Notes to Accounts of Emkay Taps and Cutting Tools Ltd.

Mar 31, 2025

3.14 Provisions

A provision Is recognised when the Company has a present obligation as a result of past events and It is probable that an
outflow of resources will be required to settle the obligation in respect of which a reliable estimate can be made.
Provisions are not discounted to their present value and are determined based on the best estimate required to settle tho
obligation at the Balance Sheet date. These are reviewed at each Balance Sheet date and adjusted to reflect the current
best estimates.The Accounting Standard - 29 issued has been duly followed while preparing the financial statement of the
period.

3.15 Contingent Liabilities and Commitments

A Contigent liability is a possible obligation that arises from p3»t events whose existence will be confirmed by the
occurrence or non- occurrence of one or more uncertain future events beyond the control of the management. Contigeni
assets are neither recognised nordisdosed in the financial statements.

1 The above Financials results have been arrived at after going through the Balance Sheet and Profit & Loss Account fo'' the Company for the year ending on 31st
March, 2025

2. TbissegmentrepoitofM/sCmkayTaps&CuttirigTooIsLtd .s prepared In accordances the Accounting Standard 17 “Segment Reporting"

3. For the purpose of This reporting. Business Segment are considered as primary segments. Since the Company is operating from single location, There are no
Geographical segments tor the company. However, based on Business Line, there are 2 segments, vlr, Trading & Manufacturing o* Tools and Generation of
Power.

4. 3The measurement principles for segment reporting are based on IND AS adopted in the consolidated r''narial statements. Sogments’s performance is evaluated
based on segment revenueand profit O'' toss from operating 3Ctiv.oes i.e. segment results

5 Operating revenues and expenses related to both third party and Intersegment transactions are Included in determining the segment results of each respective

segment Finance Income earned and finance expense incurred is not allocated to individual segment and the same has been reflected at the Group Level for
segment report'' ng Inter-segment oricing ancf terms are reviewed and changed by the management to reflect changes in market conditions and changes to such
terms are reflected in the per.od the change occurs Segment information prior to the change ;n terms i$ not restated. These transactions nave been eliminated
on consolidation The total assets disclosed for each segment represent assets directly managed by each segment, and primarily Include receivables, property,
plant and equipment, intangibles, ioventor.es, operating cash and bank balances, ir.ter-sefmenlassetsand exclude derivative financial instruments, deferred tax
assets and Income tax recoverable.

6. Segment liabilities comprise operating liabilities and exclude external borrowings, provision for taxes, deferred tax liabilities and derivative financial instruments.

7. Segment capital expenditure comprises additions toproperty, plant and equipment and intangible assets (ret of r ebares, where applicable).

ADDITIONAL regulatory information

0 Title Deeds of Immovable Property not held In t he name of the Company

The company does have any immovable property whose title deeds are not held In the name of the company during the period under
reporting.

II) Disclosures for Loans and Advances to Related persons

During the period under reporting, the Company has not granted Loans and Advances In t he nature of loans to Promoters, Directors, KMP''s
and related parties (as definec under Companies Act, 2013} either severally or jointly with any other person.

lii) Capital-Wort-In Progress (CWlP)

The company does not have any Capita I-Work-m Progress during the period under reporting.

Iv) Intangible Assets under Development

During the period underreporting, the Company has no Intangible Assests which are under Development stage

v) 3orrowin8 from Banks and r manoal insrrtuTion on security of Current Assets

The Company has a Cash Credit facility availed from ICICI Bank & during the period under reporting.

a) The quarterly returns of statements of current assets filed by the Company with the Bank are In agreement with the books of accounts.

Note 4 5

SCHEME OF ARRANGEMENT

The Board of Directors of Emkay Tops and Cutting Tools I imited ("ETCTl. or Demerged Company") and Emkay Tools Limited ("ETl or Resultant
Company"} In their respective meetings dated 29/06/7023 approved the Composite Scheme of Arrangement ("Scheme") between ETCTl. and ETL
as well as their respective shareholders, In accordance with Section 230 to 232 rescl with Section 66 of the Companies Act. 2013 and other
applicable provisions and rules The Scheme entails the demerger of the Tools Business'' fromm ETCTl into ETL, with an appointed date of
01/04/2024.

The Honourable National Company I aw Tribunal ("NCLT") of the Mumbai Bench approved the scheme of Dermerger via Order No. C.P.{CAA|
122(MB} 2024 dated 28/10/2024. The certified true copy of the order was received on 12/11/2024 and filed with Registrar of Company on
19/11/2024 The Scheme becomes effective / operative from the effective date of 19/11/2024, with this, the Tools Business of ETCTl being
transferred toand vested In ETL with effect from the appointed date i.e., 01/04/2024

Upon operation of the Scheme, the existing share capital of ETL, amounting to Rs. 1.00 l akhs divided Into 1,00,000 shares of Rs. 1 each, fully paid
up. held by the Demerged Company, prior to the Scheme becoming effective, shall stand cancelled without any further application, act,
instrument, or deed, as an integral part of this Scheme, with adjustments done through Capital Reserve of the Company. As per the Scheme, the
Resulting Company has issued one fully paid up equity shares of Rs. 1 each for every one fully paid up equity share of Rs. 10 each held by the equity
shareholders of the Demerged Company (ETCTL). Accordingly the Paid up capital of ETL Is determined as Rs. 1.06.71 lakhs composing of
1.06,71,300 shares of Rs. 1 each

The record date for allotment of shares of resultant company was fixed as 04/12/2024 and the issuance and allotment of equity shares tool place
on 05/12/2024.

Prom the appointed date, the Tools Business of ETCTl, including all assets and liabilities is transferred and vested to ETl in accordance with the
Scheme. Consequently, the Deferred Tax LaibiUty related to those assets and liabilities has been remeasured and has resulted in a charge of Rs.
10.24 lakhs to the opening balance of retained earning of ETL Further, any incremental deferred tax liability from the period from 1st April 2024 to
31st March 2025 has been debited to Profit and l-oss Account

PRFVIOllSYEAR FIGURES

The previous year figures have been regrouped, recasted and reclassified whereever necessary to make them comparable with those of current
yearfigures.

lor fc''T-.''V I-.; I cm: ; !:•:!. I HI

«L ¦ •Citnuilil As Per My Report of Ewn Dole Attached

Chainnnn, for Vi''hM ’> iiirr - i''.nmp*rii

MunnRios Denselot & CEO Chn/lsrtd Accountant

PIN MO 0CO41273 FUN 128S72W

3*- Ait''tyu

Company Secretary Chief Finance 08.S. ^! * jM»c

Purtnei

Plan* Nuipur Memtwrth»a No. 127SJ2

fMtwl JO.''Qf!/2flZ5

UDN • 29177S278WVAIX4317

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Mar 31, 2024

3.14 Provisions

A provision is recognised when the Company has a present obligation as a result of past events and it is probable that an outflow of resources will be required to settle the obligation in respect of which a reliable estimate can be made. Provisions are not discounted to their present value and are determined based on the best estimate required to settle the obligation at the Balance Sheet date. These are reviewed at each Balance Sheet date and adjusted to reflect the current best estimates.The Accounting Standard - 29 issued has been duly followed while preparing the financial statement of the period.

3.15 Contingent Liabilities and Commitments

A Contigent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more uncertain future events beyond the control of the management. Contigent assets are neither recognised nor disclosed in the financial statements.

Note 44

ADDITIONAL REGULATORY INFORMATION

i) Title Deeds of Immovable Property not held in the name of the Company

The company does have any immovable property whose title deeds are not held in the name of the company during the period under reporting.

ii) Disclosures for Loans and Advances to Related persons

During the period under reporting, the Company has not granted Loans and Advances in the nature of loans to Promoters, Directors, KMP''s and related parties (as defined under Companies Act, 2013) either severally or jointly with any other person.

iii) Capital - Work - in Progress (CWIP)

The company does not have any Capital-Work-in Progress during the period under reporting.

iv) Intangible Assets under Development

During the period under reporting, the Company has no Intangible Assests which are under Development stage.

v) Borrowing from Banks and Financial Institution on security of Current Assets

The Company has a Cash Credit facility availed from ICICI Bank during the period under reporting.

a) The quarterly returns of statements of current assets filed by the Company with the Bank are in agreement with the books of accounts.

Note 46

PREVIOUS YEAR FIGURES

The previous year figures have been regrouped, recasted and reclassified whereever necessary to make them comparable with those of current year figures.

For Emkay Taps And Cutting Tools Ltd.

Ajayprakash Kanoria As Per My Report of Even Date Attached

Chairman, For M/s P.S. Thakare & Company

Managing Director & CEO Chartered Accountant

DIN No : 00041279 FRN 128572W

Aditya Kokil ^ V.K Sontakke

Company Secretary Chief Finance Officer ^ B.S. Thakare

Partner

Place : Nagpur Membership No. 127522

Dated : 28/05/2024

UDIN : 24127522BKDGZD3131

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Mar 31, 2023

The company has only one class of equity shares having a par value of Rs. 10/- per share. Each Shareholder is eligible for one vote per share held. In an event of liquidation of the company, the equity shareholders will be entitle to receive any of the remaining assets of the Company, after distribution of all prefential amounts. the distribution will be in the proportion to the number of equity shares held by the shareholder.

4.3 The Company does not have any Holding/Ulitimate Holding Company.

4.4 No convertible securities have been issued by the Company during the period under reporting.

4.5 No shares have been reserved for issue under options and contracts/ commitments for the sale of shares/disinvestments.

4.6 No calls are unpaid by any Director(s) of the Company during the year under reporting.

4.7 Details of Share holding more than 5% shares in the company.

1. The above Financials results have been arrived at after going through the Balance Sheet and Profit & Loss Account for the Company for the year ending on 31^st March, 2023

2. This segment report of M/s Emkay Taps & CuttingTools Ltd. is prepared in accordance to the Accounting Standard 17 - "Segment Reporting"

3. For the purpose of this reporting, Business Segment are considered as primary segments. Since the Company is operating from single location. There are no Geographical segments for the company. Flowever, based on Business Line, there are 2 segments, viz., Manufacturing of Tools and Generation of Power.

4. The measurement principles for segment reporting are based on IND AS adopted in the consolidated financial statements. Segments''s performance is evaluated based on segment revenue and profit or loss from operating activities, i.e., segment results.

5. Operating revenues and expenses related to both third party and inter-segment transactions are included in determining the segment results of each respective segment. Finance Income earned and finance expense incurred is not allocated to individual segment and the same has been reflected at the Group Level for segment reporting. Inter-segment pricing and terms are reviewed and changed by the management to reflect changes in market conditions and changes to such terms are reflected in the period the change occurs. Segment information prior to the change in terms is not restated. These transactions have been eliminated on consolidation. The total assets disclosed for each segment represent assets directly managed by each segment, and primarily include receivables, property, plant and equipment, intangibles, inventories, operating cash and bank balances, intersegment assets and exclude derivative financial instruments, deferred tax assets and income tax recoverable.

6. Segment liabilities comprise operating liabilities and exclude external borrowings, provision for taxes, deferred tax liabilities and derivative financial instruments.

7. Segment capital expenditure comprises additions to property, plant and equipment and intangible assets (net of rebates, where applicable).

The company during the Period has earned a profit of Rs. 5,662.26, A provision of Rs. 1,265.90 for Income Tax as required by Income Tax Act, 1961 has been made in the Books of Account.

Note 40

CURRENT ASSETS, LOANS AND ADVANCES

In the opinion of the management, Current Assets, Loans and Advances are of the values stated, if realised in the ordinary course of business Note 41

RELATED PARTY TRANSACTIONS

Related Party transactions represent transactions entered into by the Group with entities having significant influence over the Group (''significant influence entities''), associates, joint ventures and other related parties. The transactions and balances with the related parties for the year ended March 31^st, 2023 and Year ended March 31^st, 2022, respectively are described below :

Note : Outstanding balances at period end are unsecured and settlement occurs in cash. There have been no guarantees provided or received for any related party receivables or payables. The Group has not recorded any impairment of receivables relating to amounts owed by related parties. This assessment is taken each year through examining the financial position of the related party and market in which the related party operates.

The above mentioned contingent liabilities represent disputes with various government authorities in the respective jurisdiction where the operations are based and it is not possible for the Group to predict the timing of final outcome.

Based on the Company''s evaluation, it believes that it is not probable that the claim will materialise for below cases and therefore, no provision

has been r ''logniised.

ADDITIONAL REGULATORY INFORMATION

i) Title Deeds of Immovable Property not held in the name of the Company

The company does have any immovable property whose title deeds are not held in the name of the company during the period under reporting.

ii) Disclosures for Loans and Advances to Related persons

During the period under reporting, the Company has not granted Loans and Advances in the nature of loans to Promoters, Directors, KMP''s and related parties (as defined under Companies Act, 2013) either severally or jointly with any other person.

iii) Capital - Work - in Progress (CWIP)

The company does not have any Capital-Work-in Progress during the period under reporting.

iv) Intangible Assets under Development

During the period under reporting, the Company has no Intangible Assests which are under Development stage.

v) Borrowing from Banks and Financial Institution on security of Current Assets

The Company has a Cash Credit facility availed from ICICI Bank during the period under reporting.

a) The quarterly returns of statements of current assets filed by the Company with the Bank are in agreement with the books of accounts.

The Current Ratio has reduced by 8% majorly due to the high inventory available with the company as on the date of Balance Sheet as against the preceeding year. Further it is noticed that Debt Equity Ratio has increased by 11.76% which is primarily due to the increased provision of Income tax Liability due to high profits earned by the company during the period under reporting. Change Inventory Turnover Ratio as well as Net Capital Turnover ratios is due to the increased inventory held by the company as on the date of Balance Sheet.

vii) Undisclosed Income

The Company does not have any income which have been surrendered or disclosed as income during the year in the tax assessment under The Income Tax Act, 1961.

PREVIOUS YEAR FIGURES

The previous year figures have been regrouped, recasted and reclassified whereever necessary to make them comparable with those of current year figures.

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Mar 31, 2018

1 The Company is presently engaged in the business of Manufacture of Taps & Cutting Tools and Production of Power through Windmill. The registered office of the company is situated at Plot No. B-27 & B-27/1, MIDC Hingna Industrial Estate, Nagpur - 440016. The Company is Public Limited Company Limited by shares.

1.1 The Company is a Public Company and is listed on National Stock Exchange (India) Ltd. SME EMERGE Platform.

2.1 Terms/Rights attached to equity Shares

The company has only one class of equity shares having a par value of Rs. 10/- per share. Each Shareholder is eligible for one vote per share held. In an event of liquidation of the company, the equity shareholders will be entitle to receive any of the remaining assets of the Company, after distribution of all prefential amounts. the distribution will be in the proportion to the number of equity shares held by the shareholder.

2.2 The Company does not have any Holding/Ulitimate Holding Company.

2.3 No convertible securities have been issued by the Company during the period under reporting.

2.4 No shares have been reserved for issue under options and contracts/ commitments for the sale of shares/disinvestments.

2.5 No calls are unpaid by any Director(s) of the Company during the year under reporting.

Note : There are no Micro, Small & Medium Enterprises to whom company owes due during the period under reporting, which are due for more than 45 days as on 31st March 2018. The information required to be disclosed under the Micro, Small & Medium Enterprises Development 2006, have been determined to the extent such parties have been identified and information available with the management.

The company during the Period has earned a profit of Rs. 25,46,99,769.15, A provision of Rs. 6,14,00,000.00 for Income Tax as required by Income Tax Act, 1961 has been made in the Books of Account.

Note 3

CURRENT ASSETS, LOANS AND ADVANCES

In the opinion of the management, Current Assets, Loans and Advances are of the values stated, if realised in the ordinary course of business

Note 4

RELATED PARTY TRANSACTIONS

Related Party transactions represent transactions entered into by the Group with entities having significant influence over the Group (‘significant influence entities’), associates, joint ventures and other related parties. The transactions and balances with the related parties for the year ended March 31st 2018 and March 31st, 2017, respectively are described below :

RELATED PARTY DISCLOSURE

A. Key Mangement Per sons :

Mr. Ajay Prakash Kanoria Mrs. Alka Kanoria

B. Relatives of Key Management Persons :

Mrs. Snehalata Kanoria

C. Related Parties

Nagpur Tools Pvt. Ltd. Adishree Engineering Pvt. Ltd.

Note : Outstanding balances at period end are unsecured and settlement occurs in cash.There have been no guarantees provided or received for any related party receivables or payables. The Group has not recorded any impairment of receivables relating to amounts owed by related parties. This assessment is taken each year through examining the financial position of the related party and market in which the related party operates.

The above mentioned contingent liabilities represent disputes with various government authorities in the respective jurisdiction where the operations are based and it is not possible for the Group to predict the timing of final outcome.

Based on the Company’s evaluation, it believes that it is not probable that the claim will materialise for below cases and therefore, no provision has been recognised.

Note 5

EXPENDITURE IN RELATION TO CSR EXPENDITURE

As per Sec 135 of the Companies Act, 2013, the Company is required to undertake expenditure in respect of Corporate Social Responsibility (CSR). Disclosure in respect of CSR is as follows:

A) Gross amount required to be spent by the Company during the year : Rs. 30.98 Lacs

B) Amount spent by the Company during the Year : Rs. 20.15 Lacs*

The company has complied with the provisions of CSR Rules & the Companies Act, 2013 in respect of CSR Activities.

“* Note : 1) Pursuant to approval of CSR Committee on March 8, 2018, commitment has been made by the management to spent Rs. 12,00,000.00 however due to delay in execution of the project disbursement shall be made inthe F.Y. 18-19, which is excess by Rs. 1,17,353.00 than actual amount required to be spend.”

2) There is ununtilized amount of Rs. 69481/- as reported by the CSR project implimenting agency

3) The Company has spent Rs. 5000/- voluntary for tree plantation

4) Previous unutilised balance of Rs. 8400/- utilised during the year by CSR Project implimenting agency Hence there is difference in amount spent and actual accounting of CSR expenses in books.

Note 6

PREVIOUS YEAR FIGURES

The previous year figures have been regrouped, recasted and reclassified whereever necessary to make them comparable with those of current year figures.