ENCLOSED
Certification II of SEBI Listing Officer have certified to the Board and have issued
Regulations certificate, certifying that the financial statements
do not contain any untrue statement and these
statements represent a true and fair view of the
Company’s affairs for the Financial Year ended
31st March, 2020.
The Said Certificate is enclosed with the Annual

report and annexed as Annexure-I to the
Corporate Governance Report.
Code of Conduct Para D of In compliance with Regulation 26(3) of the Listing https://www.nandanicreati
Schedule V of SEBI Regulations and the Companies Act, 2013, on.com/policies.php
(LODR) adopted, framed a Code of Conduct and posted on
Regulations, 2015. the website of the company.
The Code is applicable to the members of Board,

the executive officers and all employees of the
Company.
Declaration of code of conduct is given as below

Table
*Prevention of SEBI (Prohibition The board has laid down Code of Conduct for https://www.nandanicreati
Insider Trading of insider trading) insider trading in Compliance with regulation; on.com/policies.php
Regulations, 2015.
All the directors and Senior Management
Personnel who are expected to have access to
Unpublished Price Sensitive Information
concerning the Company, is responsible for
adherence to this code.
29
DECLARATION
(Pursuant to Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)
I, Mr. Anuj Mundhra, Chairman cum Managing Director of the Company, do hereby declare that all the Board members and
senior management personnel of the Company affirmed compliance with the code of conduct, adopted by the Company, for the
Board of Directors and Senior Management of the Company.
Sd/-
PLACE: JAIPUR ANUJ MUNDHRA
DATED: 01.09.2021 DIN: 05202504
CHAIRMAN & MANAGING DIRECTOR
30
ANNEXURE ‘‘I” TO THE CORPORATE GOVERNANCE
REPORT
This is to certify to the Board of Directors that;
A. We have reviewed financial statements and the cash flow statement for the year ended 31st March, 2021 and that to the
best of our knowledge and belief:
i. these statements do not contain any materially untrue statement or omit any material fact or contain statements that
might be misleading.
ii. these statements together present a true and fair view of Nandani Creation Limited affairs and are in compliance with
existing accounting standards, applicable laws and regulations.
B. To the best of our knowledge and belief, no transactions entered into by the Nandani Creation Limited during the year which
are fraudulent, illegal or violative of the Company‘s code of conduct.
C. We accept responsibility for establishing and maintaining internal controls for financial reporting and we have evaluated the
effectiveness of internal control systems of the company pertaining to financial reporting and we have disclosed to the
Auditors and the Audit committee, deficiencies in the design or operation of such internal controls, if any, of which we are
aware and the steps we have taken or propose to take to rectify these deficiencies.
D. We have indicated to the auditors and the Audit Committee
(i) Significant changes in internal control over financial reporting during the year.
(ii) Significant changes in accounting policies during the year and that the same have been disclosed in the notes to
the financial statements. And
(iii) Instances of significant fraud of which we have become aware and the involvement therein, if any, of the
management or an employee having a significant role in the company’s internal control system over financial
reporting.
Sd/- Sd/-
Place: Jaipur Anuj Mundhra Dwarka Dass Mundhra
Dated: 01.09.2021 DIN: 05202504 PAN: AGAPM0343C
Chairman & Managing Director Chief Financial Officer
31
ANNEXURE “II” TO THE CORPORATE GOVERNANCE
REPORT INDEPENDENT AUDITOR’S CERTIFICATE ON
CORPORATE GOVERNANCE
TO THE MEMBERS OF
G-13. KARTARPURA INDUSTRIAL AREA,
NEAR 22 GODAM, JAIPUR-302006,
RAJASTHAN
We have examined the compliance of conditions of corporate governance by Nandani Creation Limited (“the Company”) for the
year ended on March 31, 2021, as stipulated in Regulations 17 to 27, clauses (b) to (i) of Regulation 46(2) and paragraphs C, D
and E of Schedule V to the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015 (‘Listing Regulations’).
The compliance of conditions of corporate governance is the responsibility of the management. Our examination was limited to
procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of corporate
governance. It is neither an audit nor an expression of an opinion on the financial statements of the Company.
We have examined the relevant records of the Company in accordance with the Generally Accepted Auditing Standards in India,
to the extent relevant, and as per the Guidance Note on Certification of Corporate Governance issued by the Institute of Chartered
Accountants of India.
In our opinion and to the best of our information and according to our examination of the relevant records and the explanations
given to us, we certify that the Company has complied with the conditions of corporate governance as stipulated in the above-
mentioned Listing Regulations.
We state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness
with which the management has conducted the affairs of the Company.
PLACE: JAIPUR FOR MANISHA GODARA & ASSOCIATES

DATED: 01.09.2021 COMPANY SECRETARIES
Sd/-
CS MANISHA GODARA
M.No.: A36531
CP No.: 13570
UDIN: A036531C000870441
32
CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS
(Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015)
To, Dt. 01-09-2021

The Members
Nandani Creation Limited
G-13, Kartarpura Industrial Area, Near 22 Godam,
Jaipur-302006, Rajasthan
We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Nandani
Creation Limited having CIN: L18101RJ2012PLC037976 and having registered office at G-13, Kartarpura Industrial Area,
Near 22 Godam, Jaipur-302006, Rajasthan(hereinafter referred to as ‘the Company’), produced before us 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 and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
In our opinion and to the best of our 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 us by the Company & its
officers, We hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year
ended 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.
Sl.No. Name of Director DIN

1. Mr. Anuj Mundhra 05202504
2. Mrs. Vandana Mundhra 05202403
3. Mrs. Sunita Devi Mundhra 05203015
4. Mr. Gagan Saboo 07545038
5. Mr. Gaurav Jain 00065686
6. Mr. Neetesh Kabra 01574553
Ensuring the eligibility of, for the appointment/continuity of every Director on the Board is the responsibility of the
management of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate
is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the
management has conducted the affairs of the Company.
FOR MANISHA GODARA & ASSOCIATES

COMPANY SECRETARIES
Sd/-
CS MANISHA GODARA
M.No.: A36531
CP No.: 13570
UDIN: A036531C000853842
33
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
1. INDIAN ECONOMIC OVERVIEW
With an overall slowdown in the global economy which is estimated to have contracted by around 3.3% in 2020 on account of
COVID-19 pandemic, the prospects in 2021 have shown sizeable improvement and the negative growth is expected to be reversed
with positive growth of 6% expected to moderate to 4.4% in 2022. These are unprecedented and uncertain times. Globally, the
COVID-19 pandemic has caused massive disruptions across every sphere of human and business activity. There has been an
adverse economic impact on people, communities and countries.
The vaccination drive has picked up momentum pan-India and the outlook remains positive with the advent of new vaccines
reaching the market. Emerging Markets like India have witnessed a slowdown and there is economic fallout registered on account
of sustained lockdowns in various parts of the Country. Growth in India is estimated to have contracted to -7.3% in FY 2021 with
the country witnessing a second wave of the pandemic in March, 2021. The localized lockdowns have resumed which are likely
to impair economic activity. However, the COVID-19 pandemic has severely impacted economies worldwide. Basis the fallout,
the International Monetary Fund has projected a sharp contraction of the global economy to a status much worse than what
resulted from the 2008-09 financial crisis.
The measures taken by the government to contain spread of the COVID-19 pandemic have had an impact on the economic
activities as well as on the data collection mechanisms. Estimates are, therefore, likely to undergo sharp revisions for the aforesaid
causes in due course. V-shaped economic recovery is expected due to mega vaccination drive, recovery in the services sector and
strong growth in consumption and investment coupled with resurgence in high frequency indicators such as power demand, rail
freight, e-way bills, GST collection, steel consumption, etc.
2. TEXTILES INDUSTRY OVERVIEW:

The COVID-19 pandemic has impacted each and every business in some way or the other, the global textile industry has been
drastically impacted.
India’s textiles sector is one of the oldest industries in the Indian economy, dating back to several centuries. The close linkage of
textiles industry to agriculture (for raw materials such as cotton) and the ancient culture and traditions of the country in terms of
textiles makes it unique in comparison to other industries in the country. India’s textiles industry has a capacity to produce wide
variety of products suitable for different market segments, both within India and across the world.
The textiles and apparel industry can be broadly divided into two segments - yarn and fibre and processed fabrics and apparel.
The domestic textiles and apparel market was estimated at US$ 100 billion in FY19. The textile industry has around 4.5 crore
workers including 35.22 lakh handloom workers all over the country. In FY19, growth in private consumption was expected to
create strong domestic demand for textiles. Growth in demand is expected to continue at 12% CAGR to reach US$ 220 billion by
2025-26.
Exports of textiles (RMG of all textiles, cotton yarn/fabs/made-ups/handloom products, man-made yarn/fabs/made-ups,
handicrafts excl. handmade carpets, carpets and jute mfg. including floor coverings) stood at US$ 2.94 billion, as of May 2021.
The Indian textile and apparel industry is expected to grow to US$ 190 billion by FY26.
34
Union Budget 2021-22- Focus to bring back Growth for Textile Sector:
Indian government has come up with several export promotion policies for the textiles sector. It has also allowed 100% FDI in the
sector under the automatic route.
Initiatives taken by Government of India are:
• In April 2021, Union Minister Smriti Irani has assured strong support from the Textile Ministry to reduce industry’s dependence
on imported machine tools by partnering with engineering organisations for machinery production. She also stated that the
PLI scheme for the textile industry is almost ready. The scheme aims to develop Man Made Fiber (MMF) apparel and technical
textiles industry by providing incentive from 3-15% on stipulated incremental turnover for five years.
• To support the handloom and handicrafts sector, the government has taken steps to onboard weavers/artisans on Government
e-Marketplace (GeM), provide a wider market and enable them to sell their products directly to various government
departments and organisations. As of December 31, 2020, 171,167 weavers/artisans/handloom entities have been registered
on the GeM portal.
• Under the Scheme for Integrated Textile Parks (SITP), 59 textile parks were sanctioned, out of which, 22 have been completed.
35
3. INDIAN E COMMERCE INDUSTRY
E-commerce has transformed the way business is done in India. The Indian E-commerce industry has been on an upward growth
trajectory and is expected to surpass the US to become the second largest E-commerce market in the world by 2034. India e-
commerce sector will reach US$99 billion by 2024 from US$ 30 billion in 2019, expanding at a 27% CAGR, with grocery and
fashion/apparel likely to be the key drivers of incremental growth. According to Forrester Research, Indian e-commerce sales
rose by ~7-8% in 2020. The Indian online grocery market is estimated to reach US$ 18.2 billion in 2024 from US $1.9 billion in
2019, expanding at a CAGR of 57%.
The Indian e-commerce sector is ranked 9th in cross-border growth in the world, according to Payoneer report. Indian e-
commerce is projected to increase from 4% of the total food and grocery, apparel and consumer electronics retail trade in 2020
to 8% by 2025. India's e-commerce orders volume increased by 36% in the last quarter of 2020, with the personal care, beauty
and wellness (PCB&W) segment being the largest beneficiary. E-commerce sales in India were estimated to increase by only 7-
8% in 2020, compared with 20% in China and the US. The e-commerce market is expected to touch the US$ 84-billion mark in
2021 on the back of healthy growth in the Indian organised retail sector.
As most Indians have started shopping online rather than stepping outside their houses, the Indian e-commerce sector witnessed
an increase. India's e-commerce festive sale season from October 15 to November 15 in 2020 recorded Rs. 58,000 crore (US$ 8.3
billion) worth of gross sales for brands and sellers, up 65% from Rs. 35,000 crore (US$ 5 billion) last year.
Through its Digital India campaign, the Government of India is aiming to create a trillion-dollar online economy by 2025. It has
formed a new steering committee that will look after the development of a government-based e-commerce platform. The new
committee, set up by the Commerce Ministry, will provide oversight on the policy for the Open Network for Digital Commerce
(ONDC), which is an e-commerce platform that the government is backing for the development. The ONDC will serve as the
infrastructure for setting up the final storefront, which will be similar to Flipkart and Amazon.
Propelled by rising smartphone penetration, launch of 4G network and increasing consumer wealth, the Indian E-commerce
market is expected to grow to US$ 200 billion by 2026 from US$ 38.5 billion in 2017. Online retail sales in India is expected to
grow 31% to touch US$ 32.70 billion in 2018, led by Flipkart, Amazon India and Paytm Mall.
36
Government Initiatives- Focus to bring back Growth for Indian E Commerce Sector:
Since 2014, the Government of India has announced various initiatives, namely Digital India, Make in India, Start-up India, Skill
India and Innovation Fund. The timely and effective implementation of such programs will likely support growth of E-commerce
in the country. Some of the major initiatives taken by the Government to promote E-commerce in India are as follows:
• The Consumer Protection (e-commerce) Rules 2020 notified by the Consumer Affairs Ministry in July directed e-commerce
companies to display the country of origin alongside the product listings. In addition, the companies will also have to reveal
parameters that go behind determining product listings on their platforms.
• Under the Digital India movement, Government launched various initiatives like Umang, Start-up India Portal, Bharat Interface
for Money (BHIM) etc. to boost digitisation.
• In order to increase the participation of foreign players in E-commerce, Indian Government hiked the limit of FDI in E-commerce
marketplace model to up to 100% (in B2B models).
• Heavy investment made by the Government in rolling out fiber network for 5G will help boost E-commerce in India.
37
4. COMPANY AND PERFORMANCE OVERVIEW:
The Indian apparel industry, which is the second-largest contributor in retail after food and grocery, is also witnessing major
shifts. In addition to fashion apparel, the growing demand for fashion accessories makes the Indian fashion market both
interesting and lucrative.
A country is best known by its culture, and a culture is best known by its tradition. In an endeavour to bring the best of our country’s
cultural fabric, quite literally, we “NANDANI CREATION LIMITED” launched ‘’JaipurKurti.com”- a brand centered around
representing Indian traditional wear for all occasions. JaipurKurti.com was created to explore the varied dynamics of Indian ethnic
wear, presenting this heritage to modern women at its widest range. We are a leading fashion house specializing in traditional
designs, culturally rich styles and ethnic wear for women.
JaipurKurti.com- A Tryst with India’s Tradition

(Where Tradition meets Trends- A Production House for the Women of Today)
The three things necessary for a good style choice- fresh vibe, trend and comfort- are all displayed on the products of
JaipurKurti.com
Your Company “NANDANI CREATION LIMITED” is engaged in the manufacturing and online trading of Women Apparels like kurtis,
ethnic tops, palazzo, Patiala salwar suits, dupattas, quilted jackets, leggings, different variety of Bottom Wears, Shirts, etc. We
are popularly known and Identified in apparel market by our brand name “Jaipurkurti.com” and “Amaiva-By Jaipur Kurti”. Our
brand is best known for its ethnic wear, kurtis and traditional designs having wide range of colours, patterns and sizes. We
distribute our products by following e-retail model and have developed a sustainable business model over the period.
The Retail Journey of the Company started in the year 2018 with the opening of our 1st Retail Flagship Store “Amaiva-By Jaipur
Kurti” which later got converted in “Jaipur Kurti.com” in January, 2020.
• Later the Company opened its 2nd Retail Store in December, 2020 at Triton Mall, Jhotwara Jaipur.
• The 3rd Retail Store was opened in February, 2020 at MGF Mall, Jaipur.
• The 4th Retail Store was opened in July, 2021 at Gaurav Tower (GT), Jaipur.
We are moving towards the expansion of our Business and opening of our Retail Stores. We have opened 2 offline stores in the
FY2020-21 and are eyeing the next phase of expansion to take the count of our stores total to 20-25 by the end of the FY2023.
Founded by Anuj Mundhra and Vandana Mundhra, our promoters have adequate experience in the line of business and looks
after strategic as well as day to day business operations. Our Company started its commercial production in the F.Y. 2012-13 with
an Annual Turnover of Rs. 59.20 Lakhs; thereby growing manifold in past eight years and recently recorded an Annual Turnover
of Rs. 48.26 Cr for the F.Y. 2020-21. Brand Development and customer loyalty are one of the key factors of success in our industry.
Our Brand has been well received uptil now and we shall, continue to endeavour to build brand equity by supplying qualitative
products at competitive prices.
Business Strategy:
• We manufacture the products after deep future predictions.
• A dynamic yet consistent approach to product development.
• Wide range of products, resulting in plenty of liberty of choice.
• Strict adherence to immaculate quality standards and control
• Supply in a short span of time
• A combination of technology and designs, leading to innovation
• Balanced use of different business activities to uphold a strong market position
• Team of Designers from Top Institutes
38
5. OPPORTUNITIES & THREATS:
The SWOT Analysis of the company is as follows:
S R S AK SS S
ast o li e
igh um er o SK s
istri u o cha el
to e mai tai e
lethora o op o s
a our i te sive
ori o tall
i tegrate et or
S. . .
R S R A S
6. SEGMENTWISE OR PRODUCTWISE PERFORMANCE:

The Company is engaged in the manufacturing of Women Apparels such as Kurtas/Kurtis, Kurti with Palazzo, Kurti with Skirt,
Pants, Salwar Dupattas etc. The Bifurcation of the total units sold by us in the FY 2020-21 is as follows:
UNITS SOLD (01.04.2020-31.03.2021)

KURTIS/KURTAS
KURTI WITH PALAZZO
KURTI WITH SKIRT
DUPATTA
LEGGINGS
LOUNGE WEAR
39
7. INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY:
The scope and authority of the Internal Audit function is well defined in the organization. To maintain its objectivity and
independence, the internal audit function reports to the Chairman of the Audit Committee of the Board. The Internal Audit
Department monitors and evaluates the efficacy and adequacy of internal control systems in the Company, its compliance with
operating systems, accounting procedures and policies at all locations of the Company. Based on the report of the internal audit
function, process owners undertake corrective action in their respective areas and thereby strengthen the controls. The Company
has an Internal Control System, commensurate with the size, scale and complexity of its operations. The internal financial controls
as laid down are adequate and were operating effectively during the year.
8. HUMAN RESOURCE DEVELOPMENT AND INDUSTRIAL RELATIONS:

Our people are at the heart of how we do business. It is their talent and skills that will take us to our dream of becoming a $1
billion brand. We continue to invest in building best-in-class fashion teams. Recognizing that the workforce will provide critical
competitive edge in its growth endeavor, the Company has laid emphasis on recruiting, maintaining and developing its human
asset base.
The Company treasures its human resource as it is the most critical element responsible for the growth of the Company. It ensures
a safe, conducive and productive work environment across its properties. The Company provides regular skill and personnel
development training to enhance employee productivity and keep pace with technological advancements. The experienced and
talented employee pool plays a key role in enhancing business efficiency, devising strategies, setting-up systems and evolving
business.
9. FINANCIAL OVERVIEW:
Analysis of the profit and loss statement: (IN LACS)
PARTICULARS CONSOLIDATED STANDALONE

2020-21 2019-20 2020-21 2019-20
TOTAL REVENUE 4826.52 4709.38 4609.48 4374.00
TOTAL EXPENSES 4563.45 4571.57 4363.20 4261.78
PBT 258.08 125.80 246.28 107.62
PAT 190.43 85.22 178.01 74.17
EARNING PER SHARE 2.30 1.14 2.15 0.99
DEBT EQUITY RATIO 0.32 1.02 0.28 0.49
DEBT SERVICE COVERAGE RATIO 1.35 0.60 1.40 0.56
INTEREST SERVICE COVERAGE 2.92 2.05 3.50 2.14
RATIO
10. BUSINESS HIGHLIGHTS:

The Future prospectus/Business Highlights are as follows:
• OPENING OF NEW RETAIL STORES: We have opened 2 offline stores in the FY2020-21 and are eyeing the next phase of
expansion to take the count of our stores total to 20-25 by the end of the FY2023.
• REVENUE GENERATION: Soon to touch 100 Crore group in next 3-4 years.
• E-RETAILERS (GAME CHANGERS): E retailers are the major Game changers for the Indian Economy in the year 2021 post
COVID-19 pandemic
• MAIN BOARD MIGRATION: The Company has received In-principle approval from the Stock Exchange regarding Main Board
Migration and the Principle/Final Approval from the Stock Exchange is awaited. The Listing on the Main Board is likely to have
wider participation from investors at large and trading in the Equity Shares of the Company on the Main Board will go on the
long way in enhancing the image and goodwill of the Company. The benefits of listing on the Main Board in the form of market
Capitalization, enhanced liquidity, larger participation, visibility etc., will accrue to the Members of the Company.
40
By Migrating on the Main Board the goodwill and the growth of the Company will increase and Company will be able to expand
its business
11. ENVIRONMENT, CORPORATE SUSTAINABILITY AND SOCIAL RESPONSIBILITY:

Being a responsible corporate citizen, your Company strongly follows to giving back to the society. CSR initiatives help elevate
the quality of life of the people by promoting healthcare, education and employment opportunities. Your Company will take
numerous initiatives to develop local community around its manufacturing facilities and aims to continue its efforts to build on
its tradition of social responsibility to empower communities.
12. FORWARD LOOKING STATEMENT:

This Management Discussion & Analysis Report contains statements about expected future events and financial and operating
results of Raymond Group, which may be classified as forward-looking. By their nature, forward-looking statements require the
Company to make assumptions and are subject to inherent risks and uncertainties. There is significant risk that the assumptions,
predictions and other forward-looking statements will not prove to be accurate. Further, certain key performance indicators
mentioned in the Annual Report are based on classifications made by the Company. Do not place undue reliance on forward-
looking statements as a number of factors could cause assumptions and actual future results or events to differ materially from
those expressed in these forward-looking statements.
13. CAUTIONARY STATEMENT

Statements in the Management Discussion and Analysis and Directors Report describing the Company’s strengths, strategies,
projections and estimates, are forward looking statements and progressive within the meaning of applicable laws and regulations.
The Actual results may vary from those expressed or implied, depending upon economic conditions, Government Policies and
other incidental factors. Readers are cautioned not to place undue reliance on the forward looking statements.
41
ANALYSIS OF MANAGERIAL REMUNERATION
Pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 as amended the statistical analysis of the remuneration paid to Directors and Key
Managerial Personnel (KMP) as against the other employees of the company and with respect to the performance of the
company (PAT) is given below:
1. The percentage increase in the remuneration of each director and the ratio of the remuneration of each director to the
median remuneration of the employees of the Company for the financial year 2020-21:
Name of the Director Ratio of the remuneration of Percentage increase in the remuneration for the
each director to the median Financial Year 2020-21 as compared to previous
remuneration of the employees year remuneration
Mr. Anuj Mundhra 12.50:1 150%
Mrs. Vandana Mundhra 5.00:1 --
Mrs. Sunita Devi Mundhra 3.33:1 --
* Median Remuneration of the Employees of the Company being to be 2,16,000
2. The percentage increase in remuneration of following Key Managerial Personnel (KMP), if any, in the financial year 2020-
21:
Name of the Director Ratio of the remuneration of Percentage increase in the remuneration for the
each director to the median Financial Year 2020-21 as compared to previous
remuneration of the employees year remuneration
Mr. Dwarka Dass Mundhra 1.46:1 --
Ms Gunjan Jain 1.67:1 11.07%
3. The percentage increase in the median remuneration of employees in the financial year: 17.39%
4. The number of permanent employees on the rolls of company; 63 Employees
5. The median remuneration of employees of the Company during the Financial year: 2.16 Lacs
6. Affirmation that the remuneration is as per the remuneration policy of the Company; Remuneration paid during the year
ended March 31, 2021 is as per Remuneration policy of the Company
42
7. Average percentile increase already made in the salaried of the employees other than the Managerial Personnel in the last
Financial Year and its comparison with the percentile increase in Managerial Remuneration and justification thereof and point
out if there are any exceptional circumstances for increase in Managerial Remuneration:
The average annual increase in the salaries of employees was around 33.07% other than the managerial personnel. There was an
increase of 46.56% percentage increase in the managerial remuneration, since there was increase in the salary of KMP’s with the
approval of shareholders.

PLACE: 01.09.2021
Sd/- Sd/-
DIN: 05202504 DIN: 05202403
43
DECLARATION REGARDING COMPLIANCE BY BOARD MEMBERS AND SENIOR
MANAGEMENT PERSONNEL WITH COMPANY’S CODE OF CONDUCT
In accordance with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, I hereby confirm that, all Board
Members and Senior Management Personnel of the Company of NANDANI CREATION LIMITED have affirmed compliance with
the Code of Conduct for Board of Directors and senior management Personnel for the Financial Year 2020-21.
FOR NANDANI CREATION LIMITED
Sd/-
Place: JAIPUR Dwarka Dass Mundhra
Date: 01.09.2020 Chief Financial Officer
44
CEO/CFO CERTIFICATION
To,
The Board of Directors,
We, Mr. Anuj Mundhra, Chairman and Managing Director and Mr. Dwarka Dass Mundhra, Chief Financial Officer (“CFO”) of the
Nandani Creation Limited, to the best of our knowledge and belief, certify that:
a. We have reviewed Financial Statements and the Cash flow Statement for the year ended 31 st March, 2021 and that to the
best of our knowledge, belief and Information:
i. These financial statements do not contain any materially untrue statement or omit any material fact or contain
statements that might be misleading.
ii. These financial statements together present a true and fair view of the Company’s affairs and are in compliance with
existing accounting standards, applicable laws and regulations.
b. These are to the best of our knowledge and belief, no transactions entered into by the Company during the year which are
fraudulent, illegal or violative of the Company’s code of conduct.
c. We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated
the effectiveness of the internal control systems of the Company pertaining to financial reporting and we have disclosed to
the auditors and the Audit committee, wherever applicable, deficiencies in the design or operation of such internal
controls, if any, of which we have are aware and the steps that we have taken or propose to take to rectify these deficiencies.
d. We have indicated to the auditors and the Audit Committee, wherever applicable,
i. That there is no significant change in internal control over financial reporting during the year under reference;
ii. There is no significant change in accounting policies during the year and that the same have been disclosed in the notes
to the financial statements; and
iii. There is no significant fraud of which we have become aware and that the involvement therein, if any, of the
management or an employee having a significant role in the Company’s internal control system over financial reporting.

PLACE: 01.09.2021
Sd/- Sd/-
ANUJ MUNDHRA DWARKA DASS MUNDHRA
MANAGING DIRECTOR CHIEF FINANCIAL OFFICER
DIN: 05202504
45
STANDALONE AUDITOR’S REPORT FY 2020-21
INDEPENDENT AUDITORS’ REPORT

(REPORT ON THE AUDIT OF STANDALONE FINANCIAL STATEMENTS)
To
The Members of
Jaipur
Opinion
We have audited the standalone financial responsibilities in accordance with these
statements of NANDANI CREATION LIMITED (“the
requirements and the Code of Ethics. We believe
company”), which comprise the Balance Sheet as at
31 March 2021 and the Statement of Profit and Loss that the audit evidence we have obtained is
and statement of cash flows for the year then ended, sufficient and appropriate to provide a basis for our
and notes to the financial statements, including a opinion.
summary of significant accounting policies and other
explanatory information.
KEY AUDIT MATTERS
Key Audit Matters are those matters that, in our
In our opinion and to the best of our information
professional judgment, were of most significance in
and according to the explanations given to us, the
our audit of the standalone financial statements of
aforesaid standalone financial statements, give the
the current period. These matters were addressed in
information required by the Companies Act, 2013 in
the context of our audit of the standalone financial
the manner so required and give a true and fair view
statements as a whole, and in forming our opinion
in conformity with the accounting principles
thereon, and we do not provide a separate opinion
generally accepted in India of the state of affairs of
on these matters. We have not observed anything
the company as at March 31, 2021 and its profit and
which falls under this.
its cash flows for the year ended on that date.
INFORMATION OTHER THAN THE STANDALONE

BASIS OF OPINION
FINANCIAL STATEMENTS AND AUDITOR’S REPORT
We conducted our audit in accordance with the
THEREON
Standards on Auditing (SAs) specified under section
The Company’s Board of Directors is responsible for
143(10) of the Companies Act, 2013. Our
the preparation of the other information. The other
responsibilities under those standards are further
information comprises the information included in
described in the Auditor’s Responsibilities for the
the Management Discussion and Analysis, Board’s
Audit of the Financial Statements section of our
Report including Annexure to Board’s Report,
report. We are independent of the Company in
Business Responsibility Report, Corporate
accordance with the Code of Ethics issued by the
Governance and Shareholder’s Information, but
Institute of Chartered Accountants of India together
does not include the standalone financial statements
with the ethical requirements that are relevant to
and our auditor’s report thereon.
our audit of the financial statements under the
provisions of the Companies Act, 2013 and the Rules
Our opinion on the standalone financial statements
there under, and we have fulfilled our other ethical
does not cover the other information and we do not
express any form of assurance conclusion thereon.
46
In connection with our audit of the standalone In preparing the financial statements, Board of
financial statements, our responsibility is to read the Directors is responsible for assessing the Company’s
other information and, in doing so, consider whether ability to continue as going concern, disclosing, as
the other information is materially inconsistent with applicable, matters related to going concern and
the standalone financial statements or our using the going concern basis of accounting unless
knowledge obtained during the course of our audit the Board of Directors either intends to liquidate the
or otherwise appears to be materially misstated. If, Company or to cease operations, or has no realistic
based on the work we have performed, we conclude alternative but to do so.
that there is a material misstatement of this other
information; we are required to report that fact. We The Board of Directors are responsible for
have nothing to report in this regard. overseeing the Company’s financial reporting
process.
RESPONSIBILITIES OF THE MANAGEMENT AND
THOSE CHARGED WITH GOVERNANCE FOR THE AUDITOR’S RESPONSIBILITY FOR THE AUDIT OF THE
STANDALONE FINANCIAL STATEMENTS FINANCIAL STATEMENTS
The Company’s Board of Directors is responsible for Our objectives are to obtain reasonable assurance
the matters in section 134(5) of the Companies Act, about whether the financial statements as a whole
2013 (“the Act”) with respect to the preparation of are free form material misstatement, whether due
these standalone financial statements that give a to fraud or error, and to issue an auditor’s report
true and fair view of the financial position, financial that includes our opinion. Reasonable assurance is a
performance and cash flows of the Company in high level of assurance, but is not a guarantee that
accordance with the accounting principles generally an audit conducted in accordance with SAs will
accepted in India, including the Accounting always detect a material misstatement when it
Standards specified under Section 133 of the Act. exists. Misstatements can arise from fraud or error
This responsibility also includes the maintenance of and are considered material if, individually or in the
adequate accounting records in accordance with the aggregate, they could reasonably be expected to
provision of the Act for safeguarding of the assets of influence the economic decision of users taken on
the Company and for preventing and detecting the the basis of these financial statements.
frauds and other irregularities; selection and
application of appropriate accounting policies; As part of an audit in accordance with SAs, we
making judgments and estimates that are exercise professional judgment and maintain
reasonable and prudent; and design, professional skepticism throughout the audit. We
implementation and maintenance of adequate also:
internal financial controls, that were operating
effectively for ensuring the accuracy and • Identify and assess the risks of material
completeness of the accounting records, relevant misstatement of the financial statements, whether
to the preparation and presentation of the financial due to fraud or error, design and perform audit
statements that give a true and fair view and are procedures responsive to those risks, and obtain
free from material misstatement, whether due to audit evidence that is sufficient and appropriate to
fraud or error. provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as
47
fraud may involve collusion, forgery, intentional audit findings, including any significant deficiencies
omissions, misrepresentations, or the override of in internal control that we identify during our audit.
internal control.
We also provide those charged with governance
• Obtain an understanding of internal control with a statement that we have complied with
relevant to the audit in order to design audit relevant ethical requirements regarding
procedures that are appropriate in the independence, and to communicate with them all
circumstances. Under section 143(3)(i) of the relationships and other matters that may reasonably
Companies Act, 2013, we are also responsible for be thought to bear on our independence, and where
expressing our opinion on whether the company has applicable, related safeguards.
adequate internal financial controls system in place
and the operating effectiveness of such controls. From the matters communicated with those charged
with governance, we determine those matters that
• Evaluate the appropriateness of accounting were of most significance in the audit of the financial
policies used and the reasonableness of accounting statements of the current period and are therefore
estimates and related disclosures made by the key audit matters. We describe these matters in
management. our auditor’s report unless law or regulation
precludes public disclosure about the matter or
• Conclude on the appropriateness of management’s when, in extremely rare circumstances, we
use of the going concern basis of accounting and, determine that a matter should not be
based on the audit evidence obtained, whether a communicated in our report because the adverse
material uncertainty exists related to events or consequences of doing so would reasonably be
conditions that may cast significant doubt on the expected to outweigh the public interest benefits of
Company’s ability to continue as a going concern. If such communication.
we conclude that a material uncertainty exists, we
are required to draw attention in our auditor’s REPORT ON OTHER LEGAL AND REGULATORY
report to the related disclosures in the financial REQUIREMENTS
statements or, if such disclosures are inadequate, to 1. As required by the Companies (Auditors’ Report)
modify our opinion. Our conclusions are based on Order, 2016 (“the Order”) issued by the Central
the audit evidence obtained up to the date of our Government of India in terms of sub-section (11)
auditor’s report. However, future events or of Section 143 of the Act, we give in the
conditions may cause the Company to cease to “Annexure A” a statement on the matters
continue as a going concern. specified in paragraph 3 and 4 of the order.
• Evaluate the overall presentation, structure and 2. As required by Section 143(3) of the Act, we
content of the financial statements, including the report that:
disclosures, and whether the financial statements a) We have sought and obtained all the information
represent the underlying transactions and events in and explanations which to the best of our
a manner that achieves fair presentation. knowledge and belief were necessary for the
purposes of our audit.
We communicate with those charged with b) In our opinion proper books of account as
governance regarding, among other matters, the required by law have been kept by the Company
planned scope and timing of the audit and significant so far as appears from our examination of those
48
books and proper returns adequate for the information and according to the explanations
purposes of our audit have been received from given to us:
the branches not visited by us. I. The Company does not have any pending
c) The Balance Sheet, the Statement of Profit and litigations which would impact its financial
Loss, and Cash Flow Statement dealt with by this position.
Report are in agreement with the books of II.The Company did not have any long-term
account and the returns received from the contracts including derivatives contracts for
branches not visited by us. which there were any material foreseeable
d) In our opinion, the aforesaid standalone financial losses.
statements comply with the Accounting III.There were no amounts which required to be
Standards specified under Section 133 of the Act, transferred to the Investor Education and
read with Rule 7 of the Companies (Accounts) Protection Fund.
Rules, 2014.
e) On the basis of written representations received FOR ASHOK HOLANI AND COMPANY
from the directors as on 31 March, 2021, taken CHARTERED ACCOUNTANTS
on record by the Board of Directors, none of the FRN: 009840C
directors is disqualified as on 31 March, 2021,
from being appointed as a director in terms of
Section 164(2) of the Act. Sd/-
f) With respect to the adequacy of the internal RAHUL JANGIR
financial controls over financial reporting of the PARTNER
company and the operating effectiveness of such M NO.: 435804
controls, refer to our separate report in UDIN-21435804AAAADM9920
“Annexure B”.
g) With respect to other matters to be included in PLACE: JAIPUR
the Auditor’s Report in accordance with the DATE: 30.06.2021
requirements of the section 197(16) of the Act;
and according to the explanations given to us,
remuneration paid/provided by the company to
its directors during the year is in accordance with
the requirements of Section 197(16) of the Act;
and according to the explanations given to us,
remuneration paid/provided by the company to is
directors during the year is in accordance with the
provisions of Section 197 of the Act.
h) With respect to the other matters to be included

in the Auditor’s Report in accordance with Rule
11 of the Companies (Audit and Auditor’s) Rules,
2014, in our opinion and to the best of our
49
ANNEXURE A REFERRED TO IN PARAGRAPH 7 OF OUR REPORT OF EVEN DATE TO THE MEMBERS OF NANDANI CREATION
LIMITED ON THE FINANCIAL STATEMENTS OF THE COMPANY FOR THE YEAR ENDED MARCH 31,2021.
1. On the basis of the information and explanation given 5. The company has not accepted any deposits from the
to us during the course of our audit, we report that: public covered under section 73 to 76 of the
Companies Act, 2013
a) The company has maintained proper records showing
full particulars including quantitative details and 6. As informed to us, the Central Government has not
situation of its fixed assets. prescribed maintenance of cost records under sub-
section (1) of section 148 of the Companies Act, 2013
b) According to the information and explanations given to
us and based on the records of the company examined 7. (a) According to the information and explanations given
by us, fixed assets have been physically verified by the to us and based on the records of the company examined
management at reasonable intervals; and no material by us, the company is generally regular in depositing
discrepancies were noticed on such verification. undisputed statutory dues including provident fund,
employee’s state insurance, income-tax, Goods and
c) According to the information and explanations given to service tax, duty of customs, cess and any other statutory
us and based on the records of the company examined dues to the appropriate authorities. According to the
by us, the company does not own any Immovable information and explanations given to us, no undisputed
property, therefore reporting under this clause is not amounts payable in respect of the above were in arrears
applicable on the company as on 31st March, 2021 for a period of more than six
months from the date on when they become payable.
2. According to the information and explanations given to
us and based on the records of the company examined (b) According to the information and explanations given to
by us, physical verification of inventory has been us and based on the records of the company examined by
conducted at reasonable intervals by the management us, there are no outstanding dues of Income tax or Goods
and no material discrepancies were noticed on such and Service tax or Duty of Customs which have not been
verification. deposited on account of any dispute.
3. The company has granted Unsecured loan of Rs.22.66 7. According to the information and explanations given to
Lacs companies, firms, Limited Liability Partnerships or us and based on the records of the company examined
other parties covered in the register maintained under by us, the company hasn’t made any default in
section 189 of the Companies Act, 2013. In this regard repayment of loans or borrowing to a financial
institution, bank, Government or dues to debenture
(a) All the terms and conditions of the grant of such
holders
loan are not prejudicial to the interest of the company.
(b) No Stipulation in regard to repayment of principal
us and based on the records of the company examined
amount is stipulated however interest is received as
by us, company has not raised money by way of initial
stipulated and receipts are regular.
public offer during the year. Hence, clause 3(ix) of the
Order is not applicable to it.
(c) Since no stipulation for repayment is specified,
amount is not overdue.
9. During the course of our examination of the books and
records of the company carried in accordance with the
4. According to the records of the company examined by
auditing standards generally accepted in India, we
us and as per the information and explanations given
have neither come across any instance of fraud by the
to us, the company has not granted any loans, made
company or on the company by its officers or
investments, provided guarantee or security to parties
employees noticed or reported during the course of
listed under Section 185 and 186 of the Companies
our audit nor have we been informed of any such
Act, 2013, therefore no reporting is applicable under
instance by the Management.
these sections.
50

us and based on the records of the company examined
10. According to the records of the company examined by by us, the company is a listed entity and has made
us and as per the information and explanations given preferential allotment of Rs.1.80 Cr. during the year.
to us, the company has complied with the provisions of All the requirements as specified U/s.42 of the
Section 197 read with Schedule V to the Act. For Companies Act, 2013 has been complied and money so
details refer Para Number 15 of Note No 1 of the raised have been used for the purpose it was raised.
significant accounting policies.
14. According to the records of the company examined in
11. In our opinion and according to the information and course of our audit and as per information and
explanations given to us, the company is not a Nidhi explanations given to us, the company has not entered
Company. Hence, clause 3(xii) of the Order is not in any non-cash transaction with directors or persons
applicable to it. connected with him. Hence, provisions of Section 192
are not applicable to the company
us and based on the records of the company examined 15. According to information and explanations given to us
by us, the company is in compliance with Sections 177 and on the basis of records of the company examined
and 188 of Companies Act, 2013 where applicable by us, the company is not required to be registered
rules, and where applicable, for all transactions with under section 45-IA of the Reserve Bank of India Act,
the related parties and the details of the related party 1934.
transaction have been disclosed in the financial
statements in note no. 25.11a and 25.11bas required
by the applicable accounting standards.
DATE: 30.06.2021 FOR ASHOK HOLANI AND COMPANY

PLACE: JAIPUR CHARTERED ACCOUNTANTS
FRN: 009840C
Sd/-
RAHUL JANGIR
PARTNER
M NO.: 435804
UDIN-21435804AAAADM9920
51
ANNEXURE B REFERRED TO IN PARAGRAPH 8(G) OF OUR REPORT OF EVEN DATE TO THE MEMBERS OF NANDANI
CREATION LIMITED ON THE FINANCIAL STATEMENTS OF THE COMPANY FOR THE YEAR ENDED MARCH 31, 2021.
REPORT ON THE INTERNAL FINANCIAL CONTROLS UNDER CLAUSE (I) OF SUB-SECTION 3 OF SECTION 143 OF THE
COMPANIES ACT, 2013 (“THE ACT”)
We have audited the internal financial controls over Act, 2013, to the extent applicable to an audit of
financial reporting of NANDANI CREATION LIMITED. internal financial controls, both applicable to an
(“The Company”) as of 31st March 2021 in audit of Internal Financial Controls and, both issued
conjunction with our audit of the financial by the Institute of Chartered Accountants of India.
statements of the Company for the year ended on Those Standards and the Guidance Note require that
that date. we comply with ethical requirements and plan and
perform the audit to obtain reasonable assurance
Management’s Responsibility for Internal Financial about whether adequate internal financial controls
Controls over financial reporting was established and
maintained and if such controls operated effectively
The Company’s management is responsible for
in all material respects.
establishing and maintaining internal financial
controls based on the internal control over financial Our audit involves performing procedures to obtain
reporting criteria established by the Company audit evidence about the adequacy of the internal
considering the essential components of internal financial controls system over financial reporting and
control stated in the Guidance Note on Audit of their operating effectiveness. Our audit of internal
Internal Financial Controls over Financial Reporting financial controls over financial reporting included
issued by the Institute of Chartered Accountants of obtaining an understanding of internal financial
India (‘ICAI’). These responsibilities include the controls over financial reporting, assessing the risk
design, implementation and maintenance of that a material weakness exists, and testing and
adequate internal financial controls that were evaluating the design and operating effectiveness of
operating effectively for ensuring the orderly and internal control based on the assessed risk. The
efficient conduct of its business, including adherence procedures selected depend on the auditor’s
to company’s policies, the safeguarding of its assets, judgment, including the assessment of the risks of
the prevention and detection of frauds and errors, material misstatement of the financial statements,
the accuracy and completeness of the accounting whether due to fraud or error.
records, and the timely preparation of reliable
financial information, as required under the We believe that the audit evidence we have
Companies Act, 2013. obtained is sufficient and appropriate to provide a
basis for our audit opinion on the Company’s
Auditors’ Responsibility internal financial controls system over financial
reporting.
Our responsibility is to express an opinion on the
Company's internal financial controls over financial Meaning of Internal Financial Controls over
reporting based on our audit. We conducted our Financial Reporting
audit in accordance with the Guidance Note on Audit
of Internal Financial Controls over Financial A company's internal financial control over financial
Reporting (the “Guidance Note”) and the Standards reporting is a process designed to provide
on Auditing, issued by ICAI and deemed to be reasonable assurance regarding the reliability of
prescribed under section 143(10) of the Companies financial reporting and the preparation of financial
52
statements for external purposes in accordance with override of controls, material misstatements due to
generally accepted accounting principles. A error or fraud may occur and not be detected. Also,
company's internal financial control over financial
reporting includes those policies and procedures projections of any evaluation of the internal financial
that (1) pertain to the maintenance of records that, controls over financial reporting to future periods
in reasonable detail, accurately and fairly reflect the are subject to the risk that the internal financial
transactions and dispositions of the assets of the control over financial reporting may become
company; (2) provide reasonable assurance that inadequate because of changes in conditions, or that
transactions are recorded as necessary to permit the degree of compliance with the policies or
preparation of financial statements in accordance procedures may deteriorate.
with generally accepted accounting principles, and
Opinion
that receipts and expenditures of the company are
being made only in accordance with authorizations In our opinion, the Company has, in all material
of management and directors of the company; and respects, an adequate internal financial controls
(3) provide reasonable assurance regarding system over financial reporting and such internal
prevention or timely detection of unauthorized financial controls over financial reporting were
acquisition, use, or disposition of the company's operating effectively as at 31 March 2021, based on
assets that could have a material effect on the the internal control over financial reporting criteria
financial statements. established by the Company considering the
essential components of internal control stated in
Inherent Limitations of Internal Financial Controls
the Guidance Note on Audit of Internal Financial
over Financial Reporting
Controls Over Financial Reporting issued by the
Because of the inherent limitations of internal Institute of Chartered Accountants of India.
financial controls over financial reporting, including
the possibility of collusion or improper management
FRN: 009840C
Sd/-
RAHUL JANGIR
PARTNER
M NO.: 435804
53
STANDALONE FINANCIAL STATEMENTS FY 2020-21

CIN: L18101RJ2012PLC037976
Balance Sheet as at 31 March, 2021
Note As at 31 March, As at 31 March,
Particulars
No. 2021 2020
A EQUITY AND LIABILITIES
1 Shareholders’ funds
(a) Share capital 2 10,03,39,500.00 8,23,39,500
(b) Reserves and surplus 3 4,87,78,405.28 14,91,17,905 1,83,77,771 10,07,17,271
2 Non-current liabilities
(a) Long-term borrowings 4 1,79,10,905 3,95,39,383
(b) Deferred tax liabilities (net) 25.10 - -
(c) Other long-term liabilities 5 10,02,968.00 1,89,13,873 13,34,730 4,08,74,113
3 Current liabilities
(a) Short-term borrowings 6 1,66,96,626 1,02,78,397
(b) Trade payables 7 3,22,38,314 6,54,36,898
(c) Other current liabilities 8 2,43,85,147 2,93,90,554
(d) Short-term provisions 9 29,11,936 7,62,32,024 40,48,543 10,91,54,392
TOTAL 24,42,63,803 25,07,45,776
B ASSETS
1 Non-current assets
(a) Property, Plant and Equipment 10
(i) Tangible assets 1,12,47,458 1,03,59,209
(ii) Intangible assets 4,06,870 4,84,794
(iii) Capital work-in-progress 53,632 -
(iv) Intangible assets under development
(v) Fixed assets held for sale
1,17,07,960 1,08,44,003
(b) Non-current investments 11 52,89,600 52,89,600
(c) Deferred tax assets (net) 25.10 7,00,411 6,76,369
(d) Long-term loans and advances 12 56,55,155 41,10,445
(e) Other non-current assets - 2,33,53,125 - 2,09,20,417
2 Current assets
(a) Current investments - -
(b) Inventories 13 13,87,53,302 15,52,53,304
(c) Trade receivables 14 5,14,88,541 5,33,60,177
(d) Cash and cash equivalents 15 12,93,876 10,25,945
(e) Short-term loans and advances 16 2,87,06,486 1,95,88,440
(f) Other current assets 17 6,68,473 22,09,10,678 5,97,494 22,98,25,359
TOTAL 24,42,63,803 25,07,45,776
The accompanying notes 1 to 25 are an
integral part of the financial statements
IN TERMS OF OUR REPORT OF EVEN DATE

FOR ASHOK HOLANI & CO. FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
CHARTERED ACCOUNTANTS OF NANDANI CREATION LIMITED
Sd/- Sd/- Sd/-

RAHUL JANGIR ANUJ MUNDHRA VANDANA MUNDHRA
PARTNER MANAGING DIRECTOR WHOLE-TIME DIRECTOR
M.No. 435804 DIN: 05202504 DIN: 05202403
Sd/- Sd/-
DATE: 30.06.2021 DWARKA DASS MUNDHRA GUNJAN JAIN
PLACE: JAIPUR CHIEF FINANCIAL OFFICER COMPANY SECRETARY
UDIN: 21435804AAAADM9920
54

CIN: L18101RJ2012PLC037976
Statement of Profit and Loss for the year ended 31st March, 2021
Particulars Note No. For the year ended For the year ended
31 March, 2021 31 March, 2020
` `
Gross Income
Revenue from operations (gross) 18 45,68,85,742 43,52,58,673
Less: Excise duty - -
Revenue from operations (net) 45,68,85,742 43,52,58,673
Other income 19 40,62,455 21,40,685
Total revenue 46,09,48,197 43,73,99,358
Expenses
Cost of materials consumed 20(a) 6,79,37,050 8,19,99,432
Purchases of stock-in-trade 20(b) 9,64,57,708 11,02,26,325
Changes in inventories of finished goods, work-in-progress and stock-in-trade 20(c) 2,25,23,915 (5,32,03,499)
Employee benefits expense 21 1,49,09,648 1,75,94,167
Finance costs 22 1,18,45,033 1,28,98,228
Depreciation and amortisation expense 10 33,62,099 34,25,169
Other expenses 23 21,92,84,535 25,32,38,368
Total expenses 43,63,19,988 42,61,78,189
Profit / (Loss) before exceptional and extraordinary items and tax (3 - 4) 2,46,28,209 1,12,21,169
Exceptional items 24 4,60,000 4,60,000

Profit / (Loss) before tax 2,41,68,209 1,07,61,169
Tax expense:
(a) Current tax expense for current year 63,72,968 33,35,322

(b) Tax expense for previous year 18,649 1,58,193
(c) Deferred tax 25.10 24,042 1,48,545
Profit / (Loss) for the year 1,78,00,634 74,16,198
Earnings per share ( Face Value of Rs.10/-each): 25.9

(a) Basic 2.15 0.99
(b) Diluted 2.15 0.99
Restated Earnings per share ( Face Value of Rs.10/-each):

(a) Basic 2.15 0.99
(b) Diluted 2.15 0.99
The accompanying notes 1 to 25 are an integral part of the financial statements

Sd/- Sd/- Sd/-

M.No. 435804 DIN: 05202504 DIN: 05202403
Sd/- Sd/-
55

CIN: L18101RJ2012PLC037976
Standalone Cash Flow Statement for the period ended 31.03.2021
For the period For the period

Particulars ended 31st ended 31st
March,2021 March,2020
A. Cash flow from operating activities
Net Profit / (Loss) before extraordinary items and tax 2,46,28,209.00 1,12,21,169.00
Adjustments for:
Exceptional item (4,60,000.00) (4,60,000.00)
Depreciation and amortisation 33,62,099.00 34,25,170.00
Finance costs 1,18,45,033.00 1,28,98,228.00
Operating profit / (loss) before working capital changes 3,93,75,341.00 2,70,84,567.00
Changes in working capital:
Adjustments for (increase) / decrease in operating assets:
Current Investment
Inventories 1,65,00,002.00 (4,62,13,713.00)
Trade receivables 18,71,636.00 91,02,040.00
Short-term loans and advances (91,18,046.00) (1,05,20,247.00)
Other Current assets (70,979.00) 4,50,154.00
91,82,613.00 (4,71,81,766.00)
Adjustments for increase / (decrease) in operating liabilities:
Trade payables (3,31,98,583.00) 3,37,35,152.00
Other current liabilities (50,05,407.00) (20,68,005.00)
Short-term provisions (11,36,607.00) (8,35,373.00)
(3,93,40,597.00) 3,08,31,774.00
Cash generated from operations 92,17,357.00 1,07,34,574.00
Net income tax (paid) / refunds (63,91,617.00) (34,93,515.00)
Net cash flow from operating activities (A) 28,25,740.00 72,41,059.00
B. Cash flow from investing activities
Capital expenditure on fixed assets, including capital advances (42,26,057.00) (21,20,064.00)
Investment Purchased -
Long - Term Loans & Advances (15,44,710.00) (8,35,373.00)
(57,70,767.00) (30,06,436.00)
Net cash flow used in investing activities (B) (57,70,767.00) (30,06,436.00)
C. Cash flow from financing activities
Proceeds from Issue of Share Capital 1,80,00,000.00 86,00,000.00
Proceeds from Security Premium 1,26,00,000.00 -
Increase in long-term borrowings (2,16,28,478.00) 84,60,708.00
Increase in other long-term borrowings (3,31,762.00) 2,32,844.00
Net (increase) / decrease in working capital borrowings 64,18,299.00 (93,11,003.00)
Finance cost (1,18,45,033.00) (1,28,98,228.00)
Net cash flow used in financing activities (C) 32,13,026.00 (49,15,678.00)
Net increase / (decrease) in Cash and cash equivalents (A-B-C) 2,67,999.00 (6,81,055.00)
Cash and cash equivalents at the beginning of the year 10,25,945.00 17,07,000.00
Effect of exchange differences on restatement of foreign currency Cash and cash equivalents
Cash and cash equivalents at the end of the year 12,93,944.00 10,25,945.00
Reconciliation of Cash and cash equivalents with the Balance Sheet:
Cash and cash equivalents as per Balance Sheet 12,93,876.00 10,25,945.00
Less: Bank balances not considered as Cash and cash equivalents as defined in AS 3 Cash Flow
Net Cash and cash equivalents (as defined in AS 3 Cash Flow Statements) 12,93,876.00 10,25,945.00
Add: Current investments considered as part of Cash and cash equivalents (as defined in AS 3
Cash and cash equivalents at the end of the year * 12,93,876.00 10,25,945.00
* Comprises:
(a) Cash on hand 7,42,373.00 6,94,535.00
(b) Cheques, drafts on hand
(c) Balances with banks
(i) In current accounts 5,51,503.00 3,31,410.00
(ii) In EEFC accounts
(iii) In deposit accounts with original maturity of less than 3 months
(iv) In earmarked accounts (give details) (Refer Note (ii) below)
(d) Others (specify nature)
Notes:
(i) The Cash Flow Statement reflects the combined cash flows pertaining to continuing and discounting operations.
(ii) These earmarked account balances with banks can be utilised only for the specific identified purposes.
56

Sd/- Sd/- Sd/-

M.No. 435804 DIN: 05202504 DIN: 05202403
Sd/- Sd/-
57
NOTE NO.1 TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDING ON 31 ST MARCH 2021
NOTE (1A). BACKGROUND OF THE COMPANY
The Company was incorporated as Nandani Creation Private Limited under the provisions of the Companies Act, 1956
vide certificate of incorporation having CIN: U18101RJ2012PLC037976 dated February 21, 2012, in Jaipur. F urther,
Company was converted into public limited company i.e. Nandani Creation Limited having CIN: L18101RJ2012PLC037976
vide fresh certificate of incorporation dated August 12, 2016.
The registered office of the company is situated G-13 Kartarpura Industrial Area Near 22 Godam, Jaipur-302006.
The company is engaged in Manufacturing, produced, import, export, wholesalers, trader, buyer, seller, job workers of
dress materials, suits, sarees, garments of men, women and children including sportswear, active wear, daily wears,
fashion wears, party wears wearing apparels purses, belts, wallets, and other allied good made from cotton, silk,
synthetics, jute, velvet, woolen, leather, rexin or with any combination thereof and to participate in local, national and
international trade fairs, sales exhibitions, seminars, fashion shows or any other sales promotion scheme. The Company is
a Small and Medium Sized Company (SMC) as defined in the General Instructions in respect of Accounting Standards
notified under the Companies Act, 2013.
NOTE (1B). SIGNIFICANT ACCOUNTING POLICIES: -
1. Basis of Accounting: -
The financial statements are prepared in accordance with the applicable Accounting Standards as prescribed under
section 133 of The Companies Act, 2013 read with Rule7 of Companies (Accounts) Rules 2014 under the Historical cost
convention, on accrual basis.
The Financial Statements are prepared under the Historical Cost Conversion using the accrual method of Accounting, in
accordance with the accounting standards prescribed by the Institute of Chartered Accountants of India. However, the
Insurance Claims and other than cash compensatory Incentives are accounted on the basis of receipt. The company
follows the mercantile system of accounting and recognizes income and expenditure on accrual basis, except in case of
significant uncertainties relating to the income.
2. Revenue Recognition: -
Revenue has been considered as per AS 9- Revenue Recognition issued by Institute of Chartered Accountants of India.
3. Taxes on Income:-
Tax expense comprises both current and deferred taxes. Current tax is provided for on the taxable profit of the year at
applicable tax rates.
Deferred taxes on income reflect the impact of timing difference between taxable income and accounting income for the
year and reversal of timing differences of earlier years, if any.
For detailed breakup of current year deferred tax refer to sub note 5 to Note No.1c. (Notes to the accounts)
4. Provisions and Contingent Liability: -

A Provision is recognized, if as a result of past event the company has a present obligation that is reasonably estimable
and it is probable that an outflow of economic benefits will be required to settle the Obligation.
Contingent Liability is a possible Obligation that arises from past events and the existence of which will be confirmed only
by occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the enterprise.
5. Tangible Assets & Capital Work-In-Progress: -

Tangible Assets are stated at cost less Depreciation. Cost includes taxes, duties, freight and o ther incidental expenses
related to acquisition, improvements and installation of the assets.
6. Impairment of Assets: -
Pursuant to "AS-28 Impairment of Assets" issued by the Central Government under the Companies (Accounting Standard)
Rules 2006 for determining Impairment in the carrying amount of fixed assets, the management has concluded at since
58
recoverable amount of fixed Assets is not less than its carrying amount, therefore no provision is required for impairment
in respect of fixed Assets owned by the Company.
7. Depreciation: -
Deprecation on tangible assets is provided on “Written down Value Method” over the useful lives of the assets estimated
by the Management. The Management estimates are based on the useful life provided in the Schedule II to Companies
Act 2013.The Useful Life of Various assets are mentioned in the Chart below.
Sr. No Major Head Assets Included Useful Life
1. Plant and Equipment All Plant and machinery 15 Years
2. Furniture & Fittings All Furniture and Fixtures 10 Years
3. Office Equipment Air Conditioner, EPBX, 5 Years

Fan, Mobile, CC TV
Camera, Finger Print
Machine, Water
Cooler, Bar Code
Machine
4. Motor Vehicle Truck & Cars 8 Years
5. Computer and Data Processing Units Computers and Printers 3 Years
8. Earnings per Share: -

Basic earnings per share are computed by dividing the net profit after tax by the weighted average number of equity
shares outstanding during the period. The numbers of equity shares are adjusted retrospectively for all periods
presented.
The Calculation of Weighted Average Number of Equity Shares for Earning per share is described below: -
Particulars Current Year Previous Year
No. Of No. Of Days Weighted No. Of No. Of Days Weighted

Shares outstanding average Shares outstanding average
outstanding number of Outstanding number of
Shares Shares
Number of 8233950 365 8233950 2949580 365 2949580

Shares
outstanding at
the Beginning of
the year
By way 0 0 0 4424370 365 4424370

of
Bonus Issue
60
Issue through 1800000 9 44384 860000 34 80110

preferential
allotment
Total Shares 10033950 8278333.56 8233950 7454060

outstanding at
the end of the
year
The Calculation of Weighted Average Number of Equity Shares for Restated Earnings per share described below: -
Particulars Current Year Previous Year
No. Of No. Of Days Weighted No. Of No. Of Days Weighted

Shares outstanding average Shares outstanding average
outstanding number of Outstanding number of
Shares Shares
Number of 8233950 365 8233950 2949580 365 2949580

Shares
outstanding at
the Beginning of
the year
By way 0 0 0 4424370 365 4424370

of
Bonus Issue
Issue through 1800000 9 44384 860000 34 80110
preferential
allotment
Total Shares 10033950 8278333.56 8233950 7454060

outstanding at
the end of the
year
9. Investments: -
Investments are either classified as current or non-current based on management’s intention. Long Term Investments
includes investment made in the share capital of Subsidiary Company which are carried at cost.
10. Foreign Currency Transactions: -

a). Transactions denominated in foreign currency are normally recorded at the exchange rate prevailing at the time of the
transaction.
b). Monetary items denominated in foreign currency at the year end and not covered under forward exchange contracts
are translated at the yearend rates. However, in current year Company has not translated monetary items at yearend
rates.
c). Any income or expense on account of exchange difference between the date of transaction and on settlement Date or
on translation is recognized in the profit and loss account as income or expense except in cases where they relate to the
acquisition of fixed assets in which case they are adjusted to the carrying cost of such assets.
61
d). As per the information provided by the management, the company has not entered into any forward contracts.
11. Valuation of Inventories:

The inventories are physically verified at regular intervals by the Management. Raw materials, stores and Spares are
valued at cost Finished Goods and Traded Goods are valued at Cost or Market Value/Contract Price Whichever is lower.
12. Gratuity Valuation: -

The company is not participating in any employee benefits plans for payment of gratuity and other retirement benefits.
The gratuity liability is ascertained on the report of actuary and provision of the same has been made in the books of
accounts.
13. Duty Drawback: -

Duty Drawback is recorded on Receipt basis. Management is not able to estimable the amount of Claim receivable,
therefore the duty drawback is recorded on receipt basis rather than on Accrual basis.
14. Prior Period Expenses: -

Prior Period Expenses for previous years have been expensed out during the current year and it is disallowed as per
Income Tax Act.
15. Management Remuneration: -

Disclosures with respect to the remuneration of Directors and employees as required under Section 197 of Companies
Act, 2013 and Rule 5 (1) Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 has been
provided in the below mentioned table: -
A. Remuneration to Managing Director, WTD and / or Manager:
Sr. Particulars of Remuneration Name of Total Amount

No. MD/WTD/Manager
MD WTD
1. Gross Salary 27,00,000.00 18,00,000.00 45,00,000.00
a) Salary as per Provisions contained in

section 17(1) of the Income Tax Act,1961.
b) Value of perquisites u/s

17 (2) of Income Tax Act,1961
c) Profits in lieu of salary under section

17(3) Income- tax Act, 1961
2. Stock option 0 0 0
3. Sweat Equity 0 0 0
4. Commission 0 0 0
5. Any other Benefits 0 0 0
Total 27,00,000.00 18,00,000.00 45,00,000.00
62
Ceiling as per Schedule V of the 60,00,000.00

Companies Act on the account of
inadequate profit
The remuneration is paid as per limits sets out in Section II Part A of Schedule V in case of no profit or inadequate profit and as
per resolution passed in the General meeting of the members.
B. Remuneration to key managerial personnel other than MD / Manager/ WTD: -

Sr. Particulars of Remuneration Name of Managerial Person other Total Amount
No. than MD / WTD / Manager
CEO CFO CS
1. Gross Salary 0.00 3,60,000.00 3,51,850.00 7,11,850.00

.00
a) Salary as per Provisions contained 0 0 0 0
in section 17(1) of the Income Tax
Act,1961.
b) Value of perquisites u/s 17 (2) of 0 0 0 0

Income Tax Act,1961
c) Profits in lieu of 0 0 0 0
salary under section 17(3) Income-

tax Act, 1961
2. Stock option 0 0 0
3. Sweat Equity 0 0 0
4. Commission 0 0 0
5. Any other Benefits 0 0 0
Total 0.00 3,60,000.00 3,51,850.00 7,11,850.00

.00
16. Cash and Cash Equivalents: -

Cash and cash equivalents for the purposes of cash flow statement comprise cash at bank and in hand, fixed deposits
with banks which are short term, highly liquid investments that are readily convertible into known amounts of cash and
which are subject to an insignificant risk of changes in value.
17. Segment Reporting: -

The activities of the company are such that the According to AS-17 “Segment Reporting: is not applicable in the company.
Note 1c. Notes to Accounts: -

1. The Financial Statements for the year ended on 31st March, 2020 are prepared based on Schedule III of Companies Act
2013.
2. The financial statements including financial information have been prepared after making such regroupings and
adjustments, considered appropriate to comply with the same. As result of these regroupings and adjustments, the
amount reported in the financial statements / information may not necessarily be same as those appearing in the
respective audited financial statements for the previous year.
63
3. The Micro Small and Medium Enterprise registered under The Micro small and Medium Enterprise Development Act
2006 have been taken based on the list of MSME creditors provided by the management. However, as the Company has
not received any claims in respect of such interest and as such, no provision has been madeinthebooksofaccounts.
4. Related Party Disclosure (AS18):- Related party transactions are reported as per AS-18 of Companies (Accounting
Standards) Rules, 2006, as amended, in the below mentionedtable:
Natureof Period
Transaction
2020-21 2019-20
1. Mr. Anuj Mundra (MD)
Remuneration (Gross Paid) 2,700,000.00 1,080,000.00

Rent Paid 630,000.00 1,080,000.00
Interest Paid 933,865.00 11,00,648.00
Equity Contribution 11,900,000.00 47,50,000.00
Repayment of Loan 1,07,73,344.33 0
2. Mrs. Sunita Devi Mundra (WTD)

Rent Paid 0 0
Interest Paid 568936.00 5,12,598.00
Repayment of Loan 30,64,670.00 000
0
3.Mrs. Vandana Mundra (WTD)

Royalty paid 0.00 10.00
Interest paid 477,998.00 2,17,488.00
Repayment of Loan 16,88,850.00 0
000
4. Mr. Dwarka Das Mundra (CFO)

Repayment of Loan 57,896.00 0.00
Equity Contribution 0.00 0.00
5.Gunjan Jain (CS)

6.Desi Fusion India Private Limited
Job Charges 0.00 0.00

Stitching Charges 1,01,03,614.00 1,70,08,389.00
Interest Received 1,88,289.00 2,26,582.00
Purchase Goods 10,60,32,165.90 11,56,47,143.00
Sale of Goods 989168.30 75,00,000.00
Unsecured Loan to Company 0.00 20,92,105.00
64
5. Accounting for Taxes on Income (AS 22) Deferred Tax liability/Asset in view of Accounting Standard – 22: -
“Accounting for Taxes on Income” as at the end of the year / period is reported in the below mentioned table: -
Particulars As at As at
31 31
March, 2021 March, 2020
Deferred tax Assets (Opening Balance) 6,76,368.60 5,27,824.00
Tax effect of items constituting deferred tax liability

On difference between depreciation as per books and as per tax
On expenditure deferred in the books but allowable for tax purposes
On items included in Reserves and surplus pending amortization into the

Statement of Profit and Loss
Others (DTA reversed during the year)
Tax effect of items constituting deferred tax assets

Provision for compensated absences, gratuity and other employee benefits
Provision for doubtful debts / advances

Disallowances under Section 40(a)(i), 43B of the Income Tax Act, 1961
On difference between depreciation as per books and as per tax 24,042.02 1,48,544.60
Unabsorbed depreciation carried forward

Brought forward business losses
On items included in Reserves and surplus pending
amortization into the Statement of Profit and Loss
Others - Preliminary Expenses
Net deferred tax asset 7,00,410.62 6,76,368.60
The Company has recognized deferred tax asset on Depreciation as per books and depreciation allowable as per Income
Tax Act 1961.
The net deferred tax asset is classified as non-current assets and disclosed on the face of the Balance Sheet.
6. Amounts in the financial statements Amounts in the financial statements are rounded off to nearest rupee. Figures in
brackets indicate negative values.
7. Unsecured loans, advances from customers, advances recoverable in cash or in kind, investments and various other
65
parties are subject to confirmations.
8. The management of the company has carried out an exercise to ascertain impairment of Fixed Ass ets, if any. In the
opinion of the management of the company there is no indication of impairment of assets as at 31/03/2021 and
therefore no effect of impairment is required to be given in the books of account.
9. Cash Balance is taken as valued & certified by management.
10. Pending Litigations and Criminal Proceedings: -

Except as stated below there are no outstanding litigations, suits, criminal or civil prosecutions, proceedings or tax
liabilities against/by our Company, our Directors, our Promoters and our Group Entities and there are no defaults, non -
payment of statutory dues, over-dues to banks/financial institutions, defaults against banks/financial institutions by our
Company, default in creation of full security as per terms of issue/other liabilities. No proceedings initiated for
economic/civil/any other offences (including past cases where penalties may or may not have been awarded and
irrespective of whether they are specified under paragraph (I) of Part 1of Schedule V to the Companies Act other than
unclaimed liabilities of our Company and no disciplinary action has been taken by SEBI or any stock exchange against our
Company, our Promoters, our Directors and Group Entities.
Further, except as stated herein, there are no past cases in which penalties have been imposed on our Company, our
Promoters, our directors or our Promoter Group Entities, and there is no outstanding litigation against any other
Company whose outcome could have a material adverse effect on the position of our Company. Further, there are no
cases of litigation, defaults etc. in respect of companies / firms / ventures with which the Promoters were associated in
the past but are no longer associated, in respect of which the name(s) of the Promoters continues to be associated.
Further, apart from those as stated below, there are no show-cause notices / claims served on our Company our
Promoters, our Directors or our Group Entities from any statutory authority / revenue authority that would have a
material adverse effect on our business.
a. Outstanding Demands relating to Direct Taxes: -

There is no Demands relating to Direct Taxes.
b. Outstanding Demands relating to Indirect Taxes: -

There is no Demands relating to Indirect Taxes.
66
Notes forming part of the financial statements

Note 2 Share capital
Particulars As at 31 March, 2021 As at 31 March, 2020
Number of Amount in Number of Amount in

shares Rupees shares Rupees
(a) Authorised
Equity shares of Rs.10/- each with voting rights 1,10,00,000 11,00,00,000 1,10,00,000 11,00,00,000
(b) Issued
Equity shares of ` Rs.10/- each with voting rights 1,00,33,950 10,03,39,500 82,33,950 8,23,39,500
(c) Subscribed and fully paid up

Equity shares of Rs.10/- each with voting rights 1,00,33,950 10,03,39,500 82,33,950 8,23,39,500
1,00,33,950 10,03,39,500 82,33,950 8,23,39,500
Total 1,00,33,950 10,03,39,500 82,33,950 8,23,39,500

Refer Notes 2.1 to 2.4 below
Note 2.1 Reconcilation of the number of Equity Share outstanding is set out below :

Number of Amount in Number of Amount in
shares Rupees shares Rupees
As at the beginning of the year 82,33,950 8,23,39,500 29,49,580 2,94,95,800
Add : Shares issued through allotment Bonus - - 44,24,370 4,42,43,700
Add : Shares issued through consideration other than cash
Add : Share issued through Prefrential allotment 18,00,000 1,80,00,000 8,60,000 86,00,000
As at the end of the year 1,00,33,950 10,03,39,500 82,33,950 8,23,39,500
1,00,33,950 10,03,39,500 82,33,950 8,23,39,500
Note 2.2 Shareholders holding more than 5% of the Equity share in the company
Name of the ShareHolders As at 31 March, 2021 As at 31 March, 2020

Number of Number of
% of Holding % of Holding
shares shares
Mr. Anuj Mundra 37,22,225 37.10% 30,22,225 36.70%
Mrs. Vandna Mundra 19,76,975 19.70% 14,26,975 17.33%
Maverick Share Brokers Limited - - 7,25,000 8.81%
Sunita devi Mundhra 11,97,250 11.93% 6,47,250 7.86%
68,96,450 68.73% 58,21,450 70.70%
Note 2.3 Rights, preferences and restrictions attached to the equity shares
The company has only one class of equity shares having a par value of Rs.10 per share. Each holder of equity share is enitled to one vote per
share.
Note 2.4 Issue through Prefrencial allotment

The company has issued and alloted 18,00,000 equity share as prefrencial share on 23.03.2021 by conversion of unsecured loan taken from its
directors.
67

Note 3 Reserves and surplus
As at 31 March, 2021 As at 31 March, 2020
Particulars
` `
(i) Surplus / (Deficit) in Statement of Profit and Loss
As per previous year balance sheet 1,78,77,771 2,46,28,190
Add: Profit / (Loss) for the year 1,78,00,634 74,16,198
Less: Bonus Issued - 1,36,66,617
Less: Transfer to general reserve - 5,00,000
Closing balance 3,56,78,405 1,78,77,771
(ii) General Reserve

As per previous year balance sheet 5,00,000 5,00,000
Add: Transferred from Profit & Loss account - 5,00,000
Less: Bonus share issued during the year - 5,00,000
Closing balance 5,00,000 5,00,000
(iii) Security Premium

As per previous year balance sheet - 3,00,77,083
Add: Proceed Received from Issue of share 1,26,00,000
Less: Bonus Issued - 3,00,77,083
Closing balance 1,26,00,000 -
Total 4,87,78,405 1,83,77,771
Note 4 Long term borrowings
Particulars Non current Current
Non current Maturities Current Maturities
Maturities Maturities
` ` ` `
A. Term loans
a). From banks
Secured
1) HDFC Bank Limited - 48,398 23,110 2,63,047
2) Bank Of India 28,32,983 9,67,017
Unecured
a). From NBFC and other financial Institutions 1,25,04,017 2,23,31,065 1,96,36,329 2,79,91,856
Total (A) 1,53,36,999 2,33,46,481 1,96,59,439 2,82,54,903

(B) Loans & Advances From Related parties (Refer Note No. 25.11,
25.11a & 25.11b)
Secured
Unsecured
1.) Anuj Mundra 11,49,248 - 1,09,88,727 -
2.) Sunita Devi Mundra 8,35,120 - 33,30,854 -
3.) Vandana Mundra 5,66,011 - 17,76,863 -
4.) Dwarka Das Mundhra 23,527
(C) Loans & Advances From Others
Secured
Unsecured - - 37,83,500
Total (B+C) 25,73,906 - 1,98,79,944 -
Grand Total (A+B+C) 1,79,10,905 2,33,46,481 3,95,39,383 2,82,54,903
Notes: 4.1
(ii) Details of Long-term borrowings guaranteed by some of the directors or others:
Particulars
`
Loans repayable on demand from banks 38,48,398 2,86,157
Loans repayable on demand from other parties 3,48,35,082 4,76,28,185
Loans and advances from related parties 25,73,906 1,60,96,444
Other loans and advances - 37,83,500
Total 4,12,57,386 6,77,94,286
68
Note 4.2 Additional information to Secured/Unsecured long term

borrowings
The long term portion of term loans are shown under long term borrowings and the current maturities of the long term borrowings are shown under the current
liabilities as per the disclosure requirements of the Revised Schedule III.
Note 4.3 Details of securities and Terms of repayment
I. Secured
(A). Term Loans
a). Banks
1. HDFC Bank Limited - Note 4(A)(a)(1)
Secured by hypothecation of Honda City car as specified in the schedule annexure to the loan agreement executed on 29.03.2016. The loan is repayable in 62
monthly installments cmprising of first 61 installements of Rs.23,300 and last installement of Rs.2426. The period of maturity w.r.t balance sheet date is 3
months.
2. Bank of India - Note 4(A)(a)(2)
Company has taken Loan (WCTL) from Bank Of India amounting as for Rs.38 Lakhs which is used to augment net working capital. .The Loans is secured by
hypothecation of entire stock .The Loans carries ROI of 7.85%.The Loans is sanctioned for 48 months and there will be monotorium of 12 months . The
repayment shall commence from June 2021 in 36 monthly insttalement of Rs.1,18,816.The period of maturity w.r.t balance sheet date is 36 months.

Note 5 Other long-term liabilities

` `
(a) Trade Payables: *
(A) total outstanding dues of micro enterprises and small enterprises 8,378 8,378.00
(B) total outstanding dues of creditors other than micro enterprises 9,306 5,42,551
and small enterprises
(b) Others:
(i) Payables on purchase of fixed assets

(ii) Contractually reimbursable expenses
(iii) Interest accrued but not due on borrowings
(iv) Interest accrued on trade payables
(v) Interest accrued on others
(vi) Trade / security deposits received
(vii) Advances from customers
(viii) Income received in advance (Unearned revenue)
(ix) Gratuity Fund 9,85,284 7,83,801
Total 10,02,968.00 13,34,730.00
69

Note 6 Short-term borrowings
Particulars As at 31 March, As at 31 March, 2020
2021
` `
(a) Loans repayable on demand
From banks
Secured 1,66,96,626 1,02,78,397
Unsecured -
1,66,96,626 1,02,78,397
From other parties
Secured
Unsecured
- -
Total 1,66,96,626 1,02,78,397
Notes:
(i) Details of security for the secured short-term borrowings:
Particulars Nature of security As at 31 March, As at 31 March, 2020
2021
` `
Loans repayable on demand
from banks:
a) Bank of India CC A/c Secured by hypothecation of stock & 1,66,96,626 1,02,78,397
debtors of the company and personnel
guarantee of all the directors of the
company. The loan is further secured
by Government of India under CGTSME
scheme The Applicable rate of interest
on CC limit is 8.60% p.a. with monthly
rest.
Total - from banks 1,66,96,626 1,02,78,397
70

Note 7 Trade payables
` `
Trade payables:
(A) total outstanding dues of micro enterprises and small enterprises 1,10,36,009 4,11,37,539
(B) total outstanding dues of creditors other than micro enterprises and small 2,12,02,305 2,42,99,358
enterprises
Total 3,22,38,314 6,54,36,898
Note 7.1 "For the disclourer of the suppliers under the Micro, small and medium enterprises Development Act, 2006, refer note
no. 25.3
Note 8 Other current liabilities

` `
(a) Current maturities of long-term debt (Refer Note (i) below) 2,33,46,481 2,82,54,903
(b) Interest accrued but not due on borrowings 10,270 -
(c) Interest accrued and due on borrowings
(d) Other payables
(i) Statutory remittances (Contributions to PF and ESIC, Withholding Taxes, 7,32,666 9,03,915
Excise Duty,
(ii) Payables VAT, Service
on purchase Tax,
of fixed etc.)
assets
(iii) Contractually reimbursable expenses
(iv) Interest accrued on trade payables
(v) Interest accrued on others
(vi) Trade / security deposits received
(vii) Advances from customers 2,95,730 2,31,736
(viii) Others (specify nature) -
Total 2,43,85,147 2,93,90,554
Note (1) For the Current Maturities of long terrm borrowings (refer note 4 and note 4.1 in Note 4- Long term borrowings for details
of borrowings, gurantee and details of current maturities
Note 9 Short-term Provision

` `
(a) Provision - Others:
(i) Provision for Income tax (Actual Provision is Rs.63,72,968/- less Advance 13,13,226 24,62,664
Tax and TDS Rs.5059742.39/-)
(ii) Provision
a. Provision for Salary & wages 9,99,554 10,59,675
c. Provision for Elelctricity 1,15,702 84,204
d. Provision for expenses 1,53,454 1,42,000
e. Provision for statutory audit fees 3,30,000 3,00,000
Total 29,11,936 40,48,543
71

Note 10 Property, Plant and Equipment
Gross block Accumulated depreciation and impairment Net block
A.Tangible assets Balance Balance Balance Depreciation / Balance Balance Balance

as at Additions Disposals as at as at amortisation expense as at as at as at
1 April, 2020 31 March, 2021 1 April, 2020 for the year 31 March, 2021 31 March, 2021 31 March, 2020
` ` ` ` ` ` ` ` `
(a) Plant and Equipment
Owned 53,72,592 39,88,100 - 93,60,692 19,97,758 11,19,217 31,16,975 62,43,717 33,74,834
(b) Furniture and Fixtures
Owned 68,07,423.03 43,286 - 68,50,709 27,36,048 10,60,978 37,97,026 30,53,682 40,71,375
(c) Office equipment
Owned 40,93,555.77 77,905 - 41,71,461 28,14,097 5,43,522 33,57,619 8,13,842 12,79,459
(d) Computer
Owned 19,83,266.32 63,136 - 20,46,402 17,36,662 1,20,980 18,57,642 1,88,760 2,46,604
(e) Vehciles
Owned 39,33,479.00 - 39,33,479 25,46,541 4,39,480 29,86,021 9,47,458 13,86,938
-
Total 2,21,90,316 41,72,426 - 2,63,62,742 1,18,31,107 32,84,177 1,51,15,284 1,12,47,458 1,03,59,209
Previous year 2,00,70,252 21,20,064 - 2,21,90,316 84,87,505 33,43,602 1,18,31,107 1,03,59,209 1,15,82,747
Gross block Accumulated depreciation and impairment Net block

Balance Balance Balance Depreciation / Balance Balance Balance
B.Intangible assets as at Additions Disposals as at as at amortisation expense as at as at as at
` ` ` ` ` ` ` ` `
Software 6,22,881 - - 6,22,881 1,38,087 77,924 2,16,011 4,06,870 4,84,794
Total 6,22,881 - - 6,22,881 1,38,087 77,924 2,16,011 4,06,870 4,84,794.38

Previous Year 6,22,881 - - 6,22,881 56,520 81,567 1,38,087 4,84,794 4,46,018
Grand Total 2,28,13,197 41,72,426 - 2,69,85,623 1,19,69,194 33,62,101 1,53,31,295 1,16,54,328 1,08,44,003

Note 10a Capital Work in Progress

Particulars
Vaishali New Stock WIP 53,632 -
Total 53,632 -
72

Note 11 Non-current investments
Quoted Unquoted Total Quoted Unquoted Total
` ` ` ` ` `
Investments (At cost):
A. Trade
(a) Investment in equity instruments
(b) Investment in preference shares
(c) Investment in debentures or bonds
Total - Trade (A)
B. Other investments
(i) Of Related Parties
(a) Desi Fusion India Pvt Ltd.499950 shares @ Rs 10/-
each 49,99,500 49,99,500 49,99,500 49,99,500
(C) Other non-current investments
Sovering Gold Bond Scheme 2017-18 2,90,100 2,90,100 2,90,100 2,90,100
(Interest rate @2.5% every half year ended)
Total - Other investments (B) 52,89,600 52,89,600 52,89,600 52,89,600
Total (A+B) 52,89,600 52,89,600 52,89,600 52,89,600
Less: Provision for diminution in value of investments
Total 52,89,600 52,89,600

Aggregate amount of quoted investments
Aggregate market value of listed and quoted
investments
Aggregate value of listed but not quoted investments

Aggregate amount of unquoted investments 52,89,600 52,89,600
73

Note 12 Long-term loans and advances

` `
(a) Loans and advances to related parties (refer note 25.11) -
Unsecured, considered good 22,66,272 20,92,105

22,66,272 20,92,105
Less: Provision for doubtful loans and advances
22,66,272 20,92,105
(b) Security deposits
33,88,883 19,93,992
Less: Provision for doubtful deposits
33,88,883 19,93,992
(c) Balances with government authorities
Unsecured, considered good

(i) CENVAT credit receivable
(ii) Advance Tax
(iii) Tax Deducted at source/Advance Tax - 24,348
- 24,348
(d) Others (Adavance recocerable in cash or Kind)

Unsecured, considered good -
Doubtful
- -
Less: Provision for other doubtful loans and advances
- -
Total 56,55,155 41,10,445
Note: 12.1 Long-term loans and advances include amounts due from:
Directors * 50,000 50,000
Other officers of the Company *
Firms in which any director is a partner (give details per firm)
From Subsidiary Company (Desi Fusion India Pvt Ltd) 22,66,272 20,92,105
23,16,272 21,42,105
74

Note 13 Inventories
(At lower of cost and net realisable value)
Particulars
` `
a). Raw Material 85,57,114 33,18,919
b). Finshed Goods 12,92,63,970 15,17,87,885
c).Stock of consumables and packing Material 9,32,217 1,46,500
Total 13,87,53,302 15,52,53,304
Note 14 Trade receivables

` `
a. More than six months 21,92,394 1,30,34,238
b, Other 4,92,96,147 4,03,25,939
5,14,88,541 5,33,60,177
Less: Provision for bad and doubtful debts -
5,14,88,541 5,33,60,177
Unsecured, considered good 5,14,88,541 4,59,35,121

Doubtful - 74,25,056
Total 5,14,88,541 5,33,60,177
Note14.1: Trade receivables include debts due from:

Directors *
Other officers of the Company *
Private companies in which any director is a director or member

- -
Note 15 Cash and cash equivalents

` `
(a) Cash on hand 7,42,373 6,94,535
(b) Cheques, drafts on hand
(c) Balances with banks
(i) In current accounts 5,51,503 3,31,410
(ii) In EEFC accounts
(iii) In Deposit accounts
(d) Others (specify nature)
Total 12,93,876 10,25,945
Of the above, the balances that meet the definition of Cash and cash 12,93,876 10,25,945
equivalents as per AS 3 Cash Flow Statements is
75

Note 16 Short-term loans and advances
`
(a) Loans and advances to related parties
-
Less: Provision for doubtful loans and advances -
-
(b) Security deposits
Unsecured, considered good - -
-
Less: Provision for doubtful deposits -
- -
(c) Loans and advances to employees
Unsecured, considered good - 1,75,000
Doubtful
- 1,75,000
Less: Provision for doubtful loans and advances
- 1,75,000
(d) Prepaid expenses - Unsecured, considered good (For e.g.

Insurance premium, Annual maintenance contracts, etc.)
(i) Prepaid Expenses 11,70,939 7,39,706
(e) Balances with government authorities

(i) CENVAT credit receivable 2,26,754 2,26,754
(ii) Tax Deducted at source - -
(iii) Advance Tax -
(iv) TCS Receivable 6,15,665 9,02,425
(v) GST Receivable 2,10,00,063 1,62,17,251
2,18,42,482 1,73,46,430
(f) Others (Adavance recocerable in cash or Kind)

Doubtful
56,93,065 13,27,304
Less: Provision for other doubtful loans and advances
56,93,065 13,27,304
Total 2,87,06,486 1,95,88,440
Note: 16.1 Short-term loans and advances include amounts due from:
Directors * - -
Other officers of the Company * - -
Firms in which any director is a partner (give details per firm) - -
From Subsidiary Company (Desi Fusion India Pvt Ltd) 40,11,647 -
40,11,647 -
Note 17 Other Current Assets

` `
(a) Long Term trade receivables
Secured Considered Good
Unsecured Considered Good
Doubtful -
(b) Unamortised expenses

(i) Share issue expenses -
(ii) Membership Fees - 4,60,000
(c) Other Non Current Assets

(i) Term Deposits having maturity of more than 12 Months 6,68,473 1,37,494
Total 6,68,473 5,97,494
76

Note 18 Revenue from operations
Particulars For the year ended 31 For the year ended
March, 2021 31 March, 2020
` `
(a) Sale of products (Refer Note (i) below) 45,68,25,401 43,48,29,843
(b) Sale of Service (Refer Note (ii) below) 59,021 25,245
(c ) Other Operating revenue (Refer Note (iii) below) 1,320 4,03,585
Total 45,68,85,742 43,52,58,673
For the year ended 31 For the year ended

March, 2021 31 March, 2020
Note Particulars ` `
(i) Sale of products comprises :
a). Traded Goods
Fabrics 1,12,35,290 7,16,967
Ladies Garments 13,05,54,218 12,80,18,494
N 95 Mask 26,92,525
Masks, PPE KIT & other covid -19 equipments 6,24,615
Consumables and others 8,32,438 1,54,876
14,59,39,086 12,88,90,336
b). Manufacture Goods
Ladies Garments 30,29,67,440 30,59,39,506
Masks, PPE KIT & other covid -19 equipments 62,39,288
N 95 Mask 15,06,863
Scrap 1,72,725
31,08,86,315 30,59,39,506
Total - Sale of traded goods 45,68,25,401 43,48,29,843

(ii) Sale of Service comprises :
Job Charges received 59,021 25,245
Total - Sale of Service 59,021 25,245
(iii) Other operating revenues comprise:
Refund of Duties 3,71,682
Discount received 1,291
Other Miscellaneous Income 1,320 30,612
Total - Other operating revenues 1,320 4,03,585
77

Note 19 Other income
Particulars For the year ended 31 For the year ended
March, 2021 31 March, 2020
` `
(a) Interest income (refer note (i) below) 2,64,892 2,36,428
(b) Other non-operating income (net of expenses directly 37,97,563 19,04,257
attributable to such income) (Refer Note (ii) below)
Total 40,62,455 21,40,685
Note Particulars For the year ended 31 For the year ended
March, 2021 31 March, 2020
` `
(i) Interest income comprises:
Interest from banks on:
deposits 76,603 9,846
other balances
Interest on loans and advances 1,88,289 2,26,582
Total - Interest income 2,64,892 2,36,428
Note Particulars For the year ended 31 For the year ended
March, 2021 31 March, 2020
` `
(ii) Other non-operating income comprises:
Rate Difference 19,750
Postage & Courier 13,34,957 14,95,712
Other Income 15,706 3,88,795
Inspection Income 24,46,900 -
Total - Other non-operating income 37,97,563 19,04,257

Note 20.a Cost of materials consumed
Particulars For the year ended For the year ended 31
31 March, 2021 March, 2020
` `
Opening stock 33,18,919 1,03,40,205
Add: Purchases 7,31,75,245 7,49,78,146
Less: Closing stock 85,57,114 33,18,919
Cost of Material Consumed 6,79,37,050 8,19,99,432
Material consumed comprises:
Fabric 16,80,812 1,19,49,979
Running Cotton 6,26,46,955 7,00,49,453
Legging fabric 9,773 -
P.P. NON WOVEN FABRIC 35,99,510 -
Total 6,79,37,050 8,19,99,432
78
Note 20.b Purchase of traded goods

31 March, 2021 March, 2020
` `
Traded goods
Fabrics 1,30,61,835 6,53,897
Garments 7,69,29,943 10,86,81,397
PPE KIT / Materail 33,51,571 -
Mask 1,21,910 -
N95 Mask 26,92,525 -
Other Miscellaneous item 2,99,924 8,91,031
Total 9,64,57,708 11,02,26,325
Note 20.c Changes in inventories of finished goods, work-in-progress and stock-in-trade

31 March, 2021 March, 2020
` `
A.Inventories at the end of the year: ( As verified and certified by the
management)
Stock of Finished Goods 12,92,63,970 15,17,87,884.62
Total A 12,92,63,970 15,17,87,885
Inventories at the beginning of the year:

Stock of Finished Goods 15,17,87,885 9,85,84,386
Total B 15,17,87,885 9,85,84,386
Net (increase) / decrease 2,25,23,915 (5,32,03,499)
79

Note 21 Employee benefits expense
Particulars For the year ended 31 For the year ended 31
`
Salary to Employees 98,91,525 1,41,55,615
Contribution to ESI and Provident Fund 3,16,640 3,32,936
Directors Remunaration 45,00,000 28,80,000
Gratuity Expenses 2,01,483 2,25,616
Total 1,49,09,648 1,75,94,167
Note 22 Finance costs

Particulars For the year ended 31 For the year ended 31
`
(a) Interest expense on:
(i) Borrowings 1,12,16,869 1,17,10,914
(ii) Trade payables - -
(iii) Others - -
Loan Processing Fees 2,95,651 10,67,433
(b) Other borrowing costs
(i) Bank Charges 3,32,513 1,19,881
Total 1,18,45,033 1,28,98,228
80

Note 23 Other expenses
For the year For the year
Particulars ended 31 March, ended 31 March,
`
DIRECT EXPENSES
Consumables 19,39,643 36,12,562
Job Work & Stiching Charges 4,15,70,601 6,49,62,365
Kurti Stickers 7,55,771 21,27,408
Factory Rent 33,29,000 33,54,000
Packing Material 10,82,174 12,99,598
Power & Fuel 13,56,377 13,98,185
Discount on online Sale 59,99,580 71,07,031
Wages 99,00,179 11,58,572
Total 6,59,33,325 8,50,19,721
INDIRECT EXPENSES
Business Promotion 5,21,974 2,96,442
Advertisement 1,46,82,943 1,75,46,187
Commission & Brokerage 11,10,11,334 12,57,87,324
Donation 24,000 40,200
Export Charges - 6,65,499
Legal and Professional Exp. 10,81,213 17,06,700
Membership & Subscription 39,300 29,456
Miscellaneous expenses * 1,46,312 26,935
NSE Listing Fees 12,500 85,000
Office Expenses 1,58,377 10,90,294
Rent Expenses 23,14,552 28,04,037
Penalty & Interest 3,05,091 7,17,990
Payments to auditors (Refer Note (i) below) 3,92,000 3,75,242
Photo Shoot Exp. 9,95,683 7,59,775
Postage and Courier Expenses 15,14,617 16,47,187
ISI Mark registration fees 59,000 -
Printing and Stationery Expenses 2,32,423 6,36,363
Repair & Maintenance 9,88,375 5,61,282
Prior Period Expenses 32,427 26,373
Security Guard Expenses 2,93,750 4,38,133
Sweeper and Cleaning charges 4,14,355 -
Shipping and handling Charges 61,92,241 85,51,832
Amazon disposal 74,41,044 -
Staff & Labour Welfare expenses 2,31,078 3,67,986
Food Expense at Club 9,001 19,545
Travelling Expenses 2,70,764 3,99,421
Website Charges 2,96,650 7,16,800
Payment Gateway Charges 2,04,344 57,443
Market making Charges 3,00,000 3,00,000
Turnover Incentive - 1,07,439
Insurance Exp 5,97,241 4,65,869
Software Exp 4,01,756 5,69,254
Sampling Exp - 80,995
Goodwill Expenses 43,074 -
Telephone and Mobile Expenses 3,41,792 3,45,985
Lab Testing 2,40,820 -
GST reversed / Surrendered 7,44,463 -
Tendor Fees 1,05,192 -
Technical Support Charges 7,11,524 9,95,659
Total 15,33,51,209 16,82,18,647
Grand Total 21,92,84,535 25,32,38,368
81

Notes: (i) Payment to Auditor
Particulars ended 31 March, ended 31 March,
`
(i) Payments to the auditors comprises (net of service tax input credit, where
applicable):
As auditors - statutory audit 3,30,000 3,00,000
As audiors- Secretarial Audit 50,000 40,000
As auditors - other 12,000 12,000
ROC Return Filling Charges - 23,242
Total 3,92,000 3,75,242
Note 24 Exceptional items

ended 31 March, ended 31 March,
Particulars
2021 2020
`
Exceptional items
Jaipur Club Membership 4,60,000 4,60,000

Total 4,60,000 4,60,000

Note 25 Additional information to the financial statements
Note Particulars
25.1 The Schedule III has effective from 1st April, 2014 for the preparation of financial statements. This has
significantly impacted the disclosure and presentation made in the Financial Statements. Previous year's
figures have been regrouped/reclassified wherever necessary to correspond with the current year's
clasiffication/disclosure.
25.2 Contingent liabilities and commitments (to the extent not provided for)

` `
(i) Contingent liabilities
(a) Claims against the Company not acknowledged as debt - -
1.The Income Tax Department has raised demands in regards
to tax deducted at source for non compliances to the provision
of the act that has been verified from TRACES are as follows:
Financial Year Amount
2018-19 1,480.00 -
2016-17 1,200.00 -
2015-16 2,750.00 -
Prior Period 39,960.00 - 45,390.00
82
2.The Commercial Tax Department raised demand of

Rs.32,07,960/- for the FY 2017-18 for non submission of
Statutory Forms Like C -form etc. The management of the
company is taking necessary steps for collection of C-Forms
from the parties and to Submit the forms with in time to
dispose the demand.The demand is setteled in full in F.Y.2020- - 32,07,960.00
(b) Guarantees
1.The Axis Bank Limited, Civil Lines, Jaipur issued Bank
Guarantee to The Assessing Authority , Excise and Taxation
Department Guargon (Hariyana) of Rs. 1,00,000/- valid upto
14.12.2020 secured against the FDR of Rs. 1,00,000/-.It is
further renew in F.Y.2020-21 for Rs. 1,47,270.
1,47,270.00 1,00,000.00
(c) Other money for which the Company is contingently liable NA NA
(give details)
(ii) Commitments ` `
(a) Estimated amount of contracts remaining to be executed on NA NA
capital account and not provided for
Tangible assets NA NA
Intangible assets NA NA
(b) Uncalled liability on shares and other investments partly NA NA
(c) Other commitments (specify nature) NA NA
25.3 Disclosures required under Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006
` `
(i) Principal amount remaining unpaid to any supplier as at 1,10,44,387 4,11,45,917
the end of the accounting year
(ii) Interest due thereon remaining unpaid to any supplier as at - -
(iii) The amount of interest paid along with the amounts of the - -
payment made to the supplier beyond the appointed day
(iv) The amount of interest due and payable for the year - -
(v) The amount of interest accrued and remaining unpaid at - -
(vi) The amount of further interest due and payable even in the - -
succeeding year, until such date when the interest dues as
above are actually paid
Dues to Micro and Small Enterprises have been determined to the extent such parties have been identified on
the basis of information collected by the Management. This has been relied upon by the auditors.
25.4 Value of imports calculated on CIF basis @: As at 31 March, 2021 As at 31 March, 2020
` `
Raw materials
Components
Spare parts
Total Components and spare parts
Capital goods
25.5 Expenditure in foreign currency #: As at 31 March, 2021 As at 31 March, 2020
` `
Royalty
Know-how
Professional and consultation fees
Interest
Other matters
25.6 Details of consumption of imported and indigenous items * As at 31 March, 2021 As at 31 March, 2020
` `
Imported
Raw materials - -
Components - -
Spare parts - -
Total - -
83
Indigenous As at 31 March, 2021 As at 31 March, 2020
` `
Raw materials 6,79,37,050 8,19,99,432
Components - -
Spare parts - -
Total 6,79,37,050 8,19,99,432

` `
25.7 Earnings in foreign exchange :
Export of goods calculated on FOB basis

Royalty, know-how, professional and consultation fees
Interest and dividend
Other income, indicating the nature thereof.
25.8 Amounts remitted in foreign currency during the year on As at 31 March, 2021 As at 31 March, 2020
account of dividend ##
` `
Amount of dividend remitted in foreign currency
Total number of non-resident shareholders (to whom the
dividends were remitted in foreign currency)
Total number of shares held by them on which dividend was due
Year to which the dividend relates
25.9 Earnings per share
Basic & Diluted
Net profit / (loss) for the year attributable to the equity 1,78,00,634 74,16,198
shareholders
Weighted average number of equity shares 82,78,334 82,78,334
Par value per share 10.00 10.00
Earnings per share - Basic & diluted 2.15 0.90
Restated Earnings per share

Basic & Diluted
Net profit / (loss) for the year attributable to the equity 1,78,00,634 74,16,198
Weighted average number of equity shares 82,78,334 82,78,334
Par value per share 10.00 10.00
Earnings per share - Basic & diluted 2.15 0.90
Note Particulars As at 31 March, 2021 As at 31 March, 2020
25.10 Deferred Tax (Liability)/asset
On difference between book balances and tax balance of fixed - -
assets
Tax effect of items constituting deferred tax liability - -
On difference between book balances and tax balance of fixed assets 27,82,941 26,87,415
Tax effect of items constituting deferred tax assets. 7,00,411 6,76,369
Net deferred tax (liability)/asset 7,00,411 6,76,369
84

Note 25 Disclosures under Accounting Standards (contd.)
Note Particulars
25.11 Related party transactions

25.11a Details of related parties:
Description of relationship Names of related parties
Key Management Personnel (KMP) Mr. Anuj Mundra, Mrs Vandna Mundra and Mrs Sunita Devi Mundhra,
Dwarka Das Mundra and Gunjan Jain
Relatives of KMP -
Company in which KMP / Relatives of KMP can exercise significant Desi Fusion India Private Limited
influence
Note: Related parties have been identified by the Management.
Details of related party transactions during the year ended 31 March, 2021 and balances outstanding as at 31 March, 2021:
25.11b Entities in which KMP /

KMP Relatives of KMP relatives of KMP have Total
significant influence
Purchase of goods 10,60,32,166 10,60,32,166
Receiving of services 1,01,03,614 1,01,03,614
Sale of Goods 9,89,168 9,89,168
Maintainnce Charges Paid -
Transfer of research and development -
Renumeration to Directors 45,00,000 45,00,000

-
Rent Paid 6,30,000 - 6,30,000
Interest Paid 19,80,799 19,80,799
Interest Received - 1,88,289 1,88,289
Finance (including loans and equity contributions in cash or in 1,50,15,240 - 1,50,15,240

kind)
Salary Paid 7,11,850 7,11,850
Management contracts including for deputation of employees
Provision for doubtful receivables, loans and advances
Write off / write back made during the year
Balances outstanding at the end of the year
Trade receivables -
Loans and advances 50,000 62,77,919 63,27,919

-
Trade payables -
Borrowings 25,73,906 - 25,73,906
Provision for doubtful receivables, loans and advances -
85
CONSOLIDATED AUDITOR’S REPORT FY 2020-21
INDEPENDENT AUDITORS’ REPORT

(REPORT ON THE AUDIT OF CONSOLIDATED FINANCIAL STATEMENTS)
To
The Members of
Jaipur
Opinion
We have audited the consolidated financial statements of NANDANI addressed in the context of our audit of the consolidated financial
CREATION LIMITED (“hereinafter referred to as the ‘Holding
Company’), and its subsidiary (the holding company and its subsidiary statements as a whole, and in forming our opinion thereon, and we
together referred as “the Group”) which comprise the consolidated do not provide a separate opinion on these matters. We have not
Balance Sheet as at 31 March 2021 and the consolidated statement
observed anything which falls under this.
of Profit and Loss and the consolidated cash flow statement for the
year then ended, and notes to the consolidated financial statements,
including a summary of significant accounting policies (hereinafter RESPONSIBILITIES OF THE MANAGEMENT AND THOSE CHARGED
referred to as “consolidated financial statements”)
WITH GOVERNANCE FOR THE CONSOLIDATED FINANCIAL
STATEMENTS
In our opinion and to the best of our information and according to
The Holding Company’s Board of Directors is responsible for
the explanations given to us, the aforesaid consolidated financial
preparation and presentation of these consolidated financial
statements, give the information required by the Companies Act,
statement in terms of requirements of the Companies Act,2013 that
2013 in the manner so required and give a true and fair view in
give a true and fair view of the consolidated financial position,
conformity with the accounting principles generally accepted in India
consolidated financial performance and consolidated cash flows of
of the consolidated state of affairs of the company as at March 31,
the Group in accordance with the accounting principles generally
2021 and its consolidated profit and its consolidated cash flows for
accepted in India, including the Accounting Standards specified under
the year ended on that date.
Section 133 of the Act. The respective Board of Directors of the
companies are responsible for maintenance of adequate accounting
BASIS OF OPINION
records in accordance with the provision of the Act for safeguarding
We conducted our audit in accordance with the Standards on
of the assets of the Company and for preventing and detecting the
Auditing (SAs) specified under section 143(10) of the Companies Act,
frauds and other irregularities; selection and application of
2013. Our responsibilities under those standards are further
appropriate accounting policies; making judgments and estimates
described in the Auditor’s Responsibilities for the Audit of the
that are reasonable and prudent; and design, implementation and
Consolidated Financial Statements section of our report. We are
maintenance of adequate internal financial controls, that were
independent of the Company in accordance with the Code of Ethics
operating effectively for ensuring the accuracy and completeness of
issued by the Institute of Chartered Accountants of India together
the accounting records, relevant to the preparation and
with the ethical requirements that are relevant to our audit of the
presentation of the financial statements that give a true and fair view
financial statements under the provisions of the Companies Act, 2013
and are free from material misstatement, whether due to fraud or
and the Rules there under, and we have fulfilled our other ethical
error, which have been used for the purpose of preparation of the
responsibilities in accordance with these requirements and the Code
consolidated financial statements by the Directors of the Holding
of Ethics. We believe that the audit evidence we have obtained is
Company, as aforesaid.
sufficient and appropriate to provide a basis for our opinion.
In preparing the consolidated financial statements, the respective

KEY AUDIT MATTERS
Board of Directors of the companies included in the group is
Key Audit Matters are those matters that, in our professional
responsible for assessing the ability of Group to continue as going
judgment, were of most significance in our audit of the consolidated
concern, disclosing, as applicable, matters related to going concern
financial statements of the current period. These matters were
86
and using the going concern basis of accounting unless the Board of to continue as a going concern. If we conclude that a material
Directors either intends to liquidate the Group or to cease uncertainty exists, we are required to draw attention in our auditor’s
operations, or has no realistic alternative but to do so. report to the related disclosures in the consolidated financial
statements or, if such disclosures are inadequate, to modify our
The respective Board of Directors of the companies included in the opinion. Our conclusions are based on the audit evidence obtained
Group are responsible for overseeing the financial reporting process up to the date of our auditor’s report. However, future events or
of the Group. conditions may cause the Group to cease to continue as a going
concern.
AUDITOR’S RESPONSIBILITY FOR THE AUDIT OF THE FINANCIAL • Evaluate the overall presentation, structure and content of the
STATEMENTS consolidated financial statements, including the disclosures, and
Our objectives are to obtain reasonable assurance about whether the whether the consolidated financial statements represent the
consolidated financial statements as a whole are free form material underlying transactions and events in a manner that achieves fair
misstatement, whether due to fraud or error, and to issue an presentation.
auditor’s report that includes our opinion. Reasonable assurance is a • Obtain sufficient appropriate audit evidence regarding the financial
high level of assurance, but is not a guarantee that an audit information of the entities or business activities within the Group to
conducted in accordance with SAs will always detect a material express an opinion on the consolidated financial statements. We are
misstatement when it exists. Misstatements can arise from fraud or responsible for the direction, supervision and performance of the
error and are considered material if, individually or in the aggregate, audit of the financial statements of such entities included in the
they could reasonably be expected to influence the economic consolidated financial statements of which we are the independent
decision of users taken on the basis of these consolidated financial auditors. For the other entities included in the consolidated financial
statements. statements, which have been audited by other auditors, such other
auditors remain responsible for the direction, supervision and
As part of an audit in accordance with SAs, we exercise professional performance of the audits carried out by them. We remain solely
judgment and maintain professional skepticism throughout the audit. responsible for our audit opinion.
We also:
• Identify and assess the risks of material misstatement of the We communicate with those charged with governance of the Holding
consolidated financial statements, whether due to fraud or error, Company and such other entities included in the consolidated
design and perform audit procedures responsive to those risks, and financial statements of which we are the independent auditors
obtain audit evidence that is sufficient and appropriate to provide a regarding, among other matters, the planned scope and timing of the
basis for our opinion. The risk of not detecting a material audit and significant audit findings, including any significant
misstatement resulting from fraud is higher than for one resulting deficiencies in internal control that we identify during our audit.
from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control. We also provide those charged with governance with a statement
• Obtain an understanding of internal control relevant to the audit in that we have complied with relevant ethical requirements regarding
order to design audit procedures that are appropriate in the independence, and to communicate with them all relationships and
circumstances. Under section 143(3)(i) of the Companies Act, 2013, other matters that may reasonably be thought to bear on our
we are also responsible for expressing our opinion on whether the independence, and where applicable, related safeguards.
company has adequate internal financial controls system in place and
the operating effectiveness of such controls. From the matters communicated with those charged with
• Evaluate the appropriateness of accounting policies used and the governance, we determine those matters that were of most
reasonableness of accounting estimates and related disclosures significance in the audit of consolidated financial statements of the
made by management current period and are therefore the key audit matters. We describe
• Conclude on the appropriateness of management’s use of the going these matters in our auditor’s report unless law or regulation
concern basis of accounting and, based on the audit evidence precludes public disclosure about the matter or when, in extremely
obtained, whether a material uncertainty exists related to events or rare circumstances, we determine that a matter should not be
conditions that may cast significant doubt on the ability of the Group communicated in our report because the adverse consequences of
87
doing so would reasonably be expected to outweigh the public information and according to the explanations given to us, by
interest benefits of such communication. Holding company and reports of the statutory auditor of
subsidiary company incorporated in India, the remuneration
paid/provided by the Holding Company and its subsidiary
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
1.The Companies (Auditor’s Report) Order, 2016 (“the Order”), company incorporated in India to its directors during the year is
issued by the Central Government of India in terms of sub-section in accordance with the provisions of section 197 of the Act.
(11) of section 143 of the Companies Act, 2013 is not applicable on h) With respect to the other matters to be included in the
consolidated financial statements of the company, hence no Auditor’s Report in accordance with Rule 11 of the Companies
reporting is made on clauses as specified in paragraph 3 and 4 of the (Audit and Auditor’s) Rules, 2014, in our opinion and to the best
said order. of our information and according to the explanations given to
us:
2.As required by Section 143(3) of the Act, we report that: i. There were no pending litigations which would impact the
consolidated financial position of the group
a) We have sought and obtained all the information and ii. The Group did not have any long-term contracts including
explanations which to the best of our knowledge and belief derivatives contracts for which there were any material
were necessary for the purposes of our audit of the aforesaid foreseeable losses.
consolidated financial statements. iii. There were no amounts which required to be transferred to
b) In our opinion proper books of account as required by law the Investor Education and Protection Fund by the group
relating to preparation of the aforesaid consolidated financial
statement have been kept so far as appears from our FOR ASHOK HOLANI AND COMPANY
examination of those books. CHARTERED ACCOUNTANTS
c) The Consolidated Balance Sheet, the Consolidated Statement of FRN: 009840C
Profit and Loss, and Consolidated Cash Flow Statement dealt
with by this Report are in agreement with the relevant books of Sd/-
account maintained for the purpose of preparation of the RAHUL JANGIR
consolidated financial statements. PARTNER
d) In our opinion, the aforesaid consolidated financial statements M NO.: 435804
comply with the Accounting Standards specified under Section UDIN-
133 of the Act, read with Rule 7 of the Companies (Accounts)
Rules, 2014. PLACE: JAIPUR
e) On the basis of written representations received from the DATE: 30.06.2021
directors of Holding Company as on 31 March, 2021, taken on
record by the Board of Directors of the Holding Company, and
the reports of the statutory auditor of subsidiary company
incorporated in India none of the directors of Group is
disqualified as on 31 March, 2021, from being appointed as a
director in terms of Section 164(2) of the Act.
f) With respect to the adequacy of the internal financial controls
over financial reporting of the Group and the operating
effectiveness of such controls, refer to our separate report in
“Annexure A”
g) With respect to other matters to be included in the Auditor’s
Report in accordance with the requirements of the section
197(16) of the Act;In our opinion and to the best of our
88
ANNEXURE A REFERRED TO IN PARAGRAPH 8(G) OF OUR REPORT OF EVEN DATE TO THE MEMBERS OF NANDANI CREATION LIMITED ON THE
FINANCIAL STATEMENTS OF THE COMPANY FOR THE YEAR ENDED MARCH 31, 2021.
REPORT ON THE INTERNAL FINANCIAL CONTROLS UNDER CLAUSE (I) OF SUB-SECTION 3 OF SECTION 143 OF THE COMPANIES ACT, 2013 (“THE
ACT”)
We have audited the internal financial controls over financial depend on the auditor’s judgment, including the assessment of the
reporting of NANDANI CREATION LIMITED. (“The Company”) as of 31 risks of material misstatement of the financial statements, whether
March 2021 in conjunction with our audit of the financial statements due to fraud or error.
of the Company for the year ended on that date.
We believe that the audit evidence we have obtained is sufficient
MANAGEMENT’S RESPONSIBILITY FOR INTERNAL FINANCIAL and appropriate to provide a basis for our audit opinion on the
CONTROLS Company’s internal financial controls system over financial reporting.
The Company’s management is responsible for establishing and
maintaining internal financial controls based on the internal control MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL
over financial reporting criteria established by the Company REPORTING
considering the essential components of internal control stated in A company's internal financial control over financial reporting is a
the Guidance Note on Audit of Internal Financial Controls over process designed to provide reasonable assurance regarding the
Financial Reporting issued by the Institute of Chartered Accountants reliability of financial reporting and the preparation of financial
of India (‘ICAI’). These responsibilities include the design, statements for external purposes in accordance with generally
implementation and maintenance of adequate internal financial accepted accounting principles. A company's internal financial
controls that were operating effectively for ensuring the orderly and control over financial reporting includes those policies and
efficient conduct of its business, including adherence to company’s procedures that (1) pertain to the maintenance of records that, in
policies, the safeguarding of its assets, the prevention and detection reasonable detail, accurately and fairly reflect the transactions and
of frauds and errors, the accuracy and completeness of the dispositions of the assets of the company; (2) provide reasonable
accounting records, and the timely preparation of reliable financial assurance that transactions are recorded as necessary to permit
information, as required under the Companies Act, 2013. preparation of financial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures
AUDITORS’ RESPONSIBILITY of the company are being made only in accordance with
Our responsibility is to express an opinion on the Company's internal authorizations of management and directors of the company; and (3)
financial controls over financial reporting based on our audit. We provide reasonable assurance regarding prevention or timely
conducted our audit in accordance with the Guidance Note on Audit detection of unauthorized acquisition, use, or disposition of the
of Internal Financial Controls over Financial Reporting (the “Guidance company's assets that could have a material effect on the financial
Note”) and the Standards on Auditing, issued by ICAI and deemed to statements.
be prescribed under section 143(10) of the Companies Act, 2013, to
the extent applicable to an audit of internal financial controls, both INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER
applicable to an audit of Internal Financial Controls and, both issued FINANCIAL REPORTING
by the Institute of Chartered Accountants of India. Those Standards Because of the inherent limitations of internal financial controls over
and the Guidance Note require that we comply with ethical financial reporting, including the possibility of collusion or improper
requirements and plan and perform the audit to obtain reasonable management override of controls, material misstatements due to
assurance about whether adequate internal financial controls over error or fraud may occur and not be detected. Also, projections of
financial reporting was established and maintained and if such any evaluation of the internal financial controls over financial
controls operated effectively in all material respects. reporting to future periods are subject to the risk that the internal
financial control over financial reporting may become inadequate
Our audit involves performing procedures to obtain audit evidence because of changes in conditions, or that the degree of compliance
about the adequacy of the internal financial controls system over with the policies or procedures may deteriorate.
financial reporting and their operating effectiveness. Our audit of
internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial
OPINION
reporting, assessing the risk that a material weakness exists, and
testing and evaluating the design and operating effectiveness of
In our opinion, the Company has, in all material respects, an
internal control based on the assessed risk. The procedures selected
adequate internal financial controls system over financial reporting
and such internal financial controls over financial reporting were
operating effectively as at 31 March 2021, based on the internal
89
the Guidance Note on Audit of Internal Financial Controls Over

Financial Reporting issued by the Institute of Chartered Accountants
of India.
control over financial reporting criteria established by the Company

considering the essential components of internal control stated in

FRN: 009840C
Sd/-
RAHUL JANGIR
PARTNER
M NO.: 435804
90
Note No.1 to the Consolidated financial Statements for the Year recorded in books of accounts on gross basis and discount given after
ending on 31st March 2021. sales is recorded as indirect expenses separately in profit and loss
account. During the current year revenue is recognized net of after
1. Corporate information
sales discount.
The company is engaged in the business/dealership (buying & selling)
of fabric. The company registered office is situated at G-13,
2.7 Other income
Kartarpura Industrial Area, Near 22 Godam, Jaipur.
Interest income is accounted on accrual basis. Dividend income is
accounted for when the right to receive it is established.
2. Significant accounting policies
2.8 Tangible fixed assets
2.1 Basis of accounting and preparation of financial statements
Fixed assets are carried at cost less accumulated depreciation and
The consolidated financial statements of the Company have been
impairment losses, if any. The cost of fixed assets includes interest on
prepared in accordance with the Generally Accepted Accounting
borrowings attributable to acquisition of qualifying fixed assets up to
Principles in India (Indian GAAP) to comply with the Accounting
the date the asset is ready for its intended use and other incidental
Standards notified under the Companies (Accounting Standards)
expenses incurred up to that date. The excise duty paid on fixed
Rules, 2006 (as amended) and the relevant provisions of the
assets acquired is deducted from the cost of the assets and credit is
Companies Act, 2013 The consolidated financial statements have
availed from the excise duty payable on the sale of goods thereon.
been prepared on accrual basis under the historical cost convention.
Machinery spares which can be used only in connection with an item
The accounting policies adopted in the preparation of the
of fixed asset and whose use is expected to be irregular are
consolidated financial statements are consistent with those followed
capitalized and depreciated over the useful life of the principal item
in the previous year.
of the relevant assets. Subsequent expenditure relating to fixed
assets is capitalized only if such expenditure results in an increase in
2.2 Use of estimates
the future benefits from such asset beyond its previously assessed
The preparation of the consolidated financial statements in
standard of performance.
conformity with Indian GAAP requires the Management to make
estimates and assumptions considered in the reported amounts of
2.9 Borrowing costs
assets and liabilities (including contingent liabilities) and the reported
Borrowing costs include interest, amortization of ancillary costs
income and expenses during the year. The Management believes
that the estimates used in preparation of the consolidated financial incurred and exchange differences arising from foreign currency
statements are prudent and reasonable. Future results could differ borrowings to the extent they are regarded as an adjustment to the
due to these estimates and the differences between the actual interest cost. Costs in connection with the borrowing of funds to the
results and the estimates are recognized in the periods in which the extent not directly related to the acquisition of qualifying assets are
results are known / materialize. charged to the Statement of Profit and Loss over the tenure of the
loan. Borrowing costs, allocated to and utilized for qualifying assets,
2.3 Inventories
pertaining to the period from commencement of activities relating to
Inventories are valued at the lower of cost (on FIFO / weighted
average basis) and the net realizable value after providing for construction / development of the qualifying asset upto the date of
obsolescence and other losses, where considered necessary. Cost capitalization of such asset is added to the cost of the assets.
includes all charges in bringing the goods to the point of sale, Capitalization of borrowing costs is suspended and charged to the
including octroi and other levies, transit insurance and receiving Statement of Profit and Loss during extended periods when active
charges. Finished goods include appropriate proportion of overhead. development activity on the qualifying assets is interrupted.
2.4 Cash and cash equivalents (for purposes of Cash Flow 2.10 Earnings per share
Statement) Basic earnings per share is computed by dividing the profit / (loss)
Cash comprises cash on hand and demand deposits with banks. Cash after tax (including the post tax effect of extraordinary items, if any)
equivalents are short-term balances (with an original maturity of by the weighted average number of equity shares outstanding during
three months or less from the date of acquisition), highly liquid the year. Diluted earnings per share is computed by dividing the
investments that are readily convertible into known amounts of cash profit / (loss) after tax (including the post tax effect of extraordinary
and which are subject to insignificant risk of changes in value. items, if any) as adjusted for dividend, interest and other charges to
expense or income relating to the dilutive potential equity shares, by
2.5 Depreciation and amortization the weighted average number of equity shares considered for
Depreciation has been provided on the basis of useful life method of deriving basic earnings per share and the weighted average number
the assets as per the Companies Act, 2013. of equity shares which could have been issued on the conversion of
all dilutive potential equity shares. Potential equity shares are
2.6 Revenue recognition deemed to be dilutive only if their conversion to equity shares would
Sale of goods decrease the net profit per share from continuing ordinary
operations. Potential dilutive equity shares are deemed to be
Revenue has been considered as per AS 9- Revenue Recognition converted as at the beginning of the period, unless they have been
issued by Institute of Chartered Accountants of India. During the year issued at a later date. The dilutive potential equity shares are
company has changed its accounting policy in regard recognition of adjusted for the proceeds receivable had the shares been actually
sales revenue in the books of accounts. Earlier sales turnover is issued at fair value (i.e. average market value of the outstanding
91
shares). Dilutive potential equity shares are determined differences. Deferred tax assets in respect of unabsorbed
independently for each period presented. The number of equity
shares and potentially dilutive equity shares are adjusted for share
splits / reverse share splits and bonus shares, as appropriate. depreciation and carry forward of losses are recognised only if there
2.11 Taxes on income is virtual certainty that there will be sufficient future taxable income
Current tax is the amount of tax payable on the taxable income for available to realise such assets. Deferred tax assets are recognised
the year as determined in accordance with the provisions of the for timing differences of other items only to the extent that
Income Tax Act, 1961. reasonable certainty exists that sufficient future taxable income will
be available against which these can be realised. Deferred tax assets
Minimum Alternate Tax (MAT) paid in accordance with the tax laws, and liabilities are offset if such items relate to taxes on income levied
which gives future economic benefits in the form of adjustment to by the same governing tax laws and the Company has a legally
future income tax liability, is considered as an asset if there is enforceable right for such set off. Deferred tax assets are reviewed at
convincing evidence that the Company will pay normal income tax. each Balance Sheet date for their realisability
Accordingly, MAT is recognised as an asset in the Balance Sheet when
it is probable that future economic benefit associated with it will flow Current and deferred tax relating to items directly recognized in
to the Company. equity are recognised in equity and not in the Consolidated
Statement of Profit and Loss.
Deferred tax is recognised on timing differences, being the
differences between the taxable income and the accounting income 2.12 Employees Retirement Benefits
that originate in one period and are capable of reversal in one or Gratuity is accounted for on the basis of actuarial valuation as per the
more subsequent periods. Deferred tax is measured using the tax requirement of Accounting Standard -15 Employee Benefits.
rates and the tax laws enacted or substantially enacted as at the
reporting date. Deferred tax liabilities are recognised for all timing
FRN: 009840C
Sd/-
RAHUL JANGIR
PARTNER
M NO.: 435804
92
CONSOLIDATED FINANCIAL STATEMENTS FY 2020-21

Note 1 forming part of the consolidated financial statements
Note Particulars
1 Corporate information
The company is engaged in the business/dealership (buying & selling) of fabric. The company registered office is situated at G-13,
Kartarpura Industrial Area, Near 22 Godam, Jaipur.
2 Significant accounting policies
2.1 Basis of accounting and preparation of financial statements

The consolidated financial statements of the Company have been prepared in accordance with the Generally Accepted Accounting
Principles in India (Indian GAAP) to comply with the Accounting Standards notified under the Companies (Accounting Standards)
Rules, 2006 (as amended) and the relevant provisions of the Companies Act, 2013 The consolidated financial statements have been
prepared on accrual basis under the historical cost convention.The accounting policies adopted in the preparation of the
consolidated financial statements are consistent with those followed in the previous year.
2.2 Use of estimates
The preparation of the consolidated financial statements in conformity with Indian GAAP requires the Management to make
estimates and assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) and the
reported income and expenses during the year. The Management believes that the estimates used in preparation of the
consolidated financial statements are prudent and reasonable. Future results could differ due to these estimates and the differences
between the actual results and the estimates are recognised in the periods in which the results are known / materialise.
2.3 Inventories
Inventories are valued at the lower of cost (on FIFO / weighted average basis) and the net realisable value after providing for
obsolescence and other losses, where considered necessary. Cost includes all charges in bringing the goods to the point of sale,
including octroi and other levies, transit insurance and receiving charges. Finished goods include appropriate proportion of
overhead.
2.4 Cash and cash equivalents (for purposes of Cash Flow Statement)
Cash comprises cash on hand and demand deposits with banks. Cash equivalents are short-term balances (with an original
maturity of three months or less from the date of acquisition), highly liquid investments that are readily convertible into known
amounts of cash and which are subject to insignificant risk of changes in value.
93
2.5 Depreciation and amortisation
Depreciation has been provided on the basis of useful life method of the assets as per the Companies Act, 2013.
2.6 Revenue recognition
Sale of goods
Revenue has been considered as per AS 9- Revenue Recognition issued by Institute of Chartered Accountants of India. During the
year company has changed its accounting policy in regard recognition of sales revenue in the books of accounts. Earlier sales
turnover is recorded in books of accounts on gross basis and discount given after sales is recorded as indirect expenses separately
in profit and loss account. During the current year revenue is recognized net of after sales discount.
2.7 Other income
Interest income is accounted on accrual basis. Dividend income is accounted for when the right to receive it is established.
2.8 Tangible fixed assets
Fixed assets are carried at cost less accumulated depreciation and impairment losses, if any. The cost of fixed assets includes interest
on borrowings attributable to acquisition of qualifying fixed assets up to the date the asset is ready for its intended use and other
incidental expenses incurred up to that date. The excise duty paid on fixed assets acquired is deducted from the cost of the assets and
credit is availed from the excise duty payable on the sale of goods thereon. Machinery spares which can be used only in connection
with an item of fixed asset and whose use is expected to be irregular are capitalised and depreciated over the useful life of the
principal item of the relevant assets. Subsequent expenditure relating to fixed assets is capitalised only if such expenditure results
in an increase in the future benefits from such asset beyond its previously assessed standard of performance.
2.9 Borrowing costs
Borrowing costs include interest, amortisation of ancillary costs incurred and exchange differences arising from foreign currency
borrowings to the extent they are regarded as an adjustment to the interest cost. Costs in connection with the borrowing of funds
to the extent not directly related to the acquisition of qualifying assets are charged to the Statement of Profit and Loss over the
tenure of the loan. Borrowing costs, allocated to and utilised for qualifying assets, pertaining to the period from commencement of
activities relating to construction / development of the qualifying asset upto the date of capitalisation of such asset is added to the
cost of the assets. Capitalisation of borrowing costs is suspended and charged to the Statement of Profit and Loss during extended
periods when active development activity on the qualifying assets is interrupted.
94
Basic earnings per share is computed by dividing the profit / (loss) after tax (including the post tax effect of extraordinary items, if
any) by the weighted average number of equity shares outstanding during the year. Diluted earnings per share is computed by
dividing the profit / (loss) after tax (including the post tax effect of extraordinary items, if any) as adjusted for dividend, interest
and other charges to expense or income relating to the dilutive potential equity shares, by the weighted average number of equity
shares considered for deriving basic earnings per share and the weighted average number of equity shares which could have been
issued on the conversion of all dilutive potential equity shares. Potential equity shares are deemed to be dilutive only if their
conversion to equity shares would decrease the net profit per share from continuing ordinary operations. Potential dilutive equity
shares are deemed to be converted as at the beginning of the period, unless they have been issued at a later date. The dilutive
potential equity shares are adjusted for the proceeds receivable had the shares been actually issued at fair value (i.e. average market
value of the outstanding shares). Dilutive potential equity shares are determined independently for each period presented. The
number of equity shares and potentially dilutive equity shares are adjusted for share splits / reverse share splits and bonus shares,
as appropriate.
2.11 Taxes on income
Current tax is the amount of tax payable on the taxable income for the year as determined in accordance with the provisions of the
Income Tax Act, 1961.
Minimum Alternate Tax (MAT) paid in accordance with the tax laws, which gives future economic benefits in the form of
adjustment to future income tax liability, is considered as an asset if there is convincing evidence that the Company will pay
normal income tax. Accordingly, MAT is recognised as an asset in the Balance Sheet when it is probable that future economic
benefit associated with it will flow to the Company.
Deferred tax is recognised on timing differences, being the differences between the taxable income and the accounting income that
originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax is measured using the tax rates
and the tax laws enacted or substantially enacted as at the reporting date. Deferred tax liabilities are recognised for all timing
differences. Deferred tax assets in respect of unabsorbed depreciation and carry forward of losses are recognised only if there is
virtual certainty that there will be sufficient future taxable income available to realise such assets. Deferred tax assets are
recognised for timing differences of other items only to the extent that reasonable certainty exists that sufficient future taxable
income will be available against which these can be realised. Deferred tax assets and liabilities are offset if such items relate to
taxes on income levied by the same governing tax laws and the Company has a legally enforceable right for such set off. Deferred
tax assets are reviewed at each Balance Sheet date for their realisability.
Current and deferred tax relating to items directly recognised in equity are recognised in equity and not in the Consolidated
Statement of Profit and Loss.
2.12 Employees Retirement Benefits
Gratuity is accounted for on the basis of actuarial valuation as per the requirement of Accounting Standard -15 Employee Benefits.
95

CIN: L18101RJ2012PLC037976
Balance Sheet as at 31 March, 2021
Consolidated Financial Statement of Nandani Creation Limited
Particulars Note No. As at 31 March, 2021 As at 31 March, 2020
A EQUITY AND LIABILITIES
1 Shareholders’ funds
(a ) Sha re ca pi ta l 2 100,339,500 82,339,500
(b) Res erves a nd s urpl us 3 53,332,582 153,672,082 21,418,721 103,758,221
2 Minority Interest 4 928 928 804 804
3 Non-current liabilities
(a ) Long-term borrowi ngs 5 22,160,980 52,797,388
(b) Other l ong-term l i a bi l i ti es 6 1,240,054 23,401,034 1,843,325 54,640,713
4 Current liabilities
(a ) Short-term borrowi ngs 7 25,971,366 22,487,606
(b) Tra de pa ya bl es 8 104,120,114 134,074,605
(c) Other current l i a bi l i ti es 9 27,763,812 29,607,150
(d) Short-term provi s i ons 10 3,386,097 161,241,388 4,723,823 190,893,183
TOTAL 338,315,432 349,292,921
B ASSETS
1 Non-current assets
(a ) Property, Pl a nt a nd Equi pment 11
(i ) Ta ngi bl e a s s ets 12,046,818 11,446,252
(i i ) Inta ngi bl e a s s ets 459,088 542,493
(i i i ) Ca pi ta l work-i n-progres s 11A 2,776,148 2,722,516
(i v) Inta ngi bl e a s s ets under devel opment
(v) Fi xed a s s ets hel d for s a l e
15,282,053 14,711,260
(b) Non current i nves tment 12 1,863,096 2,080,646
(c) Deferred ta x a s s ets (net) 27.10 803,211 779,273
(d) Long-term l oa ns a nd a dva nces 13 3,918,883 2,551,380
(e) Other non-current a s s ets 14 - 21,867,244 39,636 20,162,196
2 Current assets
(a ) Current i nves tments
(b) Inventori es 15 221,954,014 232,605,177
(c) Tra de recei va bl es 16 66,014,971 74,511,170
(d) Ca s h a nd ca s h equi va l ents 17 1,395,511 1,151,897
(e) Short-term l oa ns a nd a dva nces18 25,105,880 20,264,987
(f) Other Current As s ets 19 1,977,812 316,448,188 597,494 329,130,725
TOTAL 338,315,432 349,292,921
The accompanying notes 1 to 27
are an integral part of the financial
statements

Sd/- Sd/- Sd/-

M.No. 435804 DIN: 05202504 DIN: 05202403
Sd/- Sd/-
UDIN:21435804AAAADS5490
96

CIN: L18101RJ2012PLC037976
Statement of Profit and Loss for the year ended 31st March, 2021
Consolidated Financial Statement of Nandani Creation Limited
Particulars Note No. For the year ended For the year ended
31 March, 2021 31 March, 2020
Gross Income
Revenue from opera tions (gros s ) 20 478,094,500 468,710,408

Les s : Exci s e duty - -
Revenue from opera tions (net) 478,094,500 468,710,408
Other i ncome 21 4,557,529 2,227,827
Total revenue 482,652,029 470,938,236
Expenses
Cos t of ma teri a l s cons umed 22(a ) 41,243,176 84,984,327

Purcha s es of s tock-i n-tra de 22(b) 180,201,055 111,870,844
Cha nges i n i nventori es of fi ni s hed goods , work-i n-progres s a nd s tock-i n-tra de 22(c) (26,838,398) (39,271,339)
Empl oyee benefi ts expens e 23 20,550,136 30,542,058

Fi na nce cos ts 24 14,183,519 16,141,772
Depreci a tion a nd a mortis a tion expens e 11 3,637,957 3,838,142
Other expens es 25 223,367,303 249,051,237
Total expenses 456,344,748 457,157,041
Profit / (Loss) before exceptional and extraordinary items and tax (3 - 4) 26,307,281 13,781,195
Exceptiona l i tems 26 499,636 1,201,004
Profit / (Loss) before tax 25,807,645 12,580,192
Tax expense:
(a ) Current tax expens e for current yea r 6,770,457 4,096,541
(b) Ta x Expens es previ ous yea r 18,649 158,193
(b) Deferred tax (23,937) (196,736)
Profit / (Loss) before share of profit of minority interest 19,042,476 8,522,193
Less: Minority Interest ( 0.01%) 124 111
Profit / (Loss) after share of profit of minority interest 19,042,352 8,522,082
Earnings per share ( Face Value of Rs.10/-each): 27.9

(a ) Ba s i c 2.30 1.14
(b) Di l uted 2.30 1.14
Restated Earnings per share ( Face Value of Rs.10/-each): 27.9

(a ) Ba s i c 2.30 1.14
(b) Di l uted 2.30 1.14
The accompanying notes 1 to 27 are an integral part of the financial statements
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CIN: L18101RJ2012PLC037976
Cash Flow Statement for the year ended 31 March, 2021
For The Year Ended 31st For The Year Ended 31st
Particulars
March,2021 March,2020
A. Cash flow from operating activities
Profi t / (Los s ) before ta x 25,807,645 12,580,192
Adjustments for:
Depreci a ti on a nd a morti s a ti on 3,637,957 3,838,142
(Profi t) / l os s on s a l e / wri te off of a s s ets (57,000) 701,368
Fi na nce cos ts 14,183,519 16,141,772
Revers a l of Provi s i on of Gra tui ty a s per a ctua ry ca l cul a ti on 271,509
Opera ti ng profi t / (l os s ) before worki ng ca pi ta l cha nges 43,843,629 33,261,473
Cha nges i n worki ng ca pi ta l :
Adjus tments for (i ncrea s e) / decrea s e i n opera ti ng a s s ets :
Current Inves tment - -
Inventori es 10,651,163 (57,618,606)
Tra de recei va bl es 8,496,200 (3,494,451)
Short-term l oa ns a nd a dva nces (4,840,893) (10,315,379)
Other Non Current As s ets 39,636 39,636
Other Current a s s ets (1,380,318) 450,154
12,965,787 (70,938,646)
Adjus tments for i ncrea s e / (decrea s e) i n opera ti ng l i a bi l i ti es :
Tra de pa ya bl es (29,954,491) 55,160,736
Other current l i a bi l i ti es (1,843,338) (1,969,574)
Short-term provi s i ons (1,337,726) (608,131)
(33,135,555) 52,583,031
Ca s h genera ted from opera ti ons 23,673,862 14,905,858
Net i ncome ta x (pa i d) / refunds (6,789,106) (4,254,734)
Net cash flow from operating activities (A) 16,884,756 10,651,124
B. Cash flow from investing activities
Ca pi ta l expendi ture on fi xed a s s ets , i ncl udi ng ca pi ta l a dva nces (4,276,751) (2,625,584)
Inves tment s ol d 217,550 -
Proceeds from s a l e of Fi xed As s ets 125,000
Long - Term Loa ns & Adva nces (1,367,503) (685,488)
(5,301,704) (3,311,072)
Net cash flow used in investing activities (B) (5,301,704) (3,311,072)
C. Cash flow from financing activities
Increa s e i n l ong-term borrowi ngs (30,636,409) 6,650,784
Proceeds from Is s ue of Sha re Ca pi ta l 18,000,000 8,600,000
Increa s e i n s ecuri tues Premi um 12,600,000
Increa s e i n Other l ong-term Li a bi l i ty (603,271) 563,037
Net (i ncrea s e) / decrea s e i n worki ng ca pi ta l borrowi ngs 3,483,760 (8,115,837)
Fi na nce cos t (14,183,519) (16,141,772)
Net cash flow used in financing activities (C) (11,339,438) (8,443,787)
Net increase / (decrease) in Cash and cash equivalents (A-B-C) 243,614 (1,103,736)
Ca s h a nd ca s h equi va l ents a t the begi nni ng of the yea r 1,151,897 2,255,633
Effect of excha nge di fferences on res ta tement of forei gn currency Ca s h a nd ca s h equi va l ents
Cash and cash equivalents at the end of the year 1,395,511 1,151,897
Reconciliation of Cash and cash equivalents with the Balance Sheet:
Ca s h a nd ca s h equi va l ents a s per Ba l a nce Sheet (Refer Note 19) 1,395,511 1,151,897
Les s : Ba nk ba l a nces not cons i dered a s Ca s h a nd ca s h equi va l ents a s defi ned i n AS 3 Ca s h Fl ow Sta tements (gi ve deta i l s ) - -
Net Ca s h a nd ca s h equi va l ents (a s defi ned i n AS 3 Ca s h Fl ow Sta tements ) i ncl uded i n Note 19 1,395,511 1,151,897
Add: Current i nves tments cons i dered a s pa rt of Ca s h a nd ca s h equi va l ents (a s defi ned i n AS 3 Ca s h Fl ow Sta tements ) (Refer
Cash and cash equivalents at the end of the year * 1,395,511 1,151,897
98
* Compri s es :
(a ) Ca s h on ha nd 820,952 798,967
(b) Cheques , dra fts on ha nd
(c) Ba l a nces wi th ba nks
(i ) In current a ccounts 574,559 352,929
(i i ) In EEFC a ccounts
(i i i ) In depos i t a ccounts wi th ori gi na l ma turi ty of l es s tha n 3 months
(i v) In ea rma rked a ccounts (gi ve detai l s ) (Refer Note (i i ) bel ow)
(d) Others (s peci fy na ture)
Depos i ts
(e) Current i nves tments cons i dered a s pa rt of Ca s h a nd ca s h equi va l ents (Refer Note (i i ) to Note 16 Current i nves tments )
Notes:
(i ) The Ca s h Fl ow Statement refl ects the combi ned ca s h fl ows pertai ni ng to continui ng a nd di s counting opera tions .
(i i ) Thes e ea rma rked a ccount ba l a nces wi th ba nks ca n be util i s ed onl y for the s peci fi c i dentifi ed purpos es .
See accompanying notes forming part of the financial statements

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Notes forming part of the consolidated financial statements

Note 2 Share capital
Particulars
Number of shares Amount in Rupees Number of shares Amount in Rupees
(a ) Authori s ed
Equi ty s ha res of Rs .10/- ea ch wi th voti ng ri ghts 11,000,000 110,000,000 11,000,000 110,000,000
(b) Is s ued
Equi ty s ha res of ` Rs .10/- ea ch wi th voti ng ri ghts 10,033,950 100,339,500 8,233,950 82,339,500
(c) Subs cri bed a nd ful l y pa i d up

Equi ty s ha res of Rs .10/- ea ch wi th voti ng ri ghts 10,033,950 100,339,500 8,233,950 82,339,500
10,033,950 100,339,500 8,233,950 82,339,500
Total 10,033,950 100,339,500 8,233,950 82,339,500

Refer Notes (1) to (4) bel ow
Note (1) Reconci l a ti on of of number of Equi ty Sha re outs ta ndi ng

Particulars
Number of shares Amount in Rupees Number of shares Amount in Rupees
As a t the begi nni ng of the yea r 8,233,950 82,339,500 2,949,580 29,495,800
Add : Sha res i s s ued through a l l otment Bonus - - 4,424,370 44,243,700
Add : Sha re i s s ued through Preferenti a l a l l otment 1,800,000 18,000,000 860,000 8,600,000
As a t the end of the yea r 10,033,950 100,339,500 8,233,950 82,339,500
As at the end of the year 10,033,950 100,339,500 8,233,950 82,339,500
Note (2) Sha rehol ders hol di ng more tha n 5% of the Equi ty s ha re i n the compa ny

Name of the ShareHolders
Number of shares % of Holding Number of shares % of Holding
Mr. Anuj Mundra 3,722,225 37.10% 3,022,225 36.70%
Mrs . Va ndna Mundra 1,976,975 19.70% 1,426,975 17.33%
Suni ta devi Mundhra 1,197,250 11.93% 647,250 7.86%
Ma veri ck Sha re Brokers Li mi ted - 725,000 8.81%
6,896,450 68.73% 5,821,450 70.70%
Note (3) Rights, preferences and restrictions attached to the equity shares
The company has only one class of equity shares having a par value of Rs.10 per share. Each holder of equity share is enitled to one vote
per share.
Note (4) Issue through Prefrencial allotment
The company has issued and alloted 8,60,000 equity share as prefrencial share on 23.03.2021 by conversion of unsecured loan taken
from its directors.
100

Note 3 Reserves and surplus

(i) Surplus / (Deficit) in Statement of Profit and Loss
As per previ ous yea r ba l a nce s heet 20,918,721 26,563,255
Add: Profi t / (Los s ) for the yea r 19,042,352 8,022,082
Add: Revers a l of Gra tui ty Provi s i on 271,509
Les s : Bonus Is s ued - (13,666,617)
Closing balance 40,232,582 20,918,721
(ii) General Reserve

As per previ ous yea r ba l a nce s heet 500,000 500,000
Add: Tra ns ferred from Profi t & Los s a ccount - 500,000
Les s : Bonus s ha re i s s ued duri ng the yea r - 500,000
Closing balance 500,000 500,000
(iii) Security Premium

As per previ ous yea r ba l a nce s heet - 30,077,082
Add: Proceed Recei ved from Is s ue of s ha re 12,600,000
Les s : Bonus Is s ued - 30,077,082
Closing balance 12,600,000
Total 53,332,582 21,418,721
Note 4 Minority Interest

Equi ty a ttri buta bl e to mi nori ty i nteres t Sha rehol ders of Des i Fus i on Indi a Pvt Ltd 804 693
Sha re i n profi t to mi nori ty i nteres t s ha rehol ders of Des i Fus i on Indi a Pvt Ltd 124 111
Total 928 804
101

Note 5 Long-term borrowings
Non current Portion Current Maturities Non current Portion Current Maturities
Particulars
As at 31 March, 2021 As at 31 March, 2021 As at 31 March, 2020 As at 31 March, 2020
A. Term loans
From banks
a . Secured
1. HDFC Ba nk - 48,398 23,110 263,047
2. Axi s Ba nk 198,112 87,529 -
3) Axi s Ba nk Li mi ted 1,743,869 574,200 265,478 81,289
4) BOI CGTMSE 2,832,982 967,017 - -
b. From NBFC and 12,504,017 25,000,065 20,735,965 27,991,856
17,278,980 26,677,210 21,024,553 28,336,192

B. Loans and advances from related parties
Unsecured Loan (Refer note no. 27.10,
Uns ecured
1.) Anuj Mundra 1,150,631 - 12,021,447 -
2.) Suni ta Devi 856,595 - 3,420,656 -
3.) Va nda na 689,656 - 5,812,178 -
4.) Dwa rka Da s Mundra 185,118 - 4,735,054 -
2,882,000 - 25,989,335 -
C. Loans and Advances From Other Parties
Uns ecured
Others 2,000,000 - 5,783,500 -
2,000,000 - 5,783,500 -
Total 22,160,980 26,677,210 52,797,388 28,336,192
Notes: 5.1
(i i ) Deta i l s of Long-term borrowi ngs gua ra nteed by s ome of the di rectors or others :
Particulars
Loa ns repa ya bl e on 43,956,189 49,360,745

dema nd from ba nks
Loa ns repa ya bl e on 2,000,000 5,783,500
Loa ns a nd 2,882,000 25,989,335
Depos i ts - -
Other l oa ns a nd - -
a dva nces
Total 48,838,189 81,133,580
102

Note 6 Other long-term liabilities

(A) total outstanding dues of micro enterprises and small enterprises 8,378 8,378
(B) total outstanding dues of creditors other than micro enterprises and 9,306 542,551
small enterprises
(b) Others :
(i ) Tra de / s ecuri ty depos i ts recei ved
(i i ) Adva nces from cus tomers
(i i i ) Income recei ved i n a dva nce (Unea rned revenue)
(i v) Gra tui ty Provi s i on 1,222,370 1,292,396
Total 1,240,054 1,843,325

Note 7 Short-term borrowings

(a ) Loa ns repa ya bl e on dema nd
From ba nks
Secured 25,971,366 22,487,606
Uns ecured -
25,971,366 22,487,606
From other pa rties
Secured -
Uns ecured -
-
Total 25,971,366 22,487,606
Notes:
(i ) Detai l s of s ecuri ty for the s ecured s hort-term borrowi ngs :
Particulars Nature of security As at 31 March, 2021 As at 31 March, 2020
Loa ns repa ya bl e on dema nd

from ba nks :
a ) Ba nk of Indi a CC A/c Secured by hypotheca tion of s tock & debtors of the 16,696,626 10,278,397
compa ny a nd pers onnel gua ra ntee of a l l the
di rectors of the compa ny. The l oa n i s further
s ecured by Government of Indi a under CGTSME
s cheme The Appl i ca bl e ra te of i nteres t on CC l i mi t
i s 8.60 %p.a. wi th monthl y res t.
b) Axi s Ba nk The Ca s h Credi t Li mi t i s s ecured on HYP of a l l 9,274,740 12,209,209

current a s s ets of the Compa ny a nd under the
CGTSME Scheme. Further pers ona l gua ra ntee of
Va nda na Mundra , Anuj Mundra , Suni t Devi mundra
a nd Dwa rka Da s Mundra . The Appl i ca bl e ra te of
i nteres t on CC l i mi t i s 11.60%p.a. (Repo +6.35% i .e.
10.35%)
Total - from banks 25,971,366 22,487,606
103

Note 8 Trade payables

(A) total outstanding dues of micro enterprises and small enterprises 38,822,776 47,508,931
(B) total outstanding dues of creditors other than micro enterprises and small enterprises 65,297,338 86,565,674
Total 104,120,114 134,074,605
Note 8.1 "For the di s cl os ure of the s uppl i ers under the Mi cro, s ma l l a nd medi um enterpri s es devel opment Act, 2006 refer note no. 27.3
Note 9 Other current liabilities

(a ) Current ma turi ti es of l ong-term debt (Refer Note (i ) bel ow) 26,677,210 28,336,192
(b) Interes t a ccrued but not due on borrowi ngs 18,314 -

(c) Other pa ya bl es
(i ) Sta tutory remi tta nces (Contri buti ons to PF a nd ESIC, Wi thhol di ng Ta xes , Exci s e Duty, VAT, 772,558 1,039,221
Servi ce Ta x, etc.)
(i i ) Pa ya bl es on purcha s e of fi xed a s s ets

(i i i ) Contra ctua l l y rei mburs a bl e expens es
(i v) Interes t a ccrued on tra de pa ya bl es
(v) Interes t a ccrued on others
(vi ) Tra de / s ecuri ty depos i ts recei ved
(vi i ) Other Pa ya bl es
(vi i i ) Adva nces from cus tomers 295,730 231,736
Total 27,763,812 29,607,150
Note (i ) For the Current Ma turi ti es of l ong terrm borrowi ngs (refer note 5 a nd note 5.1 i n Note 5- Long term borrowi ngs for deta i l s of
borrowi ngs , gura ntee a nd deta i l s of current ma turi ti es .
Note 10 Short-term provisions

(a ) Provi s i on for empl oyee benefi ts :
(i ) Provi s i on for bonus
(i i ) Provi s i on for provi dent Fund 49,842 30,911
(i i i ) Provi s i on for ESI 20,679 8,762
(i v) Provi s i on for pos t-empl oyment medi ca l benefi ts
(v) Provi s i on for other defi ned benefi t pl a ns
(vi ) Provi s i on for other empl oyee benefi ts
70,521 39,673
(b) Provi s i on - Others :
(i ) Provi s i on for Income ta x (Ta x Provi s i on 40,96,541./- l es s a dva nce ta x a nd TDS of Rs . 1,523,159 2,883,509
12,13,032./-)
(i i ) Provi s i on - others
Provi s i on for Sa l a ry a nd wa ges 1,103,993 1,151,319
Provi s i on for el ectri ci ty 115,702 84,204
Provi s i on for Expens es 194,722 220,118
Provi s i on for a udi t fees 378,000 345,000
Total 3,386,097 4,723,823
104

Note 11 Property, Plant and Equipment
A. Tangible assets Gross block Accumulated depreciation and impairment Net block Net block
Balance Additions Disposals Balance Balance Depreciation / Depreciation on Balance Balance Balance
as at as at as at amortisation expense Disposal as at as at as at
(c) Pl a nt a nd Equi pment
Owned 6,418,761 3,988,100 148,705 10,258,155 2,534,135 1,201,934 80,705 3,655,365 6,602,791 3,884,625
Ta ken under fi na nce l ea s e *
Gi ven under opera ting l ea s e *
(d) Furni ture a nd Fi xtures
Owned 6,935,195 43,286 6,978,481 2,821,219 1,072,007 3,893,227 3,085,254 4,113,976
(e) Vehi cl es
Owned 4,764,025 - 4,764,025 2,853,815 602,898 3,456,713 1,307,312 1,910,210
(f) Computer a nd Da ta Proces s i ng Uni t
Owned 1,986,830 68,729 2,055,560 1,740,048 121,028 1,861,077 194,483 246,782
(g) Offi ce equi pment
Owned 4,149,367 123,006 4,272,373 2,858,710 556,685 3,415,394 856,979 1,290,657
Total 24,254,179 4,223,120 148,705 28,328,594 12,807,928 3,554,553 80,705 16,281,776 12,046,818 11,446,252
Previous year 23,069,555 2,147,584 962,961 24,254,178 9,319,001 3,750,519 261,593 12,807,927 11,446,251 13,750,554
B Intangible assets Gross block Accumulated depreciation and impairment Net block Net block
Balance Additions Disposals Balance Balance Depreciation / Depreciation on Balance Balance Balance
as at as at as at amortisation expense Disposal as at as at as at
Goodwi l l 83,376 - 83,376 25,677 5,481 31,158 52,218 57,699
Softwa re 622,881 622,881 138,087 77,924 216,011 406,870 484,794
Total 706,257 - - 706,257 163,764 83,405 - 247,169 459,088 542,493
Previous Year 706,257 - - 706,257 76,141 - - 76,141 630,116 630,116
Grand Total 24,960,435 4,223,120 148,705 29,034,851 12,971,692 3,637,959 80,705 16,528,946 12,505,906 11,988,744

Note 12 Non Current investments
Particulars
Quoted Unquoted Total Quoted Unquoted Total
Inves tments (At cos t):
A. Tra de
(a ) Inves tment i n equi ty i ns truments - -
(b) Inves tment i n preference s ha res - -
(c) Inves tment i n debentures or bonds - -
Total - Trade (A) - - - - - -
B. Non-Tra de Inves tments (At Cos t)
(a ) Inves tment i n equi ty i ns truments (quoted)
Ra gha v Productivi ty Li mi ted ( 3200 Sha res ) 384,975 - 384,975 284,823 - 284,823
Ja s h Engi neeri ng Li mi ted ( 6600 s ha res ) 1,188,021 - 1,188,021 1,505,723 - 1,505,723
SGB Gol d Bonds (Int @ 2.5% every ha l f yea r) - 290,100 290,100 - 290,100 290,100
(b) Inves tment i n preference s ha res - -
(c) Inves tment i n debentures or bonds
Total - Trade (B) 1,572,996 290,100.00 1,863,096 1,790,546 290,100 2,080,646
C. Other i nves tments
(i ) Of Rel a ted Pa rties -
-
D Other Non current i nves tments
Total (A+B+C+D) 1,572,996 290,100.00 1,863,096 1,790,546 290,100 2,080,646
Les s : Provi s i on for di mi nution i n va l ue of i nves tments

Total 1,572,996 1,863,096 2,080,646
Aggrega te a mount of quoted i nves tments 1,572,996 1,790,546
Aggrega te ma rket va l ue of l i s ted a nd quoted i nves tments 2,706,230 1,137,640
Aggrega te va l ue of l i s ted but not quoted i nves tments

Aggrega te a mount of unquoted i nves tments - - -
105

Note 11a Capital Work in Progress
Particulars As at 31 March 2021 As at 31 March 2020

Ja i pur La ndma rk Pri va te Li mi ted 2,776,148 2,722,516
Total 2,776,148 2,722,516
Note 13 Long term Loans and Advances

(a) Security deposits
Uns e cure d, cons i de re d good 3,888,883 2,493,992
3,888,883 2,493,992
Le s s : Provi s i on for doubtful de pos i ts
3,888,883 2,493,992
(b) Balances with government authorities
Uns e cure d, cons i de re d good 30,000 57,388
Total 3,918,883 2,551,380
Note: 13.1 Long-term l oa ns a nd a dva nce s i ncl ude a mounts due from:
Di re ctors * 50,000 50,000
Othe r offi ce rs of the Compa ny *
Fi rms i n whi ch a ny di re ctor i s a pa rtne r (gi ve de ta i l s pe r fi rm)
Pri va te compa ni e s i n whi ch a ny di re ctor i s a di re ctor or me mbe r
106

Note 14 Other non current assets
(a ) Long Term tra de recei va bl es

Secured Cons i dered Good
Uns ecured Cons i dered Good
Doubtful
(b) Una mortis ed expens es
(i ) Compa ny forma ti on Expens es - 39,636
(i i ) Sha re i s s ue expens es (where a ppl i ca bl e)
(i i i ) Di s count on s ha res (where a ppl i ca bl e)
Total - 39,636
Note 15 Inventories
(At cos t )
a ). Ra w Ma teri a l 70,487,771 50,044,046

b). Fi ns hed Goods 150,534,026 182,414,630
c).Stock of cons uma bl es a nd pa cki ng Ma teri a l 932,217 146,500
Total 221,954,014 232,605,177
107
Note 16 Trade receivables

Tra de recei va bl es outs tandi ng for a peri od exceedi ng s i x months from the da te they were due for
pa yment
Secured, cons i dered good 3,708,631 7,496,731
Uns ecured, cons i dered good -
Doubtful - 7,425,056
3,708,631 14,921,787
Les s : Provi s i on for doubtful tra de recei va bl es -
3,708,631 14,921,787
Other Tra de recei va bl es
Secured, cons i dered good 62,306,339 59,589,383
Doubtful - -
62,306,339 59,589,383
Les s : Provi s i on for doubtful tra de recei va bl es -
62,306,339 59,589,383
Total 66,014,971 74,511,170
Note16.1: Tra de recei va bl es i ncl ude debts due from:
Di rectors * -
Rel a tive of Di rectors -
Propri etors hi p Fi rm of Rel a tive of Di rector 2,583,249
Fi rms i n whi ch a ny di rector i s a pa rtner
Pri va te Compa ny whi ch i s s ubs udi a ry compa ny - -
-
2,583,249 -

Note 17 Cash and cash equivalents
(a ) Ca s h on ha nd 820,952 798,967
(b) Cheques , dra fts on ha nd
(c) Ba l a nces wi th ba nks
(i ) In current a ccounts 574,559 352,929
(i i ) In EEFC a ccounts
(i i I) In Depos i ts Account
(d) Others (s peci fy na ture)
Total 1,395,511 1,151,897
Of the a bove, the ba l a nces tha t meet the defi ni tion of Ca s h a nd ca s h equi va l ents a s per 1,395,511 1,151,897
AS 3 Cash Flow Statements i s
108

Note 18 Short-term loans and advances
(a ) Loa ns a nd a dva nces to rel a ted pa rti es

(Refer Note 27.11, 27.11a a nd 27.12b)
- -
Les s : Provi s i on for doubtful l oa ns a nd a dva nces
- -
(b) Securi ty depos i ts
Les s : Provi s i on for doubtful depos i ts
- -
(c) Loa ns a nd a dva nces to empl oyees
Uns ecured, cons i dered good - 175,000
Doubtful
Les s : Provi s i on for doubtful l oa ns a nd a dva nces
- 175,000
(d) Prepa i d expens es - Uns ecured, cons i dered good (For e.g. Ins ura nce premi um, Annua l 1,408,101 971,073
ma i ntena nce contra cts , etc.)
(e) Ba l a nces wi th government a uthori ti es
Uns ecured, cons i dered good

(i ) CENVAT credi t recei va bl e 226,754 226,754
(i i ) Goods a nd Servi ce Ta x 21,076,625 16,377,250
(i i i ) Goods a nd Servi ce Ta x (TCS Recei va bl es ) 615,665 902,425
21,919,044 17,506,428
(f) Others (Ada va nce recocera bl e i n ca s h or Ki nd)

Uns ecured, cons i dered good 1,778,735 1,612,486
Doubtful
Les s : Provi s i on for other doubtful l oa ns a nd a dva nces
1,778,735 1,612,486
Total 25,105,880 20,264,987
Note: 18.1 Short-term l oa ns a nd a dva nces i ncl ude a mounts due from:
Di rectors * - -
Rel a ti ve of Di rector - -
From Subs i di a ry Compa nt - Des i Fus i on Indi a Pri va te Li mi ted - -
- -
Note 19 Other Current Assets
(a ) Long Term tra de recei va bl es

Secured Cons i dered Good
Uns ecured Cons i dered Good
Doubtful
(b) Una morti s ed expens es

(i ) Sha re i s s ue expens es -
(i i ) Members hi p Fees - 460,000
(c) Other Non Current As s ets
(i ) Term Depos i ts ha vi ng ma turi ty of more tha n 12 Months 1,977,812 137,494
Total 1,977,812 597,494
109

Note 20 Revenue from operations
For the year ended For the year ended
Particulars
31 March, 2021 31 March, 2020
(a ) Sa l e of products (Refer Note (i ) bel ow) 478,034,159 468,263,718
(b) Sa l e of s ervi ces (Refer Note (i i ) bel ow) 59,021 43,105
(c) Other opera ting revenues (Refer Note (i i i ) bel ow)
1,320 403,585
Total 478,094,500 468,710,408

Note Particulars
31 March, 2021 31 March, 2020
(i ) Sale of products comprises :
Tra ded goods
Runni ng Fa bri c 31,964,855 34,971,067
Ga rments 130,664,198 126,262,286
Ma s ks , PPE KIT & other covi d -19 equi pments 339,277 -
N95 Ma s k 2,692,525 -
Cons uma bl e s a l e 832,438 154,876
Ma nufa cutred Goods

Ma s k 654,550 -
Ma s ks , PPE KIT & other covi d -19 equi pments 6,239,288 -
Ga rments 302,967,440 306,875,489
Scra p 172,725 -
N95 Ma s k 1,506,863 -
Total - Sale of traded goods 478,034,159 468,263,718
(i i ) Sale of services comprises :
Job Work 59,021 43,105
Total - Sale of services 59,021 43,105
(i i i ) Other operating revenues comprise:
Duties Refund - 371,682

Other Mi s cel l neous i ncome 1,320 30,612
Di s count Recei ved - 1,291
Total - Other operating revenues 1,320 403,585
110

Note 21 Other income
For the year ended 31 For the year ended 31

Particulars
(a ) Interes t i ncome (Refer Note (i ) bel ow) 140,754 9,846
(b) Other non-opera ti ng i ncome (net of expens es di rectl y a ttri buta bl e to s uch 4,416,775 2,217,981
i ncome) (Refer Note (i i ) bel ow)
Total 4,557,529 2,227,827

Note Particulars
(i ) Interes t i ncome compri s es :
Interes t from ba nks on:
depos i ts
FD/BG 64,151 -
Interes t Recei ved On FD 76,603 9,846
Interes t on Tds refund -
Total - Interest income 140,754 9,846

Note Particulars
(i i ) Other non-opera ti ng i ncome compri s es :

Pos ta ge a nd couri er 1,334,957 1,509,396
Other Income 15,706 388,795
Mi s c credi t wri tten ba ck 3,186 298,690
Income Ta x provi s i on wri tten off - 1,304
Di vi dend Income 8,400 -
Commi s s i on Income 420,000 -
Profi t on Sa l e of Sha res 130,626 -
Profi t on s a l e of fi xed a s s ets 57,000 -
Inpecti on Income 2,446,900 -
Ra te Di fference - 19,750
Round Off - 47
Total - Other non-operating income 4,416,775 2,217,981
111

Note 22.a Cost of materials consumed
Particulars
31 March, 2021 31 March, 2020
Opening stock 50,044,046 31,728,279
Add: Purchases 24,928,257 103,300,094
Less: Closing stock 11,584,025 50,044,046
Less: Sold During the year 22,145,102 -
Cost of Material Consumed 41,243,176 84,984,327
Material consumed comprises:
Gray Fabric 19,207,415 12,533,303
Running Cotton 17,938,807 72,451,024
PPE Non Woven Fabric 4,087,182 -
Legging fabric 9,773 -
Total 41,243,177 84,984,327
Note 22.b Purchase of traded goods

Particulars
31 March, 2021 31 March, 2020
Traded good
Fabric
Running Cotton 109,997,885 28,074,641
Garments 66,983,614 83,796,203
PPE KIT / Materail 312,121
Mask 250
P. P. Non Woven Fabric 216,160 -
N95 Mask With Respirators 2,691,025 -
Total 180,201,055 111,870,844
112
Note 22.c Changes in inventories of finished goods, work-in-progress and

stock-in-trade
Particulars
31 March, 2021 31 March, 2020
Inventories at the end of the year:
Finshed Goods 209,253,028 182,414,631
-
209,253,028 182,414,631
Inventories at the beginning of the year:
Finished Goods 182,414,631 143,143,292
182,414,631 143,143,292
Net (increase) / decrease (26,838,398) (39,271,339)
Note 23 Employee benefits expense

Particulars
31 March, 2021 31 March, 2020
Salaries and wages 14,569,407 25,615,181
Director Remuneration 5,124,000 3,504,000
Contribution to ESI and provident Fund 385,614 403,679
Gratuity 201,483 555,809
Staff welfare expenses 269,632 463,389
Total 20,550,136 30,542,058
Note 24 Finance costs

Particulars
31 March, 2021 31 March, 2020
(a) Interest expense on:
(i) Borrowings 13,390,124 14,736,565
(ii) Trade payables
(iii) Others
(b) Loan Processing fees 295,651 1,067,433
(c) Bank Charges 497,743 337,774
Total 14,183,519 16,141,772
113

Note 25 other expenses
Particulars
(A) Direct Exps.
Cons uma bl e s 4,517,995 6,372,991
Fre i ght & Ca rta ge 935,643 1,458,153
Job Work & Sti chi ng Cha rge s 38,998,641 53,178,342
Kurti Sti cke rs 755,771 2,127,408
Fa ctory Re nt 5,512,459 5,841,300
Pa cki ng Ma te ri a l 1,082,174 1,299,598
Powe r & Fue l 1,689,814 1,706,486
Sa l e s Di s count on onl i ne Sa l e 5,999,580 7,107,031
Wa ge s 9,900,179 1,158,572
Wa s h a nd Dry Cl e a ni ng Cha rge s 28,699 -
Tota l 69,420,956 80,249,882
(B) Indirect Exps
Adve rti s i ng Expe ns e s 14,682,943 17,546,187
Ama zon di s pos a l 7,441,044 -
Commi s s i on a nd Brokra ge 111,044,851 125,857,399
Re nt Expe ns e s 2,314,552 2,804,037
Pa yme nts to a udi tors 440,000 420,242
Ins ura nce Expe ns e 688,644 548,167
Bus i ne s s Promoti on Expe ns e 521,974 296,442
Dona ti on 24,000 40,200
Duty dra wba ck s urre nde r 744,463
Pe na l ty a nd Inte re s t 359,203 738,834
Conve ya nce Expe ns e s 15,194 20,146
Le ga l a nd Profe s s i ona l Expe ns e s 1,132,630 1,823,400
La b te s ti ng 240,820 -
Me mbe rs hi p a nd Subs cri pti on 39,300 29,456
Mi s ce l l a ne ous e xpe ns e s * 146,312 107,930
Food Expe ns e a t Cl ub 9,001 19,545
Photo Shoot Expe ns e s 995,683 759,775
Se curi ty Gua rd Expe ns e s 520,000 571,050
Export Cha rge s - 665,499
Shi ppi ng Cha rge s 6,192,241 8,551,832
Tra ve l l i ng Expe ns e s 270,764 399,420
We bs i te Se rve r Cha rge s 296,650 716,800
Offi ce Expe ns e s 223,197 1,285,235
Pos ta ge a nd Couri e r 1,592,102 1,647,187
Pa yme nt Ga te wa y cha rge s 204,344 57,443
Pri nti ng a nd Sta ti one ry 233,264 655,841
Pri or Pe ri od Expe ns e s 32,427 37,563
Re pa i r a nd Ma i nte na nce 1,145,622 780,401
Te chni ca l Cons ul ta ncy Fe e s 711,524 995,659
Ma rke t Ma ki ng Cha rge s 300,000 300,000
NSE Li s ti ng Fe e s 12,500 85,000
Te l e phone a nd Mobi l e Expe ns e s 345,578 349,567
Te ndor Fe e s 105,192
Gs t Pa i d - 14,404
ISI Ma rk re gi s tra ti on fe e s 59,000 -
Softwa re Exp 401,756 569,254
Swe e pe r a nd cl e a ni ng e xpe ns e 414,355
Wri tte n off 2,144 -
Turnove r Ince nti ve - 107,439
Goodwi l l Expe ns e 43,074 -
Tota l 153,946,347 168,801,355
Grand Total 223,367,303 249,051,237
114
Notes:25.1
Particulars
(i ) Pa yments to the a udi tors compri s es (net of s ervi ce ta x i nput credi t,
where a ppl i ca bl e):
As a udi tors - s ta tutory a udi t 363,000 330,000

As a udi tors - GST Audi t 15,000 15,000
As a udi tors - Secreta ri a l Audi t 50,000 40,000
As a udi tors - Other 12,000 12,000
ROC Return Fi l l i ng Cha rges - 23,242
Rei mburs ement of expens es
Tota l 440,000 420,242
Note 26. Exceptional items

Particulars
Excepti ona l Item 499,636 1,201,004
Total 499,636 1,201,004
115

Note 27 Additional information to the financial statements
Note Particulars
27.1 The Schedul e III ha s become effective from 1 Apri l , 2014 for the prepa ra tion of fi na nci a l s tatements . Thi s ha s s i gni fi ca ntly i mpa cted the di s cl os ure a nd
pres entation ma de i n the fi na nci a l s tatements . Previ ous yea r's fi gures ha ve been regrouped / recl a s s i fi ed wherever neces s a ry to corres pond wi th the current
yea r's cl a s s i fi ca tion / di s cl os ure.
27.2 Contingent liabilities and commitments (to the extent not provided for)
(i ) Contingent l i a bi l i ties
(a ) Cl a i ms a ga i ns t the Compa ny not a cknowl edged a s debt
1.The Income Ta x Depa rtment ha s ra i s ed dema nds i n rega rds to tax deducted a t s ource for non compl i a nces to
the provi s i on of the a ct tha t ha s been veri fi ed from TRACES a re a s fol l ows :
Fi na nci a l Yea r Amount

2019-20 300
2018-19 1,480
2016-17 1,200
2017-18 500
2015-16 2,750
Pri or Peri od 39,960 - 46,190
2.The Commerci a l Ta x Depa rtment ra i s ed dema nd of Rs .32,07,960/- for the FY 2017-18 for non s ubmi s s i on of
Statutory Forms Li ke C -form etc. The ma na gement of the compa ny i s taki ng neces s a ry s teps for col l ection of C-
Forms from the pa rties a nd to Submi t the forms wi th i n time to di s pos e the dema nd.The dema nd i s s ettel ed i n
ful l i n F.Y.2020-21.
- 3,207,960.00
(b) Gua ra ntees
1.The Axi s Ba nk Li mi ted, Ci vi l Li nes , Ja i pur i s s ued Ba nk Gua ra ntee to The As s es s i ng Authori ty , Exci s e a nd
Ta xa tion Depa rtment Gua rgon (Ha ri ya na ) of Rs . 1,00,000/- va l i d upto 14.12.2020 s ecured a ga i ns t the FDR of Rs .
1,00,000/-.It i s further renew i n F.Y.2020-21 for Rs . 1,47,270. Further duri ng the current fi na nci a l yea r Fi xed depos i t
a mounting of Rs .18,30,542 i s pl edged a gi a ns t l oa n taken from SIDBI.
147,270 100,000
(c) Other money for whi ch the Compa ny i s contingently l i a bl e (gi ve detai l s ) NA NA
(i i ) Commi tments
(a ) Es tima ted a mount of contra cts rema i ni ng to be executed on ca pi tal a ccount a nd not provi ded for NA NA
Ta ngi bl e a s s ets NA NA
Intangi bl e a s s ets NA NA
(b) Unca l l ed l i a bi l i ty on s ha res a nd other i nves tments pa rtly pa i d NA NA
(c) Other commi tments (s peci fy na ture) NA NA
147,270 3,354,150
116
27.3 Disclosures required under Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006
(i ) Pri nci pa l a mount rema i ni ng unpa i d to a ny s uppl i er a s a t the end of the a ccounti ng yea r 38,822,776 47,517,309
(i i ) Interes t due thereon rema i ni ng unpa i d to a ny s uppl i er a s a t the end of the a ccounti ng yea r -
(i i i ) The a mount of i nteres t pa i d a l ong wi th the a mounts of the pa yment ma de to the s uppl i er beyond the -
a ppoi nted da y
(i v) The a mount of i nteres t due a nd pa ya bl e for the yea r -
(v) The a mount of i nteres t a ccrued a nd rema i ni ng unpa i d a t the end of the a ccounti ng yea r -
(vi ) The a mount of further i nteres t due a nd pa ya bl e even i n the s ucceedi ng yea r, unti l s uch da te when the -
i nteres t dues a s a bove a re a ctua l l y pa i d
Dues to Mi cro a nd Sma l l Enterpri s es ha ve been determi ned to the extent s uch pa rti es ha ve been i denti fi ed on the ba s i s of i nforma ti on col l ected by the
Ma na gement. Thi s ha s been rel i ed upon by the a udi tors .
27.4 Value of imports calculated on CIF basis @: For the year ended 31 For the year ended 31 March,
March, 2021 2020
Ra w ma teri a l s
Components
Spa re pa rts
Tota l Components a nd s pa re pa rts
Ca pi ta l goods
27.5 Expenditure in foreign currency #: For the year ended 31 For the year ended 31 March,
March, 2021 2020
Roya l ty
Know-how
Profes s i ona l a nd cons ul ta ti on fees
Interes t
Other ma tters
27.6 Details of consumption of imported and indigenous items * For the year ended 31 For the year ended 31 March,
March, 2021 2020
Imported
Ra w ma teri a l s -
Components -
Spa re pa rts -
Total -
Indi genous For the year ended 31 For the year ended 31 March,
March, 2021 2020
Ra w ma teri a l s 41,243,176 84,984,327

Components -
Spa re pa rts -
Total 41,243,176 84,984,327
For the year ended 31 For the year ended 31 March,

27.7 Earnings in foreign exchange :
March, 2021 2020
Export of goods ca l cul a ted on FOB ba s i s
Roya l ty, know-how, profes s i ona l a nd cons ul ta ti on fees
Interes t a nd di vi dend
Other i ncome, i ndi ca ti ng the na ture thereof.
117

27.8 Amounts remitted in foreign currency during the year on account of dividend ##
March, 2021 2020
Amount of di vi dend remi tted i n forei gn currency
Tota l number of non-res i dent s ha rehol ders (to whom the di vi dends were remi tted i n forei gn currency)
Tota l number of s ha res hel d by them on whi ch di vi dend wa s due

Yea r to whi ch the di vi dend rel a tes
Ba s i c & Di l uted
Net profi t / (l os s ) for the yea r a ttri buta bl e to the equi ty s ha rehol ders 19,042,352 8,522,082
Wei ghted a vera ge number of equi ty s ha res 8,278,334 7,454,060

Pa r va l ue per s ha re 10 10
Ea rni ngs per s ha re - Ba s i c & di l uted 2.30 1.14
Particulars
March, 2021 2020
27.10 Deferred Tax (Liability)/asset
On di fference between book ba l a nces a nd ta x ba l a nce of fi xed a s s ets -
Ta x effect of i tems cons ti tuti ng deferred ta x l i a bi l i ty -
On di fference between book ba l a nces a nd ta x ba l a nce of fi xed a s s ets 3,191,398 3,096,287
Ta x effect of i tems cons ti tuti ng deferred ta x a s s ets . 803,211 779,273
Net deferred ta x (l i a bi l i ty)/a s s et 803,211 779,273
118

Note 27 Disclosures under Accounting Standards (contd.)
Note Particulars
27.11 Related party transactions
27.11a Details of related parties:
Description of relationship Names of related parties
Key Management Personnel (KMP) Mr. Anuj Mundra, Mrs Vandna Mundra and Mrs Sunita Devi Mundhra, Dwarka Das Mundra and
Gunjan Jain
Relatives of KMP
Company in which KMP / Relatives of KMP can exercise Good Work and Company
Note: Rel a ted pa rti es ha ve been i denti fi ed by the Ma na gement.
27.11b Details of related party transactions during the year ended 31 March, 2021 and balances outstanding as at 31 March, 2021:
KMP Relatives of KMP Entities in which KMP / Total

relatives of KMP have
Purcha s e of goods -
Recei vi ng of s ervi ces -
Sa l e of Goods 2,603,094 2,603,094.00
Ma i nta i nnce Cha rges Pa i d -
Tra ns fer of res ea rch a nd devel opment -
Renumera ti on to Di rectors 5,124,000 5,124,000
Roya l ty pa i d - -
Rent Pa i d 690,000 690,000
Interes t Pa i d 2,277,610 2,277,610
Fi na nce (i ncl udi ng l oa ns a nd equi ty contri buti ons i n ca s h or 15,312,051 - 15,312,051

i n ki nd)
Sa l a ry Pa i d 711,850 711,850
Gua ra ntees a nd col l a tera l s provi ded -
Ma na gement contra cts i ncl udi ng for deputa ti on of -

empl oyees
Provi s i on for doubtful recei va bl es , l oa ns a nd a dva nces -
Wri te off / wri te ba ck ma de duri ng the yea r -
Balances outstanding at the end of the year
Tra de recei va bl es 2,583,249 -
Loa ns a nd a dva nces 50,000 50,000
Tra de pa ya bl es -
Borrowi ngs 2,882,000 2,882,000
Provi s i on for doubtful recei va bl es , l oa ns a nd a dva nces -
119
NOTICE OF THE
ANNUAL GENERAL MEETING
2020-2021
NOTICE OF AGM 2020-21
NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT THE 9TH ANNUAL GENERAL MEETING (‘AGM’) OF THE MEMBERS OF NANDANI CREATION LIMITED WILL BE HELD ON
THURSDAY, 30TH DAY OF SEPTEMBER, 2021 AT 3:00 P.M. IST THROUGH VIDEO CONFERENCE (VC)/OTHER AUDIO-VISUAL MEANS (AOVM) TO
TRANSACT THE FOLLOWING BUSINESS: -
ORDINARY BUSINESS:
b) Perquisites: In addition to the above salary as mentioned in the
1. To Receive, Consider and Adopt the Audited Financial resolution, Mr. Anuj Mundhra, Chairman and Managing
Statements (including the consolidated financial statements) of Director shall also be entitled to the perquisites (evaluated as
the Company for the Financial year ended March 31, 2021
per Income Tax Rule wherever applicable and at actual cost to
together with the reports of the Board of Directors and Auditors
thereon and in this regard, pass the following resolution as an the Company in other cases) like benefits of furnished
Ordinary Resolution: accommodation/House Rent Allowance, telephone at
residence, medical reimbursement, personal accidental
2. To Appoint a director in place of Mr. Anuj Mundhra (DIN: insurance, Performance incentive, leave and leave travel
05202504), who retires by rotation and being eligible offers concession, provident funds, Superannuation fund, exgratia &
himself for re appointment; gratuity in accordance with the scheme(s) and rule(s) applicable
to the members of the staff or any modification (s) that may be
SPECIAL BUSINESS:
made in any scheme/rule for the aforesaid benefits.
3. RE-APPOINTMENT OF MR. ANUJ MUNDHRA (DIN: 05202504),
AS CHAIRMAN AND MANAGING DIRECTOR (KEY MANAGERIAL “RESOLVED FURTHER THAT Mr. Anuj Mundhra shall be key
PERSONNEL) OF THE COMPANY: Managerial Person of the Company as defined under Section 203
of Companies Act, 2013 read with Rules made thereunder.”
To consider and if thought fit, to pass the following resolution
as a Special Resolution:
“RESOLVED FURTHER THAT wherein a financial year during the
“RESOLVED THAT in accordance with the provisions of Section continuance of his tenure , the company has no profits or its
117, 196, 197, 198 and 203 read with Schedule V and Articles of profits are inadequate, the remuneration payable to him shall be
Association of the Company as amended from time to time and in accordance with the Nomination & Remuneration Committee
all other applicable provisions of the Companies Act, 2013 and which shall also have the authority to decide the quantum,
the Companies (Appointment and Remuneration of Managerial composition and periodicity of payment of such remuneration
Personnel) Rules, 2014 (including any statutory modification(s) subject however that such remuneration shall not exceed the
or re-enactments thereof for the time being in force) and limit prescribed under Section II, Part II (A) (1)(ii) of Schedule V
pursuant to the provisions of SEBI (Listing Obligations & of the Companies Act, 2013.
Disclosure Requirements) Regulations, 2015 amended from time
to time, the approval of the members/shareholders of the “RESOLVED FURTHER THAT the Board of Directors be and are
company be and are hereby accorded to approve the terms of hereby authorized to vary, alter, increase or enhance/change
re-appointment and remuneration of Mr. Anuj Mundhra (DIN: from time to time, subject to overall limit on remuneration
05202504) as the Chairman & Managing Director (Key payable to all the managerial personnel taken together, as laid
managerial Personnel) of the Company, for a period of 5 years down in the companies Act, 2013 read with the Schedule V
from August 15, 2021 to August 14, 2026 as thereto, and subject to the requisite approvals, if any being
recommend/approved by the Nomination & Remuneration obtained.”
Committee and the Board of Directors in its meeting held on 01st
September, 2021 on the following terms, conditions, salary & “RESOLVED FURTHER THAT for the purpose of giving effect to
perquisites: this resolution, the Board of Directors be and are hereby
authorized to do all such acts, deeds, matters and things as they
a) Salary: Rs. 2,70,000/- per month with increments as may be may in their absolute discretion deems necessary, expedient,
decided by the Board of Directors from time to time. usual and proper.”
120
4. RE-APPOINTMENT OF MRS. VANDANA MUNDHRA (DIN: “RESOLVED FURTHER THAT the Board of Directors be and are
05202403), AS WHOLE-TIME DIRECTOR (KEY MANAGERIAL hereby authorized to vary, alter, increase or
PERSONNEL) OF THE COMPANY:
enhance/change from time to time, subject to overall limit on
remuneration payable to all the managerial personnel taken
“RESOLVED THAT in accordance with the provisions of Section together, as laid down in the companies Act, 2013 read with the
117, 196, 197, 198 and 203 read with Schedule V and Articles of Schedule V thereto, and subject to the requisite approvals, if any
Association of the Company as amended from time to time and being obtained.”
all other applicable provisions of the Companies Act, 2013 and
the Companies (Appointment and Remuneration of Managerial “RESOLVED FURTHER THAT for the purpose of giving effect to
Personnel) Rules, 2014 (including any statutory modification(s)
this resolution, the Board of Directors be and are hereby
or re-enactments thereof for the time being in force) and
pursuant to the provisions of SEBI (Listing Obligations & authorized to do all such acts, deeds, matters and things as they
Disclosure Requirements) Regulations, 2015 amended from time may in their absolute discretion deems necessary, expedient,
to time, the approval of the members/shareholders of the usual and proper.”
company be and are hereby accorded to approve the terms of 5. RE-APPOINTMENT OF MRS. SUNITA DEVI MUNDHRA (DIN:
re-appointment and remuneration of Mrs. Vandana Mundhra 05203015), AS WHOLE-TIME DIRECTOR (KEY MANAGERIAL
(DIN: 05202403) as the Whole-Time Director (Key managerial PERSONNEL) OF THE COMPANY:
Personnel) of the Company, for a period of 5 years from August
15, 2021 to August 14, 2026 as recommend/approved by the To consider and if thought fit, to pass the following resolution
Nomination & Remuneration Committee and the Board of as a Special Resolution:
Directors in its meeting held on 01st September, 2021 on the
following terms, conditions, salary & perquisites: “RESOLVED THAT in accordance with the provisions of Section
117, 196, 197, 198 and 203 read with Schedule V and Articles of
a) Salary: Rs. 1,08,000 per month with increments as may be Association of the Company as amended from time to time and
decided by the Board of Directors from time to time. all other applicable provisions of the Companies Act, 2013 and
the Companies (Appointment and Remuneration of Managerial
b) Perquisites: In addition to the above salary as mentioned in Personnel) Rules, 2014 (including any statutory modification(s)
the resolution, Mrs. Vandana Mundhra, Whole Time Director or re-enactments thereof for the time being in force) and
shall also be entitled to the perquisites (evaluated as per pursuant to the provisions of SEBI (Listing Obligations &
Income Tax Rule wherever applicable and at actual cost to Disclosure Requirements) Regulations, 2015 amended from time
the Company in other cases) like benefits of furnished to time, the approval of the members/shareholders of the
accommodation/House Rent, telephone at residence, company be and are hereby accorded to approve the terms of
medical reimbursement, personal accidental insurance, re-appointment and remuneration of Mrs. Sunita Devi Mundhra
leave and leave travel concession, provident funds, (DIN: 05203015) as the Whole-Time Director (Key managerial
Superannuation fund, exgratia & gratuity in accordance with Personnel) of the Company, for a period of 5 years from August
the scheme(s) and rule(s) applicable to the members of the 15, 2021 to August 14, 2026 as recommend/approved by the
staff or any modification (s) that may be made in any Nomination & Remuneration Committee and the Board of
scheme/rule for the aforesaid benefits. Directors in its meeting held on 01st September, 2021 on the
following terms, conditions, salary & perquisites:
“RESOLVED FURTHER THAT wherein a financial year during the
continuance of his tenure , the company has no profits or its a) Salary: Rs. 72,000 per month with increments as may be
profits are inadequate, the remuneration payable to him shall be decided by the Board of Directors from time to time.
in accordance with the Nomination & Remuneration Committee
which shall also have the authority to decide the quantum, b) Perquisites: In addition to the above salary as mentioned in
composition and periodicity of payment of such remuneration the resolution, Mrs. Sunita Devi Mundhra, Whole Time
subject however that such remuneration shall not exceed the Director shall also be entitled to the perquisites (evaluated as
limit prescribed under Section II, Part II (A) (1)(ii) of Schedule V per Income Tax Rule wherever applicable and at actual cost to
of the Companies Act, 2013. the Company in other cases) like benefits of furnished
accommodation/House Rent, gas, electricity, water and
furnishings, telephone at residence, medical reimbursement,
121
personal accidental insurance, leave and leave travel liable to retire by rotation, for a second term of five consecutive
concession, provident funds, Superannuation fund, exgratia & years commencing from October 01, 2021 to September 30,
gratuity in accordance with the scheme(s) and rule(s) 2026.”
applicable to the members of the staff or any modification (s)
that may be made in any scheme/rule for the aforesaid “RESOLVED FURTHER THAT the Board of Directors of the
benefits. Company (including its committee thereof) and / or Company
Secretary of the Company, be and are hereby authorized to do
“RESOLVED FURTHER THAT wherein a financial year during the all such acts, deeds, matters and things as may be considered
continuance of his tenure , the company has no profits or its necessary, desirable or expedient to give effect to this
profits are inadequate, the remuneration payable to him shall be resolution.”
in accordance with the Nomination & Remuneration Committee 7. RE-APPOINTMENT OF MR. GAURAV JAIN (DIN: 00065686), AS
which shall also have the authority to decide the quantum, AN INDEPENDENT DIRECTOR:
composition and periodicity of payment of such remuneration
subject however that such remuneration shall not exceed the
limit prescribed under Section II, Part II (A) (1)(ii) of Schedule V
of the Companies Act, 2013. “RESOLVED THAT pursuant to the provisions of Sections 149,
152 and other applicable provisions, if any, of the Companies
“RESOLVED FURTHER THAT the Board of Directors be and are Act, 2013(“the Act”) read with Schedule IV to the Act (including
hereby authorized to vary, alter, increase or enhance/change any statutory modification(s) or re-enactment(s) thereof, for the
from time to time, subject to overall limit on remuneration time being in force) and the Companies (Appointment and
payable to all the managerial personnel taken together, as laid Qualification of Directors) Rules, 2014, as amended from time to
down in the companies Act, 2013 read with the Schedule V time, and pursuant to the recommendation of the Nomination &
thereto, and subject to the requisite approvals, if any being Remuneration Committee and the Board of Directors, Mr.
obtained.” Gaurav Jain (DIN: 00065686) , who holds office of Independent
Director up to September 30, 2021 and who has submitted a
“RESOLVED FURTHER THAT for the purpose of giving effect to declaration that he meets the criteria for independence as
this resolution, the Board of Directors be and are hereby provided under Section 149(6) of the Act and Regulation 16(1)(b)
authorized to do all such acts, deeds, matters and things as they of the Securities Exchange Board of India (Listing Obligation and
may in their absolute discretion deems necessary, expedient, Disclosure Requirements) Regulations, 2015, be and is hereby
usual and proper.” re-appointed as an Independent Director of the Company, not
liable to retire by rotation, for a second term of five consecutive
6. RE-APPOINTMENT OF MR. GAGAN SABOO (DIN: 07545038), AS years commencing from October 01, 2021 to September 30,
AN INDEPENDENT DIRECTOR: 2026.”
as a Special Resolution: “RESOLVED FURTHER THAT the Board of Directors of the
Company (including its committee thereof) and / or Company
“RESOLVED THAT pursuant to the provisions of Sections 149, Secretary of the Company, be and are hereby authorized to do
152 and other applicable provisions, if any, of the Companies all such acts, deeds, matters and things as may be considered
Act, 2013(“the Act”) read with Schedule IV to the Act (including necessary, desirable or expedient to give effect to this
any statutory modification(s) or re-enactment(s) thereof, for the resolution.”
time being in force) and the Companies (Appointment and
Qualification of Directors) Rules, 2014, as amended from time to 8. RE-APPOINTMENT OF MR. NEETESH KABRA (DIN: 01574553),
time, and pursuant to the recommendation of the Nomination & AS AN INDEPENDENT DIRECTOR:
Remuneration Committee and the Board of Directors, Mr. Gagan
Saboo (DIN: 07545038) , who holds office of Independent
Director up to September 30, 2021 and who has submitted a
declaration that he meets the criteria for independence as “RESOLVED THAT pursuant to the provisions of Sections 149,
provided under Section 149(6) of the Act and Regulation 16(1)(b) 152 and other applicable provisions, if any, of the Companies
of the Securities Exchange Board of India (Listing Obligation and Act, 2013(“the Act”) read with Schedule IV to the Act (including
Disclosure Requirements) Regulations, 2015, be and is hereby any statutory modification(s) or re-enactment(s) thereof, for the
re-appointed as an Independent Director of the Company, not time being in force) and the Companies (Appointment and
122
Qualification of Directors) Rules, 2014, as amended from time to RESOLVED FURTHER THAT the Board of Directors of the Company
time, and pursuant to the recommendation of the Nomination & and/ or the, Company Secretary & Compliance officer be and are
Remuneration Committee and the Board of Directors, Mr. hereby authorized to do all the acts & take all such steps, as may
Neetesh Kabra (DIN: 01574553) , who holds office of be necessary, proper or expedient to give effect to this
Independent Director up to September 30, 2021 and who has resolution”.
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 Board of India
(Listing Obligation and Disclosure Requirements) Regulations,
2015, be and is hereby re-appointed as an Independent Director
of the Company, not liable to retire by rotation, for a second
term of five consecutive years commencing from October 01,
2021 to September 30, 2026.”
“RESOLVED FURTHER THAT the Board of Directors of the

Company (including its committee thereof) and / or Company
Secretary of the Company, be and are hereby authorized to do all
such acts, deeds, matters and things as may be considered
necessary, desirable or expedient to give effect to this resolution.”
9. APPROVAL OF PAYMENT OF REMUNERATION TO EXECUTIVE

DIRECTORS WHO ARE PROMOTERS OR MEMBERS OF THE
PROMOTER GROUP IN TERMS OF REGULATION 17(6)(e) OF SEBI
(LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS)
(AMENDMENT) REGULATIONS, 2018:

“RESOLVED THAT addition to the previous resolutions passed by

the Members from time to time and pursuant to the provisions
of Section 197 read with Schedule V of the Companies Act, 2013
(the “Act”) and Regulation 17(6)(e) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015
(“Listing Regulations”) (including any amendment(s) or
modification(s) or re-enactment thereof) and upon
recommendation and/or approval of the Nomination and
Remuneration Committee and the Board of Directors of the
Company, the consent of the Members of the Company be and
is hereby accorded to pay an aggregate annual remuneration to
the Executive Promoter Directors of the Company, viz. Mr. Anuj
Mundhra (DIN: 05202504), Chairman and Managing Director,
Mrs. Vandana Mundhra (DIN: 05202403), Whole-Time Director
and Mrs. Sunita Devi Mundhra (DIN: 05203015), Whole-Time
Director exceeding 5 per cent of the net profits of the Company
as calculated under Section 198 of the Companies Act, 2013.
RESOLVED FURTHER THAT the approval of Members shall be

valid only till the expiry of their respective tenure as the
Executive Directors;
123
DATE: 01.09.2021 By the Order of the Board

PLACE: JAIPUR For NANDANI CREATION LIMITED
Sd/-
GUNJAN JAIN
(COMPANY SECRETARY & COMPLIANCE OFFICER)
(M No.: 45068)
Registered Office:
G-13, KARTARPURA INDUSTRIAL AREA,
NEAR 22-GODAM, JAIPUR-302006, RAJASTHAN
CIN: L18101RJ2012PLC037976
124
NOTES:
1. Explanatory Statement pursuant to Section 102 of the Act Services Private Limited (‘Bigshare), the Registrar and Transfer Agents
relating to Item no. 3 and 9 of the Notice of the 9th AGM, which of the Company (‘RTA’) at https://www.bigshareonline.com/ Members
is considered to be unavoidable by the Board of Directors of the who have not registered their email address so far are requested to
Company, is annexed here to. Also, relevant details in respect register their email address for receiving all communication including
of Directors seeking re-appointment at the AGM, in terms of Annual Report, Notices, etc., from the Company electronically.
Regulations 26(4) and 36(3) of the SEBI Listing Regulations and
Clause 1.2.5 of Secretarial Standard - 2 on General Meetings are 7.Institutional/Corporate Shareholders (i.e. other than Individuals/HUF,
also annexed to this notice. NRI, etc) are required to send a scanned copy (PDF/JPG Format) of its
Board or governing body Resolution/Authorization etc. authorizing its
2. In view of the ongoing COVID-19 pandemic, social distancing is representative to attend the AGM through VC /OAVM on its behalf
a norm to be followed and Ministry of Corporate Affairs and to vote through remote e-voting. The said
(“MCA”) has vide its General Circular No. 02/2021 dated 13th Resolution/Authorization shall be sent to the Scrutinizer by email
January, 2021 read with General Circular 20/2020 dated 5th through its registered email address to cs@jaipurkurti.com with a
May, 2020, General Circular No. 14/2020 dated 8th April, 2020 copy marked to helpdesk.evotng@cdslindia.com .
and General Circular No. 17/2020 dated 13th April, 2020
(collectively referred to as “said Circulars”) permitted the 8.The Register of Members and Share Transfer Books of the Company
holding of the Annual General Meeting (“AGM”) through will remain closed from Friday, 24th September, 2021 to Thursday,
VC/OAVM, without the physical presence of the Members at a 30th September, 2021 (both days inclusive).
common venue. In this Annual Report, the connotation of
“Members” and “Shareholders” is the same. 9.The Securities and Exchange Board of India (SEBI) vide its Circular No.
Accordingly, in compliance with the applicable provisions of the CIR/MRD/DP/10/2013 dated March 21, 2013 has mandated all
Companies Act, 2013 (“Act”) read with the said Circulars and Companies to use approved electronic mode of payment for making
Securities and Exchange Board of India (Listing Obligations and cash payments such as dividend to the Members (where core banking
Disclosure Requirements) Regulations, 2015 (“SEBI Listing details are available) or to print the bank account details of the
Regulations”), the Company has decided to convene its ensuing Members (as per the Company’s records) on the physical payment.
9th AGM through VC/OAVM, and the Members can attend and
participate in the ensuing AGM through VC/OAVM.
10. Hence, the Members are requested to furnish/update their bank
account name & branch, bank account number and account type
3. The deemed venue for Nineth AGM shall be the registered
along with other core banking details such as MICR (Magnetic Ink
office of the Company.
Character Recognition), IFSC (Indian Financial System Code) etc. at
the earliest with:
4. Pursuant to the provisions of the Act, a Member entitled to
attend and vote at the AGM is entitled to appoint a proxy to
i. The respective Depository Participants (DP) (in case of the shares
attend and vote on his/her behalf and the proxy need not be a
held in Electronic Mode) or;
Member of the Company. Since this AGM is being held pursuant
ii. The Registrar & Share Transfer Agent of the Company (R&T Agent)
to the MCA Circulars through VC / OAVM, physical attendance
(in case of the shares held in Physical form).
of Members has been dispensed with. Accordingly, the facility
for appointment of proxies by the Members will not be available
11. Members holding shares in Demat mode may kindly note that any
for the AGM and hence the Proxy Form and Attendance Slip are
request for change of address or change of E-mail ID or change in bank
not annexed to this Notice.
particulars/mandates or registration of nomination are to be
instructed to their Depository Participant only, as the Company or its
5. Attendance of the Members participating in the AGM through Registrar & Share Transfer Agent cannot act on any such request
VC/OAVM shall be counted for the purpose of reckoning the received directly from the Members holding shares in Demat mode.
quorum under Section 103 of the Act. However, Members holding shares in physical mode are requested to
notify the Registrar & Share Transfer Agent of the Company of any
6. In compliance with the MCA Circulars and the Securities and change in their address and e-mail id as soon as possible.
Exchange Board of India (‘SEBI’) Circular No.
SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020, Notice of 12. Members are requested to contact the Company’s Registrar &
the 9th AGM along with the Annual Report for Financial Year 2020-21 Share Transfer Agent Bigshare Services Private Limited(“Bigshare” or
is being sent only through electronic mode to those Members whose “Registrar & Share Transfer Agent”) having address at 1st Floor,
e-mail addresses are registered with the Company / National Bharat Tin Works Building, Opposite Vasant Oasis, Makwana Road,
Securities Depository Limited and Central Depository Services (India) Marol, Andheri East, Mumbai 400 059; Tel.: (022) 62638200/02 Email
Limited (‘the Depositories’). A copy of this Notice along with the id: admission@bigshareonline.com; Website:
Annual Report for Financial Year 2020- 21 is uploaded on the www.bigshareonline.com for reply to their queries/redressal of
Company’s website www.nandanicreation.com websites of the Stock complaints, if any, or contact Ms. Gunjan Jain , Company Secretary at
Exchanges The National Stock Exchange of India Limited at
www.nseindia.com respectively and on the website of Bigshare
125
the Registered Office of the Company (Phone No.: +0141-4037596; dematerialized form with effect from, April 1, 2019, except in case
Email: cs@jaipurkurti.com ). of request received for transmission or transposition of securities.
In view of this and to eliminate all risks associated with physical
13. To support the “Green Imitative” Members who have not yet shares and for ease of portfolio management, members holding
registered their email addresses are requested to register the same shares in physical form are requested to consider converting their
with their DPs in case the shares are held by them in electronic form holdings to dematerialized form. Members can contact the
and with Bigshare in case the shares are held by them in physical Company or Company’s Registrar and Share Transfer Agent,
form. In compliance with the aforesaid MCA Circulars and SEBI Bigshare Services Private Limited (“Bigshare”) for assistance in
Circular dated May 12, 2020, Notice of the AGM along with the this regard.
Annual Report 2020-21 is being sent only through electronic mode to
those Members whose email addresses are registered with the 21. The Shareholders, seeking any information with regard to the
Company/ Depositories. Members may note that the Notice and accounts or any matter to be placed at the AGM, are requested
Annual Report 2019-20 will also be available on the Company’s to write to the Company before the date of the AGM through
website www.nandanicreation.com , website of the Stock Exchanges Email on info@jaipurkurti.com . The same will be replied by/ on
i.e. National Stock Exchange of India Limited “Emerge Platform” and behalf of the Company suitably.
on the website of CDSL www.evotngindia.com
22. The Company has appointed M/s Manisha Godara and
14. Members are requested to intimate changes, if any, pertaining to Associates, Practicing Company Secretaries, New Delhi as
their name, postal address, email address, telephone/ mobile scrutinizer to scrutinize the voting and the voting process in a fair
numbers, Permanent Account Number (PAN), mandates, and transparent manner.
nominations, power of attorney, bank details such as, name of the
bank and branch details, bank account number, MICR code, IFS Code, 23. The Chairman shall, at the AGM, at the end of discussion on the
etc., to their DPs in case the shares are held by them in electronic Resolutions on which the voting is to be held, allow voting with
form and to Bigshare in case the shares are held by them in physical the assistance of the Scruitinizer, by use of e-voting for all those
form. Members who are present at the AGM through VC/AOVM.
24. The scrutinizer shall after the conclusion of voting at the Meeting,
15. The Cut-off date for determining the names of shareholders eligible will first count the votes cast at the Meeting in the presence of at
to get Notice of Annual General Meeting is Friday, 03rd September, least two witnesses not in the employment of the Company and
2021. shall make and submit, within 48 hours of the conclusion of the
AGM, a consolidated scrutinizer’s Report of the total votes cast in
16. The Register of Directors and Key Managerial Personnel and their favour or against, if any, to the Chairman or a person authorized
shareholding maintained under Section 170 of the Act and the by him in writing, who shall countersign the same and declare the
Register of Contracts or arrangements in which Directors are result of the voting within 48 hours of conclusion of the AGM.
interested maintained under Section 189 of the Act will be available
during the meeting for inspection, to the Members attending the 25. The Notice of the AGM shall be placed on the website of the
AGM. Company till the date of AGM. The Results declared, along with
the scrutinizer’s Report shall be placed on the Company i.e.
17. Members may avail the facility of nomination by nominating a www.nandanicreation.com immediately after the declaration of
person to whom their shares in the Company shall vest in the event result by the Chairman or a person authorized by him in writing.
of their death. The prescribed form can be obtained from the The Results shall also be immediately forwarded to the Stock
Company’s Registrar & Share Transfer Agent. Exchange(s) where the shares of the Company are listed. Further,
the results shall be displayed on the Notice Board of the Company
18. Members who hold shares in physical form in multiple folios in at its Registered Office.
identical names or joint names in the same order of names are
requested to send the share certificates to the Company’s 26. Pursuant to Section 108 of Companies Act, 2013 read with rules
made there under and Regulation 44 of the SEBI (LODR)
Regulations, 2015, the Company is providing e-voting facility to its
Members to exercise their votes electronically on the item of
Registrar &Share Transfer Agent for consolidation into single folio. business given in the Notice through the electronic voting service
facility provided by CDSL.
19. Since, the securities of the Company are traded compulsorily in
dematerialized form as per SEBI mandate, Members holding 27. Since, the AGM will be held at the registered office (deemed place
shares in physical form are requested to get their shares of Meeting) and also via VC/OAVM, the Route map is also
dematerialized at the earliest. annexed in this Notice.
20. As per Regulation 40 of SEBI Listing Regulations, as amended,

Securities of listed companies can be transferred only in
126
x. If you are a first-time user, then follow the steps given
THE INSTRUCTIONS FOR SHAREHOLDERS VOTING below:
ELECTRONICALLY ARE AS UNDER:
For Members holding shares in Demat Form and
In compliance with provisions of Section 108 of the Companies Physical Form
Act, 2013 read with Rule 20 of the Companies (Management and
Administration) Rules, 2014 including Amendment Rules, 2015 PAN Enter your 10-digit alpha-numeric *PAN issued by
and Regulation 44 of the SEBI (Listing Obligations and Disclosure
Income Tax Department (Applicable for both demat
Requirements) Regulations, 2015, the Company is pleased to
provide its Members facility to exercise their right to vote at the shareholders as well as physical shareholders)
Annual General Meeting by electronic means and the business • Members who have not updated their PAN with
may be transacted through e-voting services provided by the the Company/Depository Participant are
Central Depository Services (India) Limited (CDSL). requested to use the first two letters of their
name and the 8 digits of the sequence number
i. The voting period begins on Sunday, 26th Day of September, 2021 (refer serial no. printed on the name and
at 9.00 A.M. and ends on Wednesday, 29th day of September,
address sticker/Postal Ballot Form/mail) in the
2021 at 5.00 P.M. During this period shareholders’ of the
Company, holding shares either in physical form or in PAN Field.
dematerialized form, as on the cut-off date 23rd September, 2021 • In case the sequence number is less than 8
may cast their vote electronically and that a person who is not a digits enter the applicable number of 0’s before
member as on the cut-off date should treat this notice for the number after the first two characters of the
information purposes only. The e-voting module shall be disabled name in CAPITAL letters. eg. If your name is
by CDSL for voting thereafter. Those Members, who will be
Ramesh Kumar with serial number 1 then enter
present in the AGM through VC / OAVM facility or physically and
have not cast their vote on the Resolutions through remote e- RA00000001 in the PAN Field.
voting and are otherwise not barred from doing so, shall be DOB Enter the Date of Birth as recorded in your demat
eligible to vote through e-voting system during the AGM. account or in the company records for the said
demat account or folio in dd/mm/yyyy format.
ii. The Board of Directors has appointed M/s Manisha Godara and
Associates, Practicing Company Secretaries, New Delhi as
scrutinizer to scrutinize the votes during the AGM and the remote xi. After entering these details appropriately, click on
e-voting process in a fair and transparent manner. “SUBMIT” tab.
iii. The Members who have casted their vote by remote e-voting xii. Members holding shares in physical form will then reach
prior to the AGM may also attend /participate in the AGM through directly the Company selection screen. However,
VC/OAVM/physically but shall not be entitled to cast their votes members holding shares in demat form will now reach
again. ‘Password Creation’ menu wherein they are required to
mandatorily enter their login password in the new
iv. The Details of the process and manner for remote e-voting are password field. Kindly note that this password is to be
explained herein below: also used by the demat holders for voting for resolutions
of any other company on which they are eligible to vote,
v. Log on to the e-voting website www.evotingindia.com provided that company opts for e-voting through CDSL
platform. It is strongly recommended not to share your
vi. Click on “Shareholders” Tab. password with any other person and take utmost care to
keep your password confidential.
vii. Now Enter your User ID a) For CDSL: 16 digits beneficiary
ID b) For NSDL: 8 Character DP ID followed by 8 Digits xiii. For Members holding shares in physical form, the details
Client ID c) Members holding shares in Physical Form can be used only for e-voting on the resolutions
should enter Folio Number registered with the Company. contained in this Notice.
viii. Next, enter the Image Verification as displayed and Click xiv. Click on the EVSN for the relevant <Company Name> on
on Login. which you choose to vote.
ix. If you are holding shares, in demat form, had logged xv. On the voting page, you will see “RESOLUTION
onto www.evotingindia.com , and voted on an earlier DESCRIPTION” and against the same the option
voting of any Company, then your existing password is to “YES/NO” for voting. Select the option YES or NO as
be used. desired. The option YES implies that you assent to the
127
Resolution and option NO implies that you dissent to the xxiii. In case you have any queries or issues regarding e-voting,
Resolution. you may refer the Frequently Asked Questions (“FAQs”)
and e-voting manual available at www.evoting.com
xvi. Click on the “RESOLUTIONS FILE LINK” if you wish to view under help section or write an email to
the entire Resolution details. helpdesk.evoting@cdslindia.com or call at 1800225533
or to the Company at cs@jaipurkurti.com .
xvii. After selecting the resolution, you have decided to vote
on, click on “SUBMIT”. A confirmation box will be
displayed. If you wish to confirm your vote, click on “OK”, INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE
else to change your vote, click on “CANCEL” and AGM THROUGH VC / OAVM ARE AS UNDER:
accordingly modify your vote.
1. Shareholders will be provided with a facility to attend the
xviii. Once you “CONFIRM” your vote on the resolution, you AGM through VC/OAVM through the CDSL e-voting system.
will not be allowed to modify your vote. Shareholders may access the same at http: // www.e-
votingindia.com under Shareholders/members login by
xix. You can also take out print of the voting done by you by using the remote e-voting credentials. The link for
clicking on “Click here to print” option on the Voting VC/OAVM will be available in the shareholder/members
page. login where the EVSN of the Company will be displayed.
xx. If Demat account holder has forgotten the changed 2. The Facility of joining the AGM through VC/OAVM shall
password then Enter the User ID and the image open 15 minutes before the scheduled time for the AGM.
verification code and click on Forgot Password& enter
the details as prompted by the system. 3. Members are encouraged to join the meeting through
Laptops with Google Chrome for better experience.
• Non-Individual shareholders (i.e. other than Individuals,
HUF, NRI etc.) are required to log on to 4. Further, members will be required to allow camera, if
https://www.evotingindia.com and register themselves as any, and hence use internet with a good speed to avoid
Corporate. any disturbance during the meeting.
• They should submit a scanned copy of the Registration
5. Please note that Participants connecting from Mobile
Form bearing the stamp and sign of the entity to Devices or Tablets or through Laptop connecting via
helpdesk.evoting@cdslindia.com. Mobile Hotspot may experience audio/video loss due to
• After receiving the login details, they have to create a user fluctuation in their respective networks. Use of a stable
who would be able to link the account(s) which they wish to Wi-Fi or LAN connection can mitigate some of the
vote on. technical glitches.
• The list of accounts should be mailed to
6. Shareholders who would like to express their views or ask
helpdesk.evoting@cdslindia.com and on approval of the
questions during the AGM will have to register
accounts they would be able to cast their vote. themselves as a speaker by sending their requisition
• They should upload a scanned copy of the Board Resolution advance at least 2 days prior to meeting mentioning their
and Power of Attorney (POA) which they have issued in names, Demat Account No./Folio No., e mail ID, Mobile
favour of the Custodian, if any, in PDF format in the system No. at info@jaipurkurti.com . The Shareholders who do
for the scrutinizer to verify the same. not wish to speak during the AGM but have queries may
send their queries in advance 2 days prior to the meeting
xxi. Shareholders can also cast their vote using CDSL’s mobile mentioning their names, Demat Account No./Folio No., e
app “m-Voting” available for android based mobiles. The mail ID, Mobile No. at info@jaipurkurti.com. These
m-voting app can be downloaded from Google Play queries will be replied to by the Company suitably by
Store. Please follow the instructions as prompted by the email.
mobile app while voting on your mobile.
PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL
xxii. Any person, who acquires shares of the Company and ADDRESSES ARE NOT REGISTERED WITH THE
become Member of the Company after dispatch of the DEPOSITORIES FOR OBTAINING LOGIN CREDENTIALS
Notice and holding shares as on the cut-off date may FOR E -VOTING FOR THE RESOLUTIONS PROPOSED IN
follow the same instructions as mentioned above for THIS NOTICE:
remote e-voting or sending a request at
helpdesk.evoting@cdslindia.com I. For Physical shareholders-please provide necessary
details like Folio No., name of shareholder, scanned copy
of the share certificate (front and back), PAN (self
128
attested scanned copy of PAN card), AADHAR (self
attested scanned copy of AADHAR card) by email to the
Company/RTA email id.
II. For Demat Shareholders- please provide Demat account

details (CDSL-16 digit beneficiary ID or NSDL-16 digit
DPID+CLID), Name, client master or copy of Consolidated
Account statement, PAN (self attested scanned copy of
PAN card), AADHAR (self attested scanned copy of
AADHAR card) by email to the Company/RTA email id.
III. The Company/RTA shall co-ordinate with CDSL and

provide the login credentials to the above mentioned
shareholders.
Sd/-
GUNJAN JAIN
(COMPANY SECRETARY & COMPLIANCE OFFICER)
(M No.: 45068)
Registered Office:
CIN: L18101RJ2012PLC037976
129
ANNEXURE TO THE NOTICE

• Other perquisites: Subject to overall ceiling on remuneration
THE FOLLOWING EXPLANATORY STATEMENT SETS OUT ALL mentioned herein below, Mr. Anuj Mundhra may be given any
MATERIAL FACTS RELATING TO RESOLUTION NO’S. 3 TO 9 OF THE other allowances, benefits and perquisites as the Board of
NOTICE IN ACCORDANCE WITH SECTION 102 OF COMPANIES ACT,
2013:
Directors (which includes any Committee thereof) may from time to
time decide.
ITEM NO. 3: RE-APPOINTMENT OF MR. ANUJ MUNDHRA (DIN:
05202504) AS THE CHAIRMAN AND MANAGING DIRECTOR OF THE • Amenities:
COMPANY:
Conveyance facilities: The Company shall provide suitable vehicle to
Mr. Anuj Mundhra, aged 40 years, Chairman and Managing Director the Chairman & Managing Director. All the repairs, maintenance and
is the first generation entrepreneur and has experience in the Textile running expenses including driver’s salary shall be borne /
Industry for almost 19 years. He plays pivotal role in formulation and reimbursed by the Company.
implementation of business strategy for growth & expansion of the
business. He is the front face of the Company for dealing with the Telephone internet and other communication facilities: The
Suppliers, vendors, customers etc. Since, the inception due to his Company shall provide telephone, mobile, internet and other
dedication and efforts, he has established two esteemed brands, communication facilities at the Chairman & Managing Director
“Jaipurkurti.com” A Tryst with India’s Traditions & Amaiva-By Jaipur residence. All the expenses incurred shall be paid or reimbursed as
Kurti ”- Where Style Meets Affordability. per the rules of the Company.
Looking to his total devotion and resultant progress made by the 2) MINIMUM REMERATION: In the event of the Company incurring a
Company under his dynamic leadership skills, your board of directors loss or having inadequate profits in any Financial year , the
feels that his continuation on the Board as the Managing Director will remuneration, perquisites, benefits, allowances and amenities
be highly beneficial to the Company. Accordingly, he was being repayable to Mr. Anuj Mundhra shall be in accordance with Section II
appointed as the Chairman & Managing Director of our Company for of Part II of Schedule V of the Companies Act, 2013 as amended
a period of 5 years from August 15, 2021 to August 14, 2026 on from time to time.
remuneration as mentioned in Item No. 3 of the Notice for which the
consent of Nomination & Remuneration Committee have also been 3) SITTING FEES: He shall not be paid sitting fees for attending the
obtained subject to the approval of members. meetings of the Board of Directors of the Company and committee
thereof. He is liable to retire by rotation during his tenure as
The proposed remuneration will be in the limits prescribed for the Managing Director.
managerial person in Schedule V of the Companies Act, 2013
amended from time to time. The Brief Resume of Mr. Anuj Mundhra Further, information required as per Schedule V of the Companies
is annexed with this Notice. Act, 2013 is given as follows:
The Information in respect of terms of remuneration & perquisites is I. GENERAL INFORMATION

given below: Nature of industry Manufacturing of Apparels
1) REMUNERATION PROPOSED: Rs. 2,70,000/- per month with Date or expected date of Company was incorporated on
increments as may be decided by the Board of Directors from time commencement of 21st February, 2012 and the
to time. commercial production commercial production of the
Company consequent upon
• Medical Reimbursement: Reimbursement of medical expenses Conversion from Private
actually incurred, subject to one month’s salary in a year with a Company to Public Company was
right to carry forward. started on 12TH Day of August,
2016
• Leave and Leave Travel Concessions: Leave Travel Concessions In case of new companies, Not Applicable
for self and Family. Earned privilege leaves on full pay and expected date of
allowance as per the rules of the Company subject to the commencement of
condition that leave accumulated but not availed of shall not be activities as per project
allowed to be encased.
130
approved by financial (2) Honored with A Grove of 25
institutions appearing in Trees at the periphery of
the prospectus Sitamata Wildlife Sanctuary,
Rajasthan India by National Stock
Financial performance The details of financial Exchange of India Limited on
based on given indicators performance of the Company for 10.10.2016 etc.
the previous years are as follows (3) Articles appeared in Your
FINANCIA REVENUE PROFIT/(LOSS PROFIT/(LOSS story, SMB Story, Economic
L YEAR FROM ) BEFORE TAX ) AFTER TAX times etc
OPERATION
S
2020-21 46.09 CR. 2.41 CR 1.78 CR. Job profile and their Mr. Anuj Mundhra aged 39 years
suitability is the Chairman and Managing
2019-20 43.74 CR. 1.07 CR. 0.74 CR. Director of our Company. He is a
2018-19 36.17 CR. 1.43 CR. 1.02 CR. first generation entrepreneur
and has experience in this
2017-18 34.24 CR. 1.23 CR. 0.87 CR. industry for around a decade. His
rich experience and dedication
Foreign investments or The Company has not entered
has contributed immensely in
collaborations, if any into any material foreign
the development of the
collaboration and no direct
Company. He is the key person in
capital investment has been
formulating and implementation
made in the Company. Foreign
of business strategy for growth &
investors, mainly comprising
expansion and looks after overall
NRIs, FIIs and Foreign Nationals
business operations.
are investors in the Company on
account of past issuances of Remuneration proposed Rs. 2,70,000/- per month with
securities/ secondary market increments as may be decided by
purchases. The Company has one the Board
Subsidiary the details of which Comparative The remuneration is as per
are given in the Annual Report remuneration profile with Section 197 & 198 of the
2021 which accompanies this respect to industry, size of Companies Act, 2013 read with
Notice. the company, profile of Schedule V Part II and is
II. Information about the appointee the position and person (in comparable to the remuneration
case of expatriates the of WTD/MD levels of similar
Background details Anuj Mundra aged 40 years, is
relevant details would be sized Apparel companies.
the Chairman and Managing
with respect to the
Director of our Company. He is a
country of his origin)
first generation entrepreneur
and has experience in this
industry for around a decade. His Pecuniary relationship Mrs. Vandana Mundhra, Whole
rich experience and dedication directly or indirectly with Time Director is the wife of Mr.
has contributed immensely in the company, or Anuj Mundhra, Mrs. Sunita Devi
the development of the relationship with the Mundhra, Whole Time Director
Company. He is the key person in managerial personnel, if is the Mother of Mr. Anuj
formulating and implementation any Mundhra & Mr. Dwarka Dass
of business strategy for growth & Mundhra , Chief Financial Officer
expansion and looks after overall is the father of Mr. Anuj
business operations. Mundhra.
Except this he does not have any
Past Remuneration Rs. 2,25,000/- (Rupees Two lacs
other pecuniary relationship
Twenty Five Thousand Only)
with any of the
Recognition or awards Under the leadership of Mr. Anuj
director/managerial Personnel
Mundhra, Mrs. Vandna Mundhra
of the Company.
& Mrs. Sunita Devi Mundhra,
III. Other information
your Company has received a
award of
(1) SKOCH ORDER OF MERIT for Reasons of loss or There is no Loss. The Company’s
qualifying amongst Top 100 inadequate profits products require more brand
SME’s in India on 12.03.2018 visibility when compared to well
established Apparel Brands. The
Company continues to invest
131
heavily in Manufacturing and feels that his continuation on the Board as the Whole-Time Director
Machineries Installations and will be highly beneficial to the Company. Accordingly, she was being
has considerable borrowings, re-appointed as the Whole-Time Director of our Company for a period
leading to higher interest costs. of 5 years from August 15, 2021 to August 14, 2026 on remuneration
These have resulted in the as mentioned in Item No. 4 of the Notice for which the consent of
Company making Inadequate Nomination & Remuneration Committee have also been obtained
Profits. subject to the approval of members. The proposed remuneration will
be in the limits prescribed for the managerial person in Schedule V of
Steps taken or proposed to The Company has been earning the Companies Act, 2013 amended from time to time. The Brief
be taken for improvement profits in the past consistently on Resume of Mrs. Vandana Mundhra is annexed with this Notice.
standalone basis and we expect
to do well in future also. The Information in respect of terms of remuneration & perquisites is
The reason being for less profits given below:
is that our Company has opened
Retail stores in the F.Y. 2019-20 1) SALARY: Rs. 1,08,000/- per month with increments as may be
and has re-launched its 1st Store decided by the Board of Directors from time to time.
with the name
“JaipurKurti.com” . • Medical Reimbursement: Reimbursement of medical expenses
The Company has initiated actually incurred, subject to one month’s salary in a year with a
various steps to improve its right to carry forward.
operational performance /
liquidity, including cost control • Leave and Leave Travel Concessions: Leave Travel Concessions
measures have been put in place. for self and Family. Earned privilege leaves on full pay and
The Company has Net profit after allowance as per the rules of the Company subject to the
Tax of Rs. 1.78 Cr.in the FY 2020- condition that leave accumulated but not availed of shall not be
21. allowed to be encased.
Expected increase in The aforesaid steps taken / to be
productivity and profits in taken by the Company are • Other perquisites: Subject to overall ceiling on remuneration
measurable terms: expected to improve the mentioned herein below, Mr. Anuj Mundhra may be given any
Company’s performance and other allowances, benefits and perquisites as the Board of
profitability in the future. Directors (which includes any Committee thereof) may from time
Disclosures As required, the information is to time decide.
provided under Board’s Report
Annexure Section of Annual • Amenities:
Report 2020.
Conveyance facilities: The Company shall provide suitable vehicle
to the Chairman & Managing Director. All the repairs,
None of the Directors or Key Managerial Personnel or their relatives, maintenance and running expenses including driver’s salary shall
other than Mr. Anuj Mundhra, Managing Director, Mrs. Vandana be borne / reimbursed by the Company.
Mundhra, Whole-time Director and Mrs. Sunita Devi Mundhra, Whole-
Telephone internet and other communication facilities: The
time Director and Mr. Dwarka Dass Mundhra, Chief Financial Officer of
Company shall provide telephone, mobile, internet and other
the Company and their relatives in respect of their own appointments communication facilities at the Chairman & Managing Director
only, are concerned or interested in this resolution. This explanatory residence. All the expenses incurred shall be paid or reimbursed
statement may also be regarded as the disclosure under SEBI (Listing as per the rules of the Company.
Obligations and Disclosure Requirements) Regulations, 2015.
2) MINIMUM REMERATION: In the event of the Company incurring a
The Board recommends the Resolutions as set out at ITEM NO. 3 of the loss or having inadequate profits in any Financial year , the
Notice as Special Resolutions, for approval of the Members. remuneration, perquisites, benefits, allowances and amenities
payable to Mr. Anuj Mundhra shall be in accordance with Section II
of Part II of Schedule V of the Companies Act, 2013 as amended
ITEM NO. 4: RE-APPOINTMENT OF MRS. VANDANA MUNDHRA (DIN:
from time to time.
05202403) AS THE WHOLE-TIME DIRECTOR OF THE COMPANY:
Mrs. Vandana Mundhra, aged 40 years , Whole Time Director has
3) SITTING FEES: He shall not be paid sitting fees for attending the
experience in the Textile Industry for almost 15 years. She plays a
meetings of the Board of Directors of the Company and committee
crucial role in designing and developing the products, and is the
creative head behind the company.
Managing Director.
Looking to his total devotion and resultant progress made by the
Company under his dynamic leadership skills, your board of directors
132
Further, information required as per Schedule V of the Companies the creative head behind the
Act, 2013 is given as follows: company.
I. GENERAL INFORMATION Past Remuneration Rs. 90,000/- (Rupees Ninety

Nature of industry Manufacturing of Apparels Thousand Only)
Recognition or awards Under the leadership of Mr. Anuj
Date or expected date of Company was incorporated on Mundhra, Mrs. Vandna Mundhra
commencement of 21st February, 2012 and the & Mrs. Sunita Devi Mundhra,
commercial production commercial production of the your Company has received a
Company consequent upon award of
Conversion from Private (1) SKOCH ORDER OF MERIT for
Company to Public Company was qualifying amongst Top 100
started on 12TH Day of August, SME’s in India on 12.03.2018
2016 (2) Honored with A Grove of 25
In case of new companies, Not Applicable Trees at the periphery of
expected date of Sitamata Wildlife Sanctuary,
commencement of Rajasthan India by National Stock
activities as per project Exchange of India Limited on
approved by financial 10.10.2016 etc.
institutions appearing in (3) Articles appeared in Your
the prospectus story, SMB Story, Economic
times etc
Financial performance The details of financial
based on given indicators performance of the Company for Job profile and their Mr. Vandana Mundhra, aged 40
the previous years are as follows suitability years , Whole Time Director has
FINANCIA REVENUE PROFIT/(LOSS PROFIT/(LOSS experience in the Textile Industry
L YEAR FROM ) BEFORE TAX ) AFTER TAX for almost 15 years. She plays a
OPERATION crucial role in designing and
S developing the products, and is
2020-21 46.09 CR. 2.41 CR 1.78 CR. the creative head behind the
company.
2019-20 43.74 CR. 1.07 CR. 0.74 CR.
2018-19 36.17 CR. 1.43 CR. 1.02 CR. Remuneration proposed Rs. 1,08,000/- per month with
increments as may be decided by
2017-18 34.24 CR. 1.23 CR. 0.87 CR. the Board of Directors from time
to time
Foreign investments or The Company has not entered
collaborations, if any into any material foreign Comparative The remuneration is as per
collaboration and no direct remuneration profile with Section 197 & 198 of the
capital investment has been respect to industry, size of Companies Act, 2013 read with
made in the Company. Foreign the company, profile of Schedule V Part II and is
investors, mainly comprising the position and person (in comparable to the remuneration
NRIs, FIIs and Foreign Nationals case of expatriates the of WTD/MD levels of similar
are investors in the Company on relevant details would be sized Apparel companies.
account of past issuances of with respect to the
securities/ secondary market country of his origin)
purchases. The Company has one
Subsidiary the details of which Pecuniary relationship Mr. Anuj Mundhra, Managing
are given in the Annual Report directly or indirectly with Director is the Husband of Mrs.
2021 which accompanies this the company, or Vandana Mundhra, Mrs. Sunita
Notice. relationship with the Devi Mundhra, Whole Time
II. Information about the appointee managerial personnel, if Director is the Mother-in law of
any Mr. Vandana Mundhra & Mr.
Background details Mr. Vandana Mundhra, aged 40
Dwarka Dass Mundhra , Chief
years , Whole Time Director has
Financial Officer is the father-in-
experience in the Textile Industry
law of Mrs. Vandana Mundhra.
for almost 15 years. She plays a
Except this he does not have any
crucial role in designing and
other pecuniary relationship
developing the products, and is
with any of the
133
director/managerial Personnel ITEM NO. 5: RE-APPOINTMENT OF MRS. SUNITA DEVI MUNDHRA
of the Company. (DIN: 05203015) AS THE WHOLE-TIME DIRECTOR OF THE COMPANY:
III. Other information
Mrs. Sunita Devi Mundhra, aged 60 years , Whole Time Director has
Reasons of loss or There is no Loss. The Company’s experience in the Textile Industry and takes care of the Business
inadequate profits products require more brand Operations.
visibility when compared to well
established Apparel Brands. The Looking to his total devotion and resultant progress made by the
Company continues to invest Company under his dynamic leadership skills, your board of
heavily in Manufacturing and directors feels that his continuation on the Board as the Whole-Time
Machineries Installations and Director will be highly beneficial to the Company. Accordingly, she
has considerable borrowings, was being re-appointed as the Whole-Time Director of our Company
leading to higher interest costs. for a period of 5 years from August 15, 2021 to August 14, 2026 on
These have resulted in the remuneration as mentioned in Item No. 4 of the Notice for which the
Company making Inadequate consent of Nomination & Remuneration Committee have also been
Profits. obtained subject to the approval of members.
Steps taken or proposed to The Company has been earning The proposed remuneration will be in the limits prescribed for the
be taken for improvement profits in the past consistently on managerial person in Schedule V of the Companies Act, 2013
standalone basis and we expect amended from time to time. The Brief Resume of Mrs. Sunita Devi
to do well in future also. Mundhra is annexed with this Notice.
The reason being for less profits The Information in respect of terms of remuneration & perquisites
is that our Company has opened is given below:
Retail stores in the F.Y. 2019-20
and has re-launched its 1st Store 1) SALARY: Rs. 72,000/- per month with increments as may be
with the name decided by the Board of Directors from time to time.
“JaipurKurti.com” .
The Company has initiated • Medical Reimbursement: Reimbursement of medical expenses
various steps to improve its actually incurred, subject to one month’s salary in a year with a
operational performance / right to carry forward.
liquidity, including cost control
measures have been put in place. • Leave and Leave Travel Concessions: Leave Travel Concessions
The Company has Net profit after for self and Family. Earned privilege leaves on full pay and
Tax of Rs. 1.78 Cr.in the FY 2020- allowance as per the rules of the Company subject to the
21. condition that leave accumulated but not availed of shall not be
Expected increase in The aforesaid steps taken / to be allowed to be encased.
productivity and profits in taken by the Company are
measurable terms: expected to improve the • Other perquisites: Subject to overall ceiling on remuneration
Company’s performance and mentioned herein below, Mr. Anuj Mundhra may be given any
profitability in the future. other allowances, benefits and perquisites as the Board of
Disclosures As required, the information is Directors (which includes any Committee thereof) may from time
provided under Board’s Report to time decide.
Annexure Section of Annual
Report 2020. • Amenities:
None of the Directors or Key Managerial Personnel or their relatives,
other than Mr. Anuj Mundhra, Managing Director, Mrs. Vandana Conveyance facilities: The Company shall provide suitable vehicle
Mundhra, Whole-time Director and Mrs. Sunita Devi Mundhra, to the Chairman & Managing Director. All the repairs,
Whole-time Director and Mr. Dwarka Dass Mundhra, Chief Financial maintenance and running expenses including driver’s salary shall
Officer of the Company and their relatives in respect of their own be borne / reimbursed by the Company.
appointments only, are concerned or interested in this resolution.
This explanatory statement may also be regarded as the disclosure Telephone internet and other communication facilities: The
under SEBI (Listing Obligations and Disclosure Requirements) Company shall provide telephone, mobile, internet and other
Regulations, 2015. communication facilities at the Chairman & Managing Director
residence. All the expenses incurred shall be paid or reimbursed
The Board recommends the Resolutions as set out at ITEM NO. 4 of as per the rules of the Company.
the Notice as Special Resolutions, for approval of the Members.
2) MINIMUM REMERATION: In the event of the Company incurring a
loss or having inadequate profits in any Financial year , the
remuneration, perquisites, benefits, allowances and amenities
134
payable to Mr. Anuj Mundhra shall be in accordance with Section II II. Information about the appointee
of Part II of Schedule V of the Companies Act, 2013 as amended Background details Mrs. Sunita Devi Mundhra, aged
from time to time. 60 years , Whole Time Director
has experience in the Textile
3) SITTING FEES: He shall not be paid sitting fees for attending the Industry and takes care of the
meetings of the Board of Directors of the Company and committee Business Operations.
Managing Director. Past Remuneration Rs. 60,000/- (Rupees Sixty
Thousand Only)
Further, information required as per Schedule V of the Companies Recognition or awards Under the leadership of Mr. Anuj
Act, 2013 is given as follows: Mundhra, Mrs. Vandna Mundhra
& Mrs. Sunita Devi Mundhra,
your Company has received a
I. GENERAL INFORMATION award of
Nature of industry Manufacturing of Apparels (1) SKOCH ORDER OF MERIT for
qualifying amongst Top 100
Date or expected date of Company was incorporated on SME’s in India on 12.03.2018
commencement of 21st February, 2012 and the (2) Honored with A Grove of 25
commercial production commercial production of the Trees at the periphery of
Company consequent upon Sitamata Wildlife Sanctuary,
Conversion from Private Rajasthan India by National Stock
Company to Public Company was Exchange of India Limited on
started on 12TH Day of August, 10.10.2016 etc.
2016 (3) Articles appeared in Your
In case of new companies, Not Applicable story, SMB Story, Economic
expected date of times etc
commencement of activities
as per project approved by Job profile and their Mrs. Sunita Devi Mundhra, aged
financial institutions suitability 60 years , Whole Time Director
appearing in the prospectus has experience in the Textile
Industry and takes care of the
Financial performance based The details of financial Business Operations.
on given indicators performance of the Company for
the previous years are as follows Remuneration proposed Rs. 72,000/- per month with
FINANCIAL REVENUE PROFIT/(LOSS) PROFIT/(LOSS) increments as may be decided by
YEAR FROM BEFORE TAX AFTER TAX the Board of Directors from time
OPERATIONS to time.
2020-21 46.09 CR. 2.41 CR 1.78 CR. Comparative remuneration The remuneration is as per
profile with respect to Section 197 & 198 of the
2019-20 43.74 CR. 1.07 CR. 0.74 CR.
industry, size of the company, Companies Act, 2013 read with
2018-19 36.17 CR. 1.43 CR. 1.02 CR. profile of the position and Schedule V Part II and is
person (in case of expatriates comparable to the remuneration
2017-18 34.24 CR. 1.23 CR. 0.87 CR. the relevant details would be of WTD/MD levels of similar
Foreign investments or The Company has not entered with respect to the country of sized Apparel companies.
collaborations, if any into any material foreign his origin)
collaboration and no direct
capital investment has been Pecuniary relationship directly Mr. Anuj Mundhra, Managing
made in the Company. Foreign or indirectly with the Director is the Son of Mrs. Sunita
investors, mainly comprising company, or relationship with Devi Mundhra, Mrs. Vandana
NRIs, FIIs and Foreign Nationals the managerial personnel, if Mundhra, Whole Time Director is
are investors in the Company on any the daughter-in-law of Mrs.
account of past issuances of Sunita Devi Mundhra & Mr.
securities/ secondary market Dwarka Dass Mundhra , Chief
purchases. The Company has one Financial Officer is the Husband
Subsidiary the details of which of Mrs. Sunita Devi Mundhra.
are given in the Annual Report Except this he does not have any
2021 which accompanies this other pecuniary relationship
Notice. with any of the
135
director/managerial Personnel of
the Company. Mr. Gagan Saboo has been appointed as Independent Director of the
III. Other information Company on September 30, 2016 for a term of five years pursuant to
provisions of Companies Act, 2013. The existing term of appointment of
Reasons of loss or inadequate There is no Loss. The Company’s Mr. Gagan Saboo, the Independent Director of the Company expires on
profits products require more brand September 29, 2021. The Board of Directors, at its meeting held on 01st
visibility when compared to well September, 2021 , subject to the approval of the Members, has
established Apparel Brands. The considered and approved the re-appointment of Mr. Gagan Saboo as
Company continues to invest Independent Director of the Company, not liable to retire by rotation,
heavily in Manufacturing and for a period of 5 (Five) years with effect from October 01, 2021 to
Machineries Installations and has September 30, 2026.
considerable borrowings, leading
to higher interest costs. These Further based on the result of the performance evaluation and his active
have resulted in the Company participation and contribution in Audit Committee, Nomination &
making Inadequate Profits. Remuneration Committee of the Company, the Board has
recommended that his continued association as Independent Director,
Steps taken or proposed to be The Company has been earning would be of immense benefit of the Company and it is desirable to
taken for improvement profits in the past consistently on continue avail his services as the Independent Director of the Company.
standalone basis and we expect Therefore, the Board proposes to seek approval of the Members of the
to do well in future also. Company.
The reason being for less profits
is that our Company has opened The Company has, in terms of Section 160(1) of the Act, received in
Retail stores in the F.Y. 2019-20 writing a notice from Member(s), proposing his candidature for the
and has re-launched its 1st Store offices of Directors. The Company has received declaration from Mr.
with the name Gagan Saboo to the effect that he meets the criteria of independence as
“JaipurKurti.com” . provided in Section 149(6) of the Act read with the Rules framed
The Company has initiated thereunder and as per the applicable provisions of Securities and
various steps to improve its Exchange Board of India (Listing Obligations and Disclosure
operational performance / Requirements) Regulations, 2015 (“SEBI Regulations”).
liquidity, including cost control
measures have been put in place. In the opinion of the Board, as Director he fulfills the conditions
The Company has Net profit after specified the conditions specified in the Act, Rules and SEBI Listing
Tax of Rs. 1.78 Cr.in the FY 2020- Regulations for appointment as Independent Director and they are
21. independent of the management of the company. The terms and
Expected increase in The aforesaid steps taken / to be conditions of their appointment shall be open for inspection by the
productivity and profits in taken by the Company are Member at the Registered office of the Company during the normal
measurable terms: expected to improve the business hours on any working day and will also kept open at the venue
Company’s performance and of the AGM till the conclusion of the AGM.
profitability in the future.
Disclosures As required, the information is Approval of Members is solicited for re-appointment of Mr. Gagan
provided under Board’s Report Saboo, as Independent Director, in terms of applicable provisions of the
Annexure Section of Annual Act.
Report 2020.
The Directors recommend the resolution as set out at Item No. 6 of the
None of the Directors or Key Managerial Personnel or their relatives, accompanying Notice for the Approval of Members as a Special
other than Mr. Anuj Mundhra, Managing Director, Mrs. Vandana resolution.
Mundhra, Whole-time Director and Mrs. Sunita Devi Mundhra, Whole-
time Director and Mr. Dwarka Dass Mundhra, Chief Financial Officer of None of the Directors or Key Managerial Personnel of the Company or
the Company and their relatives in respect of their own appointments their relatives, except Mr. Gagan Saboo or the appointee is concerned
only, are concerned or interested in this resolution. This explanatory or interested in this resolution. This explanatory statement may also be
statement may also be regarded as the disclosure under SEBI (Listing regarded as the disclosure under SEBI (Listing Obligations and Disclosure
Obligations and Disclosure Requirements) Regulations, 2015. Requirements) Regulations, 2015.
The Board recommends the Resolutions as set out at ITEM NO. 5 of the Brief profile along with other particulars of Mr. Gagan Saboo as required
Notice as Special Resolutions, for approval of the Members. under provisions of Regulation 36(3) of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, is attached as annexure to
this Notice.
ITEM NO. 6: RE-APPOINTMENT OF MR. GAGAN SABOO (DIN:
07545038), AS AN INDEPENDENT DIRECTOR:
136
Profile of the Independent Directors is given at the last of the Brief profile along with other particulars of Mr. Gaurav Jain as required
Explanatory Statement forming the part of Notice. under provisions of Regulation 36(3) of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, is attached as annexure to
this Notice.
ITEM NO. 7: RE-APPOINTMENT OF MR. GAURAV JAIN (DIN: 00065686), Profile of the Independent Directors is given at the last of the
AS AN INDEPENDENT DIRECTOR: Explanatory Statement forming the part of Notice.
Mr. Gaurav Jain has been appointed as Independent Director of the ITEM NO. 8: RE-APPOINTMENT OF MR. NEETESH KABRA (DIN:
Company on September 30, 2016 for a term of five years pursuant to 01574553), AS AN INDEPENDENT DIRECTOR:
provisions of Companies Act, 2013. The existing term of appointment of
Mr. Gaurav Jain, the Independent Director of the Company expires on Mr. Neetesh Kabra has been appointed as Independent Director of the
September 29, 2021. The Board of Directors, at its meeting held on 01st Company on September 30, 2016 for a term of five years pursuant to
September, 2021, subject to the approval of the Members, has provisions of Companies Act, 2013. The existing term of appointment of
considered and approved the re-appointment of Mr. Gaurav Jain as Mr. Neetesh Kabra, the Independent Director of the Company expires
Independent Director of the Company, not liable to retire by rotation, on September 29, 2021. The Board of Directors, at its meeting held on
for a period of 5 (Five) years with effect from October 01, 2021 to 01st September, 2021, subject to the approval of the Members, has
September 30, 2026. considered and approved the re-appointment of Mr. Neetesh Kabra as
Independent Director of the Company, not liable to retire by rotation,
for a period of 5 (Five) years with effect from October 01, 2021 to
Further based on the result of the performance evaluation and his active September 30, 2026.
participation and contribution in Audit Committee, Nomination &
Remuneration Committee of the Company, the Board has Further based on the result of the performance evaluation and his active
recommended that his continued association as Independent Director, participation and contribution in Audit Committee, Nomination &
would be of immense benefit of the Company and it is desirable to Remuneration Committee of the Company, the Board has
continue avail his services as the Independent Director of the Company. recommended that his continued association as Independent Director,
Therefore, the Board proposes to seek approval of the Members of the would be of immense benefit of the Company and it is desirable to
Company. continue avail his services as the Independent Director of the Company.
Therefore, the Board proposes to seek approval of the Members of the
The Company has, in terms of Section 160(1) of the Act, received in Company.
writing a notice from Member(s), proposing his candidature for the
offices of Directors. The Company has received declaration from Mr. The Company has, in terms of Section 160(1) of the Act, received in
Gaurav Jain to the effect that he meets the criteria of independence as writing a notice from Member(s), proposing his candidature for the
provided in Section 149(6) of the Act read with the Rules framed offices of Directors. The Company has received declaration from Mr.
thereunder and as per the applicable provisions of Securities and Neetesh Kabra to the effect that he meets the criteria of independence
Exchange Board of India (Listing Obligations and Disclosure as provided in Section 149(6) of the Act read with the Rules framed
Requirements) Regulations, 2015 (“SEBI Regulations”). thereunder and as per the applicable provisions of Securities and
Exchange Board of India (Listing Obligations and Disclosure
In the opinion of the Board, as Director he fulfills the conditions Requirements) Regulations, 2015 (“SEBI Regulations”).
specified the conditions specified in the Act, Rules and SEBI Listing
Regulations for appointment as Independent Director and they are In the opinion of the Board, as Director he fulfills the conditions
independent of the management of the company. The terms and specified the conditions specified in the Act, Rules and SEBI Listing
conditions of their appointment shall be open for inspection by the Regulations for appointment as Independent Director and they are
Member at the Registered office of the Company during the normal independent of the management of the company. The terms and
business hours on any working day and will also kept open at the venue conditions of their appointment shall be open for inspection by the
of the AGM till the conclusion of the AGM. Member at the Registered office of the Company during the normal
business hours on any working day and will also kept open at the venue
Approval of Members is solicited for re-appointment of Mr. Gaurav Jain, of the AGM till the conclusion of the AGM.
as Independent Director, in terms of applicable provisions of the Act.
Approval of Members is solicited for re-appointment of Mr. Neetesh
The Directors recommend the resolution as set out at Item No. 7 of the Kabra, as Independent Director, in terms of applicable provisions of the
accompanying Notice for the Approval of Members as a Special Act.
resolution.
The Directors recommend the resolution as set out at Item No. 8 of the
None of the Directors or Key Managerial Personnel of the Company or accompanying Notice for the Approval of Members as a Special
their relatives, except Mr. Gaurav Jain or the appointee is concerned or resolution.
interested in this resolution. This explanatory statement may also be
regarded as the disclosure under SEBI (Listing Obligations and Disclosure None of the Directors or Key Managerial Personnel of the Company or
Requirements) Regulations, 2015. their relatives, except Mr. Neetesh Kabra or the appointee is concerned
or interested in this resolution. This explanatory statement may also be
137
regarded as the disclosure under SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015. At present, the Company has three Executive Directors from Promoter
Group, viz, Mr. Anuj Mundhra (DIN: 05202504), Chairman and Managing
Brief profile along with other particulars of Mr. Neetesh Kabra as Director, Mrs. Vandana Mundhra (DIN: 05202403), Whole-Time Director
required under provisions of Regulation 36(3) of SEBI (Listing and Mrs. Sunita Devi Mundhra (DIN: 05203015), Whole-Time Director.
Obligations and Disclosure Requirements) Regulations, 2015, is
attached as annexure to this Notice. In order to comply with the requirement of Amended LODR Regulations
and on the recommendation of the Board of Directors in view of their
Profile of the Independent Directors is given at the last of the immense contribution, approval of Members, by way of Special
Explanatory Statement forming the part of Notice. Resolution, is being sought for paying remuneration even if the annual
aggregate remuneration payable to Mr. Anuj Mundhra (DIN: 05202504),
Chairman and Managing Director, Mrs. Vandana Mundhra (DIN:
05202403), Whole-Time Director and Mrs. Sunita Devi Mundhra (DIN:
ITEM NO. 9: APPROVAL OF PAYMENT OF REMUNERATION TO 05203015), Whole-Time Director, exceeds 5% of the net profit of the
EXECUTIVE DIRECTORS WHO ARE PROMOTERS OR MEMBERS OF THE Company, as calculated undersection 198 of the Companies Act 2013 in
PROMOTER GROUP IN TERMS OF REGULATION 17(6)(e) OF SEBI any year during the tenure of their respective appointments.
(LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS)
(AMENDMENT) REGULATIONS, 2018: Mr. Anuj Mundhra holds 37,22,225 Shares, Mrs. Vandana Mundhra
holds 19,76,975 Shares & Mrs. Sunita Devi Mundhra holds 11,97,250
Approval of payment of remuneration to the Executive Directors, who shares in the Company respectively.
are promoters or members of the promoter group, in terms of
Regulation 17(6) (e) of SEBI (Listing Obligations and Disclosure The Board recommends the Special Resolution at Item No. 9 for
Requirements) (Amendment) Regulations, 2018. approval of the Members. A part from Mr. Anuj Mundhra (DIN:
05202504), Chairman and Managing Director, Mrs. Vandana Mundhra
As per Regulation 17(6)(e) of SEBI (Listing Obligations & Disclosure (DIN: 05202403), Whole-Time Director and Mrs. Sunita Devi Mundhra
Requirements) Regulations,2015 which has come into force from April (DIN: 05203015), Whole-Time Director, who are interested themselves,
01, 2019, provides that the annual remuneration payable to the none of the Directors/ Key Managerial Personnel of the Company / their
executive directors, who are promoters or members of promoter group, relatives are, in any way, concerned or interested, financially or
shall be subject to the approval of the shareholders if: (i) such otherwise, in the said resolution.
remuneration exceeds ` 5.00 Crore or 2.5% of the net profits of the
Company, as calculated as per Section 198 of the Act; whichever is
higher (ii) the aggregate annual remuneration exceeds 5% of such net
profits of the Company, as calculated under section 198 of the Act, in
case of more than one such director. The aforesaid approval shall be
valid only till the expiry of the term of such director.
138
DETAILS OF DIRECTORS SEEKING APPOINTMENT/ RE-APPOINTMENT AS REQUIRED UNDER REGULATION 36 OF THE SEBI (LISTING OBLIGATIONS
AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 (AS AMENDED FROM TIME TO TIME), AND SECRETARIAL STANDARD ON GENERAL
MEETINGS (SS-2):
I. ITEM NO. 2, 3, 4, 5, 6, 7 & 8
Name of Anuj Mundhra Vandana Sunita Devi Gagan Saboo Gaurav Jain Neetesh Kabra
Director Mundhra Mundhra
DIN 05202504 05202403 05203015 07545038 00065686 01574553
Age 40 years 40 years 60 years 39 years 39 years 46 years
Qualification Bachelor of Bachelor of Arts Bachelor of Master of Chartered Bachelor of

Commerce (B.A) from Commerce Commerce Accountant Commerce
From Rajasthan International From Rajasthan From Rajasthan From Rajasthan
University College for Girls University University University
Date Of First 21/02/2012 21/02/2012 21/02/2012 12/08/2016 12/08/2016 12/08/2016
Appointment
On The Board
Expertise in Carry rich Carry rich Carry rich Carry rich Being a Carry rich experience
specific experience of 19 experience of 15 experience experience of 10-12 Chartered of 15 years in the
functional areas years in the years in the of over 20 years year in the Garment Accountant by textile industry.
textile industry. textile industry. in Textile Industry and is profession, he
He plays a She plays a crucial Industry. providing valuable plays a pivotal
pivotal role in role in designing knowledge to us in role in
formulation and and developing the Textile field. formulating the
implementation the products, and Financial
of business is the creative strategies of the
strategy for head behind the Company and
growth & company. helps us in
expansion of the Financial
business. He has Planning’s of the
been the front company.
face of the
company for
dealing with
suppliers,
vendors,
customers, etc
Shareholding in 37,22,225 1976975 Shares 1197250 Shares - - -
Company as on Shares
31st March,
2021
List of the - - Directorship: - Directorship: -
directorships Desi Fusion India HM Aluminium
held in other Pvt. Ltd. Alloys Private
companies as on Limited
31st March,
2021
Real Revolution
Build Estate
Private Limited
Relationship Son of Mrs. Wife of Mr. Anuj Mother of Mr. - - -
with other Sunita Devi Mundhra & Anuj Mundhra &
directors Mundhra & Daughter-in-law Mother-in-law of
Manager and Husband of Mrs. of Mrs. Sunita Mrs. Vandana
other Key Vandana Devi Mundhra Mundhra
Managerial Mundhra
Personnel of the
139
Company
No. of Meetings During F.Y. During F.Y. 2020- During F.Y. During F.Y. 2020-21 During F.Y. During F.Y. 2020-21
attended during 2020-21 total 7 21 total 7 2020-21 total 7 total 7 (seven) 2020-21 total total 7 (seven)
the Financial (seven) (seven) meetings (seven) meetings were held 7 (seven) meetings were held
Year 2020-21 meetings were were meetings were and Mr. Gagan meetings were and Mr. Neetesh
held and Mr. held and Mrs. held and Mrs. Saboo attended all held and Mr. kabra attended all
Anuj Mundhra Vandana Sunita Devi Board Meetings Gaurav Jain Board Meetings
attended all Mundhra Mundhra attended all
Board Meetings attended all attended all Board Meetings
Board Meetings Board Meetings
Terms and Executive, non Executive, non Executive, non Non-Executive, Non-Executive, Non-Executive,
Conditions independent independent independent Independent Independent Independent
of Appointment Director, Director, Director, Director, Director, Director,
liable to retire liable to retire by liable to retire not liable to retire not liable to not liable to retire by
by rotation rotation by rotation by rotation retire by rotation
rotation
Remuneration Refer Corporate Refer Corporate Refer Corporate Refer Corporate Refer Corporate Refer Corporate
details Governance Governance Governance Governance Report Governance Governance Report
(Including Report Report Report Report
Sitting Fees
& Commission)
Directorship includes Directorship of Companies & Committee membership includes only Audit Committee and Stakeholders’ Relationship
Committee of Public Limited Company (whether Listed or not).

Sd/-
GUNJAN JAIN
(COMPANY SECRETARY& COMPLIANCE OFFICER)
(M No.: A45068)
Registered Office:
CIN: L18101RJ2012PLC037976
140
ROUTE MAP
Bais Godam Main Road

Kartarp
ura Na
la
Main Road
la
Na
a
ur
Bais Godam
rp
rta
Ka
ADDRESS:
G-13, Kartarpura Industrial Area,
Bais Godam, Jaipur, Rajasthan
302006
PHONE: +91-141-4037596-4029596
WHATSAPP : (+91) 9314966969
| ANNUAL REPORT
NEWSPAPER PUBLICATIONS
ECONOMY NEWS
| ANNUAL REPORT
For further information please contact company:
CIN NO. L18101RJ2012PLC037976
Retail Stores :
VAISHALI NAGAR JAIPUR
TRITON MALL JAIPUR
MGF MALL JAIPUR
GAURAV TOWER JAIPUR
Website :www.nandanicreation.com Email ID :info@jaipurkurti.com Contact no :0141-4037596
Manufacturing Units
G-13, AARNA-3, KARTARPURA INDUSTRIAL AREA, BAIS GODAM, JAIPUR, RAJASTHAN 302006 [R]
G-95A, RICCO INDUSTRIAL AREA, EXTENSION PHASE-II, BAGRU, JAIPUR, RAJASTHAN 303007 [R]

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Jaipurkurti.

com - A Tryst wi India’s Tradition

NANDANI CREATION LIMITED

Mail ID: info@jaipurkur .com cs@jaipurkur .com Contact No: 0141-4037596

REGISTERED OFFICE: G-13, KARTARPURA INDUSTRIAL AREA, NEAR 22 GODAM, JAIPUR-302006,

OTHER KEY MANAGERIAL PERSONNEL

REGISTRAR & SHARE TRANSFER AGENT: PRINCIPAL BANKERS:

STATUTORY AUDITOR’S AUDIT COMMITTEE:

TRENDSETTER IN ETHNIC WEAR

UNITS SOLD IN PIECES (01.04.2020 - 31.03.2021)

YEAR ON YEAR GROWTH

KURTIS/KURTAS | KURTA PALAZZO SET | SKIRT | LOUNGE WEAR | BOTTOMS

JAIPURKURTI.COM MYNTRA FLIPKART AMAZON

TATA CLIQ NYKAA LIME ROAD AJIO

YET COVID- 19 PANDEMIC IS A BLESSING IN DISGUISE FOR INDIAN E-COMMERCE MARKET:

BUILDING FINANCIAL RESILIENCE:

BRICKS AND CLICKS-FUTURE OF RETAIL:

MAIN BOARD MIGRATION:

This will be prove to the major milestone in the history of

6. COMPANY’S PERFORMANCE REVIEW

The audited financial statement including the consolidated

PREFRENTIAL ISSUE The Company has formulated a policy on materiality of

• Re-appointment of Mrs. Sunita Devi Mundhra 23. COMMITTEES OF THE BOARD

22. BOARD MEETING: 25. FAMILIARIZATION PROGRAM FOR

(a) In the preparation of the annual accounts for the

31. DETAILS ON INTERNAL FINANCIAL PARTICULARS OF EMPLOYEES

VIGIL MECHANISM / WHISTLE BLOWER POLICY LISTING OF SHARES

In order to prevent sexual harassment of women at work

DATE: JAIPUR FOR AND ON BEHALF OF NANDANI CREATION LIMITED

Part “A”: Subsidiaries

Sl. No. Particulars Details

Name of associates/Joint Ventures Name 1 Name 2 Name 3

DATE: JAIPUR FOR AND ON BEHALF OF NANDANI CREATION LIMITED

Details of contracts or arrangements or transactions not at arm’s length basis

2. Details of material contracts or arrangement or transactions at arm’s length basis

DATE: JAIPUR FOR AND ON BEHALF OF NANDANI CREATION LIMITED

All decision at Board Meetings and Committee Meetings are

We further report that there are adequate systems and

i. Maintenance of secretarial records is the responsibility of

ii. We have followed the audit practices and the processes

iii. We have not verified the correctness and

NANDANI CREATION’S PHILOSOPHY ON CORPORATE GOVERNANCE

GOVERNANCE STRUCTURE AND DEFINED ROLE AND RESPONSIBILITIES

OUR CORPORATE GOVERNANCE FRAMEWORK

COMPOSITION OF THE BOARD

SHAREHOLDING OF BOARD OF DIRECTORS

DISCLOSURE OF RELATIONSHIP BETWEEN DIRECTORS INTER-SE:

S. No Name of Director Name of Related Director Relationship

1. Mr. Anuj Mundhra Mrs. Vandana Mundhra Wife

Mrs. Sunita Devi Mundhra Mother

INFORMATION PLACED BEFORE THE BOARD:

INDEPENDENT DIRECTOR’S DATABANK REGISTRATION:

FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS:

COMMITTEES OF THE BOARD:

NAME OF EXTRACT OF TERMS OF REFERENCE CATEGORY & COMPOSITION MEETINGS &

NAME OF SALARY ALLOWANCES & CONTRIBUTION TO SITTING FEES TOTAL

CRITERIA OF MAKING PAYMENTS TO NON- EXECUTIVE DIRECTORS:

SERVICE CONTRACTS, NOTICE PERIOD, SEVERANCE FEES:

STOCK OPTION DETAILS: