Notes to Accounts of Aveer Foods Ltd.

Mar 31, 2025

l) Provisions, Contingent Liabilities and Contingent Assets

i. Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it
is probable that an outflow of resources embodying economic benefit will be required to settle the obligation and a reliable
estimate can be made of the amount of the obligation.

Provisions are measured at the present value of management''s best estimate of the expenditure required to settle the
present obligation at the end of the reporting period. The increase in the provision due to the passage of time is recognized
as interest expense.

ii. Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be
confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of
the Company or a present obligation that arises from past events where it is either not probable that an outflow of resources
will be required to settle the obligation or a reliable estimate of the amount cannot be made.

iii. Contingent assets are not recognised in the financial statements.

iv. Provisions, contingent liabilities and contingent assets are reviewed at each balance sheet date.

m) Earnings per share

i. The basic earnings per share is computed by dividing the net profit attributable to equity shareholders for the period by the
weighted average number of equities shares outstanding during the year.

ii. The diluted earnings per share is computed by dividing the net profit attributable to equity shareholders for the year by the
weighted average number of equity and equivalent potential dilutive equity shares outstanding during the year, except where
the result would be anti-dilutive.

n) Taxation

i. I ncome tax expense for the year comprises of current tax and deferred tax. Current tax is the expected tax payable/
receivable on the taxable income/ loss for the year using applicable tax rates for the relevant period, and any adjustment
to taxes in respect of previous years. Current income tax relating to items recognized outside profit or loss is recognized
outside profit or loss (either in other comprehensive income or in equity). Current tax items are recognized in correlation to
the underlying transaction either in OCI or directly in equity. Management periodically evaluates positions taken in the tax
returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions
where appropriate.

ii. Current tax assets and current tax liabilities are offset when there is a legally enforceable right to set off the recognised
amounts and there is an intention to settle the asset and the liability on a net basis.

iii. Deferred tax is recognized using the balance sheet method, providing for temporary differences between the carrying
amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred
income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the
reporting period and are expected to apply when the related deferred income tax assets is realised or the deferred income
tax liability is settled.

iv. Deferred tax is recognized in Statement of profit and loss except to the extent that it relates to items recognized directly in
OCI or equity, in which case it is recognized in OCI or equity. Deferred tax liabilities are generally recognised for all taxable
temporary differences. Deferred tax asset is recognized to the extent that it is probable that future taxable profits will be
available against which the temporary difference can be utilized. Deferred tax assets are reviewed at each reporting date
and are reduced to the extent that it is no longer probable that the related tax benefit will be realized.

o) Government Grants

i. Government grants are recognised where there is reasonable assurance that the grant will be received and all attached
conditions will be complied with. When the grant relates to expense item, it is recognised in the Statement of Profit and Loss
on a systematic basis over the periods to which they relate for which it is intended to compensate, are expensed.

ii. When the grant relates to an asset, it is treated as deferred income and recognised in the Statement of Profit and Loss on a
systematic basis over the useful life of the asset.

p) Cash and cash equivalents

Cash and cash equivalents include cash on hand, demand deposits with banks, other short-term highly liquid investments with
original maturities of three months or less.

q) Cash flow statement

Cash flows are reported using indirect method, whereby net profits before tax is adjusted for the effects of transactions of a
non-cash nature and any deferrals or accruals of past or future cash receipts or payments and items of income or expenses
associated with investing or financing cash flows. The cash flows from regular revenue generating (operating) activities, investing
activities and financing activities of the Company are segregated.

r) Employee Benefits

i. Short-term employee benefits

Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within 12 months
after the end of the period in which the employees render the related service are recognised in respect of employees''
services up to the end of the reporting period and are measured at the amounts expected to be incurred when the liabilities
are settled.

ii. Long Term Employee Benefit Plan

The Company has a policy on compensated absences which are both accumulating and non-accumulating in nature. Expense
on non- accumulating compensated absences is recognized in the period in which the compensated absences occur.

iii. Post Separation Employee Benefit Plan
Defined Benefit Plan

The Company operates a defined benefit gratuity plan in India. The cost of providing benefits under the defined benefit plan
is determined using the projected unit credit method with actuarial valuations being carried out at the end of each annual
reporting period. Re-measurement, comprising actuarial gains and losses, the effect of the changes to the asset ceiling (if
applicable) and the return on plan assets (excluding net interest), is reflected immediately in the Balance Sheet with a charge
or credit recognized in other comprehensive income in the period in which they occur. The re-measurements of the net
defined benefit liability are recognized directly in the other comprehensive income in the period in which they arise. Gratuity
fund is administered through Life Insurance Corporation of India.

Defined Contribution Plans

Defined contribution plans are Employee Provident Fund scheme and Employee State Insurance scheme for eligible
employees.

The Company''s contribution to defined contribution plans is recognised as an expense in the Statement of Profit and Loss
as they fall due.

s) Dividend

The Company recognises a liability for any dividend declared but not distributed at the end of the reporting period, when the
distribution is authorised and the distribution is no longer at the discretion of the Company on or before the end of the reporting
period. As per Corporate laws in India, a distribution is authorized when it is approved by the shareholders. A corresponding
amount is recognized directly in equity.

t) Leases

Where the Company is the lessee
Right of use assets and lease liabilities

A lease is defined as ''a contract, or part of a contract, that conveys the right to use an asset (the underlying asset) for a period
of time in exchange for consideration''. The Company enters into leasing arrangements for various assets. To assess whether a
contract conveys the right to control the use of an identified asset, the Company assesses whether:

i. the contract involves the use of an identified asset,

ii. the Company obtains substantially all of the economic benefits from use of the asset through the period of the lease and

iii. the Company has the right to direct the use of the asset.

Recognition and initial measurement

At lease commencement date, the Company recognizes a right-of-use asset and a lease liability on the balance sheet. The right-
of-use asset is measured at cost, which is made up of the initial measurement of the lease liability, any initial direct costs incurred
by the Company, an estimate of any costs to dismantle and remove the asset at the end of the lease (if any), and any lease
payments made in advance of the lease commencement date (net of any incentives received).

Subsequent measurement

The Company depreciates the right-of-use assets on a straight-line basis from the lease commencement date to the earlier of the
end of the useful life of the right-of-use asset or the end of the lease term. The Company also assesses the right-of-use asset for
impairment when such indicators exist.

At lease commencement date, the Company measures the lease liability at the present value of the lease payments unpaid at that
date, discounted using the interest rate implicit in the lease if that rate is readily available or the Company''s incremental borrowing
rate. Lease payments included in the measurement of the lease liability are made up of fixed payments (including in substance
fixed payments). Subsequent to initial measurement, the liability will be reduced for payments made and increased for interest.
It is re-measured to reflect any reassessment or modification, or if there are changes in in-substance fixed payments. When the
lease liability is re-measured, the corresponding adjustment is reflected in the right-of-use asset.

The Company has elected to account for short-term leases and leases of low-value assets using the practical expedients. Instead
of recognizing a right-of use asset and lease liability, the payments in relation to these are recognized as an expense in statement
of profit and loss on a straight-line basis over the lease term.

Where the Company is the lessor

The Company as a lessor, classifies leases as either operating lease or finance lease. A lease is classified as a finance lease if it
transfers substantially all the risks and rewards incidental to ownership of an underlying asset. Initially asset held under finance
lease is recognised in balance sheet and presented as a receivable at an amount equal to the net investment in the lease.
Finance income is recognised over the lease term, based on a pattern reflecting a constant periodic rate of return on Company''s
net investment in the lease. A lease which is not classified as a finance lease is an operating lease. Accordingly, the Company
recognises lease payments as income on a straight-line basis in case of assets given on operating leases. The Company
presents underlying assets subject to operating lease in its balance sheet under the respective class of asset.

u) Financial guarantee contracts

Financial guarantee contracts issued by the Company are those contracts that require a payment to be made to reimburse the
holder for a loss it incurs because the specified debtor fails to make a payment when due in accordance with the terms of a debt
instrument. Commission charged from the entity on whose behalf the guarantee has been issued is taken as corporate guarantee
charges in the Statement of profit and loss.

v) Significant management judgement in applying accounting policies and estimation uncertainty

The following are the critical judgments and the key estimates concerning the future that management has made in the process
of applying the Company''s accounting policies and that may have the most significant effect on the amounts recognized in the
financial statements or that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities
within the next financial year.

I. Defined benefit obligation (DBO)

Management''s estimate of the DBO is based on a number of critical underlying assumptions such as standard rates of
inflation, mortality, discount rate and anticipation of future salary increases. Variation in these assumptions may significantly
impact the DBO amount and the annual defined benefit expenses.

II. Evaluation of indicators for impairment of assets

The evaluation of applicability of indicators of impairment of assets requires assessment of several external and internal
factors which could result in deterioration of recoverable amount of the assets.

III. Recognition of deferred tax assets

The extent to which deferred tax assets can be recognized is based on an assessment of the probability of the future taxable
income against which the deferred tax assets can be utilized.

B) Terms/ Rights Attached to Equity Shares:

(i) The Company has only one class of shares referred to as Equity Shares having a par value of '' 10/- each. Each holder of
Equity Shares is entitled to one vote per share.

(ii) In case any Dividend is Declared and paid it is done in Indian Rupees. The Dividend proposed if any by the Board of
Directors is subject to the approval of Shareholders in the ensuing Annual General Meeting.

(iii) The Board of Directors may from time to time pay such interim dividend which they find justified by the profits of the company.
The Company has not declared or paid any interim dividend during the year.

(iv) In the event of liquidation of the Company the holders of Equity Shares will be entitled to receive any of the remaining assets
of the Company, after distribution of all preferential amounts. However no such preferential amounts exist currently. The
distribution will be in proportion to the number of Equity Shares held by the Shareholders.

A. Gratuity

The Company provides gratuity for employees in India as per the Payment of Gratuity Act, 1972. The planned assets are
managed by Life Insurance Corporation of India. Employees who are in continuous service for a period of 5 years are eligible for
gratuity. The amount of gratuity payable on retirement/termination is the employees last drawn basic salary per month computed
proportionately for 15 days salary multiplied for the number of years of service. For the funded plan the Company makes
contributions to recognized funds in India. The Company does not fully fund the liability and maintains a target level of funding to
be maintained over a period of time based on estimations of expected gratuity payments.

The above sensitivity analysis are based on a change in an assumption while holding all other assumptions constant. In practice,
this is unlikely to occur and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined
benefit obligation to significant actuarial assumptions, the same method (present value of the defined benefit obligation calculated
with the projected unit credit method at the end of the reporting period) has been applied which was applied while calculating the
defined benefit obligation liability recognised in the balance sheet.

The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to prior period.

• Financial assets and liabilities such as trade receivables, cash and cash equivalent, bank balance other than cash and cash
equivalents, borrowing, trade payables etc. are largely short-term in nature. The fair values of these financial assets and liabilities
approximate their carrying amount due to the short-term nature of such assets and liabilities.

Fair Value Hierarchy

The fair value of financial instruments as referred to in note above have been classified into three categories depending on the inputs
used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or
liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements).

The categories used are as follows:

• Level 1: The fair value of financial instruments quoted in active markets is based on their quoted closing price at the balance sheet
date;

• Level 2: The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques
using observable market data. Such valuation techniques include discounted cash flows, standard valuation models based on
market parameters for interest rates, yield curves or foreign exchange rates, dealer quotes for similar instruments and use of
comparable arm''s length transactions; and

• Level 3: The fair value of financial instruments that are measured on the basis of entity specific valuations using inputs that are
not based on observable market data (unobservable inputs).

Calculation of Fair Values

The fair values of the financial assets and liabilities are defined as the price that would be received to sell an asset or paid to transfer
a liability in an orderly transaction between market participants at the measurement date. Methods and assumptions used to estimate
the fair values are consistent with prior years.

Financial assets and liabilities measured at fair value as at Balance Sheet date:

1. The fair values of investments in mutual fund units is based on the net asset value (''NAV'') as stated by the issuers of these mutual
fund units in the published statements as at Balance Sheet date. NAV represents the price at which the issuer will issue further
units of mutual fund and the price at which issuers will redeem such units from the investors.

2. The fair values of the derivative financial instruments have been determined using valuation techniques with market observable
inputs. The models incorporate various inputs including the credit quality of counter-parties and foreign exchange forward rates.

3. Loans - Security Deposits have fair values that approximate to their carrying amounts as it is based on the net present value of
the anticipated future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities.

Note 43 Financial Risk Management

The Company''s activities expose it to a variety of financial risks: credit risk, liquidity risk and market risk. The Company''s primary focus
is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance.

i) Credit Risk

Credit risk arises from trade receivables, cash and cash equivalents and deposits with banks and financial institutions.

A default on a financial asset is when the counter party fails to make contractual payments within agreed credit terms from the
date when they fall due. This definition of default is determined by considering the business environment in which entity operates
and other macro-economic factors.

The maximum exposure to the credit risk at the reporting date is primarily from trade receivables amounting to '' 22.32 lakhs
(March 31, 2024 - '' 74.44 lakhs) shown as current as at reporting date. Trade receivables are typically unsecured. Credit risk
is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to
which the Company grants credit terms in the normal course of business. The Company expects that estimate of expected credit
loss for impairment is immaterial based on historical trend and the nature of business. No provision is considered necessary as
at reporting date and Management continuously assesses the requirement for provision on ongoing basis. During the year, the
Company has made no write-offs of trade receivables.

The Company''s exposure to credit risk, excluding receivables from related parties, is influenced mainly by the individual
characteristic of each customer.

ii) Liquidity Risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities
that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far
as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions,
without incurring unacceptable losses or risking damage to the Company''s reputation.

The Management regularly monitors rolling forecasts of the Company''s liquidity position on the basis of expected cash flows to
ensure it has sufficient cash to meet ongoing operational fund requirements.

Loan covenants

Under the terms of major borrowing facilities, the Company is required to comply with the following covenants:

- the current ratio must be more than or equal to 1.30 times;

- the debt to tangible net worth must be less than or equal to 1 time;

- the total outside liability to tangible net worth ratio must be less than or equal to 1.70 times;

- Minimum tangible net worth of ''16 crore to be maintained;

The Company has complied with these covenants as at the reporting date.

Note 45 Revenue from Contracts with Customers

Indian Accounting Standard 115, ''Revenue from Contracts with Customers'' (“Ind AS 115”), establishes a framework for determining
whether, how much and when revenue is recognised and requires disclosures about the nature, amount, timing and uncertainty of
revenues and cash flows arising from customer contracts. Under Ind AS 115, revenue is recognised through a 5-step approach:

(i) Identify the contract(s) with customer;

(ii) Identify separate performance obligations in the contract;

(iii) Determine the transaction price;

(iv) Allocate the transaction price to the performance obligations; and

Note 47 Information required as per schedule III (amended by MCA notification dated March 23, 2021) and as per Ind-AS has been
disclosed in the financial statements to the extent applicable.

Note 48 Other Statutory Information

I. The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for
holding any Benami property.

II. The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

III. The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities
(Intermediaries) with the understanding that the Intermediary shall: a) directly or indirectly lend or invest in other persons or
entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or, b) provide any guarantee,
security or the like to or on behalf of the Ultimate Beneficiaries.

IV. The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the
understanding (whether recorded in writing or otherwise) that the Company shall: a) directly or indirectly lend or invest in other
persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or, b) provide
any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

V. The Company has no such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as
income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant
provisions of the Income Tax Act, 1961.

VI. The company has not been declared as willful defaulter by any bank or financial institution (as defined under the Companies Act,
2013) or consortium thereof, in accordance with the guidelines on willful defaulters issued by the Reserve Bank of India.

VII. The Company does not have any transactions with companies struck off under section 248 of the Companies Act, 2013 or section
560 of Companies Act, 1956.

Note 49 Registration of charges or satisfaction with Registrar of Companies

The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

Note 50 The Company has a working capital limit of '' 1600 lakhs (March 31, 2024: '' 1600 lakhs). For said facility, the management
files returns/ statements, including information about inventory, debtors (with their ageing) and creditors, with such banks on monthly
basis. The management also files revised returns/ statements, including similar information as at quarter-end and for the quarter then
ended, with such banks on quarterly basis after reconciling the data with quarter-end accounts. The revised returns/ statements filed
with such banks, except for few immaterial differences, are in agreement with the unaudited books of accounts of the Company on
aggregate basis.

Note 51 Previous year''s figures have been regrouped/restated wherever necessary to conform to current year''s classification. All
figures have been rounded off to the nearest Lakhs.

As per our Report of even date For & on behalf of Board of Directors

M/s Bharat H Shah & Associates

Chartered Accountants

CA Bharat H Shah Rajkumar Chordia Vishal Chordia Anand Chordia

Proprietor Chairman Managing Director Managing Director

M. No. 110878 [DIN: 00058185] [DIN: 01801631] [DIN: 00062569]

FRN: 122100W

Place: Pune Bapu Gavhane Dharmendra Tulshyan Tejashree Wagholikar

Date: May 27, 2025 Whole Time Director Chief Financial Officer Company Secretary

[DIN: 00386217] [PAN: AEOPT8157K] [M. No. A39767]

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Mar 31, 2024

The Scheme of Arrangement between Chordia Food Products Ltd (Demerged Company) and Aveer Foods Ltd (Resulting Company) and its respective shareholders for the demerger of the Food Division (Demerged Undertaking) of the Demerged Company into the Resulting Company has received the final approval from the Hon''ble National Company Law Tribunal (NCLT) vide order dated 01.07.2022. In pursuance of the said Scheme, the Resulting Company has issued and allotted shares to the shareholders of the Demerged Company in 1:1 ratio and the original 10,000 equity shares of the Resulting Company held by the Demerged Company (and its nominees) have been cancelled and extinguished.

B) Terms/ Rights Attached to Equity Shares:

(i) The Company has only one class of shares referred to as Equity Shares having a par value of '' 10/- each. Each holder of Equity Shares is entitled to one vote per share.

(ii) In case any Dividend is Declared and paid it is done in Indian Rupees. The Dividend proposed if any by the Board of Directors is subject to the approval of Shareholders in the ensuing Annual General Meeting.

(iii) The Board of Directors may from time to time pay such interim dividend which they find justified by the profits of the company. The Company has not declared or paid any interim dividend during the year.

(iv) In the event of liquidation of the Company the holders of Equity Shares will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amounts. However no such preferential amounts exist currently. The distribution will be in proportion to the number of Equity Shares held by the Shareholders.

Note 30 Segment Information

An operating segment is a component of the Company that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Company''s other components, and for which discrete financial information is available. The Company''s Chief Operating Decision maker has identified ''Manufacture and Sale of Process Foods'' as its only primary business segment since its operations predominantly consist of manufacture and sale of ''Processed Foods'' to its customers. Accordingly in context of ''Ind AS 108 Operating Segments'' the principle business of the Company constitute a single reportable segment.

Note 36

There are no material dues owed by the Company to Micro and Small enterprises, which are overdue for more than 45 days during the year and as at 31 March 2024. This information as required under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company.

Note 38 Disclosures made in terms of Schedule V of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015

a. Deposits paid to related parties

Interest free security deposit of '' 31.99 lakhs (2022-23: '' 31.99 lakhs), paid for factory building taken on lease from a Related party.

b. Advances to Subsidiaries

There are no loans and advances in the nature of loans given to subsidiaries, associates, firms/companies in which directors are interested.

Explanation for change in the ratios by more than 25%:-

1. Debt Equity Ratio

The debt equity ratio is favourable in current year on account of repayment of borrowings.

2. Debt Service Coverage Ratio

The debt service coverage ratio is unfavourable in current year due to increase in payment of lease liability in the current year.

3. Trade Receivables Turnover Ratio

The Trade Receivables Turnover Ratio has increased in current year on account of decrease in average trade receivable.

4. Trade Payable Turnover Ratio

The Trade Payable Turnover Ratio has increased in current year on account of decrease in average trade payable.

5. Return on Capital Employed

The Return on Capital Employed ratio is favourable in current year on account of repayment of borrowings and increase in net profit of current year as compared to the previous year.

Note 40 Financial instruments - Fair values and risk management Accounting classification and fair values

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value. (Amount in Lakh)

• Financial assets and liabilities such as trade receivables, cash and cash equivalent, bank balance other than cash and cash equivalents, borrowing, trade payables etc. are largely short-term in nature. The fair values of these financial assets and liabilities approximate their carrying amount due to the short-term nature of such assets and liabilities.

Fair Value Hierarchy

The fair value of financial instruments as referred to in note above have been classified into three categories depending on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements).

The categories used are as follows:

• Level 1: The fair value of financial instruments quoted in active markets is based on their quoted closing price at the balance sheet date;

• Level 2: The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques using observable market data. Such valuation techniques include discounted cash flows, standard valuation models based on market parameters for interest rates, yield curves or foreign exchange rates, dealer quotes for similar instruments and use of comparable arm''s length transactions; and

• Level 3: The fair value of financial instruments that are measured on the basis of entity specific valuations using inputs that are not based on observable market data (unobservable inputs).

Calculation of Fair Values

The fair values of the financial assets and liabilities are defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Methods and assumptions used to estimate the fair values are consistent with prior years.

Financial assets and liabilities measured at fair value as at Balance Sheet date:

1. The fair values of investments in mutual fund units is based on the net asset value (''NAV'') as stated by the issuers of these mutual fund units in the published statements as at Balance Sheet date. NAV represents the price at which the issuer will issue further units of mutual fund and the price at which issuers will redeem such units from the investors.

2. The fair values of the derivative financial instruments have been determined using valuation techniques with market observable inputs. The models incorporate various inputs including the credit quality of counter-parties and foreign exchange forward rates.

3. Loans - Security Deposits have fair values that approximate to their carrying amounts as it is based on the net present value of the anticipated future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities.

Note 41 Financial Risk Management

The Company''s activities expose it to a variety of financial risks: credit risk, liquidity risk and market risk. The Company''s primary focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance.

i) Credit Risk

Credit risk arises from trade receivables, cash and cash equivalents and deposits with banks and financial institutions.

A default on a financial asset is when the counter party fails to make contractual payments within agreed credit terms from the date when they fall due. This definition of default is determined by considering the business environment in which entity operates and other macro-economic factors.

The maximum exposure to the credit risk at the reporting date is primarily from trade receivables amounting to '' 74.44 lakhs (March 31, 2023 - '' 10.00 lakhs) shown as current as at reporting date. Trade receivables are typically unsecured. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The Company expects that estimate of expected credit loss for impairment is immaterial based on historical trend and the nature of business. No provision is considered necessary as at reporting date and Management continuously assesses the requirement for provision on ongoing basis. During the year, the Company has made no write-offs of trade receivables.

The Company''s exposure to credit risk, excluding receivables from related parties, is influenced mainly by the individual characteristic of each customer

ii) Liquidity Risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.

The Management regularly monitors rolling forecasts of the Company''s liquidity position on the basis of expected cash flows to ensure it has sufficient cash to meet ongoing operational fund requirements.

iii) Market risk

Market risk is the risk that changes in market prices - such as foreign exchange rates, interest rates and equity prices - will affect the Company''s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.

iv) Interest rate risk

The Company''s policy is to minimise interest rate cash flow risk exposures on long-term financing. As at March 31, 2024, the Company is exposed to changes in market interest rates through bank borrowings at variable interest rates.

The Company monitors capital on the basis of the carrying amount of equity less cash and cash equivalents as presented on the face of balance sheet.

Management assesses the Company''s capital requirements in order to maintain an efficient overall financing structure while avoiding excessive leverage. This takes into account the subordination levels of the Company''s various classes of debt. The Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares, or sell assets to reduce debt.

Loan covenants

Under the terms of major borrowing facilities, the Company is required to comply with the following covenants:

- the current ratio must be more than or equal to 1.30 times;

- the debt to tangible net worth must be less than or equal to 1 time;

- the total outside liability to tangible net worth ratio must be less than or equal to 1.70 times;

- Minimum tangible net worth of ''16 crore to be maintained;

The Company has complied with these covenants as at the reporting date.

Note 43 Revenue from Contracts with Customers

Indian Accounting Standard 115, ''Revenue from Contracts with Customers'' (“Ind AS 115”), establishes a framework for determining whether, how much and when revenue is recognised and requires disclosures about the nature, amount, timing and uncertainty of revenues and cash flows arising from customer contracts. Under Ind AS 115, revenue is recognised through a 5-step approach:

(i) Identify the contract(s) with customer;

(ii) Identify separate performance obligations in the contract;

(iii) Determine the transaction price;

(iv) Allocate the transaction price to the performance obligations; and

(v) Recognise revenue when a performance obligation is satisfied.

Significant changes in contract assets and liabilities

There has been no significant changes in the nature of contract assets/contract liabilities during the year.

Remaining performance obligations as at the reporting date are expected to be recognised over the next year by the Company. Disaggregation of revenue

The Company has performed a disaggregated analysis of revenues considering the nature, amount, timing and uncertainty of revenues. This includes disclosure of revenues by segment and type.

Note 45 Information required as per schedule III (amended by MCA notification dated March 23, 2021) and as per Ind-AS has been

disclosed in the financial statements to the extent applicable.

Note 46 Other Statutory Information

I. The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

II. The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

III. The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall: a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or, b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

IV. The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall: a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or, b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

V. The Company has no such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.

VI. The company has not been declared as willful defaulter by any bank or financial institution (as defined under the Companies Act, 2013) or consortium thereof, in accordance with the guidelines on willful defaulters issued by the Reserve Bank of India.

VII. The Company does not have any transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.

Note 47 The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the company towards Provident Fund and Gratuity. The Ministry of Labour and Employment had released draft rules for the Code on Social Security, 2020 on November 13, 2020. The Company will assess the impact and its evaluation once the subject rules are notified. The Company will give appropriate impact in its financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.

Note 48 Registration of charges or satisfaction with Registrar of Companies

The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

Note 49 The Company has a working capital limit of '' 1600 lakhs (March 31, 2023: '' 1600 lakhs). For said facility, the management files returns/ statements, including information about inventory, debtors (with their ageing) and creditors, with such banks on monthly basis. The management also files revised returns/ statements, including similar information as at quarter-end and for the quarter then ended, with such banks on quarterly basis after reconciling the data with quarter-end accounts. The revised returns/ statements filed with such banks, except for few immaterial differences, are in agreement with the unaudited books of accounts of the Company on aggregate basis.

Note 50 Previous year''s figures have been regrouped/restated wherever necessary to conform to current year''s classification. All figures have been rounded off to the nearest Lakhs

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Mar 31, 2023

The Scheme of Arrangement between Chordia Food Products Ltd (Demerged Company) and Aveer Foods Ltd (Resulting Company) and its respective shareholders for the demerger of the Food Division (Demerged Undertaking) of the Demerged Company into the Resulting Company has received the final approval from the Hon''ble National Company Law Tribunal (NCLT) vide order dated 01.07.2022. In pursuance of the said Scheme, the Resulting Company has issued and allotted shares to the shareholders of the Demerged Company in 1:1 ratio and the existing 10,000 equity shares of the Resulting Company held by the Demerged Company (and its nominees) have been cancelled and extinguished.

B) Terms/ Rights Attached to Equity Shares:

(i) The Company has only one class of shares referred to as Equity Shares having a par value of '' 10/- each. Each holder of Equity Shares is entitled to one vote per share.

(ii) If any Dividend is Declared and paid it is done in Indian Rupees. The Final Dividend proposed if any by the Board of Directors is subject to the approval of Shareholders in the ensuing Annual General Meeting.

(iii) The Board of Directors may from time to time pay such interim dividend which they find justified by the profits of the company. The Company has not declared or paid any interim dividend during the year.

(iv) In the event of liquidation of the Company the holders of Equity Shares will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amounts. However no such preferential amounts exist currently. The distribution will be in proportion to the number of Equity Shares held by the Shareholders.

* The “Scheme of Arrangement” between Chordia Food Products Ltd (Demerged Company) and Aveer Foods Ltd (Resulting Company) and its respective shareholders for the demerger of the Food Division (Demerged Undertaking) of the Demerged Company into the Resulting Company has received the final approval from the Hon''ble National Company Law Tribunal (NCLT) vide order dated 01.07.2022. The Resulting Company has issued and allotted 40,28,252 equity shares on 4^th August, 2022 pursuant to “Scheme of Arrangement”.

As per Ind AS 33, Ordinary shares issued as part of the consideration transferred in a business combination are included in the weighted average number of shares from the acquisition date. This is because the acquirer incorporates into its statement of profit and loss the acquiree''s profits and losses from that date. Therefore, while calculating the weighted average number of shares for the purpose of EPS, the ordinary shares issued pursuant to “Scheme of Arrangement” shall be considered.

Note 24 Segment Information

An operating segment is a component of the Company that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Company''s other components, and for which discrete financial information is available. The Company''s Chief Operating Decision maker has identified ''Manufacture and Sale of Process Foods'' as its only primary business segment since its operations predominantly consist of manufacture and sale of ''Processed Foods'' to its customers. Accordingly in context of ''Ind AS 108 Operating Segments'' the principle business of the Company constitute a single reportable segment.

Note 30

There are no material dues owed by the Company to Micro and Small enterprises, which are overdue for more than 45 days during the year and as at 31 March 2023. This information as required under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company.

Note 32 Disclosures made in terms of Schedule V of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015

a. Deposits paid to related parties

Interest free security deposit of '' 31.99 lakh (2021-22: '' 31.99 lakh), paid for cold storage taken on lease from a Related party.

b. Advances to Subsidiaries

There are no loans and advances in the nature of loans given to subsidiaries, associates, firms/companies in which directors are interested.

Reason for variance in ratios:

During the year the company has earned profit after tax of ''102.27 Lakh in contrast to the loss incurred in previous year of ''497.64 Lakh. Further, the company has made considerable realization from its customers resulting in reduction of Trade Receivables from '' 413.52 lakh as on 31.03.2022 to '' 10 lakh as on 31.03.2023.

The operating Cash flow generated from the above factors has been used for repayment of Shor Term Borrowing

• Financial assets and liabilities such as trade receivables, cash and cash equivalent, bank balance other than cash and cash equivalents, borrowing, trade payables etc. are largely short-term in nature. The fair values of these financial assets and liabilities approximate their carrying amount due to the short-term nature of such assets and liabilities.

Fair Value Hierarchy

The fair value of financial instruments as referred to in note above have been classified into three categories depending on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements).

The categories used are as follows:

• Level 1: The fair value of financial instruments quoted in active markets is based on their quoted closing price at the balance sheet date;

• Level 2: The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques using observable market data. Such valuation techniques include discounted cash flows, standard valuation models based on market parameters for interest rates, yield curves or foreign exchange rates, dealer quotes for similar instruments and use of comparable arm''s length transactions; and

• Level 3: The fair value of financial instruments that are measured on the basis of entity specific valuations using inputs that are not based on observable market data (unobservable inputs).

Calculation of Fair Values

The fair values of the financial assets and liabilities are defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Methods and assumptions used to estimate the fair values are consistent with prior years.

Financial assets and liabilities measured at fair value as at Balance Sheet date:

1. The fair values of investments in mutual fund units is based on the net asset value (''NAV'') as stated by the issuers of these mutual fund units in the published statements as at Balance Sheet date. NAV represents the price at which the issuer will issue further units of mutual fund and the price at which issuers will redeem such units from the investors.

2. The fair values of the derivative financial instruments have been determined using valuation techniques with market observable inputs. The models incorporate various inputs including the credit quality of counter-parties and foreign exchange forward rates.

3. Loans - Security Deposits have fair values that approximate to their carrying amounts as it is based on the net present value of the anticipated future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities.

Note 35 Financial Risk Management

The Company''s activities expose it to a variety of financial risks: credit risk, liquidity risk and market risk. The Company''s primary focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance.

i) Credit Risk

Credit risk arises from trade receivables, cash and cash equivalents and deposits with banks and financial institutions.

A default on a financial asset is when the counter party fails to make contractual payments within agreed credit terms from the date when they fall due. This definition of default is determined by considering the business environment in which entity operates and other macro-economic factors.

The maximum exposure to the credit risk at the reporting date is primarily from trade receivables amounting to '' 10 lakh (March 31,2022 - '' 413.52 lakh) shown as current as at reporting date. Trade receivables are typically unsecured. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The Company expects that estimate of expected credit loss for impairment is immaterial based on historical trend and the nature of business. No provision is considered necessary as at reporting date and Management continuously assesses the requirement for provision on ongoing basis. During the year, the Company has made no write-offs of trade receivables.

The Company''s exposure to credit risk, excluding receivables from related parties, is influenced mainly by the individual characteristic of each customer

ii) Liquidity Risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.

The Management regularly monitors rolling forecasts of the Company''s liquidity position on the basis of expected cash flows to ensure it has sufficient cash to meet ongoing operational fund requirements

iii) Market risk

Market risk is the risk that changes in market prices such as foreign exchange rates, interest rates and equity prices will affect the Company''s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.

Interest rate risk

The Company''s policy is to minimise interest rate cash flow risk exposures on long-term financing. As at March 31, 2023, the Company is exposed to changes in market interest rates through bank borrowings at variable interest rates.

Note 36 Capital management

The Company''s capital management objectives are:

- to ensure the Company''s ability to continue as a going concern

- to provide an adequate return to shareholders

The Company monitors capital on the basis of the carrying amount of equity less cash and cash equivalents as presented on the face of balance sheet.

Management assesses the Company''s capital requirements in order to maintain an efficient overall financing structure while avoiding excessive leverage. This takes into account the subordination levels of the Company''s various classes of debt. The Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares, or sell assets to reduce debt.

Note 37 Information''s required as per schedule III (amended by MCA notification dated March 23, 2021) and as per Ind-AS has been disclosed in the financial statements to the extent applicable.

Note 38 The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the Company towards Provident Fund and Gratuity. The Ministry of Labour and Employment has released draft rules for the Code on Social Security, 2020 on November 13, 2020. However, the date on which the code will come into effect has not been notified. The Company will assess the impact and will record any related impact in the period once the code becomes effective.

Note 39 Other Statutory Information

I. The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

II. The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

III. The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall: a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or, b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

IV. The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall: a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or, b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

V. The Company has no such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.

VI. The company has not been declared as willful defaulter by any bank or financial institution (as defined under the Companies Act, 2013) or consortium thereof, in accordance with the guidelines on willful defaulters issued by the Reserve Bank of India.

VII. The Company does not have any transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.

Note 40 Previous year''s figures have been regrouped/restated wherever necessary to conform to current year''s classification. All

figures have been rounded off to the nearest lakh.