Mar 31, 2025
2.13 Provisions, Contingent Liabilities and Contingent Assets
A provision is recognized if, as a result of a past event, the Company has a present legal or constructive obligation that
is reasonably estimable, and it is probable that an outflow of economic benefits will be required to settle the obligation.
Provisions are determined based on the best estimate required to settle the obligation at the balance sheet date.
A contingent liability is disclosed unless the possibility of an outflow of resources embodying economics benefits is
remote. Contingent assets are not recognised in standalone financial statements since this may result in the recognition
of income that may never be realised. However, when the realisation of income is virtually certain, then the related
asset is not a contingent asset and its recognition is appropriate.
2.14 Foreign Currency Transactions
Functional currency:
The functional currency of the Company is Indian National Rupees (''INR''). These standalone financial statements are
presented in Indian Rupees and the all values are rounded to the nearest Lakh, except otherwise indicated.
Transactions and translations:
Foreign-currency denominated monetary assets and liabilities are translated into the functional currency at exchange
rates in effect at the balance sheet date. Gains and losses, if any, at the year-end in respect of monetary assets and
monetary liabilities not covered by the forward contracts are recognised in Statement of Profit & Loss Account.
Transaction gains or losses realized upon settlement of foreign currency transactions are included in determining net
profit for the period in which the transaction is settled.
Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.
2.15 Borrowing Cost
Borrowing costs that are attributable to acquisition and construction of qualifying assets are capitalized till the asset is
ready for its intended use, based on borrowings incurred specifically for financing the asset or the weighted average
rate of all other borrowings, if no specific borrowings have been incurred for the asset. A qualifying asset is one that
necessarily takes substantial period of time to get ready for its intended use. The Company has not capitalized any
borrowing costs during the year.
All other borrowing costs are recognized as expenditure in the year in which they are incurred.
When the Company borrows funds specifically for the purpose of obtaining a qualifying asset, the borrowing costs
incurred are capitalized. When Company borrows funds generally and uses them for the purpose of obtaining
a qualifying asset, the capitalization of the borrowing costs is computed based on the weighted average cost of all
borrowings that are outstanding during the period and used for the acquisition, construction/exploration or erection of
the qualifying asset. However, borrowing costs applicable to borrowings made specifically for the purpose of obtaining
a qualifying asset, are excluded from this calculation, until substantially all the activities necessary to prepare that asset
for its intended use or sale are complete.
Income earned on temporary investment made out of the borrowings pending utilization for expenditure on the
qualifying assets is deducted from the borrowing costs eligible for capitalization.
Capitalization of borrowing costs ceases when substantially all the activities necessary to prepare the qualifying assets
for their intended use are complete.
The Company can incur borrowing costs during an extended period in which it suspends the activities necessary to
prepare an asset for its intended use or sale. Such costs are costs of holding partially completed assets and is not eligible
for capitalisation. However, the Company does not normally suspend capitalising borrowing costs during a period when
it carries out substantial technical and administrative work. The Company also does not suspend capitalising borrowing
costs when a temporary delay is a necessary part of the process of getting an asset ready for its intended use or sale.
2.16 Earnings per equity share
Basic earnings per share:
Basic earnings per share are calculated by dividing:
- the profit attributable to equity shareholders of the Company
- by the weighted average number of equity shares outstanding during the financial year, adjusted for bonus
elements in equity shares issued during the year and excluding treasury shares.
Diluted earnings per share:
Diluted earnings per share adjust the figures used in the determination of basic earnings per share to take into account:
- the income tax effect of dividend, interest and other charges to income or expense associated with dilutive
potential equity shares, and
- the weighted average number of additional equity shares that would have been outstanding assuming the
conversion of all dilutive potential equity shares.
The dilutive potential equity shares are adjusted for the proceeds receivable had the equity shares been actually
issued at fair value (i.e. the average market value of the outstanding equity shares). Dilutive potential equity shares are
deemed converted as at the beginning of the period, unless issued at a later date. Dilutive potential equity shares are
determined independently for each period presented.
The number of equity shares and potentially dilutive equity shares are adjusted retrospectively for all periods presented
for any share splits and bonus shares issues including for changes effected
2.17 Employee Benefit
Short Term benefits:
Benefits such as salaries, wages, performance incentives etc., and the expected cost of bonus, ex-gratia are recognised
during the period in which the employee renders related service.
Liabilities recognized in respect of short term benefits are measured at the undiscounted amount of the benefit
expected to be paid in exchange for the related services.
Payments to defined contribution retirement benefit plans are recognised as an expense when employees have
rendered the service entitling them to the contribution.
Post employment benefits:
The cost of providing benefits under the defined benefit plan is determined using the projected unit credit method
with actuarial valuations being carried out at each balance sheet date, which recognises each period of service as
giving rise to additional unit of employee benefit entitlement and measure each unit separately to build up the final
obligation.
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 under employee benefit expenses
in the statement of profit and loss.
⢠Service costs comprising current service costs, past-service costs, gains and losses on curtailments and non¬
routine settlements,
⢠Net interest expense or income.
Remeasurements, 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 plan 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 other comprehensive income in the period in which they occur. Remeasurements
are not reclassified to the statement of profit and loss in subsequent periods.
Other Long-term employee benefits:
Compensated absences which are not expected to occur within twelve months after the end of the period in which the
employee renders the related services are recognised as a liability at the present value of the defined benefit obligation
at the balance sheet date.
Termination benefits:
Termination benefits are recognised as an expense in the period in which they are incurred.
Share based payment:
The fair value of equity settled share options based on shares of the Company is initially measured at grant date and is
charged to the Statement of Profit and Loss over the vesting period, which is the period over which all of the specified
vesting conditions are satisfied, and the credit is included in equity. At the end of each period, the Company revises
its estimates of the number of options that are expected to vest based on the non-market and service conditions.
It recognises the impact of revision to original estimate, if any, in profit or loss, with a corresponding adjustment to
equity.
2.18 Cash Flow Statement
Cash flows are reported using the indirect method, whereby profit 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.
2.19 Cash and Cash Equivalents
Cash and cash equivalents comprise cash on hand and demand deposits with banks which are short-term, highly liquid
investments that are readily convertible into known amounts of cash and which are subject to insignificant risk of
changes in value.
2.20 Short-term Leases and Leases of Low-Value Assets
The Company has elected not to recognise right of use assets and lease liabilities for short term leases that have a
lease term of less than or equal to 12 months with no purchase option and assets with low value leases. The Company
recognises the lease payments associated with these leases as an expense in statement of profit and loss over the lease
term.
2.21 Government Grants
Government grants are recognized where there is reasonable assurance that the grant will be received and all attached
conditions will be complied with. When the grant relates to an expense item, it is recognized as income on a systematic
basis over the periods that the related costs, for which it is intended to compensate, are expensed. When the grant
relates to an asset, it is recognized as income over the expected useful life of the related asset.
2.22 Exceptional Items
Certain occasions, the size, type or incidence of an item of income or expense, pertaining to the ordinary activities of
the Company is such that its disclosure improves the understanding of the performance of the Company, such income
or expense is classified as an exceptional item and accordingly, disclosed in the notes accompanying to the standalone
financial statements.
2.23 Current and Non-Current Classification:
The Company presents assets and liabilities in the balance sheet based on current/non-current classification.
An asset is current when it is:
⢠Expected to be realised or intended to sold or consumed in normal operating cycle,
⢠Held primarily for the purpose of trading,
⢠Expected to be realised within twelve months after the reporting period, or
⢠Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve
months after the reporting period.
All other assets are classified as non-current.
A liability is current when:
⢠It is expected to be settled in normal operating cycle,
⢠It is held primarily for the purpose of trading,
⢠It is due to be settled within twelve months after the reporting period, or
⢠There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting
period.
All other liabilities are classified as non-current. Deferred tax assets are classified as non-current.
NOTE 37:A. IMPLEMENTATION OF RESOLUTION PLAN
a. Pursuant to final approval to the Resolution Plan by the erstwhile lenders of the Company and the Shareholders of
the Company in their Extra-Ordinary General Meeting held on June 10, 2022, Malpani Parks Indore Private Limited
("MPIPL" or "Acquirer"), which was subsequently updated to nominee of MPIPL viz. Malpani Parks Private Limited
("MPPL"), became the successful bidder following the Swiss challenge bid process, under the Reserve Bank of India
("RBI") (Prudential Framework for Resolution of Stressed Assets) Directions, 2019 dated June 7, 2019 as amended
from time to time.
b. In accordance with the Resolution Plan:
i. the Acquirer had paid an amount of '' 41,500 Lakhs and had been allotted 27,14,19,228 equity shares of
'' 10/- each at an issue price of '' 15.29 per equity share on preferential basis on June 22, 2022.
ii. The Company made payment of '' 41,500 Lakhs to the ARC towards part payment of the Assigned Debt (which
had been used by the ARC for making payment to the erstwhile lenders towards the assignment consideration)
on June 22,2022.
iii. The Company had issued 4,90,51,667 equity shares of '' 10/- each at an issue price of '' 15.29 per equity share
towards conversion of debt of the erstwhile secured lenders into equity aggregating to '' 7500 Lakhs on June
22,2022.
iv. The erstwhile lenders had transferred and assigned all their rights, title and interest in the Assigned Debt to
ARC in financial year 2022-23 i.e. on June 23, 2022 by executing an Assignment Agreement in this regard. An
amount of '' 5,000 Lakhs out of the Assigned Debt was restructured and reconstituted as the principal amount
of a term credit facility of the same amount, as per the terms and conditions set out in the Debt Restructuring
cum Settlement Agreement dated June 23, 2022 (DRSA). The said amount of sustainable debt i.e. '' 5,000
Lakhs along with interest had been paid on the due date in the financial year 2022-23 i.e. December 22, 2022.
v. The Company had issued 4,80,00,000 0.01% 20 years Non-Convertible Redeemable Preference Shares of
'' 100/- each (NCRPS) aggregating to '' 48,000 Lakhs to the ARC in financial year 2022-23 (which have been
acquired by the promoter company Malpani Parks Private Limited from the ARC in year 2022-23) by way
of preferential allotment at par in conversion of the outstanding debt. Pursuant to the approvals of the
Shareholders of the Company in the extra ordinary general meeting held on November 16, 2022, the Board
of Directors of the Company at its meeting held on February 8, 2023 and the Shareholders of the Company at
their meeting held on March 10, 2023, 4,80,00,000 0.01% 20 years Non-Convertible Redeemable Preference
Shares (NCRPS) aggregating to '' 48,000 Lakhs have been converted into 0.01% 20 years Optionally Convertible
Redeemable Preference Shares (OCRPS) which are convertible into equity shares at the option of the holder
(subject to applicable laws) within a period of 18 months from the date of conversion of NCRPS into OCRPS,
at a price of '' 36.81 per equity share in accordance with SEBI (Issue of Capital and Disclosure Requirements)
Regulations, 2018. Accordingly, on the conversion exercised in accordance with the terms of the OCRPS,
on approval of the Shareholders, the company had issued an additional 13,03,99,348 equity shares to the
Promoters at a price of '' 36.81 per equity share with consequent increase in the Promoter''s stake to the
said extent. The Company received in - principle approval from the stock exchanges for the issue of OCRPS
on March 28, 2023. The said OCRPS has been credited on April 7, 2023 to the account of the holder with the
reclassification date as November 16, 2022.
The Promoter company viz., Malpani Parks Private Limited (MPPL) in the Financial Year 2023-24 had exercised
converting OCRPS into equity to achieve the shareholding as per the Resolution Plan. Accordingly, vide letter
dated May 22, 2023 MPPL had partially exercised option to convert 2,57,67,000 OCRPS into 7,00,00,000
equity shares of the Company at the conversion price of '' 36.81 per equity share. The Company has made
allotment of equity shares in this regards after obtaining approval from the Board on May 26, 2023.
Subsequently, in April 2024, MPPL exercised its option to convert the balance 2,22,33,000 OCRPS into
6,03,99,348 equity shares of the Company at the conversion price of '' 36.81 per equity share.
vi. The Company had written back the remaining amount (unsustainable portion) of the assigned debt of
'' 57,176.25 Lakhs (after making payment of '' 100 Lakhs), consequent to the write off of the same by the
ARC in accordance with the DRSA in financial year 2023-24. The ARC vide its letter dated June 14, 2023, has
confirmed that the loans have been repaid and there are no amounts outstanding against the sustainable and
unsustainable portion of the debt in terms of the DRSA. (Refer Note 39)
c. The Company has complied with the provisions of the Companies Act, 2013, SEBI, RBI Regulations and other
applicable laws and regulations for the purpose of giving effect to the terms of the Resolution Plan.
B. Sale of Surplus Land and sale of Investment in Wholly Owned Subsidiary Company
Further to the Resolution Plan approved, the shareholders of the Company, at its extra ordinary general meeting
held on November 16, 2022, approved the sale of surplus land held by the Company and Investment in its erstwhile
wholly owned subsidiary, Walkwater Properties Private Limited (WPPL).
In lieu of the same the Company had entered into Share Purchase Agreement with a buyer for sale of shares held
in the aforesaid subsidiary for a total consideration of '' 10,600 Lakhs. Accordingly, the investment in the said
subsidiary has been derecognized by the Company in the financial year 2022-23 and WPPL ceased to be subsidiary
of the Company w.e.f. March 01, 2023. The Company had received '' 2,400 Lakhs towards cash consideration and
82,00,000 0.01% non-participating non-cumulative Non-Convertible Redeemable Preference Shares (NCRPS) of
the face value of '' 100/- each which are redeemable within 20 years from the date of allotment, for the balance
consideration of '' 8,200 Lakhs.
The Company had entered into agreement for sale of balance surplus land whose original cost of acquisition
is '' 5,800.50 Lakhs for a total consideration of '' 5,500 Lakhs. The Company has received '' 1,600 Lakhs cash
consideration in the previous year and 39,00,000 0.01% non-participating non-cumulative non-convertible
Redeemable Preference Shares (NCRPS) of the face value of '' 100/- each which are redeemable within 20 years
from the date of allotment, for the balance consideration of '' 3,900 Lakhs. The difference of '' 300.50 Lakhs
between the cost of land and the sale consideration the loss on sale of surplus land and the carrying value and loss
on fair value of the said NCRPS amounting to '' 3,611.37 Lakhs has been accounted for as exceptional item in FY
2023-24
The Company has transferred part of the land for consideration of '' 4,381 Lakhs to JBCG Advisory Services Private
Limited on January 5, 2024 and the balance portion of land with consideration of '' 1,119.00 Lakhs is disclosed as
"Non-Current Asset Held for Sale" in previous year 2023-24. During the current financial year 2024-25 , the Company
has handed over the possession of the remaining part of land to JBCG Advisory and accordingly derecognized the
"Non-Current Asset Held for Sale" and the advance.
NOTE 42:Corporate Social Responsibility (CSR)
As per the provisions of Section 135 of the Companies Act, 2013, the Company is required to constitute a Corporate
Social Responsibility (CSR) Committee and undertake CSR activities, as the thresholds prescribed under the said section
are met.
However, in accordance with Rule 3(2) of the Companies (Corporate Social Responsibility Policy) Rules, 2014 and the
provisions of Section 135(5) read with Section 198 of the Companies Act, 2013, the Company has accumulated losses
as per the computation under Section 198. Accordingly, the Company is not required to spend any amount towards
CSR activities during the financial year 2024-25. Therefore, the disclosure requirement as per Schedule III has not been
provided by the Company. The Company continues to have CSR Committee as per companies act requirements.
NOTE 43:Employee Benefits
a. Defined Contribution Plan
Contributions are made to provident fund for employees at the rate as per Employees'' Provident Funds &
Miscellaneous Provisions Act, 1952 . The contributions are made to registered provident fund administered by the
government. The obligation of the Company is limited to the amount contributed and it has no further contractual
nor any constructive obligation. The expense recognised during the year towards defined contribution plan is
'' 202.90 Lakhs (P.Y. ^ 173.48 Lakhs)
b. Defined Benefits Plan
Gratuity
The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972.The gratuity
plan is funded through an ''Approved Trust''. The Trust has taken a Policy from the HDFC Life Insurance and the
management / investment of the fund is undertaken by the insurer.
The Company Contributes all ascertained liabilities towards gratuity to the "Imagicaaworld Entertainment Limited
Employee''s Gratuity Trust". The Trustees administer contributions made to the trust. As of 31st March 2025, the
plan assets have been primarily invested in insurer - managed funds.
The Gratuity Plan provides a lumpsum payment to vested employees at retirement, death, incapacitation or
termination of employment, of an amount based on the respective employee''s salary and the tenure of employment
with the Company.
Liabilities with regard to the Gratuity Plan are determined by actuarial valuation, performed by an independent
actuary, at each Balance Sheet date using the projected unit credit method.
The Company recognizes the net obligation of a defined benefit plan in its Balance Sheet as an asset or liability.
The following table shows the Actuarial Valuation as on 31st March, 2025 and amounts recognised in the standalone
financial statements in respect of Employee Defined Benefit Schemes:
Financial Instrument by category and hierarchy
The fair values of the financial assets and liabilities are included at the amount at which the instrument could be
exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.
The following methods and assumptions were used to estimate the fair values:
Fair value of cash and short-term deposits, trade and other short-term receivables, trade payables, other current
liabilities, short term loans from banks and other financial institutions approximate their carrying amounts largely due
to short term maturities of these instruments.
Financial instruments with fixed and variable interest rates are evaluated by the Company based on parameters such
as interest rates and individual credit worthiness of the counterparty. Based on this evaluation, allowances are taken to
account for expected losses of these receivables. Accordingly, fair value of such instruments is not materially different
from their carrying amounts.
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.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are
available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable
inputs.
The fair values for Non-Current borrowings, loans and security deposits were calculated based on cash flows discounted
using a current lending rate. They are classified as level 3 fair values in the fair value hierarchy due to the inclusion of
unobservable inputs including counter party credit risk.
Fair Value Hierarchy
This section explains the judgements and estimates made in determining the fair value of the financial instruments that
are measured at amortised cost for which fair values are disclosed in the financial statements or at fair value through
profit and loss. To provide an indication about the reliability of the inputs used in determining fair value, the Company
has classified its financial instruments into three levels prescribed under the accounting standard.
The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by
valuation technique:
Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities.
Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are observable,
either directly or indirectly.
Level 3: techniques which use inputs that have a significant effect on the recorded fair value that are not based on
observable market data
Market Risk is the risk of loss of future earning, fair values or future cash flow that may result from a change in the price
of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates,
foreign currency exchange rates, equity prices and other market changes that affect market risk sensitive instruments.
Market Risk is attributable to all market risk sensitive financial instruments including investment and deposits, payables
and loans and borrowings.
The Company manages market risk through its finance department, which evaluate and exercises independent control
over the entire process of market risk management. The activities of this department include management of cash
resources, borrowing strategies, and ensuring compliance with market risk limits and policies.
Credit Risk
Credit risk arises from the possibility that counter party may not be able to settle their obligation as agreed. To manage
this, the Company periodically assesses the financial reliability of customers, taking in to account the financial condition,
current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual risk limit are
set accordingly. The maximum amount of credit risk to which the company is subject is the amount of trade receivables.
The Company''s policy is to place cash and cash equivalent and short term deposits with reputed banks. The Company is
exposed to credit risk from its operating activities - trade receivables, cash and cash equivalents, investments and other
bank balances.
The Company determines allowances for expected credit losses separately for different categories of customers using
aged based provision matrix.
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 a reasonable price. The Company''s finance department is responsible for liquidity, funding as well as settlement
management. In addition, processes and policies related to such risks are overseen by senior management. Management
monitors the Company''s net liquidity through rolling forecasts on the basis of expected cash flows.
Repayment of Financial Liability are as per below
The following are the undiscounted cashflows of the financial liabilities based on the earliest date on which the company
can be required to pay.
NOTE 47:Capital Risk Management
The Company aims to manage its capital efficiently so as to safeguard its ability to continue as a going concern and to
optimise returns to our shareholders.
The capital structure of the Company is based on management''s judgement of the appropriate balance of key elements
in order to meet its strategic and day-to-day needs. We consider the amount of capital in proportion to risk and manage
the capital structure in light of changes in economic conditions and the risk characteristics of the underlying assets. The
Company is taking take appropriate steps in order to maintain, or if necessary adjust, its capital structure
NOTE 48:Segment Reporting
The Segment information has been provided in the consolidated financial statements as permitted by Ind AS 108.
NOTE 49:Employee Share Based Payment Plans
In meeting dated September 14, 2020, the Board of Directors of the Company had approved grant of Employee Stock
Option under the Scheme approved under SEBI (Share Based Employee Benefits) Regulations, 2014, as amended, in
order to retain key talents and also to compensate the key talent. The total number of such stock options under said
grant were 3,994,891 Shares of face value of '' 10/- (Rupees Ten) each fully paid-up, with each such Option conferring
a right upon the Employee to apply for one Share of the Company. Upon receipt of shareholders and stock exchange
approvals, the said ESOPs were duly granted in the F.Y 2020-2021.
As per the terms of grant of options, the granted options got vested to the grantees on February 4, 2022 ("First
Vesting"). The ESOS Allotment Committee is granted the powers to allot such shares in line with the Resolution passed
by the Nomination and Remuneration Committee on February 9, 2022. Based upon the options exercised by the eligible
employees, the ESOS Allotment Committee as on March 31, 2025 approved the allotment of 30,000 fully paid-up equity
shares of face value of '' 10/-exercised by the said employees. (31st March, 2024 - 3,65,464)
The management is confident that the Current Borrowings of '' 6,207.97 Lakhs, plus the Current Financial liabilities of
'' 20,521.89 Lakhs are manageable and the liquidity of the company is comfortable combined with cash on hand, internal
accruals during the year and availability of long term and short facilities. Further, warrants issued by the Company in FY
2024-25 can be any time exercised into equity shares till September 2026 wherein additional equity of around '' 13,000
Lakhs could get infused. Notably majority of the warrants are held by the promoter MPPL.
NOTE 52:Other Disclosures
a) No funds have been advanced or loaned or invested by the company to or in any other persons or entities,
including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise,
that the Intermediary shall, whether, 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 provide any guarantee,
security or the like on behalf of the Ultimate Beneficiaries.
b) No funds have been received by the company from any persons or entities, including foreign entities ("Funding
Parties"), with the understanding, whether recorded in writing or otherwise, that the company shall, whether,
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 provide any guarantee, security or the like on behalf of
the Ultimate Beneficiaries.
c) The Company does not have any long-term contracts including derivative contracts for which there are any material
forseeable losses.
d) There were no amounts which were required to be transferred to the Investor Education and Protection by the
Company.
e) No proceedings have been initiated or pending against the company for holding any benami property under the
Benami Transactions (Prohibition) Act, 1988 (45 of 1988).
f) During the year, the Company has not entered into any transactions with companies struck off under section 248
of the Companies Act, 2013 or section 560 of Companies Act, 1956.
g) There are no charges or satisfaction yet to be registered with the registrar of companies beyond the statutory
period.
h) The Company does not have layers beyond the number prescribed under clause (87) of section 2 of the Act read
with Companies (Restriction on number of Layers) Rules, 2017.
i) The Company has not traded or invested in Crypto Currency or Virtual Currency during the financial year.
j) The Company has not paid or declared dividend during the year.
k) No Schemes of Arrangements have been applied or approved by the Competent Authority in terms of Section 230
to 237 of the Companies Act, 2013.
l) The Company has no such transaction which is not recorded in the books of account 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
surveyor any other relevant provisions of the Income Tax Act, 1961).
m) The title deeds of all immovable properties, (other than immovable properties where the Company is the lessee
and the lease agreements are duly executed in favour of the Company) disclosed in the financial statements
included in property, plant and equipment and capital work-in-progress are held in the name of the Company as at
the balance sheet date , other than mentioned below:
i) The Company had availed working capital facility amounting to '' 2,996.51 Lakhs (PY '' 1954.78 Lakhs) from HDFC
Bank Limited bearing the ROI of 9.64% p.a.
Further, the Company has availed long term secured loan facility for its Solar project at Solapur amounting to ''
2,776.50 Lakhs (PY Nil) from HDFC Bank Limited bearing the ROI of 9.08% p.a the tenor of the said loan is 5 years
from the date of availment i.e. from Oct, 2024 onwards and repayment in equal monthly instalment.
The said secured working capital and Term Loan facility is secured by way of first and pari passu charge on all assets
of the Company including movable and immovable and current assets of the Company including both present and
future. The said facility is additionally secured by Personal Guarantee given by promoter directors of the Company.
ii) During the year, the Company has availed secured long term facility towards acquisition of Lonavala and Shirdi
Business Park undertaking amounting to '' 9,200.00 Lakhs (PY Nil) from HDFC Bank Limited bearing the ROI of
9.51% p.a. the said facility is for the tenor of 10 years and the repayment in quartly installment starting from June,
2025 onwards and ballooning in nature.
The said term loan facility is secured by way of exclusive charge on property acquired i.e. immovable and movable
assets and current assets of the Company related to Lonavala Park Business undertaking (Wet N Joy - Theme Park
and Water Park) and Shirdi Park Business Undertaking (Wet N Joy Water Park and Sai Teerth Devotional Theme
Park) both present and future.
Additionally, the facility is also secured by way of first and pari passu charge on existing assets based out at Khopoli
and Dharshiv including immovable and movable and all current assets of the Company both present and future.
The said facility is additionally secured by Personal Guarantee given by promoter directors of the Company.
iii) The Company has not defaulted in the repayment of loans or interest and has not been declared as a 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.
iv) The Company has used the working capital facilities and term loans facility from for the specific purpose for which
it was taken.
v) The Company has been sanctioned secured working capital facility in the form of Overdraft and Dropline Overdraft
Facility in excess of rupees five crore, from lender on the basis of security of all assets including immovable,
movable and current assets of the Company. The Company has been waived for the requirement of submission of
various fillings with Bank considering the nature of facility sanctioned and utilised.
NOTE 54: The Code on Social Security, 2020 (''Code'') relating to employee benefits during employment and postemployment
received Indian Parliament approval and Presidential assent in September 2020. The Code has been published in the
Gazette of India and subsequently on November 13, 2020 draft rules were published and invited for stakeholders''
suggestions. The Central Government on March 30, 2021 has deferred the implementation of the said Code and
the date on which the Code will come into effect has not been notified. The Company will assess the impact of the
Code when it comes into effect and will account for the related impact in the period the Code becomes effective.
NOTE 55:Business Transfer Agreement (BTA)
During the previous year, the Board of Directors and the Shareholders had approved acquisition of Park Business
Undertaking of Giriraj Enterprises located at Lonavala and Shirdi.
The Company (purchaser) has on June 28, 2024 achieved completion of closing of the transaction in respect of the
acquisition and purchase of water parks, theme park and amusement park owned by Giriraj Enterprises (seller) and/
or its partners located at Lonavala and Shirdi in the State of Maharashtra i.e (A) "Wet n Joy Water Park", located at
Lonavala ("Lonavala Water Park"); (B) "Wet n Joy Amusement Park", located at Lonavala ("Lonavala Amusement Park");
(C) "Sai Teerth Theme Park", located at Shird ("Shirdi Theme Park"); and (D) "Wet n Joy Water Park", located at Shirdi
("Shirdi Water Park") (collectively, the Lonavala Water Park, the Lonavala Amusement Park, the Shirdi Theme Park and
the Shirdi Water Park are collectively referred to as the "Park Business Undertaking") on a ''slump sale'' basis as a going
concern, in accordance with the terms of Business Transfer Agreement ("BTA") entered into between the Company
and Giriraj Enterprises on March 29, 2024, for an aggregate lump-sum purchase consideration of '' 62,938.42 Lakhs
after effecting necessary adjustments defined in the said BTA. The appointed date i.e. the date from which the Park
Business Undertaking was deemed to be transferred or sold was April 1, 2024 (acquisition date) as agreed to between
the purchaser and seller in terms of the said BTA.
The seller is a related party as per the definition of Section 2(76) of the Companies Act, 2013. The Company has assessed
based on the facts and external legal opinion that ,the seller does not have control/ultimate control over the buyer and
the transaction will not qualify as a "Common Control Business Combination". Accordingly, the said transaction has
been accounted for by applying acquisition method in accordance with Indian Accounting Standard (Ind AS) 103 -
Business Combinations (Ind AS 103).
The Company has obtained fair valuation report from a registered valuer for the purpose of determining the fair values
of Tangible Assets. Assets, other than tangible assets, have been acquired and liabilities have been assumed at the book
values (being the fair values) based on the balance sheet as at March 31, 2024 of Giriraj Enterprises (Parks Division)
as certified by an independent firm of chartered accountants. The excess of the fair value consideration over the total
identified net assets has been recognized as Goodwill in accordance with Ind AS 103. Goodwill on the above transaction
reflects synergy of operations, brand loyalty and consequent increase in scale of operations.
The tangible (depreciable) assets acquired on slump sale are being depreciated under Straight Line Method with effect
from April 1, 2024 on the basis of useful lives certified by a chartered engineer.
During the year, the Company has, , paid '' 22,938.42 Lakhs (out of the total purchase consideration of '' 62,938.42 Lakhs
as per the schedule of payment agreed. The balance consideration of '' 40,000 Lakhs is payable in various tranches over
a period of next 30 months from April 15, 2024.
From the date of acquisition, the acquired the Lonavala Water Park, the Lonavala Amusement Park, the Shirdi Theme
Park and the Shirdi Water Park have collectively contributed '' 11,172.65 Lakhs of revenue of the Company.
The Company performed its annual impairment test in March 2025. The Company analyses both quantitative and
qualitative triggers that may indicate that a CGU is impaired. Qualitative indicators include significant adverse changes
in expected footfall and sales values, power prices and changes in regulations. The Company also considers the
relationship between its market capitalisation and its book value, among other factors, when reviewing for indicators of
impairment.
The recoverable amount of each cash generating unit is the higher of the cash-generating unit''s fair value less cost of
disposal (''Fair Value'') and its value-in-use. Discounted cash flow models are applied to determine the fair value. Key
assumptions used are footfall, sales prices and volumes and discount rates. A range of important assumptions used
in the impairment assessment are to large extent determined at the Company level in relation with the budget and
strategic forecast process.
The projections cover a period of five years, as the Company believes this to be the most appropriate timescale over
which to review and consider annual performances before applying a terminal value multiple to the final year cash
The Company has performed sensitivity analysis around the base assumptions and has concluded that there are no
reasonably possible changes to key assumptions that would cause the carrying amount to exceed its recoverable
amount.
NOTE 56:Audit Trail
The Company has been maintaining its books of accounts primarily in the SAP which has feature of recording audit trail
and has enabled the same throughout the year. However, the audit trail feature is not enabled for direct changes to data
in the underlying database. Further, the Company also uses three other accounting software including two software to
maintain point of sales records which is currently not equipped with the audit log functionality.
Additionally, the audit trail of prior year has been preserved by the Company as per the statutory requirements for
record retention to the extent it was enabled and recorded in the respective year.
NOTE 57:Subsequent Events
The Company has evaluated events occurring after the reporting date up to the date of approval of the standalone
financial statements by the Board of Directors.
There have been no material events that would require adjustment to or disclosure in the standalone financial
statements.
NOTE 58: The Company received Eligibility Certificate (EC) from Department of Tourism, Government of Maharashtra in
respect of it''s Hotel Business operated under the name "Novotel Imagicaa" vide letter No. TP-2024/2024/EC-01
dated 08/10/2024, with the incentive period starting from 1st November, 2024 to 31st October, 2034 i.e. an overall
period of 10 years. The Company has accounted for government grant income in statement of Profit and Loss
and created the provision for Deferred Government Grant Liabilities of '' 897.16 Lakhs under other Non-Current
Liabilities as per Ind As 20.
NOTE 59: During the year, the Company has acquired park business undertaking as disclosed in Note 55 with effect from April
1, 2024 . Accordingly, the figures for the previous years are not comparable.
NOTE 60: The figures for the previous year''s have been regrouped/rearranged wherever necessary to conform with current
year''s classification.
As per our report of even date
For Suresh Surana & Associates LLP For and on behalf of the Board of Directors of
Chartered Accountants Imagicaaworld Entertainment Limited
Firm Registration No : 121750W /W-100010
Santosh Maller Rajesh Malpani Jai Malpani Dhimant Bakshi
Partner Chairman Managing Director Chief Executive Officer
Membership No: 143824 DIN : 01596468 DIN: 08180943 Place: Mumbai
Place: Pune Place: Pune
Place: Mumbai Mayuresh Kore Reshma Poojari
Date : May 28, 2025 Chief Financial Officer Company Secretary
Place: Mumbai Membership No. A34554
Place: Mumbai
Date : May 28, 2025
Mar 31, 2024
2.12 Provisions, Contingent Liabilities and Contingent Assets:
A provision is recognized if, as a result of a past event, the company has a present legal or constructive obligation that is reasonably estimable, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. Provisions are determined based on the best estimate required to settle the obligation at the balance sheet date.
A contingent liability is disclosed unless the possibility of an outflow of resources embodying economics benefits is remote. Contingent assets are not recognised in standalone financial statements since this may result in the recognition of income that may never be realised. However, when the realisation of income is virtually certain, then the related asset is not a contingent asset and its recognition is appropriate.
A contingent asset is not recognized in the financial statements but is disclosed, where an inflow of economic benefits is probable.
2.13 Foreign Currency Transactions:
Functional currency
The functional currency of the Company is Indian Rupees (''INR''/''?''/''Rs.''). These standalone financial statements are presented in Indian Rupees and the all values are rounded to the nearest Lakh, except otherwise indicated.
Transactions and translations
Foreign-currency denominated monetary assets and liabilities are translated into the relevant functional currency at exchange rates in effect at the balance sheet date. Gains and losses, if any, at the year-end in respect of monetary assets and monetary liabilities not covered by the forward contracts are transferred to Profit & Loss Account except for
Long Term Foreign Currency Monetary Items. Transaction gains or losses realized upon settlement of foreign currency transactions are included in determining net profit for the period in which the transaction is settled.
Non-monetary assets and non-monetary liabilities denominated in a foreign currency and measured at fair value are translated at the exchange rate prevalent at the date when the fair value was determined. Non-monetary assets and nonmonetary liabilities denominated in a foreign currency and measured at historical cost are translated at the exchange rate prevalent at the date of the transaction.
Revenue, expense and cash-flow items denominated in foreign currencies are translated into the relevant functional currencies using the exchange rate in effect on the date of the transaction.
2.14 Borrowing Cost:
Borrowing costs that are attributable to acquisition and construction of qualifying assets are capitalized till the asset is ready for its intended use, based on borrowings incurred specifically for financing the asset or the weighted average rate of all other borrowings, if no specific borrowings have been incurred for the asset. A qualifying asset is one that necessarily takes substantial period of time to get ready for its intended use. The Company has not capitalized any borrowing costs during the year.
All other borrowing costs are recognized as expenditure in the year in which they are incurred.
2.15 Earnings per Equity Share:
Basic earnings per share
Basic earnings per share are calculated by dividing:
- the profit attributable to owners of the Company
- by the weighted average number of equity shares outstanding during the financial year, adjusted for bonus elements in equity shares issued during the year and excluding treasury shares.
Diluted earnings per share
Diluted earnings per share adjust the figures used in the determination of basic earnings per share to take into account:
- the afterincome tax effect of interest and other financing costs associated with dilutive potential equity shares, and
- the weighted average number of additional equity shares that would have been outstanding assuming the conversion of all dilutive potential equity shares.
The dilutive potential equity shares are adjusted for the proceeds receivable had the equity shares been actually issued at fair value (i.e. the average market value of the outstanding equity shares). Dilutive potential equity shares are deemed converted as at the beginning of the period, unless issued at a later date. Dilutive potential equity shares are determined independently for each period presented.
The number of equity shares and potentially dilutive equity shares are adjusted retrospectively for all periods presented for any share splits and bonus shares issues including for changes effected.
2.16 Employee Benefit:
All employee benefits payable wholly within twelve months rendering services are classified as short-term employee benefits. Benefits such as salaries, wages, short-term compensated absences, performance incentives etc., and the expected cost of bonus, ex-gratia are recognised during the period in which the employee renders related service.
Payments to defined contribution retirement benefit plans are recognised as an expense when employees have rendered the service entitling them to the contribution.
The cost of providing benefits under the defined benefit plan is determined using the projected unit credit method with actuarial valuations being carried out at each balance sheet date, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measure each unit separately to build up the final obligation.
Remeasurements, 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 plan 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 other comprehensive income in the period in which they occur. Remeasurements are not reclassified to the statement of profit and loss in subsequent periods.
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 under employee benefit expenses in the statement of profit and loss.
⢠Service costs comprising current service costs, past-service costs, gains and losses on curtailments and non-routine settlements,
⢠Net interest expense or income.
Long-term employee benefits
Compensated absences which are not expected to occur within twelve months after the end of the period in which the employee renders the related services are recognised as a liability at the present value of the defined benefit obligation at the balance sheet date.
Termination benefits
Termination benefits are recognised as an expense in the period in which they are incurred.
Employee Stock Option Scheme (ESOS)
The Company recognizes compensation expense relating to share-based payments in net profit based on estimated fair values of the stock options on the grant date. The estimated fair value of stock options is recognized as an expense in the Statement of Profit and Loss on a straight-line basis over the requisite service period for each separately vesting portion of the stock options as if the stock option was in substance multiple stock options with a corresponding increase to share options outstanding account.
In case, the fair value of the stock options granted at the grant date cannot be estimated reliably, the options are measured at their intrinsic value, initially at the date the entity obtains the service and subsequently at the end of each reporting period and at the date of final settlement, with any change in intrinsic value recognised in profit or loss. For a grant of share options, the share-based payment arrangement is finally settled when the options are exercised, are forfeited (at upon cessation of employment) or lapse ( at the end of the option''s life)
2.17 Cash Flow Statement:
Cash flows are reported using the indirect method, whereby profit 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.
2.18 Cash and Cash Equivalents:
Cash and cash equivalents comprise cash on hand and demand deposits with banks which are short-term, highly liquid investments that are readily convertible into known amounts of cash and which are subject to insignificant risk of changes in value.
2.19 Lease:
Operating Lease
The Company has applied Ind AS 116 using the modified retrospective approach and therefore the comparative information has not been restated. The adoption of Ind AS 116 as on April 1, 2019 did not require any adjustments to the assets and liabilities as on that date.
As a lessee
The Company recognises a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received. Certain lease arrangements include the option to extend or terminate the lease before the end of the lease term. The right-of-use assets and lease liabilities include these options when it is reasonably certain that the option will be exercised.
The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the end of the lease term. The estimated useful lives of right-of-use assets are determined on the same basis as those of property, plant and equipment. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain re-measurements of the lease liability.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, Company''s incremental borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate.
Lease payments included in the measurement of the lease liability comprises of fixed payments, including in-substance fixed payments, amounts expected to be payable under a residual value guarantee and the exercise price under a purchase option that the Company is reasonably certain to exercise, lease payments in an optional renewal period if the Company is reasonably certain to exercise an extension option.
The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in the Company''s estimate of the amount expected to be payable under a residual value guarantee, or if Company changes its assessment of whether it will exercise a purchase, extension or termination option.
When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.
Short-term leases and leases of low-value assets
The Company has elected not to recognise right of use assets and lease liabilities for short term leases that have a lease term of less than or equal to 12 months with no purchase option and assets with low value leases. The Company recognises the lease payments associated with these leases as an expense in statement of profit and loss over the lease term. The related cash flows are classified as operating activities.
As a lessor
Lease income from operating leases where the Company is a lessor is recognised in income on a straight-line basis over the lease term unless the receipts are structured to increase in line with expected general inflation to compensate for the expected inflationary cost increases. The respective leased assets are included in the balance sheet based on their nature.
2.20 Exceptional Items:
Certain occasions, the size, type or incidence of an item of income or expense, pertaining to the ordinary activities of the Company is such that its disclosure improves the understanding of the performance of the Company, such income or expense is classified as an exceptional item and accordingly, disclosed in the notes accompanying to the standalone financial statements.
2.21 Current and Non-Current Classification:
The Company presents assets and liabilities in the balance sheet based on current/non-current classification.
An asset is current when it is:
⢠Expected to be realised or intended to sold or consumed in normal operating cycle,
⢠Held primarily for the purpose of trading,
⢠Expected to be realised within twelve months after the reporting period, or
⢠Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.
All other assets are classified as non-current.
A liability is current when:
⢠It is expected to be settled in normal operating cycle,
⢠It is held primarily for the purpose of trading,
⢠It is due to be settled within twelve months after the reporting period, or
⢠There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.
Deferred tax assets/liabilities are classified as non-current.
All other liabilities are classified as non-current.
NOTE 35: IMPLEMENTATION OF RESOLUTION PLAN
a. Pursuant to final approval to the Resolution Plan by the erstwhile lenders of the Company and the Shareholders of the Company in their Extra-Ordinary General Meeting held on June 10, 2022, Malpani Parks Private Limited ("MPPL" or "Acquirer"), became the successful bidder following the Swiss challenge bid process, under the Reserve Bank of India ("RBI") (Prudential Framework for Resolution of Stressed Assets) Directions, 2019 dated June 7, 2019 as amended from time to time.
b. In accordance with the Resolution Plan:
i. the Acquirer had paid an amount of '' 41,500 Lakhs and had been allotted 27,14,19,228 equity shares of '' 10/- each at an issue price of '' 15.29 per equity share on preferential basis on June 22,2022.
ii. The Company made payment of '' 41,500 Lakhs to the ARC towards part payment of the Assigned Debt (which had been used by the ARC for making payment to the erstwhile lenders towards the assignment consideration).
iii. The Company had issued 4,90,51,667 equity shares of '' 10/- each at an issue price of '' 15.29 per equity share towards conversion of debt of the erstwhile secured lenders into equity aggregating to '' 7,500 Lakhs.
iv. The erstwhile lenders had transferred and assigned all their rights, title and interest in the Assigned Debt to ARC in previous year 2022-23 i.e. on June 23, 2022 by executing an Assignment Agreement in this regard. An amount of '' 5,000 Lakhs out of the Assigned Debt was restructured and reconstituted as the principal amount of a term credit facility of the same amount, as per the terms and conditions set out in the Debt Restructuring cum Settlement Agreement dated June 23, 2022 (DRSA). The said amount of sustainable debt i.e. '' 5,000 Lakhs along with interest had been paid on the due date in previous year 2022-23 i.e. December 22, 2022.
v. The Company had issued 4,80,00,000 0.01% 20 years Non-Convertible Redeemable Preference Shares of '' 100/- each (NCRPS) aggregating to '' 48,000 Lakhs to the ARC in previous year 2022-23 (which have been acquired by the promoter company Malpani Parks Private Limited from the ARC in previous year 2022-23) by way of preferential allotment at par in conversion of the outstanding debt. Pursuant to the approvals of the Shareholders of the Company in the extra ordinary general meeting held on November 16, 2022, the Board of Directors of the Company at its meeting held on February 8, 2023 and the Shareholders of the Company at their meeting held on March 10, 2023, 4,80,00,000 0.01% 20 years Non-Convertible Redeemable Preference Shares (NCRPS) aggregating to '' 48,000 Lakhs have been converted into 0.01% 20 years Optionally Convertible Redeemable Preference Shares (OCRPS) which are convertible into equity shares at the option of the holder (subject to applicable laws) within a period of 18 months from the date of conversion of NCRPS into OCRPS, at a price of '' 36.81 per equity share in accordance with SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018. Accordingly, the conversion when exercised in accordance with the terms of the OCRPS on approval of the Shareholders, would result in issue of additional 13,03,99,348 equity shares to the Promoters @ '' 36.81 per equity share with consequent increase in the Promoter''s stake to the said extent. The Company received in - principle approval from the stock exchanges for the issue of OCRPS on March 28, 2023. The said OCRPS has been credited on April 7, 2023 to the account of the holder with the reclassification date as November 16, 2022.
The Promoter company viz., Malpani Parks Private Limited (MPPL) in the Current Financial Year i.e. 2023-24 has expressed its desire to exercise the option of converting OCRPS into equity to achieve the shareholding as per the Resolution Plan. Accordingly, vide letter dated May 22, 2023 MPPL has partially exercised option to convert 2,57,67,000 OCRPS into 7,00,00,000 equity shares of the Company at the conversion price of ''36.81 per equity share. Accordingly, the Company has made allotment of equity shares in this regards after obtaining approval from the Board on May 26, 2023.
Subsequently, in April 2024, MPPL exercised its option to convert the balance 2,22,33,000 OCRPS into 6,03,99,348 equity shares of the Company at the conversion price of ''36.81 per equity share.
Hence after the said conversion of OCRPS the number of units balance in OCRPS/NCRPS stands to be NIL as on date of the request.
vi. During the year, the Company has written back the remaining amount (unsustainable portion) of the Assigned Debt of '' 57,176 Lakhs (after making payment of '' 100 Lakhs), consequent to the write off of the same by the ARC in accordance with the DRSA. The ARC vide its letter dated June 14, 2023, has confirmed that the loans have been repaid and there are no amounts outstanding against the sustainable and unsustainable portion of the debt in terms of the DRSA.
c. The Company has complied with the provisions of the Companies Act, 2013, SEBI, RBI Regulations and other applicable laws and regulations for the purpose of giving effect to the terms of the Resolution Plan.
B. Proposed Sale of Surplus Land and sale of Investment in Wholly Owned Subsidiary Company
Further to the Resolution Plan approved, the shareholders of the Company, at its extra ordinary general meeting held on November 16, 2022, approved the sale of surplus land held by the company and Investment in its erstwhile wholly owned subsidiary, Walkwater Properties Private Limited (WPPL).
In lieu of the same the Company had entered into Share Purchase Agreement with a buyer for sale of the shares held in the aforesaid subsidiary for a total consideration of '' 10,600 Lakhs. Accordingly, the investment in the said subsidiary has been derecognized by the Company in the financial year 2022-23 and WPPL ceased to be subsidiary of the Company w.e.f. March 1, 2023. The Company had received '' 2,400 Lakhs towards cash consideration and 82,00,000 0.01% non-participating non-cumulative Non-Convertible Redeemable Preference Shares (NCRPS) of the face value of '' 100/- each which are redeemable within 20 years from the date of allotment, for the balance consideration of '' 8,200 Lakhs.
The Company had entered into agreement for sale of balance surplus land on "as is where is" basis whose original cost of acquisition is '' 5,800.50 Lakhs for a total consideration of '' 5,500 Lakhs. The Company has received '' 1,600 Lakhs towards cash consideration in the previous year and 39,00,000 0.01% non-participating non-cumulative nonconvertible Redeemable Preference Shares (NCRPS) of the face value of '' 100/- each in the current year which are redeemable within 20 years from the date of allotment, for the balance consideration of '' 3,900 Lakhs. The difference of '' 300.50 Lakhs between the fair value of land and the sale consideration and the loss of sale consideration and the carrying value and loss on fair value of the said NCRPS amounting to '' 3,611.37 Lakhs has been accounted for as exceptional item.
During the year, the Company has transferred part of the land with consideration of '' 4,381 Lakhs to JBCG Advisory Services Private Limited on January 5, 2024 and the balance land is disclosed as "Non-Current Asset Held for Sale".
NOTE 36: Provision for Tax
The Company has unabsorbed losses/ unabsorbed depreciation under the Income Tax Act, 1961 which can be set off against the Profits of the Company. Unsustainable portion of the debt which has been written back during the year ended March 31,2023 and March 31, 2024, had arisen on account of interest payable to the erstwhile lenders of the company in the earlier years before implementation of the Resolution Plan referred to in Note 35 hereinabove. In the Assessments for the earlier years the same was offered for tax as disallowance u/s 43B of the Income Tax Act, 1961. The Company is of the view that since the said amount has already been offered for tax, the income arising during the year on account of write back will not be subjected to income tax during the current financial year.
Considering the above, no provision for current tax has been considered necessary.
NOTE 37: Exceptional Items
Exceptional items for the year ended March 31 , 2024 represent;
a) The write back of unsustainable debt of '' 57,176.25 Lakhs;
b) Fair value change in OCRPS aggregating to '' 2,457.84 Lakhs;
c) Difference between fair value and carrying value of surplus land held for sale aggregating to '' 300.50 Lakhs;
d) Fair value change in NCRPS aggregating to '' 3,507.43 Lakhs;
e) For Financial Year 2022-23 the write back of '' 5,767.46 Lakhs.
NOTE 41 : Post Retirement Benefit Plans Defined Benefits Plan Gratuity
The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972.The gratuity plan is funded through an ''Approved Trust''. The Trust has taken a Policy from the HDFC Life Insurance and the management / investment of the fund is undertaken by the insurer.
The Company Contributes all ascertained liabilities towards gratuity to the "Imagicaaworld Entertainment Limited Employee''s Gratuity Trust" The Trustees administer contributions made to the trust. As of March 31, 2024, the plan assets have been primarily invested in insurer - managed funds.
The Gratuity Plan provides a lumpsum payment to vested employees at retirement, death, incapacitation or termination of employment, of an amount based on the respective employee''s salary and the tenure of employment with the Company.
Liabilities with regard to the Gratuity Plan are determined by actuarial valuation, performed by an independent actuary, at each Balance Sheet date using the projected unit credit method.
The Company recognizes the net obligation of a defined benefit plan in its Balance Sheet as an asset or liability. Gains and losses through remeasurements of the net defined benefit liability/(asset) are recognized in other comprehensive income and are not reclassified to profit or loss in subsequent periods. The actual return of the portfolio of plan assets, in excess of the yields computed by applying the discount rate used to measure the defined benefit obligation is recognized in other comprehensive income. The effect of any plan amendments is recognized in net profit in the Statement of Profit and Loss.
Financial Instrument by category and hierarchy
The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.
The following methods and assumptions were used to estimate the fair values:
Fair value of cash and short-term deposits, trade and other short-term receivables, trade payables, other current liabilities, short term loans from banks and other financial institutions approximate their carrying amounts largely due to short term maturities of these instruments.
Financial instruments with fixed and variable interest rates are evaluated by the Company based on parameters such as interest rates and individual credit worthiness of the counterparty. Based on this evaluation, allowances are taken to account for expected losses of these receivables. Accordingly, fair value of such instruments is not materially different from their carrying amounts.
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.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.
The fair values for Non-Current borrowings, loans and security deposits were calculated based on cash flows discounted using a current lending rate. They are classified as level 3 fair values in the fair value hierarchy due to the inclusion of unobservable inputs including counter party credit risk.
NOTE 44: Financial Risk Management Objectives and Policies
The Company''s financial risk management is an integral part of how to plan and execute its business strategies. The Company''s financial risk management policy is set by the Management Board.
Market Risk is the risk of loss of future earning, fair values or future cash flow that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, equity prices and other market changes that affect market risk sensitive instruments. Market Risk is attributable to all market risk sensitive financial instruments including investment and deposits, foreign currency receivables, payables and loans and borrowings.
The Company manages market risk through its finance department, which evaluate and exercises independent control over the entire process of market risk management. The activities of this department include management of cash resources, implementing hedging strategies for foreign currency exposures, borrowing strategies, and ensuring compliance with market risk limits and policies.
Credit Risk
Credit risk arises from the possibility that counter party may not be able to settle their obligation as agreed. To manage this, the Company periodically assesses the financial reliability of customers, taking in to account the financial condition, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual risk limit are set accordingly. The maximum amount of credit risk to which the company is subject is the amount of trade receivables.
NOTE 45: Capital Risk Management
The Company aims to manage its capital efficiently so as to safeguard its ability to continue as a going concern and to optimise returns to our shareholders.
The capital structure of the Company is based on management''s judgement of the appropriate balance of key elements in order to meet its strategic and day-to-day needs. We consider the amount of capital in proportion to risk and manage the capital structure in light of changes in economic conditions and the risk characteristics of the underlying assets. The Company may take appropriate steps in order to maintain, or if necessary adjust, its capital structure.
NOTE 47: In meeting dated September 14, 2020, the Board of Directors of Imagicaaworld Entertainment Limited had approved grant of Employee Stock Option under the Scheme approved under SEBI (Share Based Employee Benefits) Regulations, 2014, as amended, in order to retain key talents and also to compensate the key talent, subject to Shareholders approval. The total number of such ESOPs under said grant were 39,94,891 (ThirtyNine Lakhs Ninety Four Thousand Eight Hundred and Ninety One) Options exercisable into not more 39,94,891 (Thirty Nine Lakhs Ninety Four Thousand Eight Hundred and Ninety One) Shares of face value of '' 10/- (Rupees Ten Only) Each Fully paid-up, with each such Option conferring a right upon the Employee to apply for one Share of the Company. Upon receipt of due shareholders and stock exchange approvals, the said ESOPs were duly granted in the FY 2020-2021.
However as per the terms of grant of options, the granted option got vested to the grantees on February 4, 2022 ("First Vesting"). The ESOS Allotment Committee is granted the powers to allot such shares in line with the Resolution passed by the Nomination and Remuneration Committee on February 9, 2022. Based upon the options exercised by the eligible employees, the ESOS Allotment Committee during the year approved the allotment of 3,65,464 fully paid-up equity shares of face value of '' 10/- exercised by the said employees as on March 31, 2024.
a) No funds have been advanced or loaned or invested by the Company to or in any other persons or entities, including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, 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 provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
b) No funds have been received by the Company from any persons or entities, including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the company shall, whether, 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 provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
c) The Company does not have any long-term contracts including derivative contracts for which there are any material forseeable losses.
d) There were no amounts which were required to be transferred to the Investor Education and Protection by the Company.
e) No proceedings have been initiated or pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988).
f) The Company has not been declared as wilful defaulter by any bank or financial Institution or other lender.
g) During the year, the Company has not entered into any transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.
h) There are no transactions which have not been recorded in the books of accounts and which have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.
i) There are no charges or satisfaction yet to be registered with the registrar of companies beyond the statutory period.
j) The Company does not have layers beyond the number prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017.
k) The Company has not traded or invested in Crypto Currency or Virtual Currency during the financial year.
l) The Company has not paid or declared dividend during the year.
NOTE 51: The Loan for FY 2023-2024 is Secured by mortgage of all Fixed Assets and Current Assets (Including immovable and movable) of the Company including present and future assets and as a collateral Personal Guarantee of the Promoter Directors of the Company in favour of Security Trustee namely IDBI Trusteeship Services Limited.
NOTE 52: During the year, consequent to the change in the software used by the Company, the Company has changed the accounting policy for valuation of inventories of Merchandise and Stores and Spares from First-in-First-Out Method to Weighted Average Cost Method. The said change in the accounting Policy has been given effect to from the current financial year as it is impracticable to quantify the effects of the change in the previous periods. The change in accounting policy is not expected to have a significant impact on the profit / (loss) for the current or previous periods.
NOTE 53: The Code on Social Security, 2020 (''Code'') relating to employee benefits during employment and postemployment received Indian Parliament approval and Presidential assent in September 2020. The Code has been published in the Gazette of India and subsequently on November 13, 2020 draft rules were published and invited for stakeholders'' suggestions. The Central Government on March 30, 2021 has deferred the implementation of the said Code and the date on which the Code will come into effect has not been notified. The Company will assess the impact of the Code when it comes into effect and will account for the related impact in the period the Code becomes effective.
As per our report of even date
For V. Sankar Aiyar & Co For and on behalf of the Board of Directors of
Firm Registration No : 109208W Imagicaaworld Entertainment Limited
Chartered Accountants
S. Nagabushanam Rajesh Malpani Jai Malpani Dhimant Bakshi
Partner Chairman Managing Director Chief Executive Officer
Membership No: 107022 DIN: 01596468 DIN: 08180943 Place: Mumbai
Place: Sangamner Place: Pune
Place: Mumbai Mayuresh Kore Reshma Poojari
Date : May 28, 2024 Chief Financial Officer Company Secretary
Place: Mumbai Membership No. A34554
Place: Mumbai
Date : May 28, 2024
Mar 31, 2023
Provisions, Contingent Liabilities and Contingent Assets
A provision is recognized if, as a result of a past event, the company has a present legal or constructive obligation that is
reasonably estimable, and it is probable that an outflow of economic benefits will be required to settle the obligation.
Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market
assessments of the time value of money and the risks specific to the liability. Provisions are determined based on the best
estimate required to settle the obligation at the balance sheet date.
A contingent liability is disclosed unless the possibility of an outflow of resources embodying economics benefits is
remote. Contingent assets are not recognised in standalone financial statements since this may result in the recognition
of income that may never be realised. However, when the realisation of income is virtually certain, then the related asset
is not a contingent asset and its recognition is appropriate.
A contingent asset is not recognized in the financial statements but is disclosed, where an inflow of economic benefits is
probable.
2.13 Foreign Currency Transactions:
Functional currency
The functional currency of the company is Indian Rupees (''INR''/''?''/''Rs''). These standalone financial statements are
presented in Indian Rupees and the all values are rounded to the nearest Lakh, except otherwise indicated.
Transactions and translations
Foreign-currency denominated monetary assets and liabilities are translated into the relevant functional currency at
exchange rates in effect at the balance sheet date. Gains and losses, if any, at the year-end in respect of monetary
assets and monetary liabilities not covered by the forward contracts are transferred to Profit & Loss Account except for
Long Term Foreign Currency Monetary Items. Transaction gains or losses realized upon settlement of foreign currency
transactions are included in determining net profit for the period in which the transaction is settled.
Non-monetary assets and non-monetary liabilities denominated in a foreign currency and measured at fair value are
translated at the exchange rate prevalent at the date when the fair value was determined. Non-monetary assets and
nonmonetary liabilities denominated in a foreign currency and measured at historical cost are translated at the exchange
rate prevalent at the date of the transaction.
Revenue, expense and cash-flow items denominated in foreign currencies are translated into the relevant functional
currencies using the exchange rate in effect on the date of the transaction.
2.14 Borrowing Cost:
Borrowing costs that are attributable to acquisition and construction of qualifying assets are capitalized till the asset is
ready for its intended use, based on borrowings incurred specifically for financing the asset or the weighted average
rate of all other borrowings, if no specific borrowings have been incurred for the asset. A qualifying asset is one that
necessarily takes substantial period of time to get ready for its intended use. The Company has not capitalized any
borrowing costs during the year.
All other borrowing costs are recognized as expenditure in the year in which they are incurred.
2.15 Earnings per Equity Share:
Basic earnings per share
Basic earnings per share are calculated by dividing:
- the profit attributable to owners of the Company
- by the weighted average number of equity shares outstanding during the financial year, adjusted for bonus elements
in equity shares issued during the year and excluding treasury shares.
Diluted earnings per share
Diluted earnings per share adjust the figures used in the determination of basic earnings per share to take into account:
- the after income tax effect of interest and other financing costs associated with dilutive potential equity shares, and
- the weighted average number of additional equity shares that would have been outstanding assuming the conversion
of all dilutive potential equity shares.
The dilutive potential equity shares are adjusted for the proceeds receivable had the equity shares been actually issued
at fair value (i.e. the average market value of the outstanding equity shares). Dilutive potential equity shares are deemed
converted as at the beginning of the period, unless issued at a later date. Dilutive potential equity shares are determined
independently for each period presented.
The number of equity shares and potentially dilutive equity shares are adjusted retrospectively for all periods presented
for any share splits and bonus shares issues including for changes effected.
2.16 Employee Benefit:
All employee benefits payable wholly within twelve months rendering services are classified as short term employee
benefits. Benefits such as salaries, wages, short-term compensated absences, performance incentives etc., and the
expected cost of bonus, ex-gratia are recognised during the period in which the employee renders related service.
Payments to defined contribution retirement benefit plans are recognised as an expense when employees have rendered
the service entitling them to the contribution.
The cost of providing benefits under the defined benefit plan is determined using the projected unit credit method with
actuarial valuations being carried out at each balance sheet date, which recognises each period of service as giving rise
to additional unit of employee benefit entitlement and measure each unit separately to build up the final obligation.
Remeasurements, 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 plan 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 other comprehensive income in the period in which they occur. Remeasurements are not
reclassified to the statement of profit and loss in subsequent periods.
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 under employee benefit expenses in
the statement of profit and loss.
⢠Service costs comprising current service costs, past-service costs, gains and losses on curtailments and non-routine
settlements,
⢠Net interest expense or income.
Long-term employee benefits
Compensated absences which are not expected to occur within twelve months after the end of the period in which the
employee renders the related services are recognised as a liability at the present value of the defined benefit obligation
at the balance sheet date.
Termination benefits
Termination benefits are recognised as an expense in the period in which they are incurred.
Employee Stock Option Scheme (ESOS)
The Company recognizes compensation expense relating to share-based payments in net profit based on estimated fair
values of the stock options on the grant date. The estimated fair value of stock options is recognized as an expense in the
Statement of Profit and Loss on a straight-line basis over the requisite service period for each separately vesting portion
of the stock options as if the stock option was in substance multiple stock options with a corresponding increase to share
options outstanding account.
In case, the fair value of the stock options granted at the grant date cannot be estimated reliably, the options are measured
at their intrinsic value, initially at the date the entity obtains the service and subsequently at the end of each reporting
period and at the date of final settlement, with any change in intrinsic value recognised in profit or loss. For a grant of
share options, the share-based payment arrangement is finally settled when the options are exercised, are forfeited
(upon cessation of employment) or lapse (at the end of the option''s life).
2.17 Cash Flow Statement:
Cash flows are reported using the indirect method, whereby profit 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.
2.18 Cash and Cash Equivalents:
Cash and cash equivalents comprise cash on hand and demand deposits with banks which are short-term, highly liquid
investments that are readily convertible into known amounts of cash and which are subject to insignificant risk of changes
in value.
2.19 Lease:
Operating lease
The company has applied Ind AS 116 using the modified retrospective approach and therefore the comparative
information has not been restated. The adoption of Ind AS 116 as on April 1, 2019 did not require any adjustments to the
assets and liabilities as on that date.
As a lessee
The Company recognises a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset
is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments
made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle
and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease
incentives received. Certain lease arrangements include the option to extend or terminate the lease before the end of
the lease term. The right-of-use assets and lease liabilities include these options when it is reasonably certain that the
option will be exercised.
The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the
end of the lease term. The estimated useful lives of right-of-use assets are determined on the same basis as those of
property, plant and equipment. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and
adjusted for certain re-measurements of the lease liability.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement
date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, Company''s
incremental borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate.
Lease payments included in the measurement of the lease liability comprises of fixed payments, including in-substance
fixed payments, amounts expected to be payable under a residual value guarantee and the exercise price under a
purchase option that the Company is reasonably certain to exercise, lease payments in an optional renewal period if the
Company is reasonably certain to exercise an extension option.
The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is
a change in future lease payments arising from a change in an index or rate, if there is a change in the Company''s
estimate of the amount expected to be payable under a residual value guarantee, or if Company changes its assessment
of whether it will exercise a purchase, extension or termination option.
When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the
right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.
Short-term leases and leases of low-value assets
The Company has elected not to recognise right of use assets and lease liabilities for short term leases that have a
lease term of less than or equal to 12 months with no purchase option and assets with low value leases. The Company
recognises the lease payments associated with these leases as an expense in statement of profit and loss over the lease
term.The related cash flows are classified as operating activities.
As a lessor
Lease income from operating leases where the Company is a lessor is recognised in income on a straight-line basis over
the lease term unless the receipts are structured to increase in line with expected general inflation to compensate for
the expected inflationary cost increases. The respective leased assets are included in the balance sheet based on their
nature.
2.20 Exceptional Items:
Certain occasions, the size, type or incidence of an item of income or expense, pertaining to the ordinary activities of
the Company is such that its disclosure improves the understanding of the performance of the Company, such income
or expense is classified as an exceptional item and accordingly, disclosed in the notes accompanying to the standalone
financial statements.
2.21 Current and Non-Current Classification:
The Company presents assets and liabilities in the balance sheet based on current/non-current classification.
An asset is current when it is:
⢠Expected to be realised or intended to sold or consumed in normal operating cycle,
⢠Held primarily for the purpose of trading,
⢠Expected to be realised within twelve months after the reporting period, or
⢠Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months
after the reporting period.
All other assets are classified as non-current.
A liability is current when:
⢠It is expected to be settled in normal operating cycle,
⢠It is held primarily for the purpose of trading,
⢠It is due to be settled within twelve months after the reporting period, or
⢠There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting
period.
Deferred tax assets/liabilities are classified as non-current.
All other liabilities are classified as non-current.
Mar 31, 2018
1) CORPORATE INFORMATION:
Adlabs Entertainment Limited (the Company) is a public limited company incorporated and domiciled in India whose shares are publicly traded. The registered office is located at 30/31, Sangdewadi, Off Mumbai- Pune Express Highway, Khopoli Pali Road ,Khalapur, Pin- 410203.
The Company is engaged in the business of development and operations of theme based entertainment destinations in India, including theme parks, water parks, snow park and associated activities including retail merchandising and food and beverages. The flagship project of the company is located at Khalapur, on Mumbai Pune Expressway and is branded ''''Imagica - Theme Park" for the theme park component, "Imagica - Water Park" for the water park component and "Imagica - Snow Park" for the snow park component. During the F.Y 2015 2016 the company has launched Hotel at the same location by the name " Novotel Imagica" with 116 room out of 287 rooms in the first phase.
(b) Terms/ rights attached to equity shares
The Company has only one class of equity shares having par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.
Estimated amount remaining to be executed on capital account and not provided for is Rs. 428.39 Lakhs as on 31st March, 2018.
The timing differences result in a net deferred asset, relating mainly to unabsorbed depreciation and carried forward losses under the Income Tax Act, 1961.
The management of the company expects following business changes
- 171 hotels rooms (balance 60% of Total rooms) shall be operational in FY 2018-19 and will result in higher revenues in the coming years and ahead.
- The aggressive cost reduction efforts by the Company have resulted in lower fixed costs compared to previous year.
- The Company has chalked out a comprehensive plan to ramp up footfalls for FY 2018-19 onwards, which is expected to result in a revenue growth.
NOTE 2: DETAILS OF DUES TO MICRO AND SMALL ENTERPRISES AS PER MSMED ACT, 2006
Under the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED) which came into force from 2nd October, 2006, certain disclosures are required to be made relating to Micro, Small and Medium Enterprises (MSME). On the basis of the information and records available with the Company, the following disclosures are made for the amounts due to the Micro and Small enterprises.
NOTE 3: LEASE
(a) Where the Company is a Lessee:
The Company has taken certain assets like Land, Office premises, furniture and fixtures and apartments on lease. They are on rental lease term which range between 10 months to 5 years. The lease rentals expense during the year amount to Rs. 140.74 Lakhs.
The above lease payments are exclusive of service tax / GST.
(b) Where the company is a Lessor:
The Company has given on lease three premises / place for period of 5 years to 15 years. The lease rentals income during the reporting year amount to Rs. 13.66 Lakhs.
NOTE 4: POST RETIREMENT BENEFIT PLANS
Defined Benefits Plan:
Gratuity:
The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. The gratuity plan is funded through an ''Approved Trust''. The Trust has taken a Policy from the HDFC Life Insurance and the management / investment of the fund is undertaken by the insurer.
The Company Contributes all ascertained liabilities towards gratuity to the " Adlabs Entertainment Limited Employee''s Gratuity Trust " Trustee Administer contributions made to the trust as of 31st March, 2018 and 31st March, 2017, the plan assets have been primarily invested in insurer -managed funds.
As per Actuarial Valuation as on 31st March, 2018 and 31st March, 2017 and recognised in the financial statements in respect of Employee Defined Benefit Schemes:
Note
1. Figures in the bracket represent previous year figures
2. The Company has paid the Consultancy fees to Ms. Aarti Shetty Rs. 35.18 Lakhs (P.Y. Rs. 60.32 Lakhs), and Ms. Pooja Deora Rs. 11.58 Lakhs (P.Y. Rs. 60.33 Lakhs).
3. The Company has paid the Remuneration to Mr. Kapil Bagla Rs. 91.08 Lakhs (P.Y. Rs. 134.32 Lakhs), Mr Harjeet Chhabra Rs. Nil (P.Y. Rs. 52.99 Lakhs), Mr Ashutosh Kale Rs. 52.57 Lakhs (P.Y. Rs. 36.53 Lakhs), Mr Rakesh Khurmi Rs. Nil (P.Y. Rs. 35.74 Lakhs), Mr. Dhimant Bakshi Rs. 71.36 Lakhs (P.Y. Rs. 33.15 Lakhs )and Mr. Mayuresh Kore Rs. 53.06 Lakhs (P.Y. Rs. 26.12 Lakhs)
4. The Company has paid Rent for use of office premises located at 9th floor, Lotus Business Park, New Link Road, Andheri-West, Mumbai-400053. to Mr.Manmohan Shetty amounted to Rs. 105.53 Lakhs (P.Y. Rs. 116.29 Lakhs) and rent paid towards use of furniture and fixtures to Walkwater Properties Pvt. Ltd. amounted to Rs. 10.53 Lakhs (P.Y. Rs. 21.80 Lakhs).
5. The Company has paid royalty of Rs. 1.18 Lakhs (P.Y. Rs. 1.15 Lakhs) to Mr. Manmohan Shetty.
6. The Company has paid Interest of Rs. 515.54 Lakhs (P.Y. Rs. 878.68 Lakhs) on Loan taken from Mr. Manmohan Shetty .
7. The Company during the year made 100% investment in M/s Blue Haven Entertainment Pvt. Ltd. with total consideration of Rs. 1.00 Lakh.
8. The leasehold Assets purchased from Walkwater Properties Pvt. Ltd for the total Consideration of Rs. 54.00 Lakhs , and adjusted against Security Deposit.
NOTE 5: FAIR VALUE MEASUREMENT
Financial Instrument by category and hierarchy
The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.
The following methods and assumptions were used to estimate the fair values:
1. Fair value of cash and short-term deposits, trade and other short term receivables, trade payables, other current liabilities, short term loans from banks and other financial institutions approximate their carrying amounts largely due to short term maturities of these instruments.
2. Financial instruments with fixed and variable interest rates are evaluated by the Company based on parameters such as interest rates and individual credit worthiness of the counterparty. Based on this evaluation, allowances are taken to account for expected losses of these receivables. Accordingly, fair value of such instruments is not materially different from their carrying amounts.
The fair values for Non-Current borrowings, loans and security deposits were calculated based on cash flows discounted using a current lending rate. They are classified as level 3 fair values in the fair value hierarchy due to the inclusion of unobservable inputs including counter party credit risk.
The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:
Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities.
Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly.
Level 3: techniques which use inputs that have a significant effect on the recorded fair value that are not based on observable market data
NOTE 6: FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Company''s financial risk management is an integral part of how to plan and execute its business strategies. The Company''s financial risk management policy is set by the Management Board.
Market Risk is the risk of loss of future earning, fair values or future cash flow that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, equity prices and other market changes that affect market risk sensitive instruments. Market Risk is attributable to all market risk sensitive financial instruments including investment and deposits , foreign currency receivables, payables and loans and borrowings.
The Company manages market risk through its finance department, which evaluate and exercises independent control over the entire process of market risk management. The activities of this department include management of cash resources, implementing hedging strategies for foreign currency exposures, borrowing strategies, and ensuring compliance with market risk limits and policies.
Interest Rate Risk:
Interest rate risk is the risk that fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates.
Foreign Currency Risk:
The Company is not exposed to significant foreign currency risk as at the respective reporting dates.
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 a reasonable price. The Company''s finance department is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior management. Management monitors the Company''s net liquidity through rolling forecasts on the basis of expected cash flows.
Credit Risk:
Credit risk arises from the possibility that counter party may not be able to settle their obligation as agreed. To manage this, the Company periodically assesses the financial reliability of customers, taking in to account the financial condition, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual risk limit are set accordingly.
NOTE 7: CAPITAL RISK MANAGEMENT
The Company aims to manage its capital efficiently so as to safeguard its ability to continue as a going concern and to optimise returns to our shareholders.
The capital structure of the Company is based on management''s judgement of the appropriate balance of key elements in order to meet its strategic and day-to-day needs. We consider the amount of capital in proportion to risk and manage the capital structure in light of changes in economic conditions and the risk characteristics of the underlying assets. The Company may take appropriate steps in order to maintain, or if necessary adjust, its capital structure.
NOTE 8: SEGMENTAL REPORTING
DISCLOSURES AS REQUIRED BY INDIAN ACCOUNTING STANDARD (Ind AS) 108 OPERATING SEGMENTS
Operating Segments:
Tickets : Theme Park, Water Park and Snow Park
Food and Beverage : Park Restaurant and Hotel Restaurant
Merchandise : Park Merchandise and Hotel Merchandise
Rooms : Hotel Accommodation
Other Operations : Parking, Lockers, Sponsorship, SPA, Revenue Sharing agreements
& Lease Rentals
Identifications of Segments :
The chief operational decision maker monitors the operating results of its Business segment separately for the purpose of making decision about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the financial statements, Operating segment have been identified on the basis of nature of products and other quantitative criteria specified in the Ind AS 108.
Segment revenue and results:
The expenses and income which are not directly attributable to any business segment are shown as unallocable expenditure & income. Segment assets and liabilities:
Segment assets include all operating assets used by the operating segment and mainly consist of property, plant and equipments, trade receivables, Inventory and other operating assets. Segment liabilities primarily includes trade payable and other liabilities. Common assets and liabilities which can not be allocated to any of the business segment are shown as unallocable assets / liabilities.
NOTE 9:
The Term Loan facility availed by the Company is secured by pari passu first charge on movable and immovable fixed assets of the Company including mortgage of 298 acres of land (137 acres of land held by Walkwater Properties Pvt. Ltd., wholly owned subsidiary of the Company) to consortium lead by Union Bank of India in favour of IDBI Trusteeship Services Ltd.
The said loan is also secured by first pari passu charge on Current assets of the Company.
Term Loan availed from Banks will be repaid over period of 5 to 10 years in unequal monthly installments starting from April 2017.
Term Loan availed from Financial Institutions will be repaid over period of 10 years in unequal monthly installments starting from April 2015.
Interest rate on term loan taken from Banks and Financial institutions varies from one year MCLR plus 2.25 to 2.50.
NOTE 10:
The Company equity shares are in dematerialized form with the Central Depository Services (India) Limited (CDSL) and with National Securities Depository Limited (NSDL) having ISIN No. INE172N01012.
NOTE 11:
The Company has entered into settlement agreement with I.E Park, whereby the Company has settled dispute for EURO 4,50,000 being EURO 1,50,000 as compensation and EURO 3,00,000 in the form of discount on future purchase of rides/equipment.
The Compensation received (net of expenses incurred) is grouped under the head Other Income.
NOTE 12:
With a view to reduce debt, the Company has decided to off load its non core assets as under:
a) The Company has entered into a term sheet with Shaan Agro and Realty Private Limited (SARPL) for sale of 65 acres Surplus land and 100% investment in wholly owned subsidiary M/s Walkwater Properties Private Limited (WPPL) for '' 15,000 Lakhs. However, the closure of the said transaction depends upon the No Objection Certificate from Lenders. Therefore, the Company has not yet classified the Land and investment in subsidiary as "held for sale" in terms of para 6 of Ind AS 105 as "Non Current Assets held for sale and discontinued operations"
b) Further, the company has entered into a term sheet with Bright Star Investments Private Limited for sale of its Hotel Segment. However, the closure of the said transaction depends upon the No Objection Certificate from Lenders and consent to operate for of 171 rooms from Maharashtra Pollution Control Board. Consequently, the asset along with liabilities, revenue and expenses related thereto have not been classified as assets "held for sale" in terms of para 6 of Ind AS 105 as "Non Current Assets held for sale and discontinued operations"
Upon effective completion of the said transaction, the Company anticipates a positive impact on the overall financial position.
NOTE 13:
The Company has entered into a Share cum Warrant Subscription Agreement dated 19th June, 2017 with BENNETT COLEMAN AND COMPANY LIMITED ( BCCL ) to subscribe to,
- 12,48,684 equity shares for Rs. 95/- per share for an aggregate consideration of Rs.1,186.25 Lakhs.
- 5 ( Five ) Warrants for Rs.2,37,25,000/- per Warrant.
On 20th June, 2017, Company has allotted 12,48,684 equity shares at Rs.95/- per share (Premium '' 85/- per share) and 5 ( Five ) Warrants for Rs.2,37,25,000/- per Warrant (Premium Rs.2,37,24,990/- per warrant).
Utilisation of funds received through preferential issue of Equity Shares and Warrants in the following table:
NOTE 14:
On 15th December, 2017, Company has allotted 69,15,629 equity shares of FV Rs.10 each at a price of Rs.72.30/- per share (Premium Rs.62.30/- per share) to Shaan Agro and Realty India Private limited for an aggregate consideration of Rs.5,000.00 Lakhs
NOTE 15:
Thrill Park Limited has filed a suit bearing no. 270/2013 against Dr. Bhakti Kumar Dave and 77 other defendants (land owners) in the Court of Civil Judge, Senior Division, Panvel for specific performance of contract. Thrill Park Limited had entered into a letter of commitment and memorandum of understanding (as amended from time to time) with Dr. Bhakti Kumar Dave whereby Dr. Bhakti Kumar Dave agreed to buy certain parcels of land on behalf of Thrill Park Limited from the other defendants. However, Dr. Bhakti Kumar Dave did not fulfill his obligations under the letter of commitment and the memorandum of understanding. Therefore, Thrill Park Limited filed a suit for specific performance.
Mar 31, 2017
NOTE 1: CAPITAL COMMITMENT
Estimated amount of contracts remaining to be executed on capital account and not provided for is Rs, 714.84 Lakhs as on 31st March, 2017.
The timing differences result in a net deferred asset, relating mainly to unabsorbed depreciation and carried forward losses under the Income Tax Act, 1961.
The management of the company expects following business changes
- A substantial decrease in interest rates from consortium lenders from the present 12.5% to 11.00%, will result in lower interest payout. The majority of lenders have already approved of this ROI reduction.
- 171 hotels rooms (balance 60% of Total rooms) shall be operational in FY 18 and will result in higher revenues in the coming years and ahead.
- The aggressive cost reduction efforts by the Company have resulted in lower fixed costs compared to previous year.
- The Company has chalked out a comprehensive plan to ramp up footfalls for FY 18 onwards, which is expected to result in a revenue growth.
Note
1. Figures in the Bracket represent Previous Year (P.Y.)
2. The Company has subscribed Equity Share in the Previous Year of Walkwater Properties Pvt. Ltd. Rs, NIL (P.Y. Rs, 10,575.66 Lakhs).
3. The Company has paid the Consultancy fees to Ms. Aarti Shetty Rs, 60.32 Lakhs (P.Y.? 68.40 Lakhs), and Mrs. Pooja Deora Rs, 60.33 Lakhs (P.Y. Rs, 68.40 Lakhs).
4. The Company has paid the Remuneration to Mr. Kapil Bagla Rs, 134.32 Lakhs (P.Y. Rs, 134.30 Lakhs), Mr Harjeet Chhabra Rs, 52.99 Lakhs (P.Y. Rs, 106.10 Lakhs), Mr Ashutosh Kale Rs, 36.53 Lakhs, Mr Rakesh Khurmi Rs, 35.74 Lakhs (P.Y. Rs, 75.60 Lakhs), Mr. Dhimant Bakshi Rs, 33.15 Lakhs and Mr. Mayuresh Kore Rs, 26.12 Lakhs.
5. The Company has paid Rent for use of office premises located at 9th floor, Lotus Business Park, New Link Road, Andheri-West, Mumbai-400053. to Mr. Manmohan Shetty amounted to Rs, 116.29 Lakhs (P.Y. Rs, 60.08 Lakhs) and rent paid towards use of furniture and fixtures to M/s Walkwater Properties Pvt. Ltd. amounted to Rs, 21.80 Lakhs (P.Y. Rs, 20.60 Lakhs).
6. The Company has paid royalty of Rs, 1.15 Lakhs (P.Y. Rs, 1.14 Lakhs) to Mr. Manmohan Shetty.
7. The Company has paid Interest of Rs, 878.68 Lakhs on Loan taken from Mr. Manmohan Shetty .
NOTE 2: FAIR VALUE MEASUREMENT
Financial Instrument by category and hierarchy
The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.
The following methods and assumptions were used to estimate the fair values:
1. Fair value of cash and short-term deposits, trade and other short term receivables, trade payables, other current liabilities, short term loans from banks and other financial institutions approximate their carrying amounts largely due to short term maturities of these instruments.
2. Financial instruments with fixed and variable interest rates are evaluated by the Company based on parameters such as interest rates and individual credit worthiness of the counterparty. Based on this evaluation, allowances are taken to account for expected losses of these receivables. Accordingly, fair value of such instruments is not materially different from their carrying amounts.
The fair values for loans, security deposits and investment in preference shares were calculated based on cash flows discounted using a current lending rate. They are classified as level 3 fair values in the fair value hierarchy due to the inclusion of unobservable inputs including counter party credit risk.
The fair values of non-current borrowings are based on discounted cash flows using a current borrowing rate. They are classified as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs, including own credit risk.
For financial assets and liabilities that are measured at fair value, the carriying amounts are equal to the fair values.
The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:
Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities.
Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly.
Level 3: techniques which use inputs that have a significant effect on the recorded fair value that are not based on observable market data
NOTE 3 : FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Company''s financial risk management is an integral part of how to plan and execute its business strategies. The Company''s financial risk management policy is set by the Management Board.
Market Risk is the risk of loss of future earning, fair values or future cash flow that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rate, equity prices and other market changes that effect market risk sensitive instruments. Market Risk is attributable to all market risk sensitive financial instruments including investment and deposits , foreign currency receivables, payables and loans and borrowings.
The Company manage market risk through its treasury department, which evaluate and exercises independent control over the entire process of market risk management. The treasury department recommends risk management objectives and policies, which are approved by Senior Management and the Audit Committee. The activities of this department include management of cash resources, implementing hedging strategies for foreign currency exposures, borrowing strategies, and ensuring compliance with market risk limits and policies.
Interest Rate Risk
Interest rate risk is the risk that fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. In order to optimize the company''s position with regards to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate risk management by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio.
Foreign Currency Risk
The Company is not exposed to significant foreign currency risk as at the respective reporting dates.
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 a reasonable price. The Company''s treasury department is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior management. Management monitors the Company''s net liquidity through rolling forecasts on the basis of expected cash flows.
Credit Risk
Credit risk arises from the possibility that counter party may not be able to settle their obligation as agreed. To manage this, the Company periodically assesses the financial reliability of customers, taking in to account the financial condition, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual risk limit are set accordingly.
The company considers the possibility of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is a significant increase in credit risk the Company compares the risk of a default occurring on the asset as at the reporting date with the risk of default as at the date of initial recognition.
NOTE 4: CAPITAL RISK MANAGEMENT
The Company aims to manage its capital efficiently so as to safeguard its ability to continue as a going concern and to optimize returns to our shareholders.
The capital structure of the Company is based on management''s judgment of the appropriate balance of key elements in order to meet its strategic and day-to-day needs. We consider the amount of capital in proportion to risk and manage the capital structure in light of changes in economic conditions and the risk characteristics of the underlying assets. The Company may take appropriate steps in order to maintain, or if necessary adjust, its capital structure.
NOTE 5: FIRST TIME ADOPTION OF IND AS
These are the Company''s first financial statements prepared in accordance with Ind AS.
The Company has adopted Indian Accounting Standards (Ind AS) notified by the Ministry of Corporate Affairs with effect from 1st April, 2016, with a transition date of 1st April, 2015. Ind AS 101-First-time Adoption of Indian Accounting Standards requires that all Ind AS standards and interpretations that are issued and effective for the first Ind AS financial statements which is for the year ended 31st March, 2017 for the company, be applied retrospectively and consistently for all financial years presented. Consequently, in preparing these Ind AS financial statements, the Company has availed certain exemptions and complied with the mandatory exceptions provided in Ind AS 101, as explained below. The resulting difference in the carrying values of the assets and liabilities as at the transition date between the Ind AS and Previous GAAP have been recognized directly in equity (retained earnings or another appropriate category of equity).
Set out below are the Ind AS 101 optional exemptions availed as applicable and mandatory exceptions applied in the transition from previous GAAP to Ind AS.
A. Optional Exemptions availed
(a) Deemed Cost
The Company has opted paragraph D7 AA and accordingly considered the carrying value of property, plant and equipments and Intangible assets as deemed cost as at the transition date.
(b) Investments in subsidiaries
The Company has opted para D14 and D15 and accordingly considered the Previous GAAP carrying amount of Investments as deemed cost as at the transition date.
(c) The Company has opted for exemption given under para D13AA of Appendix D to Ind AS 101 - First time adoption of Indian Accounting Standards. In accordance with this exemption opted, the Group has continued the policy of adding to/ deleting from the cost of Property, Plant and Equipment, all foreign exchange fluctuations arising on translating of Long Term Foreign Currency Monetary Item utilized for acquiring the said Property, Plant and Equipment.
B. Applicable Mandatory Exceptions
(a) Estimates
An entity''s estimates in accordance with Ind AS at the date of transition to Ind AS shall be consistent with estimates made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies).
Ind AS estimates as at 1 April, 2015 are consistent with the estimates as at the same date made in conformity with previous GAAP. The company made estimates for following items in accordance with Ind AS at the date of transition as these were not required under previous GAAP:
Impairment of financial assets based on expected credit loss model.
(b) Classification and measurement of financial assets
As required under Ind AS 101 the company has assessed the classification and measurement of financial assets (investment in debt instruments) on the basis of the facts and circumstances that exist at the date of transition to Ind AS.
C. Transition to Ind AS - Reconciliations
The following reconciliations provide a quantification of the effect of significant differences arising from the transition from previous GAAP to Ind AS as required under Ind AS 101:
I. Reconciliation of Balance sheet as at 1st April, 2015 (Transition Date).
II. A. Reconciliation of Balance sheet as at 31st March, 2016.
B. Reconciliation of Total Comprehensive Income for the year ended 31st March, 2016.
III. Reconciliation of Equity as at 1st April, 2015 and as at 31st March, 2016.
Explanation for reconciliation of Standalone Statement of Profit and Loss & Statement of Equity as previously reported under IGAAP to Ind-AS
6 The Loan taken from Promoter was interest free for the 1st quarter of FY 2015-16 and thereafter interest was charged by the promoter. The loan is measured at amortized cost using Effective Interest Rate (EIR) method as per Ind As 109 - Financial Instruments. Therefore, interest cost as per EIR method for the interest free period i.e. Apr 2015 to Jun 2015 amounting to '' 135.00 Lakhs has been charged to the statement of profit and loss and corresponding credit is given to other equity by considering it as capital contribution by the promoter.
7 In accordance with Ind As 109 - Financial Instruments, the loan processing fees of Rs, 101.92 Lakhs which is already charged to the statement of profit and loss under IGAAP is reversed and netted of with the respective loans under Ind -As as per the amortized cost method.
8 In accordance with Ind As 109 - Financial Instruments, all term loans (net of loan processing fees) are carried at amortized cost and the interest cost is charged to the statement of profit and loss as per Effective interest rate (EIR) method.
9 As per Ind-AS 19 Employee Benefits, the changes on account of re-measurements of employee''s defined benefit plans is charged to other comprehensive income and is reversed from the statement of profit and loss as recognized earlier under IGAAP.
10 Investment in Mutual Fund units is measured at Fair value through Profit & loss (FVTPL) under Ind-As and revaluation adjustments are charged to the statement of profit and loss prepared under IGAAP.
11 The Company has given interest free security deposits for properties taken on lease from third parties. These security deposits are measured at amortized cost under Ind-As 109 - Financial Instruments. The interest income on security deposit is recognized in the statement of profit and loss as per the EIR method and the pre-paid rent expense is recognized in the statement of profit and loss under straight line method.
12 In accordance with Ind-As 109 - Financial Instruments, the company has provided provision for doubtful debts using expected credit loss method.
13 As per Ind-AS 38 - Intangible Assets, the expenses incurred, before the intangible asset first meets the recognition criteria in paragraphs 21, 22 and 57 of Ind AS 38, cannot be capitalized to intangible assets. Further, the expenses on research shall be recognized as an expense when it is incurred and cannot be shown under the head Intangibles under development. Therefore, the expenditure recognized as Intangible Asset under IGAAP is reversed since it does not meet the criterion specified under Ind AS 38.
14 Under Indian GAAP, discount was recognized as part of other expenses which has been adjusted against the revenue under Ind AS during the year ended 31st March, 2016.
15 The Ind AS adjustments are either non cash adjustments or are regrouping among the cash flows from operating, investing and financing activities. Consequently, Ind AS adoption has no impact on the net cash flow for the year ended 31st March, 2016 as compared with the previous GAAP.
NOTE 16: OPERATING SEGMENTS
DISCLOSURES AS REQUIRED BY INDIAN ACCOUNTING STANDARD (Ind AS) 108 OPERATING SEGMENTS Operating Segments:
Ticket : Theme Park, Water Park and Snow Park Tickets
Food and Beverage : Park Restaurant and Hotel Restaurant
Merchandise : Park Merchandise and Hotel Merchandise
Rooms : Hotel Accommodation
Other Operations : Parking, Lockers, Sponsorship, SPA, Revenue Sharing agreements & Lease Rentals
Identifications of Segments :
The chief operational decision maker monitors the operating results of its Business segment separately for the purpose of making decision about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the financial statements, Operating segment have been identified on the basis of nature of products and other quantitative criteria specified in the Ind AS 108.
Segment revenue and results:
The expenses and income which are not directly attributable to any business segment are shown as unallowable expenditure and income.
NOTE 17:
The Current assets, Loans & Advances (including capital advances) have a value on realization in the ordinary course of business, at least equal to the amount at which they are stated in the balance sheet. Current assets, Loans & Advances (including capital advances) are subject to Confirmation and Reconciliation. Other known liabilities are adequate and not in excess of what are required.
NOTE 18 :
The Term Loan facility availed by the Company is secured by pari passu first charge on movable and immovable fixed assets of the Company & Subsidiary including mortgage of 298 acres of land to consortium lead by Union Bank of India in favour of IDBI Trusteeship Services Ltd.
The said loan is also secured by first pari passu charge on Current assets of the Company.
The corporate loan facility availed by the Company during the year is secured by first change on 25 acres of land and second charge on Fixed Assets.
Term Loan availed from Banks will be repaid over period of 5 to 10 years in unequal monthly installments starting from April 2017.
Term Loan availed from Financial Institutions will be repaid over period of 10 years in unequal monthly installments starting from April 2015.
Interest rate on term loan taken from Banks and Financial institutions varies from base rate plus 2.60 to 3.10.
Interest rate on Loan taken in form of Buyers Credit varies from 0.48 to 3.00.
NOTE 19:
The Company equity shares are in dematerialized form with the Central Depository Services (India) Limited (CDSL) and with National Securities Depository Limited (NSDL) having ISIN No. INE172N01012.
For the purposes of this clause, the term ''Specified Bank Notes'' shall have the same meaning provided in the notification of the Government of India, in the Ministry of Finance, Department of Economic Affairs number S.O. 3407(E), dated the 8th November, 2016.
NOTE 20:
The Company has executed an agreement to sale on 7th November, 2014 to sell 32.58 acres of land for a total consideration of '' 2,737.10 Lakhs to its 100% subsidiary Walkwater Properties Pvt. Ltd., subject to receipt of approval from the Directorate of Industries / Government of Maharashtra ("DIC") and a no objection (NOCs) from the lenders.
NOTE 21:
The company has suspended operation of Bandit of Robinhood ride on account of malfunctioning and it has filed with the vendor for damages including compensation for loss of business. The company has separately disclosed it as retired asset under fixed asset schedule and is carried at lower of Net Book Value or Net Realizable value.
NOTE 51:
Thrill Park Limited ( the Holding Company ) has filed a suit bearing no. 270/2013 against Dr. Bhakti Kumar Dave and 77 other defendants (land owners) in the Court of Civil Judge, Senior Division, Panvel for specific performance of contract. Thrill Park Limited had entered into a letter of commitment and memorandum of understanding (as amended from time to time) with Dr. Bhakti Kumar Dave whereby Dr. Bhakti Kumar Dave agreed to buy certain parcels of land on behalf of Thrill Park Limited from the other defendants. However, Dr. Bhakti Kumar Dave did not fulfil his obligations under the letter of commitment and the memorandum of understanding. Therefore, Thrill Park Limited filed this suit for specific performance. Summons have been issued to all defendants, the notice of lis pendency has been duly registered, and the case is pending before the court.
Mar 31, 2016
1) Related party disclosures (as identified by the management).
a) Related Party Relationship
i) Holding Company
- Thrill Park Ltd.
ii) Subsidiary Company
- Walkwater Properties Private Limited
iii) Key Managerial Personnel
- Manmohan Shetty
- Kapil Bagla
- Harjeet Chhabra
- Vincent Pijnenburg ( up to 15th November 2015 )
- Rakesh Khurmi
iv) Relatives
- Pooja Deora
- Aarti Shetty
v Entities controlled by Relatives of Director
- Walkwater Properties Private Limited (up to 10th September 2014 )(WPPL)
b) Transaction with Related Parties (Excluding Reimbursements).
2) The Current assets, Loans & Advances (including capital advances) have a value on realization in the ordinary course of business, at least equal to the amount at which they are stated in the balance sheet. Current assets, Loans & Advances (including capital advances) are subject to Confirmation and Reconciliation. Other known liabilities are adequate and not in excess of what are required.
3) The Term Loan facility availed by the Company is secured by pari passu first charge on movable and immovable fixed assets of the Company including mortgage of 298 acres of land to consortium lead by Union Bank of India in favour of IDBI Trusteeship Services Ltd. However, during the year the Company has transferred 137.33 acres of mortgaged land to wholly owned subsidiary with mortgage to continue in favour of lenders.
The said loan is also secured by first pari passu charge on Current assets of the Company.
Term Loan availed from Banks will be repaid over period of 7 to 10 years in unequal monthly installments starting from April 2017 to July 2018.
Term Loan availed from Financial Institutions will be repaid over period of 10 years in unequal monthly installments starting from April 2015.
Interest rate on term loan taken from Banks and Financial institutions varies from base rate plus 2.60 to 3.10.
Interest rate on Loan taken in form of Buyers Credit varies from 0.48 to 3.00.
4) The Company equity shares are in dematerialized form with the Central Depository Services (India) Limited (CDSL) and with National Securities Depository Limited (NSDL) having ISIN No. INE172N01012.
5) The previous year figures have been reworked, regrouped, rearranged and re-classified, wherever necessary. Amount and other disclosure for the preceding year are included as an integral part of the current year financial statement and are to be read in relation to the amounts and other disclosures relating to that year.
6) During the year the Company has transferred the 137.33 acres of land to its 100% subsidiary Company on 10th March, 2016 for which the deed of conveyance is executed on 29th September, 2014 for a total consideration of Rs. 1,057.57 million.
7) The Company has executed an agreement to sale on 7th November, 2014 to sell 32.58 acres of land for a total consideration of Rs. 273.71 million to its 100% subsidiary Walkwater Properties Pvt. Ltd., subject to receipt of approval from the Directorate of Industries / Government of Maharashtra ("DIC") and a no objection (NOCs) from the lenders.
8) The company has suspended operation of Bandit of Robinhood ride on account of malfunctioning and it has filed with the vendor for damages including compensation for loss of business. The company has separately disclosed it as retired asset under fixed asset schedule and is carried at lower of Net Book Value or Net Realizable value.
Mar 31, 2015
1. GENERAL NOTE ON BUSINESS:
The Company is engaged in the business of development and operations of
theme based entertainment destinations in India, including theme parks,
water parks and associated activities including retail merchandising
and food and beverages. The flagship project of the company is located
at Khalapur, on Mumbai Pune Expressway and is branded "Adlabs Imagica"
for the theme park component and "Adlabs Aquamagica" for the water park
component. The Company is developing a 287 room hotel at the same
location by the name "Novotel Imagica" which is expected to commence
operation in the financial year 2015-2016.
2. Estimated amount of contracts remaining to be executed on capital
account and not provided for is Rs. 344.62 Million as on March 31,2015.
3. RELATED PARTY DISCLOSURES (AS IDENTIFIED BY THE MANAGEMENT).
a) Related Party Relationship
i) Holding Company
Thrill Park Limited
ii) Subsidiary Company
- Walkwater Properties Private Limited (w.e.f. September 11,2014)(WPPL)
iii) Key Managerial Personnel
- Mr. Manmohan Shetty
- Mr. Kapil Bagla
- Mr. Harjeet Chhabra Mr. Vincent Pijnenburg Mr. Rakesh Khurmi
iv) Relatives
- Mrs. Pooja Deora
- Ms. Aarti Shetty
v) Entities controlled by Relatives of Director
- Walkwater Properties Private Limited (up to September 10, 2014)(WPPL)
4. a) Earnings in Foreign Currency: Rs. Nil
5. The Current assets, Loans & Advances (including capital advances)
have a value on realization in the ordinary course of business, at
least equal to the amount at which they are stated in the balance
sheet. Current assets, Loans & Advances (including capital advances)
are subject to Confirmation and Reconciliation. Other known liabilities
are adequate and not in excess of what are required.
7. The company has mortgaged 298 acres of land with IDBI Trusteeship
Services Ltd. as security for the sanctioned term loan from financial
consortium with Union Bank of India as the lead banker with pari passu
charge.
Term loan by the Company will be repaid over period of 10 years in
unequal monthly instalments starting from April 2015. The loan is
secured by first pari passu charge on the fixed assets and current
assets of the Company
Interest rate on term loan taken from Banks and Financial institutions
varies from base rate plus 2.60 to 3.00.
Interest rate on Loan taken in form of Buyers Credit varies from 0.48
to 3.25.
8. The Company equity shares are in dematerialized form with the
Central Depository Services (India) Limited (CDSL) and with National
Securities Depository Limited (NSDL) having ISIN No. INE172N01012.
9. The previous year figures have been reworked, regrouped,
rearranged and re-classified, wherever necessary. Amount and other
disclosure for the preceding year are included as an integral part of
the current year financial statement and are to be read in relation to
the amounts and other disclosures relating to that year.
10. During the year the Company has acquired 100% Shareholding of
Walkwater Properties Private Limited.
11. The Company has executed a deed of conveyance on 29th September,
2014 to sell 137.33 acres of land for a total consideration of Rs.
1,057.56 Million to its 100% subsidiary Walkwater Properties Pvt. Ltd.
The said conveyance shall be effective and subject to various approvals
and no-objection from the consortium of lenders, and fulfillment of
other conditions as per conveyance deed.
12. The Company has executed an agreement to sale on 7th November,
2014 to sell 32.58 acres of land for a total consideration of Rs.
273.71 Million to its 100% subsidiary Walkwater Properties Pvt. Ltd.,
subject to receipt of approval from the Directorate of Industries /
Government of Maharashtra ("DIC") and a no objection (NOCs) from the
lenders.
13. Share Issue Expenses
Share issue expenses as at March 31, 2015 comprised of expenses
incurred in connection with issue of equity shares and there listing on
stock exchanges. The total expenses in connection with the IPO where
share between the Company and the Holding Company M/s Thrill Park
Limited in the proportion of the amount received from the IPO proceeds.
The Company share of issue expenses were adjusted against securities
premium account u/s 52(2)(c) of the Companies act 2013.
14. The company has made an Initial Public Offering (IPO) during the
year of 20,326,227 equity shares of face value of Rs. 10 each. The
issue comprised of a fresh issue of equity shares to public of
18,326,227 and an Offer for Sale of 2,000,000 equity shares by the
holding company of Adlabs Entertainment Limited, which is M/S Thrill
Park Limited. The equity shares were issued at a price of Rs. 180 per
share (including premium of Rs. 170 thereon) subject to a discount of
Rs. 12 per share to retail investor and at a price of Rs. 221 per share
to anchor investors(including premium of Rs. 211 thereon).
15. The fresh equity shares were allotted by the Company on March 27,
2015 and the equity shares were listed on National Stock Exchange of
India Limited and BSE Limited on April 6, 2015.
16. The company has mortgaged 25 acres of land for Short Term
facilities taken with Union Bank of India at interest rate at Base Rate
plus 4%. The facility will be repaid in six months.
17. The company has suspended operation of Bandit of Robinhood ride on
account of malfunctioning and it has filed with the vendor for damages
including compensation for loss of business. The company has separately
disclosed it as retired asset under fixed asset schedule and is carried
at lower of Net Book Value or Net Realisable value.
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