Notes to Accounts of Fratelli Vineyards Ltd.

Mar 31, 2025

2.14 Provisions and contingent liabilities

1. Provisions

Provisions are recognized 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 benefits will be required to settle the obligation and a reliable estimate can be
made of the amount of the obligation. The expense relating to a provision is presented in the standalone statement of profit and loss
net of any reimbursement. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate
that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the
passage of time is recognized as a finance cost.

2. Contingent liabilities

Contingent liability is a possible obligation that arises from past events and the existence of which will be confirmed only by the
occurrence or non-occurrence of one are more uncertain future events not wholly within the control of the Company, or is a present

obligation that arises from past event but is not recognized because either it is not probable that an outflow of resources embodying
economic benefits will be required to settle the obligation, or a reliable estimate of the amount of the obligation cannot be made.
The Company does not recognize a contingent liability but discloses its existence in the standalone financial statements unless the
probability of outflow of resources is remote.

3. Contingent assets

Contingent assets are not recognized. However, when the realization of income is virtually certain, then the related asset is no longer
a contingent asset, but it is recognized as an asset.

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

2.15 Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of
another entity. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through
standalone statement of profit and loss are recognized immediately in standalone statement of profit and loss.

1. Financial assets

All financial assets are recognized initially at fair value plus, in the case of financial assets not recorded at fair value through standalone
statement of profit and loss, transaction costs that are attributable to the acquisition of the financial asset. Purchases or sales of
financial assets that require delivery of assets within a time frame established by regulation or convention in the market-place (regular
way trades) are recognized on the trade date, i.e., the date that the Company commits to purchase or sell the asset.

a. Classification and subsequent measurement:

Debt instruments that meet the following conditions are subsequently measured at amortised cost less impairment loss (except
for debt investments that are designated as at fair value through profit or loss on initial recognition) (i) the asset is held within
a business model whose objective is to hold assets in order to collect contractual cash flows; and (ii) the contractual terms
of the instrument give rise on specified dates to cash flows that are solely payments of principal and interest on the principal
amount outstanding.

Debt instruments that meet the following conditions are subsequently measured at fair value through other comprehensive
income (except for debt investments that are designated as at fair value through profit or loss on initial recognition) (i) the
asset is held within a business model whose objective is achieved both by collecting contractual cash flows and selling financial
assets; and (ii) the contractual terms of the instrument give rise on specified dates to cash flows that are solely payments of
principal and interest on the principal amount outstanding.

FVTPL is a residual category for debt instruments. Any debt instrument, which does not meet the criteria for categorization as
at amortized cost or as FVTOCI, is classified as at FVTPL. Trade receivables, cash and cash equivalents, other bank balances,
loans and other financial assets are classified for measurement at amortised cost.

Financial assets at amortised cost are subsequently measured at amortised cost using effective interest method. The effective
interest method is a method of calculating the amortised cost of an instrument and of allocating interest income over the
relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees
paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts)
through the expected life of the debt instrument, or, where appropriate, a shorter period, to the net carrying amount on
initial recognition.

b. Equity instruments:

The Company subsequently measures all equity investments in scope of Ind AS 109 at fair value, with net changes in fair value
recognized in the standalone statement of profit and loss.

c. Derecognition

A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is primarily
derecognized (i.e. removed from the Company''s standalone financial statements of assets and liabilities) when: i) The rights
to receive cash flows from the asset have expired, or ii) The Company has transferred its rights to receive cash flows from the
asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ''passÂ¬
through'' arrangement; and either (a) the Company has transferred substantially all the risks and rewards of the asset, or (b) the
Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control
of the asset.

When the Company has transferred its rights to receive cash flows from an asset or has entered into a pass-through
arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither
transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the Company
continues to recognise the transferred asset to the extent of the Company''s continuing involvement. In that case, the Company
also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the
rights and obligations that the Company has retained.

Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original
carrying amount of the asset and the maximum amount of consideration that the Company could be required to repay.

d. Impairment of financial assets

The Company recognises loss allowances using the Expected Credit Loss (ECL) model for the financial assets which are not fair
valued through profit and loss. Loss allowance for trade receivables with no significant financing component is measured at
an amount equal to lifetime ECL. For all other financial assets, expected credit losses are measured at an amount equal to the
12-month ECL, unless there has been a significant increase in credit risk from initial recognition, in which case those financial
assets are measured at lifetime ECL. The changes (incremental or reversal) in loss allowance computed using ECL model, are
recognized as an impairment gain or loss in the standalone statement of profit and loss.

The Company recognises loss allowances for expected credit losses on financial assets measured at amortised cost.

At each reporting date, the Company assesses whether financial assets carried at amortised cost are credit impaired. A financial
asset is ''credit impaired'' when one or more events that have a detrimental impact on the estimated future cash flows of the
financial asset have occurred.

Evidence that a financial asset is credit impaired includes the following observable data:

Â¦ significant financial difficulty of the borrower or issuer;

Â¦ a breach of contract such as a default or past dues;

Â¦ the restructuring of a loan or advance by the Company on terms that the Company would not consider otherwise; - it
is probable that the borrower will enter bankruptcy or other financial reorganisation; or

Â¦ the disappearance of an active market for a security because of financial difficulties.

The Company follows ''simplified approach'' for recognition of impairment loss allowance on trade receivables which do not
contain a significant financing component. The application of simplified approach does not require the Company to track
changes in credit risk. Rather, it recognises impairment loss allowance based on lifetime impairment pattern at each standalone
balance sheet date, right from its initial recognition.

In all cases, the maximum period considered when estimating expected credit losses is the maximum contractual period over
which the Company is exposed to credit risk.

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when
estimating expected credit losses, the Company considers reasonable and supportable information that is relevant and available
without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on the Company''s
historical experience and informed credit assessment and including forward looking information.

The Company considers a financial asset to be in default when:

Â¦ the borrower is unlikely to pay its credit obligations to the Company in full, without recourse by the Company to actions
such as realising security (if any is held); or

Â¦ the financial asset is more than past due.

The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there is no realistic
prospect of recovery. This is generally the case when the Company determines that the counterparty does not have assets
or sources of income that could generate sufficient cash flows to repay the amounts subject to write-off. However, financial
assets that are written off could still be subject to enforcement activities in order to comply with the Company''s procedures
for recovery of amounts due.

2. Financial liabilities

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit and loss, loans and borrowings,
payables, as appropriate.

a. Initial recognition and measurement

All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings and payables, net of directly
attributable transaction costs. The Company''s financial liabilities include Borrowings, Other Financial Liabilities, Trade Payables
and Leases.

b. Subsequent measurement

All financial liabilities are subsequently measured at amortized cost using the effective interest method or at FVTPL. For financial
liabilities that are denominated in a foreign currency and are measured at amortized cost at the end of each reporting period,
the foreign exchange gains and losses are determined based on the amortized cost of the instruments and are recognized in
''Other income''. The fair value of financial liabilities denominated in a foreign currency is determined in that foreign currency
and translated at the spot rate at the end of the reporting period. For financial liabilities that are measured as at FVTPL, the
foreign exchange component forms part of the fair value gains or losses and is recognized in profit or loss.

c. Derecognition

The Company derecognizes financial liabilities when, and only when, the Company''s obligations are discharged, cancelled or
have expired. The difference between the carrying amount of the financial liability derecognized and the consideration paid
and payable is recognized in standalone statement of profit and loss.

3. Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the standalone balance sheet if there is a currently
enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, to realise the assets and
settle the liabilities simultaneously.

4. Impairment of non-financial assets

The carrying amounts of assets are reviewed at each standalone balance sheet date. If there is any indication of impairment
based on internal / external factors, an impairment loss is recognized, i.e. wherever the carrying amount of an asset exceeds its
recoverable amount.

For impairment testing, assets that do not generate independent cash inflows are Compared together into cash-generating units
(CGUs). Each CGU represents the smallest Company of assets that generates cash inflows that are largely independent of the cash
inflows of other assets or CGUs.

The recoverable amount of a CGU (or an individual asset) is the higher of its value in use and its fair value less costs to sell. Value in
use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current
market assessments of the time value of money and the risks specific to the CGU (or the asset).

The Company''s corporate assets (e.g., office building for providing support to various CGUs) do not generate independent cash
inflows. To determine impairment of a corporate asset, recoverable amount is determined for the CGUs to which the corporate
asset belongs.

An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its estimated recoverable amount. Impairment
losses are recognized in the standalone statement of profit and loss. Impairment loss recognized in respect of a CGU is allocated first
to reduce the carrying amount of any goodwill allocated to the CGU, and then to reduce the carrying amounts of the other assets
of the CGU (or group of CGUs) on a pro rata basis.

An impairment loss in respect of assets for which has been recognized in prior periods, the Company reviews at each reporting
date whether there is any indication that the loss has decreased or no longer exists. An impairment loss is reversed if there has been
a change in the estimates used to determine the recoverable amount. Such a reversal is made only to the extent that the asset''s
carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no
impairment loss had been recognized.

2.16 Fair value measurement:

The Company measures financial instruments such as derivatives at fair value at each balance sheet date.

Fair value is 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. The fair value measurement is based on the presumption that the transaction to sell the asset
or transfer the liability takes place either:

1. In the principal market for the asset or liability, or

2. In the absence of a principal market, in the most advantageous market for the asset or liability
The principal or the most advantageous market must be accessible by the Company.

The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset
or liability, assuming that market participants act in their economic best interest.

A fair value measurement of a non-financial asset takes into account a market participant''s ability to generate economic benefits by
using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and
best use.

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to
measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.

All assets and liabilities for which fair value is measured or disclosed in the standalone financial statements are categorised within the
fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

1. Level 1 â Quoted (unadjusted) market prices in active markets for identical assets or liabilities.

2. Level 2 â Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or
indirectly observable.

3. Level 3 â Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.

For assets and liabilities that are recognized in the standalone financial statements on a recurring basis, the Company determines
whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level input that
is significant to the fair value measurement as a whole) at the end of each reporting period.

External valuers may be required for valuation of significant assets and liabilities. Involvement of external valuers is decided on the
basis of nature of transaction and complexity involved. Selection criteria include market knowledge, reputation, independence and
whether professional standards are maintained.

At each reporting date, the Management analyses the movements in the values of assets and liabilities which are required to be
remeasured or re-assessed as per the Company''s accounting policies. For this analysis, the Management verifies the major inputs
applied in the latest valuation by agreeing the information in the valuation computation to contracts and other relevant documents.
A change in fair value of assets and liabilities is also compared with relevant external sources to determine whether the change
is reasonable.

For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the nature,
characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.

This note summarises accounting policy for fair value. Other fair value related disclosures are given in the relevant notes.

2.17 Foreign Currencies

Transactions in foreign currencies are translated into the functional currency at the exchange rate at the date of the transaction or an
average rate if the average rate approximate the actual rate at the date of the transaction.

Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rate
at the reporting date. Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are
translated using the exchange rates at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign
currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss arising on translation
of non-monetary items measured at fair value is treated in line with the recognition of the gain or loss on the change in fair value of
the item (i.e., translation differences on items whose fair value gain or loss is recognised in OCI or profit or loss are also recognised
in OCI or profit or loss, respectively).

Exchange differences arising on settlement or translation of monetary items are recognised in profit or loss.

2.18 Borrowing costs

Borrowing costs directly attributable to the acquisition, construction, or production of a qualifying asset are capitalized as part of
the cost of that asset, while all other borrowing costs are charged to profit or loss as incurred. Transaction costs associated with
obtaining borrowings are subsequently amortized over the term of the borrowing, consistent with the effective interest method
under Ind AS 109 and other borrowing-related costs are expensed immediately in the period incurred.

2.19 Cash and cash equivalents

Cash and cash equivalent in the standalone balance sheet comprise cash at banks and on hand and short-term deposits with
an original maturity of three months or less, which are subject to an insignificant risk of changes in value. For the purpose of the
standalone statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as defined above, net of
outstanding bank overdrafts (if any) as they are considered an integral part of the Company''s cash management.

2.20 Cash flow statement

Cash flows are reported using the indirect method, whereby loss for the period is adjusted for the effects of transactions of a
non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or expenses
associated with investing or financing cash flows. The cash flows from operating, investing and financing activities of the Company
are segregated.

2.21 Events occurring after the balance sheet date

Based on the nature of the event, the Company identifies the events occurring between the standalone balance sheet date and
the date on which the standalone financial statements are approved as ''Adjusting Event'' and ''Non-adjusting event''. Adjustments to
assets and liabilities are made for events occurring after the balance sheet date that provide additional information materially affecting
the determination of the amounts relating to conditions existing at the balance sheet date or because of statutory requirements
or because of their special nature. For non-adjusting events, the Company may provide a disclosure in the standalone financial
statements considering the nature of the transaction.

2.22 Recent Accounting Pronouncements

Ministry of Corporate Affairs ("MCA") notifies new standards or amendments to the existing standards under Companies (Indian
Accounting Standards) Rules as issued from time to time. During the year ended March 31, 2025, MCA has notified Ind AS 117 -
Insurance Contracts and amendments to Ind As 116 - Leases, relating to sale and lease back transactions, applicable from April 1,
2024. The Company has assessed that there is no significant impact on its standalone financial statements..

Standards notified but not yet effected

On May 9, 2025, MCA notifies the amendments to Ind AS 21 - Effects of Changes in Foreign Exchange Rates. These amendments
aim to provide clearer guidance on assessing currency exchangeability and estimating exchange rates when currencies are not
readily exchangeable. The amendments are effective for annual periods beginning on or after April 1, 2025. The Company is
currently assessing the probable impact of these amendments on its standalone financial statements.

Nature and purpose of reserves

(i) Retained earnings

Retained earnings are profits that the Company has earned till date less transfer to other reserve, dividend or other distribution or
transaction with shareholders.

(ii) Securities Premium

Securities premium is used to record the premium on issue of shares. The reserve can be utilised only for limited purposes such as
issuance of bonus shares in accordance with the provisions of the Companies Act, 2013.

(iii) Other comprehensive income

Other comprehensive income (OCI) represent the balance in equity for items to be accounted in OCI. It is classified into (i) items that
will not be reclassified to statement of profit and loss, and (ii) items that will be reclassified to statement of profit and loss.The said
portion of equity represents excess/(deficit) of investment valued at fair value through OCI in accordance with Ind AS109 "Financial
Instruments" as specified under section 133 of the Act, read with Rule7 of the Companies (Accounts) Rules, 2014 and the Companies
(Indian Accounting Standards) Rule 2015.

(iv) Share Warrants

The Company has issued 5,57,650 of share warrants to [Promoters/Investors] at a price of H300 per warrant received H75 per warrants,
convertible into 5,57,650 equity shares of H10 each at a future date, subject to payment of balance amount upon conversion. As per
Ind AS, the amount received against share warrants has been classified under ''Other Equity''. Upon conversion, the appropriate portion
is transferred to share capital and securities premium

32. Fair Value Measurement (contd.)

ii) Fair valuation techniques

The Company maintains policies and procedures to value financial assets or financial liabilities using the best and most relevant
data available. The fair values of the financial assets and liabilities are included at the amount 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. The following
methods and assumptions were used to estimate the fair values:

1) Fair value of cash and deposits, trade receivables, trade payables, and other current financial assets and liabilities approximate
their carrying amounts largely due to the short term maturities of these instruments.

2) Borrowings are evaluated by the Company based on parameters such as interest rates, specific country risk factors, credit risk
and other risk characteristics. Fair value of variable interest rate borrowings approximates their carrying values.

33. Financial risk management

The Company''s principal financial liabilities comprise borrowings, trade and other payables. The main purpose of these financial
liabilities is to manage finances for the Company''s operations. The Company''s principal financial assets comprise trade and other
receivables and cash and cash equivalent that arise directly from its operations.

The Company''s activities expose it mainly to market risk, liquidity risk and credit risk. The monitoring and management of such risks
is undertaken by the senior management of the Company and there are appropriate policies and procedures in place through which
such financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives. It is the
Company policy not to carry out any trading in derivative for speculative purposes.

The Company Board of Directors is ultimately responsible for the overall risk management approach and for approving the risk
strategies and principles. No significant changes were made in the risk management objectives and policies during the year ended
March 31, 2025 and March 31, 2024. The management of the company reviews and agrees policies for managing each of these risks
which are summarised below:

The Company has exposure to the following risks arising from financial instruments:

A) Market risk

B) Liquidity risk

C) Credit risk

A) Market risk

(i) Interest rate risk

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes
in market interest rates. The Company''s exposure to the risk of changes in market interest rates relates primarily to the
Company''s total debt obligations with floating interest rates.

33. Financial risk management (Contd.)

(ii) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of
changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily
to the Company''s operating activities (when revenue or expense is denominated in foreign currency). The Company evaluates
exchange rate exposure arising from foreign currency transactions and follows established risk management policies.

Foreign currency risk sensitivity

The following tables demonstrate the sensitivity to a reasonably possible change in USD exchange rate, with all other variables
held constant. The impact on the Company profit before tax is due to changes in the fair value of monetary assets and
liabilities. Foreign currency exposures recognised by the Company that have not been hedged by a derivative instrument or
otherwise are as under:

(iii) Commodity price risk

Commodity price risk is the risk that future cash flows of the Company will fluctuate on account of changes in market price
of key items used in trading of goods. The Company is exposed to the movement in the price of items used in the trading
of goods in domestic and intenational markets. The Company has in place policies to manage exposure to fluctuation in the
prices such items. However no material exposure existed at the year ended March 31, 2025.

B) Liquidity Risk

"Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at reasonable price.
The Company uses liquidity forecast tools to manage its liquidity. The Company is able to organise liquidity through own funds
and through current borrowings.The Company has good relationship with its lenders, as a result of which it does not experience
any difficulty in arranging funds from its lenders. Table here under provides the current ratio of the Company as at the year end."

33. Financial risk management (contd.)

C) Credit risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to
a financial loss. The entity is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing
activities, financial assets. Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing
basis. Credit evaluations are performed on all customers requiring credit over a certain amount.

"a) For Trade Receivables

The customer credit risk is managed subject to the Company''s established policy, procedure and controls relating to
customer credit risk management. In order to contain the business risk, prior to acceptance of an order from a customer,
the creditworthiness of the customer is ensured through scrutiny of its financials, if required, market reports and reference
checks. The Company remains vigilant and regularly assesses the financial position of customers during execution of contracts
with a view to limit risks of delays and default. Further, in most of the cases, the Company normally allow credit period of
30-45 days to all customers which vary from customer to customer. In view of the industry practice and being in a position
to prescribe the desired commercial terms, credit risks from receivables are well contained on an overall basis."

The impairment analysis is performed on each reporting period on individual basis for major customers. Some trade
receivables are grouped and assessed for impairment collectively. The calculation is based on historical data of losses, current
conditions and forecasts and future economic conditions. The Company''s maximum exposure to credit risk at the reporting
date is the carrying amount of each financial asset as detailed in notes. 5,6,9,10,and 11.

"b) For other financial assets

34. Segment information

The segment reporting of the Company has been prepared in accordance with Ind AS-108, " Operation Segment " ( specified
under the section 133 of the Companies Act 2013 ( the Act) read with the Companies ( Indian Accounting Standards ) Rule 2015(
as amended from time to time) and other relevent provision of the Act) For management purpose , the Company is organised into
business units based on its products and services and has two reportable segements as follow:

a) Operation Segments

Agro Commodities
Steel Abrasives

b) Identification of Segments:

The Board of Directors monitors the operating results of its business segments separately for the purpose of making decisions about
resource allocation and performations assessment. Segment performance is evaluated based on profit or loss and its measured

34. Segment information (contd.)

consistenly with profit and loss in the Financial statements. Operating segments have been identified on the basis of the nature of
product/ services and have been identified as per the quantitative criteria specified in the Ind AS.

c) Revenue and expenses have been identified to a segment on the basis of relationship to operating activities of the segment. Revenue
and expenses which relate to enterprise as a whole and are not allocable to segment on reasonable basis have been disclosed as "
unallocable ".

d) Segment assets and segment liabilities represent and liabilities in respective segment, Investments , tax related assets , borrowings and
other assets and liabilities that can not be allocated to a segment on resonable basis have been disclosed as " unallocable".

e) There is no transfer of products between operating segments

f) No operating segments have been aggregated to form the above reportable operating segments

39. Corporate Social Responsibility (CSR)

The Company has contributed H Nil towards CSR activites during financial year 2024-25, (March 31, 2024: Nil). The Company does
not fall under the ceiling limit as prescribed under section 135 of the Companies Act 2013.

40. Going Concern

As at March 31, 2025, the Company maintained a positive net worth, with current assets exceeding current liabilities by H1,330.36 lakhs
(H2,027.30 lakhs as at March 31, 2024), despite recording a loss before tax of H509.61 lakhs and cash loss of H504.09 lakhs in the
current year (versus nil in the prior year) , set against equity share capital of H4,327.79 lakhs (H856.48 lakhs as of March 31, 2024).
Management and the Board have evaluated forecast profitability, cash flows, and working capital and are confident the Company will
meet its obligations as they fall due over the foreseeable future. Accordingly, these financial statements have been prepared on a
going concern basis and do not reflect adjustments that would otherwise be necessary if the Company were unable to continue as a
going concern

41. Share Swap

During the year ended March 31, 2025, the Company acquired the remaining 96.96% equity interest in Fratelli Wines Private Limited
through a share swap arrangement under which it issued 3,07,79,177 equity shares of H10 face value (with a securities premium of
H62 per share) in exchange for 1,23,11,671 equity shares of Fratelli Wines Private Limited (face value H10, securities premium H170).
Following the transaction, Fratelli Wines Private Limited has become a wholly-owned subsidiary of the Company.

42. Employee Benefit Expenses
A) Defined Contribution Plans:

The Company makes contribution in the form of provident funds as considered defined contribution plans and contribution to
Employees Providend Fund Orgnisation.The Company has no further payment obligations once the contributions have been paid.
Following are the schemes covered under defined contributions plans of the Company:

Provident Fund Plan & Employee Pension Scheme: The Company makes monthly contributions at prescribed rates towards Employee
Provident Fund administered and managed by Ministry of Labour & Employment,Government of India.

Employee State Insurance: The Company makes prescribed monthly contributions towards Employees State Insurance Scheme and
payment made to Employee State Insurance Corporation, Ministry of Labour & Employment,Government of India.

45. Other statutory information

(a) Details of benami property held

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

(b) Relationship with struck off companies

The Company does not have any transactions with struck off companies except as disclosed in note no. 43.

(c) Details of Crypto Currency or Virtual Currency

The Company has not traded or invested in Crypto currency or Virtual Currency during the year ended March 31,2025 and March
31, 2024

(d) Charges or satisfaction

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

(e) Wilful defaulter

The Company is not a declared wilful defaulter by any bank or financial Institution or other lender, in accordance with the guidelines
on wilful defaulters issued by the Reserve Bank of India, during the year ended March 31, 2025 and March 31 2024.

(f) Details of advanced or loaned or invested funds

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.

(g) Utilisation of Borrowed funds and share premium

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.

(h) Details of transaction disclosed under Income Tax Act

The Company does not have any 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.

(i) Compliance with approved scheme(s) of arrangements

The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year.

(j) Compliance with layers for its holding in downstream companies

The Company has complied with the number of layers for its holding in downstream companies prescribed under clause (87) of
section 2 of the Companies Act, 2013 read with the Companies (Restriction on number of Layers) Rules, 2017.

(k) Audit Trail( edit Log)

The Company has used an accounting software i.e. Tally Prime for maintaining its books of accounts for the financial year ended
March 31, 2025 which have a feature of recording audit trail (edit log) facility except audit trail functionality at the database level due
to inherent limitations of the software and the same has operated throughout the year for all relevant transactions recorded in the
accounting software systems. Further, during the course of our audit we did not come across any instance of audit trail feature being
tampered with and the audit trail has been preserved by the Company as per the statutory requirements for record retention.

(l) Data Back Up

As per the MCA notification dated August 5, 2022, the Central Government has notified the Companies (Accounts) Fourth Amendment
Rules, 2022. As per the amended rules, the Companies are required to maintain the back-up of the books of account and other
relevant books and papers in electronic mode that should be accessible in India at all the time. Also, the Companies are required to

create back-up of accounts on servers physically located in India on a daily basis. The books of account along with other relevant
records and papers of the Company are maintained in electronic mode. These are readily accessible in India at all times and a back-up
is maintained in servers situated in India and The Company and its officers have full access to the data in the servers.

46. Change in name

The Company has changed its name from Tinna Trade Limited to Fratelli Vineyards Limited with effect from July 26,2024 as approved
by the shareholders through a special resolution passed on April 1,2024. The name change was subsequently approved by the
Registrar of Companies on July 26,2024. This change aligns with the company''s strategic direction and branding objectives to better
represent its vision and operations.

47. Events occuring after reporting period

The Company evaluates events and transactions that occur subsequent to the balance sheet date but prior to the issuance of the
financial statements to determine the necessity for recognition and/or reporting of any such events and transactions in the financial
statements. As of May 28, 2025, there were no subsequent events to be recognized or reported in these standalone financial statements

As per our report of even date attached

For S S Kothari Mehta & Co. LLP For and on behalf of the Board of Directors of

Chartered Accountants Fratelli Vineyards Limited

Firm Registration No. 000756N/N500441 (Formerly Known as Tinna Trade Limited)

Amit Goel Gaurav Sekhri Puja Sekhri

Partner Director Director

Membership No. 500607 DIN: 00090676 DIN: 00090855

Place: New Delhi Rajesh Kumar Garg Mohit Kumar

Date: May 28, 2025 Chief Financial Officer Company Secretary

Membership No. 38142

Mar 31, 2024

2.14 Provisions and Contingent Liabilities Forward Contracts

Premium/Discount arising at the inception of forward exchange contracts which are not intended for trading or speculation purposes are amortised over the period of the contracts if such contracts relate to monetary items as at the Balance Sheet date.

Provisions

A provision is recognized when the Company has a present obligation (legal or constructive) as a result of past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. These estimates are reviewed at each reporting date and adjusted to reflect the current best estimates.

If the effect of time value of money is material, provisions are discounted using a current pre - tax rate that reflects, when appropriate, the

risks specific to the liability. When discounting is use, the increase in the provision due to the passage of time is recognised as a finance cost.

Contingent liabilities

A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or nonoccurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that is not recognized because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in extremely rare cases, where there is a liability that cannot be recognized because it cannot be measured reliably. The Company does not recognize a contingent liability but discloses its existence in the financial statements unless the probability of outflow of resources is remote.

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

2.15 Taxes

Tax expense for the year comprises of direct tax and indirect tax.

Direct Taxes

a) Current T ax

i) Current income tax, assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities in accordance with the Income Tax Act, 1961. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date in India as per Income Computation and Disclosure Standards (ICDS) where the Company operates and generates taxable income.

ii) Current income tax relating to item recognized outside the statement of profit and loss is recognized outside profit or loss (either in other comprehensive income or equity). Current tax items are recognized in correlation to the underlying transactions either in statement of profit and loss 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.

b) Deferred Tax

Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.

Deferred tax assets and liabilities are recognized for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilized, except:

a) When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.

b) In respect of deductible temporary differences associated with investments in subsidiaries, deferred tax assets are recognised only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilised.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilized. Unrecognized deferred tax assets are re-assessed at each reporting date and are recognized to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.

Deferred tax relating to items recognized outside the statement of profit and loss is recognized outside the statement of profit and loss (either in other comprehensive income or in equity). Deferred tax items are recognized in correlation to the underlying transaction either in OCI or direct in equity.

Deferred Tax includes Minimum Alternate Tax (MAT) recognizes MAT credit available as an asset only to the extent that there is convincing evidence that the Company will pay normal income tax during the specified period, i.e. the period for which MAT credit is allowed to be carried forward. The Company reviews the âMAT credit entitlementâ asset at each reporting date and writes down the asset to the extent the Company does not have convincing evidence that it will pay normal tax during the specified period.

Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.

Indirect Taxes

Goods and Sevice Tax has been accounted for in respect of the goods cleared. The Company is providing Goods and Sevice tax liability in respect of finished goods. GST has been also accounted for in respect of services rendered (w.e.f. 1st July, 2017 GST has been implemented. All the taxes like Excise Duty, Value Added Tax, etc. are subsummed in Goods and Service Tax.)

2.16 Revenue Recognition

Revenue is measured at the fair value of the consideration received or receivable, taking into account contractually defined terms of payment and excluding taxes or duties collected on behalf of the government. Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured, regardless of when the payment is being made. Amounts disclosed are net of returns, trade discounts, rebates and amount collected on behalf of third parties.

The Company assesses its revenue arrangements against specific criteria in order to determine if it is acting as principal or agent. The Company has concluded that it is acting as a principal in all of its revenue arrangements since it is the primary obligor in all the revenue arrangements as it has pricing latitude and is also exposed to inventory and credit risks. The specific recognition criteria described below must also be met before revenue is recognized:

(a) Sale of goods

Revenue from the sale of goods is recognized when the significant risks and rewards of ownership of the goods have passed to the buyer, usually on delivery of the goods and is measured at fair value of consideration received/receivable, net of returns and allowances, discounts, volume rebates and cash discounts.

Revenue is usually recognised when it is probable that economic benefits associated with the transaction will flow to the entity, amount of revenue can be measured reliably and entity retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold.

i) Variable Consideration:

If the consideration in a contract includes a variable amount, the Company estimates the amount of consideration to which it will be entitled in exchange for transferring the goods to the customer. The variable consideration is estimated at contract inception and constrained until it is highly probable that a significant revenue reversal in the amount of cumulative revenue recognised will not occur when the associated uncertainty with the variable consideration is subsequently resolved. Some contracts for the sale of electronics equipment provide customers with a right of return and volume rebates. The rights of return and volume rebates give rise to variable consideration.

ii) Contract Assets:

A contract asset is the right to consideration in exchange for goods or services transferred to the customer. If the Company performs by transferring goods or services to a customer before the customer pays consideration or before payment is due, a contract asset is recognised for the earned consideration that is conditional.

A receivable represents the Companyâs right to an amount of consideration that is unconditional (i.e., only the passage of time is required before payment of the consideration is due).

(b) Consulting income

Revenue in respect of consultancy received on consulting services provided to the customers as per the terms of underlying agreements on confirmation by the parties on fulfilment of the terms of the agreements with their customers.

(c) Interest Income

For all debt instruments measured either at amortised cost or at fair value through other comprehensive income, interest income is recorded using the effective interest rate (EIR). EIR is the rate that exactly discounts the estimated future cash payments or receipts over the expected life of the financial instrument or a shorter period, where appropriate, to the gross carrying amount of the financial asset or to the amortised cost of a financial liability. When calculating the effective interest rate, the Company estimates the expected cash flows by considering all the contractual terms of the financial instrument (for example, prepayment, extension, call and similar options) but does not consider the expected credit losses. Interest income is included in finance income in the statement of profit and loss.

(d) Dividend from investment in Shares

Dividend Income is recognized when the right to receive the payment is established which is generally when shareholders approve

the dividend.

(e ) Claims

Claims are recognised when there exists reasonable certainity with regard to the amounts to be realised and the ultimate collection thereof.

(f) Export Incentives

Export Incentives such as Focus Market Scheme, Focus Product Scheme and Special Focus Market Scheme are recognised in the Statement of Profit and Loss as a part of other operating revenues.

(g) Commodities Future Contarcts

Profit/ Loss on contracts for future settled during the year are recognised in the statement of profit and loss. Future contracts outstandingat year-end are marked to market at fair value. Any losses arsing on that account are recognised in the statement of profit and loss for the year.

2.17 Leases

The Company assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

Company as a lessee

The Company applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. The Company recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.

(a) Right-of-use assets

The Company recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the building (i.e. 30 and 60 years)

If ownership of the leased asset transfers to the Company at the end of the lease term or the cost reflects the exercise of a purchase option, depreciation is calculated using the estimated useful life of the asset. The right-of-use assets are also subject to impairment. Refer to the accounting policies in section ''Impairment of non-financial assets''.

(b) Lease Liabilities

At the commencement date of the lease, the Company recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Company and payments of penalties for terminating the lease, if the lease term reflects the Company exercising the option to terminate. Variable lease payments that do not depend on an index or a rate are recognised as expenses (unless they are incurred to produce inventories) in the period in which the event or condition that triggers the payment occurs.

In calculating the present value of lease payments, the Company uses its incremental borrowing rate at the lease commencement date because the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the lease payments (e.g., changes to future payments resulting from a change in an index or rate used to determine such lease payments) or a change in the assessment of an option to purchase the underlying asset.

(c) Short-term leases and leases of low-value assets

The Company applies the short-term lease recognition exemption to its short-term leases (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also applies the lease of low-value assets recognition exemption to leases that are considered to be low value. Lease payments on short-term leases and leases of low-value assets are recognised as expense on a straight-line basis over the lease term.

Company as a Lessor

Leases for which the Company is a lessor is classified as finance or operating lease. Leases in which the Company does not transfer

substantially all the risks and rewards incidental to ownership of an asset are classified as operating leases. Rental income arising is accounted for on a straight-line basis over the lease terms. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised over the lease term on the same basis as rental income. Contingent rents are recognised as revenue in the period in which they are earned.

2.18 Retirement and other Employee benefits

Short term employee benefits and defined contribution plans:

All employee benefits payable/ available within twelve months of rendering the services are classified as short - term employee benefits. Benefits such as salaries, wages and bonus etc. are recognised in the Statement of Profit and Loss in the period in which the employee renders the related services.

Provident Fund

Retirement benefit in the form of provident fund is a defined contribution secheme. The Company has no obligation, other than the contribution payable to the provident fund. The Company recognizes contribution payable to the provident fund secheme as an expenses, when an employee renders the related services. If the contribution payable to the scheme for service received before the balance sheet date exceeds the contribution already paid, the deficit payable to the scheme recognised as a liability after deducting the contribution already paid. Ifthe contribution already paid exceeds the contribution due for services received before the balance sheet date, then excess is recognised as an asset to the extent that the pre - payement will lead to, for example, a reduction in future payement or a cash refund.

Gratuity

Gratuity is a defined benefit scheme. The cost of providing benefits under the defined benefit plan is determined using the projected unit credit method.

The Company recognises termination benefit as a liability and an expense when the Company has present oblligation as a result ofpast events, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. If the termination benefits fall due more than 12 months after the balance sheet date, they are measured at present value of future cash flows using the discount rate determined by refrence to market yields at the balance sheet date on governments bonds.

Re-measurements, comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on the planned assets (excluding amounts included in net interest on the net defined benefit liability), are recognised immediately in the balance sheet with a corresponding debit or credit to retained earnings through OCI in the period in which they occur. Re-measurements are not reclassified to profit or loss in subsequent periods.

Past service costs are recognised in profit or loss on the earlier of :

a) The date of the plan amendment or curtailment, and

b) The date that the Comoany recognises related restructuring cost

Net interest is calculated by applying the discount rate to the net defined benefit liability or asset.

The Company recognises the following changes in the net defined benefit obligation as an expense in the Statement of Profit and Loss:

a) Service costs comprising current service costs, past service costs, gains and losses on curtailments and

b) Net interest expenses or income

Compensated Absences

Accumlated leave, which is expected to be utilised within next 12 months, is treated as short term employee benefit. The Company measures the expected cost of such absences as the additional amount that it expects to pay as a result of the unused entitlement that has accumlated at the reporting date.

The Company treats accumlated leave expected to be carried forward beyond 12 months, as long-term employee benefit for measurement purposes. Such long-term comopensated absences are provided for based on the acturial valuation using the projected unit credit method at the period end. Re-measurement, comprising of actuarial gains and losses, are immediately taken to the Statement of Profit and Loss and are not deffered. The Company presents the leave as a current liability in the balance sheet to the extent it does not have an unconditional right to defer its settlement for 12 months after the reporting date. Where Company has the unconditional legal and contractual right to defer the settlement for a period beyond 12 months, the same is presented as non-current liability.

2.19 Borrowing Costs

Borrowing costs, if any, directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the respective asset. All other borrowing costs are recognized as expense in the period in which they occur.

Borrowing cost includes interest and other costs incurred in connection with the borrowing of funds and charged to Statement of Profit & Loss on the basis of effective interest rate (EIR) method. Borrowing cost also includes exchange differences to the extent regarded as an adjustment to the borrowing cost.

2.20 Earnings Per Share

Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period.

Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the Company after adjusting impact of dilution shares by the weighted average number of equity shares outstanding during the year plus the weighted average number of equity shares that would be issued on conversion of all the dilutive potential equity shares into equity shares.

2.21 Impairment of Non- Financial Assets

The Company assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the assetâs recoverable amount. An assetâs recoverable amount is the higher of an assetâs or cash-generating unitâs (CGU) fair value less costs of disposal and its value in use. Recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or Company''s of assets. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account, if available. If no such transactions can be identified, an appropriate valuation model is used. These calculations are corroborated by valuation multiples , quoted share prices for publicaly traded companies or other available fair value indicators.

Impairment losses including impairment on inventories, are recognized in the statement of profit and loss. After impairment, depreciation is provided on the revised carrying amount of the asset over its remaining useful life.

Non-financial assets other than goodwill that suffered an impairment are reviewed for possible reversal of the impairment at the end of each reporting period.

An assessment is made at each reporting date to determine whether there is an indication that previously recognised impairment losses no longer exist or have decreased. If such indication exists, the Company estimates the assetâs or CGUâs recoverable amount. A previously recognised impairment loss is reversed only if there has been a change in the assumptions used to determine the assetâs recoverable amount since the last impairment loss was recognised. The reversal is limited so that the carrying amount ofthe asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in the statement of profit and loss.

2.22 Segment accounting

Based on "Management Appoarch" as defined in Ind AS 108- Operating Segments, the executive Management Committee evaluates the Company''s performance and allocates the resources based on an analysis of various performance indicators by business segments.

The Company prepares its segment information in conformity with the accounting policies adopted for preparing and presenting the financial statements of the Company as a whole.

2.23 Foreign currencies

The Companyâs financial statements are presented in Indian rupee (INR) which is also the Companyâs functional and presentation currency. Items included in the financial statements are measured using the currency of the primary economic environment in which the entity operates ( ''the functional currency'').

Foreign currency transactions are recorded on initial recognition in the functional currency, using the exchanges rates prevailing at the date of transaction.

Measurement of foreign currency items at the balance sheet date

Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss arising on translation of non- monetary items measured at fair value is treated in line with the recognition of the gain or loss on the change in fair value of the item (i.e., translation differences on items whose fair value gain or loss is recognized in OCI or profit or loss are also recognized in OCI or profit or loss, respectively).

Exchange differences

Exchange differences arising on settlement or translation of monetary items are recognized as income or expense in the statement of profit and loss in the period in which they arise.

Bank Guarantee and Letter of Credit

Bank Guarantee and Letter of Credits are recognised at the point of negotiation with Banks and coverted at the rates prevailing on the date of Negotiation. However, outstanding at the period end are recognised at the rate prevailing as on that date and total sum is considered as contingent liability.

Forward exchange contracts entered into to hedge foreign currency risk of an existing asset/ liability

The premium or discount arising at the inception of forward exchange contract is amortized and recognized as an expense/ income over the life of the contract. Exchange differences on such contracts are recognized in the statement of profit and loss in the period in which the exchange rates changes. Any profit or loss arising on cancellation or renewal of such forward exchange contract is also recognized as income or expense for the period.

2.24 Dividend Distributions

The Company recognizes a liability to make payment of dividend to owners of equity when the distribution is authorized and the distribution is no longer at the discretion of the Company. As per the corporate laws in India, a distribution is authorised when it is apporoved by the shareholders . A corresponding amount is recognized directly in equity.

2.25 Fair value measurement

The Company measures financial instruments at fair value at each balance sheet date.

Fair value is 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. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

(i) In the principal market for asset or liability, or

(ii) In the absence of a principal market, in the most advantageous market for the asset or liability.

The principal or the most advantageous market must be accessible by the Company.

The fair value of an asset or liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

A fair value measurement of a non- financial asset takes into account a market participant''s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimizing the use of unobservable inputs.

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

Level 1- Quoted(unadjusted) market prices in active markets for identical assets or liabilities

Level 2- Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable

Level 3- Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable

For assets and liabilities that are recognized in the financial statements on a recurring basis, the Company determines whether transfers have occurred between levels in the hierarchy by re-assessing categorization ( based on the lowest level input that is significant to fair value measurement as a whole ) at the end of each reporting period.

For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.

2.26 Significant accounting judgments, estimates and assumptions

The preparation of the Companyâs financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of the asset or liability affected in future periods.

Judgments

In the process of applying the Companyâs accounting policies, management has made the following judgments, which have the most significant effect on the amounts recognized in the financial statements.

(a) Operating lease commitments â Company as lessee

The Company has taken various commercial properties on leases. The Company has determined, based on an evaluation of the terms and conditions of the arrangements, such as the lease term not constituting a substantial portion of the economic life of the commercial property, and that it does not retain all the significant risks and rewards of ownership of these properties and accounts for the contracts as operating leases.

(b) Assessment of lease contracts

Significant judgment is required to apply lease accounting rules under Appendix C to IND AS 17: determining whether an Arrangement contains a Lease. In assessing the applicability to arrangements entered into by the Company, management has exercised judgment to evaluate the right to use the underlying assets, substance of the transaction including legally enforced arrangements and other significant terms and conditions of the arrangement to conclude whether the arrangements meet the criteria under Appendix C to IND AS 17.

Estimates and assumptions

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Company based its assumptions and estimates on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising beyond the control of the Company. Such changes are reflected in the assumptions when they occur.

(a) Revenue from contracts with customers

The Company applied the following judgements that significantly affect the determination of the amount and timing of revenue from contracts with customers:

Determining method to estimate variable consideration and assessing the constraint

In estimating the variable consideration, the Company is required to use either the expected value method or the most likely amount method based on which method better predicts the amount of consideration to which it will be entitled.The Company determined that the expected value method is the appropriate method to use in estimating the variable consideration for revenue from operation, given the large number of customer contracts that have similar characteristics.Before including any amount of variable consideration in the transaction price, the Company considers whether the amount of variable consideration is constrained. The Company determined that the estimates of variable consideration are not constrained based on its historical experience, business forecast and the current economic conditions. In addition, the uncertainty on the variable consideration will be resolved within a short time frame.

(b) Taxes

Uncertainties exist with respect to the interpretation of complex tax regulations, changes in tax laws, and the amount and timing of future taxable income. Given the wide range of business relationships and the long-term nature and complexity of existing contractual agreements, differences arising between the actual results and the assumptions made, or future changes to such assumptions, could necessitate future adjustments to tax income and expense already recorded. The Company establishes provisions, based on reasonable estimates. The amount of such provisions is based on various factors, such as experience of previous tax audits and differing interpretations of tax regulations by the taxable entity and the responsible tax authority. Such differences of interpretation may arise on a wide variety of issues depending on the conditions prevailing in the respective domicile of the companies.

Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be available against

which the losses can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits together with future tax planning strategies.

(c) Defined benefit plans

The cost of defined benefit plans (i.e. Gratuity benefit) and the present value of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions which may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

The parameter most subject to change is the discount rate. In determining the appropriate discount rate for the plans operated in India, management considers the interest rates of long term government bonds with extrapolated maturity corresponding to the expected duration of the defined benefit obligation.

The mortality rate is based on publicly available mortality tables for the specific countries. Those morality tables tend to change only at interval in response to demographic changes. Future salary increases and pension increases are based on expected future inflation rates for the respective countries.

Further details about the assumptions used, including a sensitivity analysis, are given in Note No. 29(2).

(d) Fair value measurement of financial instrument

When the fair value of financial assets and financial liabilities recorded in the balance sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the Discounted Cash Flow (DCF) model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgment is required in establishing fair values. Judgments include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments. See Note No. 29(9) for further disclosures.

(e) Impairment of Financial assets

The impairment provisions of financial assets are based on assumptions about risk of default and expected loss rates. the Company uses judgment in making these assumptions and selecting the inputs to the impairment calculation, based on Company''s past history ,existing market conditions as well as forward looking estimates at the end of each reporting period.

(f) Impairment of non-Financial assets

The Company assesses at each reporting date whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset''s recoverable amount. An assets recoverable amount is the higher of an asset''s CGU''S fair value less cost of disposal and its value in use. It is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or Company''s of assets. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

In assessing value in use , the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account. If no such transactions can be identified, an appropriate valuation model is used. These calculations are corroborated by valuation multiples, or other fair value indicators.

(g) Impairment of Goodwill

Determining whether goodwill is impaired requires an estimation of value in use of the cash generating units to which goodwill has been allocated. The value in use calculation requires the direction to estimate the future cash flows expected to arise from the cashgenerating unit and a substable discount rate in oredr to calculate present value. Where the actual future cash flows are less than expected, a material impairment loss may arise.

(h) Expected Credit Loss

The Company has used a practical expedient by computing the expected credit loss allowances for trade receivables based on a provision matrix takes ito accounts historical credit loss experience and adjusted for forward looking information. The expected credit loss allowance is based on the ageing of the day of the receivables are due and the rates are given in the provision matrix.

2.28 Cash and Cash Equivalents

Cash and cash equivalents in the balance sheet comprise cash at banks and on hand and short-term deposits with an original maturity of three months or less, which are subject to insignificant risk of changes in value.

For the purpose of statement of cash flow, cash & cash equivalents consists of cash and short term deposits as defined above, net of outstanding bank overdrafts as they are considered as integral part of Company''s cash management.

12 Financial risk management objectives and policies

The Companyâs principal financial liabilities, other than derivatives, comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Companyâs operations. The Companyâs principal financial assets include loans, trade and other receivables, and cash and cash equivalents that are derived directly from its operations.

The Company''s financial risk management is an integral part of how to plan and execute its business strategies. The Company is exposed to market risk, credit risk and liquidity risk.

The Company''s senior management oversees the management of these risks. The senior professionals working to manage the financial risks and the appropriate financial risk governance framework for the Company are accountable to the Board of Directors. This process provides assurance to Company''s senior management that the Company''s financial risk-taking activities are governed by appropriate policies and procedures and that financial risk are identified, measured and managed in accordance with Company policies and Company risk objective.

The Board of Directors reviews and agrees policies for managing each of these risks which are summarized as below:

(a) Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market prices comprises three types of risk: currency rate risk, interest rate risk and other price risks , such as equity price risk and commodity price risk. Financial instruments affected by market risks include loans and borrowings, deposits, investments , and foreign currency receivables and payables. The sensitivity analysis in the following sections relate to the position as at March 31, 2024. The analysis exclude the impact of movements in market variables on the carrying values of gratuity and other postretirement obligations; provisions; and the non-financial assets and liabilities. The sensitivity of the relevant Profit and Loss item is the effect of the assumed changes in the respective market risks. This is based on the financial assets and financial liabilities held as of March 31, 2024.

(i) F oreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Companyâs exposure to the risk of changes in foreign exchange rates relates primarily to the Companyâs operating activities (when revenue or expense is denominated in foreign currency). Foreign currency exchange rate exposure is partly balanced by purchasing of goods from the respective countries. The Company evaluates exchange rate exposure arising from foreign currency transactions and follows established risk management policies.

Foreign currency risk sensitivity

The following tables demonstrate the sensitivityto a reasonably possible change in USD exchange rate, with all other variables held constant. The impact on the Company profit before tax is due to changes in the fair value of monetary assets and liabilities. Foreign currency exposures recognised by the Company that have not been hedged by a derivative instrument or otherwise are as under:

( A mnnnt in lol/hc^

(ii) Commodity Price Risk

The Company is exposed to fluctuations in price of Yellow peas, Chick peas, Crude Degummed Soyabean Oil and Wheat, Maize, etc. (including fluctuations in foreign currency) arising on purchase/ sale of the above commodities. To manage the variability in cash flows, the Company enters into derivative financial instruments to manage the risk associated with the commodity price fluctuations relating to all the highly probable forecasted transactions. Such derivative financial instruments are primarily in the nature of future commodity contracts, forward commodity contracts and forward foreign exchange contracts. The risk management strategy against the commodity price fluctuation also includes procuring the said commodities on loan basis, with a flexibility to fix price at any time during the tenor of the loan. The use of such derivative financial instruments is governed by the Companyâs policies approved by the Board of Directors, which provide written principles on the use of such instruments consistent with the Companyâs risk management strategy. As the value of the derivative instrument generally changes in response to the value of the hedged item, the economic relationship is established. The Company assesses the effectiveness of its designated hedges by using the same hedge ratio as that resulting from the quantities of the hedged item and the hedging instrument that the Company actually uses. However, this hedge ratio will be rebalanced, when required (i.e., when the hedge ratio for risk management purposes is no longer optimal but the risk management objective remains unchanged and the hedge continues to qualify for hedge accounting), by adjusting weightings of the hedged item and the hedging instrument. Sources of hedge ineffectiveness include mismatch in the weightings of the hedged item and the hedging instrument and the selling rate.

Fair value of derivative financial instruments are determined using valuation techniques based on information derived from observable market

The gain/(loss) due to fluctuation in commodity prices on MCX/NCDEX , recognized in the statement of profit and loss was Rs. 0.18 lakhs (loss) for the year ended March 31, 2024 (March 31, 2023: Rs.43.15 lakhs (loss)).

(b) Credit Risk

Credit Risk is the risk that the counter party will not meet its obligation under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks, foreign exchange transactions and other financial instruments.

(i) Trade Receivables

Customer credit risk is managed by each business unit subject to the Company''s established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment. Outstanding customer receivables are regularly monitored and contracts are entered into with reputed parties based on their historical performance and management feedback. Out of the trade receivables,10 parties owed Rs.4292.46 lakhs which is 90.78% of the total receivables.

An impairment analysis is performed at each reporting date on trade receivables by lifetime expected credit loss method based on provision matrix. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets. The Company does not hold collateral as security. The Company evaluates the concentration of risk with respect to trade receivables as low, as its customers are located in

18 Additional regulatory information required by Schedule III of Companies Act,2013

(i) Details of Benami Properties: No proceedings have been initiated or are pending against the company for holding any Benami property under the Benami Trasactions (prohibition) Act,1988 (45 of 1988) and the rules made thereunder.

(ii) Utilization of borrowed funds and share premium:

The Company has not advanced or loaned or invested funds to any person(s) or entity(ies), including foreign entitites (intermediaries) with the understanding that the 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.

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 to or on behalf of the ultimate beneficiaries.

(iii) Compliance with number of layers of Companies: The Company has complied with the number of layers as prescribed under the Companies Act,2013.

(iv) Undisclosed Income: There is no income undisclosed or surrendered as income during the current or previous year in the tax assessments under the Income Tax Act, 1961, that has not recorded in the books of accounts.

(v) Crypto Currency or Virtual Currency: The company has not traded or invested in crypto currency or virtual currency during the current or previous year.

(vi) Valuations of PPE, Intangible assets : The company has not revalued its property, plant and equipment or intangible assets or both during the current or previous year.

(vii) The Company has not granted any loans or advances in the nature of loans repayable on demand.

19 Figures relating to previous year has been regrouped/ reclassified wherever necessary to make them comparable with current year figures.

20 Amounts in the financial statements are presented in Indian Rupees in lakhs rounded off to two decimal places as permitted by Schedule III to Companies Act, 2013 per share data are presented in Indian Rupees to two decimals places.

21 Note No. 1 to 29 form integral part of the balance sheet and statement of profit and loss.

The accompanying notes are an integral part of the financial statements.

As per our report of even date

For ASHM & Associates For and on behalf of Board of Directors

Chartered Accountants Firm Registration No. 005790C

Gaurav Sekhri Ashish Madan

(Hansraj Chugh (Managing Director) (Director)

Partner DIN: 00090676 DIN: 00108676

Membership No. 088646

Mohit Kumar Shivesh Kumar

Place New Delhi (Company Secretary) (Chief Financial Officer)

Dated 28th May 2024 M No.: ACS-38142

Mar 31, 2023

2.14 Provisions and Contingent Liabilities

Forward Contracts

Provisions

If the effect of time value of money is material, provisions are discounted using a current pre - tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is use, the increase in the provision due to the passage of time is recognised as a finance cost.

Contingent liabilities

A contingent 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 not wholly within the control of the Company ora present obligation that is not recognized because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in extremely rare cases, where there is a

liability that cannot be recognized because it cannot be measured reliably. The Company does not recognize a contingent liability but discloses its existence in the financial statements unless the probability of outflow of resources is remote.

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

2.15 Taxes

Tax expense for the year comprises of direct tax and indirect tax.

Direct Taxes

a) Current Tax

ii) Current income tax relating to item recognized outside the statement of profit and loss is recognized outside profit or loss (either in other comprehensive income or equity).Current tax items are recognized in correlation to the underlying transactions either in statement of profit and loss 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.

b) Deferred Tax

Deferred Tax includes Minimum Alternate Tax (MAT) recognizes MAT credit available as an asset only to the extent that there is convincing evidence that the Company will pay normal income tax during the specified period, i.e. the period for which MAT credit is allowed to be carried forward. The Company reviews the "MAT credit entitlement" asset at each reporting date and writes down the asset to the extent the Company does not have convincing evidence that it will pay normal tax during the specified period.

Indirect Taxes

Goods and Sevice Tax has been accounted for in respect of the goods cleared. The Company is providing Goods and Sevice tax liability in respect of finished goods. GST has been also accounted for in respect of services rendered.(w.e.f. 1st July, 2017 GST has been implemented. All the taxes like Excise Duty, Value Added Tax, etc. are subsummed in Goods and Service Tax.)

2.16 Revenue Recognition

(a) Sale of goods

i) Variable Consideration:

ii) Contract Assets:

A receivable represents the Company''s right to an amount of consideration that is unconditional (i.e., only the passage of time is required before payment of the consideration is due).

(b) Consulting income

(c) Interest Income

(d) Dividend from investment in Shares

Dividend Income is recognized when the right to receive the payment is established which is generally when shareholders approve the dividend.

(e) Claims

Claims are recognised when there exists reasonable certainity with regard to the amounts to be realised and the ultimate collection thereof.

(f) Export Incentives

Export Incentives such as Focus Market Scheme, Focus Product Scheme and Special Focus Market Scheme are recognised in the Statement of Profit and Loss as a part of other operating revenues.

Profit/ Loss on contracts for future settled during the year are recognised in the statement of profit and loss. Future contracts outstanding at year-end are marked to market at fair value. Any losses arsing on that account are recognised in the statement of profit and loss for the year.

2.17 Leases

Company as a lessee

(a) Right-of-use assets

If ownership of the leased asset transfers to the Company at the end of the lease term or the cost reflects the exercise of a purchase option, depreciation is calculated using the estimated useful life of the asset.The right-of-use assets are also subject to impairment. Refer to the accounting policies in section ''Impairment of non-financial assets''.

(b) Lease Liabilities

(c) Short-term leases and leases of low-value assets

Company as a lessor

Leases for which the Company is a lessor is classified as finance or operating lease. Leases in which the Company does not transfer substantially all the risks and rewards incidental to ownership of an asset are classified as operating leases. Rental income arising is accounted for on a straight-line basis over the lease terms. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised over the lease term on the same basis as rental income. Contingent rents are recognised as revenue in the period in which they are earned.

2.18 Retirement and other Employee benefits

Short term employee benefits and defined contribution plans:

All employee benefits payable/ available within twelve months of rendering the services are classified as short -term employee benefits. Benefits such as salaries, wages and bonus etc. are recognised in the Statement of Profit and Loss in the period in which the employee renders the related services.

Provident Fund

Retirement benefit in the form of provident fund is a defined contribution secheme. The Company has no obligation, other than the contribution payable to the provident fund. The Company recognizes contribution payable to the provident fund secheme as an expenses, when an employee renders the related services. If the contribution payable to the scheme for service received before the balance sheet date exceeds the contribution already paid, the deficit payable to the scheme recognised as a liability after deducting the contribution already paid. If the contribution already paid exceeds the contribution due forservices received before the balance sheet date, then excess is recognised as an asset to the extent that the pre - payement will lead to, for example, a reduction in future payement ora cash refund.

Gratuity

Gratuity is a defined benefit scheme. The cost of providing benefits under the defined benefit plan is determined using the projected unit credit method.

The Company recognises termination benefit as a liability and an expense when the Company has present oblligation as a result of past events, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. If the termination benefits fall due more than 12 months after the balance sheet date, they are measured at present value of future cash flows using the discount rate determined by refrence to market yields at the balance sheet date on governments bonds.

Re-measurements, comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on the planned assets (excluding amounts included in net interest on the net defined benefit liability), are recognised immediately in the balance sheet with a corresponding debit or credit to retained earnings through OCI in the period in which they occur. Remeasurements are not reclassified to profit or loss in subsequent periods.

Past service costs are recognised in profit or loss on the earlier of:

a) The date of the plan amendment or curtailment, and

b) The date that the Comoany recognises related restructuring cost

Net interest is calculated by applying the discount rate to the net defined benefit liability or asset.

The Company recognises the following changes in the net defined benefit obligation as an expense in the Statement of Profit and Loss:

a) Service costs comprising current service costs, past service costs, gains and losses on curtailments and

b) Net interest expenses or income Compensated Absences

2.19 Borrowing Costs

2.20 Earnings Per Share

2.21 Impairment of non- financial Assets

The Company assesses, at each reporting date, whetherthere is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset''s recoverable amount. An asset''s recoverable amount is the higher of an asset''s or cash-generating unit''s (CGU) fair value less costs of disposal and its value in use. Recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or Company''s of assets. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

Non-financial assets other than goodwill that suffered an impairment are reviewed for possible reversal of the impairmentattheend of each reporting period.

An assessment is made at each reporting date to determine whether there is an indication that previously recognised impairment losses no longer exist or have decreased. If such indication exists, the Company estimates the asset''s or CGU''s recoverable amount. A previously recognised impairment loss is reversed only if there has been a change in the assumptions used to determine the asset''s recoverable amount since the last impairment loss was recognised. The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in the statement of profltand loss.

2.22 Segmentaccounting

The Company prepares its segment information in conformity with the accounting policies adopted for preparing and presenting the financial statements of the Company as a whole.

2.23 Foreign currencies

The Company''s financial statements are presented in Indian rupee (INR) which is also the Company''s functional and presentation currency. Items included in the financial statements are measured using the currency of the primary economic environment in which the entity operates (''the functional currency'').

Foreign currency transactions are recorded on initial recognition in the functional currency, using the exchanges rates prevailing at the date of transaction.

Measurement of foreign currency items at the balance sheet date

Exchange differences

Exchange differences arising on settlement or translation of monetary items are recognized as income or expense in the statement of profit and loss in the period in which they arise.

Bank Guarantee and Letter of Credit

Forward exchange contracts entered into to hedge foreign currency risk of an existing asset/ liability

2.24 Dividend Distributions

2.25 Fair value measurement

The Company measures financial instruments at fair value at each balance sheet date.

Fair value is 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. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

(i) In the principal market for asset or liability, or

(ii) In the absence of a principal market, in the most advantageous market forthe asset or liability.

The principal or the most advantageous market must be accessible by the Company.

A fair value measurement of a non- financial asset takes into account a market participant''s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimizing the use of unobservable inputs.

Level l-Quoted(unadjusted) market prices in active markets for identical assets or liabilities

Level 2- Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable

Level 3- Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable

For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.

2.26 Significant accountingjudgments, estimates and assumptions

The preparation of the Company''s financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of the asset or liability affected in future periods.

Judgments

In the process of applying the Company''s accounting policies, management has made the following judgments, which have the most significant effect on the amounts recognized in the financial statements.

(a) Operating lease commitments - Company as lessee

(b) Assessment of lease contracts

Estimates and assumptions

(a) Revenue from contracts with customers

The Company applied the following judgements that significantly affect the determination of the amount and timing of revenue from contracts with customers:

Determining method to estimate variable consideration and assessing the constraint

In estimating the variable consideration, the Company is required to use eitherthe expected value method or the most likely amount method based on which method better predicts the amount of consideration to which it will be entitled. The Company determined that the expected value method is the appropriate method to use in estimating the variable consideration for revenue from operation, given the large number of customer contracts that have similar characteristics. Before including any amount of variable consideration in the transaction price, the Company considers whether the amount of variable consideration is constrained. The Company determined that the estimates of variable consideration are not constrained based on its historical experience, business forecast and the current economic conditions. In addition, the uncertainty on the variable consideration will be resolved within a short time frame.

(b) Taxes

Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits together with future tax planning strategies.

(c) Defined benefit plans

The cost of defined benefit plans (i.e. Gratuity benefit) and the present value of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions which may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its longterm nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

Further details about the assumptions used, including a sensitivity analysis, are given in Note No. 29(2).

(d) Fair value measurement of financial instrument

(e) Impairment of Financial assets

The impairment provisions of financial assets are based on assumptions about risk of default and expected loss rates, the Company uses judgment in making these assumptions and selecting the inputs to the impairment calculation, based on Company''s past history ,existing market conditions as well as forward looking estimates at the end of each reporting period.

(f) Impairment of non-Financial assets

The Company assesses at each reporting date whetherthere is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset''s recoverable amount. An assets recoverable amount is the higher of an asset''s CGU''S fair value less cost of disposal and its value in use. It is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or Company''s of assets. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pretax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account. If no such transactions can be identified, an appropriate valuation model is used. These calculations are corroborated by valuation multiples, or other fair value indicators.

(g) Impairment of Goodwill

Determining whether goodwill is impaired requires an estimation of value in use of the cash generating units to which goodwill has been allocated. The value in use calculation requires the direction to estimate the future cash flows expected to arise from the cash-generating unit and a substable discount rate in oredr to calculate present value. Where the actual future cash flows are less than expected, a material impairment loss may arise.

(h) Expected Credit Loss

The Company has used a practical expedient by computing the expected credit loss allowances for trade receivables based on a provision matrixtakes ito accounts historical credit loss experience and adjusted for forward looking information. The expected credit loss allowance is based on the ageing of the day of the receivables are due and the rates are given in the provision matrix.

2.28 Cash and Cash Equivalents

Notes: -

(i) Depreciation has been provided on Written Down Value Method (WDV) on rates and manner as per schedule II of Companies Act, 2013 (referaccounting policies 2.05).

(ii) Vehicles with net carrying value of Rs.9.34 lakhs (March 31,2022: Rs.19,43 lakh) are yet to be registered in the name of the Company.

(iii) Impairment losses recognised in profit or loss in accordace with the Ind AS 36 are Rs.Nil (March 31,2022: Nil)

(iv) (a) Net Block of Property, plant and equipment pledged as security deposits towards liabilities are Rs.18.80

lakhs.(Previousyear Rs. 38.98 lakhs)

(b) The amount of expenditure recognised in the carrying amount of an item of property, plant and equipment in the course of its construction are Rs.Nil (March 31,2022: Nil)

(c) The amount of contractual commitments for the acquisition of Property, plant and equipment are Rs.Nil (March 31,2022: Nil)

(v) The Company has not revalued its Property, Plant and Equipment (including right of use assets) or intangible assets or both during the year.

Notes:-

I Term loan from Canara Bank

a) Working capital term loan from Canara Bank is taken for a sum of Rs. 115 Lakhs and 57 Lakhs under GECL scheme 1.0 to provide liquidity support and build up current asset and meet operational liabilities affected dueto Covid 19 Pandemic.

b) The said loan is secured by way of 1st pari-pasu charge with other lenders on Stock and Book Debts. It is further secured by way of mortgage of land property in the name of BEE GEE Ess Farms & Properties Pvt. Ltd, situated at 11âB, Khasra No. 309,314/1,314/2,315,316/1 and 316/2, Gaushala Road, Satbari New Delhi.

c) Terms of repayment are as under:-GECL-01 (Rs. 115 lakhs)

36 monthly instalments of Rs. 3.19 lakhs (excluding interest) after moratorium of12 months..

GECL-02 (Rs. 57 lakhs)

36 monthly instalments of Rs. 1.58 lakhs (excluding interest) after moratorium of 24 months.

d) There is no default of repayment of principal and interest during the year.

II Term Loan from State Bank of India

a) Working capital term loan from State Bank of India is taken for a sum of Rs. 560 Lakhs under GECL scheme 1.0 to provide liquidity support and build up current asset and meet operational liabilities affected due to Covid 19 Pandemic.

b) The said loan is secured byway of second charge basis with the existing credit facilities. It is further secured by way of mortgage of land property in the name of BEE GEE Ess Farms & Properties Pvt. Ltd, situated at 11 â B, Khasra No. 309,314/1,314/2,315,316/1 and 316/2, Gaushala Road, Satbari New Delhi.

c) It is further secured by way of personal guarantees of Mr. Gaurav Sekhri and Mr Bhupinder Sekhri and corporate guarantee of Ms/ Tinna Rubber and Infrastructure Limited and M/s Bee Gee Ess Farms & Properties Pvt. Ltd.

Terms of repayment are as under:-

d) 36 monthly instalments for GECL loan of Rs. 15.56 lakhs each excluding interest after a moratorium of 24 months.

e) There is no default of repayment of principal and interest during the year.

III a) Finance lease obligations are secured against hypothecation of respetive vehicle under lease.

b) Termsofrepaymentareasunder:

HDFC Bank Limited

60 monthly equal instalments of Rs. 0.55 lakhs each (including interest) commencing from 05-08-2019 ICICI Bank Limited

60 monthly equal instalments of Rs. 0.58 lakhs each (including interest).

c) There are no default of repayment of principal and interest during the year.

Notes:

(i) Working capital limits are from Canara Bank and State Bank of India (Consortium led by State Bank of India) are secured as under:-

(a) Working capital limits from Canara Bank and State Bank of India (consortium led by State Bank of India) are secured by means of first pari-pasu first charge by way of hypothecation on all the present and future current assets of the company including stock & receivables located at all its location along with other working capital lenders.

(b) Working capital limits from Canara Bank and State Bank (consortium led by State Bank of India) are further secured by first pari-pasu charge over residential plot bearing Survey No. Khewat Jamabandi 36/18 MIN, Khatauni NO 50, K No-309(3-19),314/1(0-9),314/2(0-6),315(3-9),316/1(2-4) & 316/2(2-12),siuated at VILL-Satbari Hauzkhas, New Delhi-110074(Urban), belonging to M/s Bee Gee Ess Farms & Properties Pvt Ltd and on personal guarantees of Director Shri Gaurav Sekhri and Shri Bhupinder Kumar Sekhri relative of director and corporate guarantee of Bee Gee Ess Farms & Properties Private Limited and Tinna Rubberand Infrastructure Limited.

(c) The Working Capital limits from Canara Bank are further secured by means of .secured by mortgageof land situated at 11-B, Khasra No.309, 314/1, 314/2,315, 316/1 and 316/2, Gaushala Road, Satbari, New Delhi in the name of Bee Gee Ess Farms & Properties Private Limited and on personal guarantees of Director Shri Gaurav Sekhri and Shri Bhupinder Kumar Sekhri relative of director and corporate guarantee of Bee Gee Ess Farms & Properties Private Limited and Tinna Rubber and Infrastructure Limited.

(d) Fixed Deposit (Cash Margin) pledged against non fund based limit are Rs.500 lakhs (March 31, 2022: Rs.111 lakhs) in favour of State bank of India and Rs. 121.19 lakhs in favour of Canara Bank (March 31, 2022: Rs. 284.74 lakhs)

Notes:

(i) The Commissioner of Income Tax vide order dated 27th March 2015 has passed an order u/s 263 of the Income Tax Act 1961 for the assessment year 2010-11 (Previous year 2009-10) directing the Assessing Officer(AO) to frame fresh order considering the order of Transfer Pricing Officer(TPO) under section 92 CA(3) of the Income tax Act 1961 dated 29th Jan 2014. As per the Order of the TPO, an adjustment of Rs. 581.17 lakhs was proposed. The AO has passed a Draft Order on 23rd November 2015, making addition of Rs.581.17 lakhs and assessing income at Rs.325.71 lakhs against declared loss of Rs.255.46 lakhs by the assessee. The Company has hied objections to the draft order before the Dispute Resolution Panel on 15th January 2016. The Hon''ble DRP has issued directions to the Deputy Commissioner of Income Tax vide Order dated 12.08.2016 to revise the earlier adjustment of Rs.581.17 laks to Rs.585.88 lakhs. Thus there is disputed income tax liability of Rs.194.60 lakhs. The Company has hied an appeal before the ITAT on 16/02/2017 against the addition of Rs.581.17 lakhs made by the Principal Commissioner of Income Tax u/s 263 of the Income Tax Act, 1961. The same is pending before the authority, based on the opinion of the legal advisors, the Company does not expect any liability on the above account.

(ii) The Assessing officer has made additions of Rs. 20.91 lakhs vide order dated 27/03/2022 u/s 143(3) in respect of A.Y 2013-14, therefore raising a demand of Rs. 7.19 lakhs. The same has been contested before CIT (Appeals), Delhi and is pending before the said authority. The Company does not expect any liability on the above account.

(iii) The Assessing officer has made additions of Rs. 77.77 lakhs vide order dated 28/12/2022 u/s 143(3) in respect of A.Y 2021-22, therefore raising a demand of Rs. 2.80 lakhs. The same has been contested before CIT (Appeals), Delhi and is pending before the said authority. The Company does not expect any liability on the above account.

(iv) The Company has outstanding TDS demands of Rs.0.48 lakhs on account of short deductions and interest u/s 201 and 220(2) of the Income Tax Act, 1961. The Company will be filing the revised returns/applicationsand it is expected that there will be no demand on this account.

B Commitments

i) Capital Commitments Nil Nil

ii) OtherCommitments

Estimated amount of commodity contracts (derivative contracts) remaining to be executed and not provided for

Buy contracts - -

Sell contracts - -

The Board of Directors reviews and agrees policies for managing each of these risks which are summarized as below:

(a) Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market prices comprises three types of risk: currency rate risk, interest rate risk and other price risks , such as equity price risk and commodity price risk. Financial instruments affected by market risks include loans and borrowings, deposits, investments , and foreign currency receivables and payables. The sensitivity analysis in the following sections relate to the position as at March 31, 2023. The analysis exclude the impact of movements in market variables on the carrying values of gratuity and other post-retirement obligations; provisions; and the non-financial assets and liabilities. The sensitivity of the relevant Profit and Loss item is the effect of the assumed changes in the respective market risks. This is based on the financial assets and financial liabilities held as of March 31, 2023.

(i) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to the Company''s operating activities (when revenue or expense is denominated in foreign currency). Foreign currency exchange rate exposure is partly balanced by purchasing of goods from the respective countries. The Company evaluates exchange rate exposure arising from foreign currency transactions and follows established risk management policies.

Foreign currency risk sensitivity

The following tables demonstrate the sensitivity to a reasonably possible change in USD exchange rate, with all other variables held constant. The impact on the Company profit before tax is due to changes in the fair value of monetary assets and liabilities. Foreign currency exposures recognised by the Company that have not been hedged by a derivative instrument or otherwise are as under:

(ii) Commodity Price Risk

The Company is exposed to fluctuations in price of Chick peas, Sunflower Meal, Crude Degummed Soyabean Oil and Wheat, Maize, Bajra etc. (including fluctuations in foreign currency) arising on purchase/ sale of the above commodities. To manage the variability in cash flows, the Company enters into derivative financial instruments to manage the risk associated with the commodity price fluctuations relating to all the highly probable forecasted transactions. Such derivative financial instruments are primarily in the nature of future commodity contracts, forward commodity contracts and forward foreign exchange contracts. The risk management strategy against the commodity price fluctuation also includes procuring the said commodities on loan basis, with a flexibility to fix price at any time during the tenor of the loan. The use of such derivative financial instruments is governed by the Company''s policies approved by the Board of Directors, which provide written principles on the use of such instruments consistent with the Company''s risk management strategy. As the value of the derivative instrument generally changes in response to the value of the hedged item, the economic relationship is established. The Company assesses the effectiveness of its designated hedges by using the same hedge ratio as that resulting from the quantities of the hedged item and the hedging instrument that the Company actually uses. However, this hedge ratio will be rebalanced, when required (i.e., when the hedge ratio for risk management purposes is no longer optimal but the risk management objective remains unchanged and the hedge continues to qualify for hedge accounting), by adjusting weightings of the hedged item and the hedging instrument. Sources of hedge ineffectiveness include mismatch in the weightings of the hedged item and the hedging instrument and the selling rate.

Fair value of derivative financial instruments are determined using valuation techniques based on information derived from observable market data.

The gain/(loss) due to fluctuation in commodity prices on NCDEX, recognized in the statement of profit and loss was Rs.43.15 lakhs (loss) for the year ended March 31,2023 (March 31,2022: Rs.28.99 lakhs (loss)).

(b) Credit Risk

(i) Trade Receivables

Customer credit risk is managed by each business unit subject to the Company''s established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment. Outstanding customer receivables are regularly monitored and contracts are entered into with reputed parties based on their historical performance and management feedback. In case of supplies of oil and its oil derivatives majority of cases are covered by advance from customers which is secured before any supply is made. Out of the trade receivables,10 parties owed Rs.2676.20 lakhs which is 69.85% of the total receivables.

(ii) Financial instruments and cash deposits

Credit risk from balances with banks and financial institutions is managed by the Company''s treasury department in accordance with the Company''s policy. Investments of surplus funds are made in bank deposits and other risk free securities. The limits are set to minimize the concentration of risks and therefore mitigate financial loss through counterparty''s potential failure to make payments.

The Company''s maximum exposure to credit risk for the components of the balance sheet at March 31, 2023 is the carrying amounts. The Company''s maximum exposure relating to financial is noted in liquidity table below. Trade Receivables and other financial assets are written off when there is no reasonable expectation of recovery, such as debtor failing to engage in the repayment plan with the Company.

(ii) Utilization of borrowed funds and share premium:

The Company has not advanced or loaned or invested funds to any person(s) or entity(ies), including foreign entitites (intermediaries) with the understanding that the 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.

The Company has not received any fund from any person(s) or entity(ies) , inc

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