Dear Shareholders
Your Directors are pleased to present the thirtieth Annual Report on
the business and operations of the Company together with the Audited Financial Statements
for the financial year ended March 31, 2025 (“year under review”).
1. SUMMARISED FINANCIAL RESULTS
A summary of your Company's Standalone financial results for the
Financial Year 2024-25 is as under:
(Rs. in Lakhs)
| Particulars |
March 31, 2025 |
March 31, 2024 |
| Income from operations |
52425.65 |
42822.40 |
| Other income |
127.83 |
277.99 |
| Total Income |
52553.49 |
43100.39 |
| EBITDA |
2484.82 |
2286.43 |
| Profit Before Tax |
826.06 |
823.97 |
| Exceptional items |
(109.86) |
0.00 |
| Profit Before Extraordinary item and tax |
935.92 |
823.97 |
| Provisions for tax |
252.23 |
248.86 |
| Net Profit / (loss) for the period |
683.69 |
575.11 |
| Earnings per share |
|
|
| EPS (Basic) |
0.21 |
0.34 |
| EPS (Diluted) |
0.21 |
0.34 |
2. FINANCIAL PERFORMANCE OF THE COMPANY
Standalone Financial Performance:
The Gross Revenue from operations for FY 2024-25 was Rs. 52425.65 lakhs
(Previous Year: Rs. 42822.40 lakhs). The year-over-year increase in total income was
22.43%. The operating profit was Rs. 935.92 lakhs, compared to Rs. 823.97 lakhs in the
previous year. The net profit for the year soared to an impressive Rs. 683.69 lakhs,
marking a substantial increase from the profit of Rs. 108.58 lakhs reported in the
previous year.
3. DIVIDEND
Your Director feel that it is prudent to plough back the profits of the
Company for future growth of the Company and therefore do not recommend any dividend for
the year ended March 31, 2025.
4. TRANSFER TO GENERAL RESERVES
During the year under review, the Company has not transferred any
amount to reserve.
5. CORPORATE ACTIONS & SHARE CAPITAL
At the Annual General Meeting of the company held on September 30,
2024, the Company has increased authorised share capital from Rs. 61.00 Crore (Rupees
Sixty one Crore Only) divided into 30.50 Crore ((Thirty Crore Fifty Lakhs) Equity Shares
of Rs. 2/- (Rupees Two) each to Rs. 91.00 Crore (Rupees Sixty One Crores Only) divided
into 45.50 Crore (Forty Five Crore Fifty Lakhs) Equity Shares of Rs. 2/- (Rupees Two)
each.
The Company has raised Rs. 4504.19 lakhs through Rights Issue and
allotted 15,01,39,596 Equity Shares on February 13, 2025.
The paid-up Equity Share Capital as at March 31, 2025 stood at Rs.
9008.38 lakhs.
6. SUBSIDIARY, JOINT VENTURES AND ASSOCIATE COMPANIES
During the year under review, Globe Textiles (India) Limited made a
significant strategic move by acquiring a 70% equity stake in Globe Denwash Private
Limited on April 24, 2024. This acquisition aligns with our commitment to sustainability
and innovation in the textile industry. Globe Denwash is renowned for its expertise in
denim washing and finishing, utilizing advanced sustainable processing techniques that
significantly reduce energy consumption and incorporate a Zero Liquid Discharge system to
maximize water recycling.
Subsequently, in March 2025, Globe Textiles acquired the remaining 30%
stake, making Globe Denwash a wholly-owned subsidiary. The integration of Globe Denwash's
state-of-the-art facilities, including highly automated industrial washing tumblers,
dryers, and cutting-edge technology for processing and sample development has bolstered
our garment processing capacity.
As per section 129 of Companies Act, 2013 consolidated financial
statements of the company and all its subsidiaries have been prepared and same form a part
of this Annual Report. In terms of Rule 5 Companies (Accounts) Rule, 2014, a statement
containing salient features of the financial statement of subsidiaries/associate
companies/joint ventures in the form AOC 1 is annexed to this report as “Annexure
A”
7. EXPORTS
The total exports of the Company amounted to Rs. 3360.82 Lakhs
(Previous year Rs. 5112.10 Lakhs) representing about 6.41% of the total income.
8. MATERIAL CHANGES AND COMMITMENTS
No material changes and commitments affecting the financial position of
your Company have occurred between the end of the financial year of the Company to which
the financial statements relates and on the date of this report.
9. EXPANSION OF THE BUSINESS
During the year, Globe Textiles (India) Limited successfully raised
4,504.19 lakhs through a Rights Issue of equity shares. These funds were strategically
utilized to acquire a 30% equity stake in Globe Denwash Private Limited, thereby making it
a wholly owned subsidiary of the Company. The acquisition was completed in March 2025.
Globe Denwash is a specialized entity with expertise in denim washing
and finishing. The facility is certified as a Zero Liquid Discharge (ZLD) unit by ATIRA
(Ahmedabad Textiles Industry Research Association) and holds the ZDHC (Zero Discharge of
Hazardous Chemicals) certification. These accreditations underscore its adherence to
international environmental and chemical safety standards, reinforcing the Group's
long-term vision of integrating sustainable practices in its operations.
10. CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION AND ANALYSIS
Separate reports on Corporate Governance compliance and Management
Discussion and Analysis as stipulated by the SEBI Listing Regulations forms part of this
Annual Report as Annexure-“B” and Annexure-“C” respectively along with
the required Certificate from Practising Company Secretary regarding Compliance of the
conditions of Corporate Governance as stipulated.
In Compliance with Corporate Governance requirements as per the SEBI
Listing Regulations, your Company has formulated and implemented a Code of Business
Conduct and Ethics for all Board Members and Senior Management Personnel of the company,
who have affirmed the compliance thereto.
11. DIRECTORS AND KEY MANAGERIAL PERSONNEL
A. As of March 31, 2025, your Company's Board had six members,
consisting of Two Executive Director, One Non-Executive and Non-Independent and Three
Independent Directors. The Board has One Woman Directors. The details of Board and
Committee composition, tenure of directors, and other details are available in the
Corporate Governance Report, which forms part of this Integrated Annual Report. The
Company has received necessary declaration from Independent Directors of the Company that
they meet with the criteria of their Independence as laid down in Section 149(6) of the
Companies Act, 2013 (“the Act”) and Regulation 25(8) of the Listing Regulations.
Re-appointment of Director(s) retiring by rotation:
In accordance with the provisions of Section 152 of the Act, read with
rules made thereunder, Mr. Bhavik Parikh (DIN: 00038223) are liable to retire by rotation
at the ensuing Annual General Meeting and being eligible, offers themselves for
reappointment. The Board recommends the reappointment of Mr. Bhavik Parikh as Director for
your approval. Mr. Bhavik Parikh is not disqualified under Section 164(2) of the Act and
not debarred from holding the office of Director pursuant to order of SEBI or any other
authority. Brief details of Directors proposed to be appointed/reappointed as required
under Regulation 36 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 are provided in the Notice of 30th Annual General meeting
As per the provisions of Companies Act, 2013, Mr. Bhavik Suryakant
Parikh (DIN: 00038223), Managing Director, Mr. Nilaybhai Jagdishbhai Vora (DIN: 02158990),
Whole-time Director, Mr. Bhavin Suryakant Parikh CEO & CFO and Ms. Monali Maheshwari,
Company Secretary and Compliance Officer are the Key Managerial Personnel of the Company.
During the year under review, there is no change in the Key Managerial Personnel of the
Company except Mr. Fraruk Diwan, Company Secretary has been resigned w.e.f. October 26,
2024. Following his resignation Ms. Monali Maheshwari appointed as Company Secretary and
Compliance officer w.e.f. November 22, 2024.
12. PERFORMANCE EVALUATION
Pursuant to the provisions of the Companies Act, 2013 and SEBI LODR
Regulations, the Board has carried out an annual performance evaluation of its own
performance; that of the Directors individually; as well as the evaluation of the working
of its Audit, Nomination & Remuneration and other Committees of the Board.
At the meeting of the Board, all the relevant factors that are material
for evaluating the performance of individual Directors, the Board and its various
Committees, were discussed. A structured questionnaire, each in line with the circular
issued by SEBI, for evaluation of the Board, its various Committees and individual
Directors, was prepared and recommended to the Board by the Nomination & Remuneration
Committee, for conducting the required evaluation, after taking into consideration the
inputs received from the Directors, covering various aspects of the Board's
functioning, such as adequacy of the composition of the Board and its Committees,
execution and performance of specific duties, obligations and governance, etc. A separate
exercise was carried out to evaluate the performance of individual Directors, including
the Chairman of the Board, who were evaluated on parameters such as level of engagement
and contribution, independence of judgment, safeguarding the interest of the Company and
its minority Shareholders, etc.
The performance evaluation of the Independent Directors was carried out
by the entire Board, excluding the Director being evaluated. Independent Directors fulfil
the criteria of independence, and they are independent of management. The performance
evaluation of the Chairman and non-independent Directors was also carried out by the
Independent Directors at their separate meeting. The Directors expressed their
satisfaction with the evaluation process.
B. MEETING OF BOARD OF DIRECTORS
During the year, 15 (Fifteen) Board meetings were convened and held.
The details thereof are given in the Corporate Governance Report. The intervening gap
between the Meetings was within the period prescribed under the Companies Act, 2013.
C. FAMILIARISATION PROGRAMME FOR THE INDEPENDENT DIRECTORS
At the time of appointing a Director, a formal letter of appointment is
given to the concerned Director, which inter-alia explains the role, function, duties and
responsibilities as expected from a Director of the Company. The Director is also
explained in detail, the compliance requirements under the Act, the Listing Regulations
and various statutes. A one to one discussion with the newly appointed Director to
familiarise him / her with the Company's operations.
Further, on an on-going basis as a part of Agenda of Board / Committee
Meetings, presentations are regularly made to the Independent Directors on various matters
inter-alia covering the Company's businesses and operations, industry and regulatory
updates, strategies, finance, role, rights, responsibilities of the Independent Directors
under various statutes and other relevant matters. Details of familiarization programmes
under Regulations 25(7) and 46 of SEBI Listing Regulations to Independent Directors are
available on the website of the Company at
https://globetextiles.net/investors/code-policies/
D. NOMINATION AND REMUNERATION POLICY
The Company has adopted and implemented the Nomination and Remuneration
Policy devised in accordance with Section 178(3) and (4) of the Companies Act, 2013 which
is available on the website of the Company accessed at
https://globetextiles.net/wp-content/uploads/2024/04/Nomination-and-Remuneration-Policy.pdf.
13. DEPOSIT
The Company has not accepted or renewed any amount falling within the
purview of provisions of Section 73 of the Companies Act, 2013 (“the Act”) read
with the Companies (Acceptance of Deposit) Rules, 2014 during the period under review.
Hence, the requirement for furnishing the details of deposits which are not in compliance
with Chapter V of the Act is not applicable.
14. ANNUAL RETURN
Pursuant to the Section 92(3) of the Companies Act, 2013, read with the
Companies (Management and Administration) Rules, 2014, Annual Return of the Company for
the financial year 2024-25 in the prescribed Form MGT-7 is available on the website of the
Company at https://globetextiles.net/investors/annual-returns-mgt-7/#collapse-57.
15. AUDITORS AND AUDITORS' REPORT
Statutory Auditors
M/s Dharmesh Parikh & Co LLP (Firm Registration No.
112054W/W100725), Chartered Accountants, the Statutory Auditors of the Company, were
appointed at the 29th Annual General Meeting held on September 30, 2024 to hold
office for a period of 5 (Five) years i.e. from the conclusion of 29th Annual
General Meeting (AGM) till the conclusion of 34th Annual General Meeting to be
held in the year 2028-2029.
The Notes to the financial statements referred in the Auditors Report
are self-explanatory. There are no qualifications or reservations or adverse remarks or
disclaimers given by Statutory Auditors' of the Company and therefore do not call for
any comments under Section 134 of the Companies Act, 2013. The Auditors' Report is
enclosed with the financial statements in this Annual Report.
Cost Auditors
Pursuant to Section 148 of the Act read with rules made thereunder, as
amended from time to time, the Company is required to maintain the cost accounts and
records of the Company, accordingly, the Board has appointed M/s Maulin Shah &
Associates, Cost Accountants, Firm Registration No. 101527, as Cost Auditor to prepare and
to audit the Cost records of the Company for the financial year 2024-25. The remuneration
payable to the Cost Auditor shall be subject to ratification by the shareholders at the
Annual General Meeting. Accordingly, the necessary Resolution for ratification of the
remuneration payable to cost auditor for the financial year 2025-26, has been included in
the Notice forming the part of this Integrated Annual report.
Secretarial Auditor
Pursuant to the provisions of Section 204 of the Companies Act, 2013
read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014, and Listing Regulations, M/s K. Jatin & Co., Practicing Company Secretaries was
appointed as Secretarial Auditors of the Company for the financial year 2024-25. The
Secretarial Audit Report submitted by M/s K. Jatin & Co. for the Financial Year
2024-25 is annexed herewith and marked as Annexure-“D” to this report. Further,
there has been no qualification, reservation, adverse remarks or disclaimer made by the
Secretarial Auditors in their report for the financial year ended March 31, 2025. During
the year under review, the Auditors had not reported any matter under Section 143(12) of
the Act.
16. INTERNAL FINANCIAL CONTROLS
Your Company has an effective internal control and risk-mitigation
system, which is constantly assessed and strengthened with new/revised standard operating
procedures. The Company's internal control system is commensurate with its size,
scale and complexities of operations. To enhance the internal control procedures, the
Company has appointed M/s. Shefali R Sheth & Co. as its internal auditor.
It also ensures that they are recorded in all material respect to
permit preparation of financial statements in conformity with established accounting
principles along with the assets of the Company being adequately safeguarded against
significant loss or misuse. An independent Internal Audit function is an important element
of Company's Internal Control System. This is supplemented through an extensive
internal audit program and periodic review by the management and the Audit Committee of
Board.
17. PARTICULARS OF LOAN, GUARANTEES OR INVESTMENT MADE UNDER SECTION
186
During the year, the Company has not given loans and advances covered
under the provisions of Section 186 of the Companies Act, 2013. However, the company has
provided loan and security for the borrowing made by Globe Denwash Private Limited within
the limits as per Section 186 of the Companies Act, 2013.
18. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
The Company in the normal course of its business enters in to related
party transactions with companies engaged in similar or ancillary business. The Audit
Committee approves all the Related Party Transactions in compliance with the provisions of
the Act, and Listing Regulations Omnibus approval is obtained on a yearly basis for
transactions which are repetitive in nature. Transactions entered into pursuant to omnibus
approval are placed before the Audit Committee and the Board for review and
approval/noting on a quarterly basis. All related party transactions entered during the
financial year were in ordinary course of the business and on arm's length basis.
Details of material related party transaction entered during the financial year by the
Company is annexed in Form AOC-2 as Annexure- “E”.
19. COMMITTEES OF THE BOARD
The Board of Directors have constituted the following Committees. The
details of composition of the Board Committees are as follows:
Audit Committee
| Name of Director |
Status |
Nature of Directorship |
| Mr. Yogesh Kanhiyalal Vaidya |
Chairman |
Independent Non-Executive Director |
| Mr. Bhavik Suryakant Parikh |
Member |
Executive Director |
| Mr. Rajatkumar Dineshbhai Patel |
Member |
Independent Non-Executive Director |
Nomination and Remuneration Committee
| Name of Director |
Status |
Nature of Directorship |
| Mr. Yogesh Kanhiyalal Vaidya |
Chairman |
Independent Non-Executive Director |
| Mr. Bharat Shamjibhai Patel |
Member |
Independent Non- Executive Director |
| Mr. Rajatkumar Dineshbhai Patel |
Member |
Independent Non-Executive Director |
Stakeholders Relationship Committee
| Name of Director |
Status |
Nature of Directorship |
| Mr. Yogesh Kanhiyalal Vaidya |
Chairman |
Independent Non-Executive Director |
| Mr. Bharat Shamjibhai Patel |
Member |
Independent Non- Executive Director |
| Mr. Nilaybhai Jagdishbhai Vora |
Member |
Executive Director |
Corporate Social Responsibilities Committee
| Name of Director |
Status |
Nature of Directorship |
| Mr. Yogesh Kanhiyalal Vaidya |
Chairman |
Independent Non-Executive Director |
| Mr. Bhavik Suryakant Parikh |
Member |
Executive Director |
| Mr. Nilaybhai Jagdishbhai Vora |
Member |
Executive Director |
The details of the Committees of the Board along with their
composition, attendance of members and number of meetings held during the financial year
2024-25 are provided in the Report on Corporate Governance forming part of the Annual
Report 2024-25.
20. VIGIL MECHANISM & WHISTLE BLOWER POLICY
The Company has a Vigil mechanism & Whistle blower policy under
which the employees are free to report violations of applicable laws and regulations and
the Code of Conduct. The reportable matters may be reported to the Vigilance & Ethics
Officer which operates under the supervision of the Audit
Committee, as protected disclosures through an e-mail, or dedicated
telephone line or a written letter. Employees may also report directly to the Chairman of
the Audit Committee. The said Policy is available on the website of the Company at
https://globetextiles.net/wp-content/uploads/2024/04/Vigil-Mechanism.pdf.
21. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
The information on conservation of energy, technology absorption and
foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies
Act, 2013 read with the Companies (Accounts) Rules, 2014 has been annexed as Annexure
“F”.
22. PARTICULARS OF EMPLOYEES AND OTHER ADDITIONAL INFORMATION
The information required under Section 197 of the Companies Act, 2013
read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 is provided in the Report and marked as Annexure-“G”. No
employee of the Company was in receipt of the remuneration exceeding the limits prescribed
in the rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014.
23. ENVIRONMENT, HEALTH AND SAFETY
The Company is conscious of the importance of environmentally clean and
safe operations. The Company conduct business operations in such a manner so as to ensure
safety of all concerned, compliances of environmental regulations and preservation of
natural resources.
24. CORPORATE SOCIAL RESPONSIBILITY (CSR)
In Accordance with section 135 of the Act and Rules framed thereunder,
the Company has constituted a Corporate Social Responsibility (“CSR”) Committee
of Directors. The details of composition of CSR Committee are given in the Corporate
Governance Report.
The policy can be accessed at
http://globetextiles.net/wp-content/uploads/2021/06/Corporate-Social-Responsibility-Policy.pdf.
The details of CSR policy and CSR spending by the Company have been provided as
Annexure-“H” to this report, as required under the Companies (Corporate Social
Responsibility Policy) Rules, 2014.
25. TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF)
There has not been an occasion in case of the Company during the year
to transfer any sums or shares to the Investor Education and Protection Fund.
26. RISK MANAGEMENT POLICY
The Board of Directors of the Company has put in place a Risk
Management which aims at enhancing shareholders' value and providing an optimum
risk-reward trade off. The risk management approach is based on a clear understanding of
the variety of risks that the organisation faces, disciplined risk monitoring and
measurement and continuous risk assessment and mitigation measures.
27. DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the requirement under Section 134(5) of the Act, with
respect to Directors Responsibility Statement, your Directors state that:
(a) in the preparation of the annual accounts for the financial year
ended March 31, 2025, the applicable accounting standards have been followed along with
proper explanation relating to material departures. There are no material departures from
the same; (b) the Directors have selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and prudent so as to
give a true and fair view of the state of affairs of the Company at the end of the
financial year March 31, 2025 and of the profit and loss of the Company for that period;
(c) the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the provisions of the Act,
for safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities;
(d) the Directors have prepared the annual accounts on a ‘going
concern' basis;
(e) the Directors have laid down internal financial controls to be
followed by the Company and that such internal financial controls are adequate and are
operating effectively; and
(f) the Directors have devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems are adequate and operating
effectively.
28. OTHER REPORTINGS
Your directors state that no disclosure or reporting is required in
respect to the following items, as there were no transactions pertaining to these items
during the year under review:
a. There was no revision in the financial statements. b. The Company
has not issued any sweat equity shares. c. The Company has not issued any shares with
differential voting rights. d. There has been no change in nature of business.
e. The Company has not made any application during the year under
Insolvency and Bankruptcy Code, 2016 and there is no proceeding pending under the said
Code as at the end of the financial year.
f. During the year, the Company has not undergone any one-time
settlement and therefore the disclosure in this regard is not applicable.
g. The Company is not having any Employee Stock Option Scheme under
Section 62(1) of the Companies Act, 2013.
29. SECRETARIAL STANDARDS
During the year under review, your Company has complied with the
applicable Secretarial Standards issued by the Institute of Company Secretaries of India.
30. LISTING
The shares of your Company are listed at National Stock Exchange of
India Limited. The listing fees to the Stock Exchange for the year 2025-26 have been paid.
31. PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
During the year under review, the Company has not received any
complaint under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013. The Company has complied with the provisions relating to the
constitution of an Internal Complaint Committee under the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013.
The policy of the “Prevention of Sexual Harassment of Women at
Workplace” of the Company is available on the website of the Company at
https://globetextiles.net/wp-content/uploads/2024/04/Sexual-Harassment-Policy.pdf.
32. ACKNOWLEDGEMENTS
Your Directors wish to thank its customers, Business Associates,
Members, Bankers, Government Bodies & Regulators for their continued support and faith
reposed in the company. Your Directors also wish to place on record appreciation for the
contribution made by Employees for their commitment and dedication towards the Company.
| Registered Office: |
By Order of the Board of Directors |
| Plot No. 38 to 41, Ahmedabad Apparel Park, |
FOR GLOBE TEXTILES (INDIA) LIMITED |
| GIDC Khokhra, Ahmedabad, |
|
| Gujarat 380 008 |
|
| Date: August 29, 2025 |
Bhavik Suryakant Parikh |
| Place: Ahmedabad |
Chairman & Managing Director |
|
(DIN: 00038223) |
|