Notes to Accounts of Semac Construction Ltd.

Mar 31, 2025

2.14 Provisions, Contingent Liabilities and Contingent
Assets

Provisions are recognized when the Company has a present
obligation (legal or constructive) as a result of a past event and it
is probable that the outflow of resources embodying economic
benefits will be required to settled the obligation in respect
of which reliable estimate can be made of the amount of the
obligation. When the Company expects some or all of a provision
to be reimbursed, the expense relating to provision presented
in the statement of profit & loss is net of any reimbursement.

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

Contingent liability is disclosed in the notes in case of:

â¢ There is a possible obligation arising from past events, the
existence of which will be confirmed only by the occurrence
or non-occurrence of one or more uncertain future events
not wholly within the control of the Company.

â¢ A present obligation arising from past event, when it is not
probable that as outflow of resources will be required to
settle the obligation

â¢ A present obligation arises from the past event, when no
reliable estimate is possible.

Commitments include the amount of purchase order (net of
advances) issued to parties for completion of assets

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

2.15 Earnings per Share

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

For the purpose of calculating diluted earnings per share, the net
profit or loss for the period attributable to equity shareholders
and the weighted average number of shares outstanding during
the period are adjusted for the effects of all potential dilutive
equity shares.

2.16 Cash and Cash Equivalents

Cash and cash equivalents includes cash on hand and at bank,
deposits held at call with banks, other short-term highly liquid
investments with original maturities of three months or less
that are readily convertible to a known amount of cash and are
subject to an insignificant risk of changes in value.

For the purpose of the Statement of Cash Flows, cash and cash
equivalents consists of cash and short term deposits, as defined
above, net of outstanding bank overdraft as they being considered
as integral part of the Company''s cash management.

2.17 New and amended Standards:

Ministry of Corporate Affair ("MCA") notifies new standards
or amendments to the existing standards under Companies
(Indian Accounting Standards), Rules as issued from time to time.

â¢ For the year ended March 31, 2025, MCA has notified
Ind AS - 117 Insurance Contracts.

â¢ Amendments to Ind AS 116 - Leases, relating to sale and
leaseback transactions, applicable to the Company w.e.f April 1,
2024

The Company has reviewd the new pronuncements and based on
its evaluation has determined that it does not have any significant
impact on its financial statements.

Note :

The Company along with Tridhaatu Realty Infra Private Ltd (Tridhaatu) formed an Association of Persons (AOP) namely Panchtatva Realty for
constructing a residential building in Chembur, Mumbai and made an investment of Rs. 2,000 Lakhs in the AOP. Out of its entitlement of 64,000
square feet, the company sold 10,795 square feet to the AOP member - Tridhaatu vide deed of modification dated December 17, 2015. The
Company''s entitlement is limited to above mentioned built up area only and no other economic benefits and hence not construed asJoint Venture.
The valuation of the capital contribution in Panch Tatva Realty had been conducted by an independent valuer as on April 2025 and the market
value estimated at Rs.4,668 Lakhs. Till the construction/ development of the property, no rental income shall accrue to the company other
than disposal of the entitlement. There is no restriction on the realisability of investment property or the remittance of income and proceeds
of disposal. Investment property is not subject to any depreciation till construction / development of the said property.

(iv) Rights, preferences and restrictions attached to equity shares

a) The Company has one class of equity shares having par value of Rs 10/- per share. Each shareholder is eligible for one vote per
share held. The dividend proposed by the Board of Directors is subject to approval of the shareholders in the ensuing Annual
General Meeting. In the event of liquidation of the company, the equity shareholders will be entitled to receive any of the remaining
assets of the company in proportion to the number of equity shares held by the sharholders, after distribution of all preferential
amounts.

b) During the year ended March 31, 2025 the amount of dividend per share distributed to equity shareholder was NIL (PY Rs.5/- per
share for the year ended 31 March, 2024).

(v) Note:- As on date, 1,59,581 equity shares of the shareholders of Renaissance Advanced Consultancy Limited(RACL) are still in the
Suspense escrow Demat Account bacause these are held physically by the shareholders.

Nature & purpose of reserves

i) General Reserve :

General reserve represents the statutory reserve, this is in accordance with Indian Corporate Law wherein a portion of profit is apportioned
to general reserve. Under Companies Act, 1956 it was mandatory to transfer the amount before a company can declare dividend. However
under Companies Act 2013 ("the Act"), transfer of any amount to general reserve is at the discretion of the Company.

ii) Retained Earnings :

Retained earnings represents undistributed profits of the Company which can be distributed to its equity shareholders in accordance with
the requirement of the Act.

iii) Other Comprehensive Income (OCI) Reserves :

Other comprehensive income (OCI) reserve represent the balance in equity for items to be accounted in OCI. OCI is classified into (i) items that
will not be reclassified to profit and loss, and (ii) items that will be reclassified to statement of profit and loss.

iv) Capital Reserve :

Created pursuant to a Scheme of Amalgamation between the Company and Renaissance Advanced Consultancy Limited, (RACL), Renaissance
Stocks Limited (RSL) and Semac Consultants Private Limited ("SCPL") with the Company wide order of the Honourable National Company Law
Tribunal (NCLT) on June 21, 2023.

v) Capital Redemption Reserve :

Capital Redemption Reserve is created for an amount equivalent to the nominal value of shares redeemed during the year (Due to schemes
of amalgamations / mergers with the Company).

33. Segment Information

(i) General Disclosure

The Company operates mainly in one business segment viz. EPC services and engineering, consultancy for commercial and industrial
projects being primary segment and all other activities revolve around the main activity.The company operates in India, so there is only
one geographical segment.

The above reportable segments have been identified based on the significant components of the enterprise for which discrete financial
information is available and are reviewed by the Chief Operating Decision Maker (CODM) to assess the performance and allocate
resources to the operating segments.

(ii) Information about major customers:

Out of total revenue 75% of revenue earned from major four customers

Defined Benefit Plans

Gratuity (being partly funded) is computed as 15 days salary, for every recognized retirement/ termination / resignation. The GraÂ¬
tuity plan for the Company is a defined benefit scheme where annual contributions as per actuarial valuation are charged to the
Statement of Profit and Loss.

For summarizing the components of net benefit expense recognized in the Statement of Profit and Loss and the funded staÂ¬
tus and amounts recognized in the Balance Sheet for the respective plans, the details are as under

37. Financial Risk Management
Financial Risk Factors

The Company''s operational activities are exposed to various financial risks i.e. market risk, credit risk and risk of liquidity. The Company
realizes that risks are inherent and integral aspect of any business. The primary focus is to foresee the unpredictability of financial
markets and seek to minimize potential adverse effects on its financial performance. The Company''s senior management oversees the
management of these risks and devises appropriate risk management framework for the Company. The senior management provides
assurance that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are
identified, measured and managed in accordance with the Company''s policies and risk objectives.

A. Market Risk :

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices.
The Company is exposed to the risk of movements in interest rates and foreign currency exchange rates that affects its assets, liabilities
and future transactions. The Company is exposed to following key market risks:

i Interest Rate Risk :

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

B. Credit Risk:

Credit Risk is the risk that a counter party will not meet its obligations under a financial instrument or customer contract, leading to a financial
loss. The Company is exposed to credit risk from its operating activities and from its financing activities, including deposits and other financial
instruments

To manage this, Company periodically assesses the financial reliability of customers, taking into account factors such as credit track record
in the market and past dealings with the Company for extension of credit to customer Company monitors the payment track record of the
customers. Outstanding customer receivables are regularly monitored. An impairment analysis is performed at each quarter end on an
individual basis for major customers. In addition, a large number of minor receivables are grouped into homogenous groups and assessed
for impairment collectively. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets as
discussed below. The Company evaluates the concentration of risk with respect to trade receivables as low, the trade receivables are located
in several jurisdictions and operate in largely independent markets.

Credit risk from balances with banks and financial institutions is managed by the Company''s treasury department in accordance with the
Company''s policy. Investments of surplus funds are made only with approved authorities. Credit limits of all authorities are reviewed by the
Management on regular basis. All balances with Banks and Financial Institutions is subject to low credit risk due to good credit ratings assigned
to the Company. The Company''s maximum exposure to credit risk for the components of the Balance Sheet at March 31,2025 and March 31,
2024 is the carrying amounts.

C. Liquidity Risk:

The risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash
or another financial asset. The Company''s cash flow is a mix of cash flow from collections from customers on account of engineering
services. The other main component in liquidity is timing to call loans/ funds and optimization of repayments of loans installment, interest
payments.

Following are the maturities of financial liabilities of the Company for the year end.

Contractual maturities of financial liabilities as at March 31, 2025

Fair value Hierarchy

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

Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived
from prices).

Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).

39. Capital Management

For the purpose of the Company''s capital management, equity includes issued equity capital, securities premium and all other equity reserves
attributable to the equity shareholders and net debt includes interest bearing loans and borrowings less current investments and cash
and cash equivalents. The primary objective of the Company''s capital management is to safeguard continuity, maintain a strong credit
rating and healthy capital ratios in order to support its business and provide adequate return to shareholders through continuing growth.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements
of the financial covenants. The funding requirement is met through a mixture of equity, internal accruals, non-current borrowings
and current borrowings. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt.

41 Other Statutory Information:

(i) All the Title deeds of Immovable Properties are held in name of the Company.

(ii) The company has not revalued any Property, Plant and Equipement including Right of Use Asset during the year

(iii) The company has not revalued any Intangible asset during the year.

(iv) The company has not granted any loans or advances to promoters, directors, KMPs and the related parties (as defined under Companies Act,
2013), either severally or jointly with any other person.

(v) The company does not have any intangible asset under development during the year end.

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

(vii) Borrowings secured against current assets - The company has filed the quarterly returns or statements of current assets with banks and in
agreement with the books of accounts.

(viii) The lender of the company has not declared company as wilful defaulter and also company has not defaulted in repayment of loan to the
lender.

(ix) The Company does not have any transactions with any companies struck off.

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

(xi) The company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on
number of Layers) Rules, 2017.

(xii) The company has used an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility
and the same has been operated w.e.f. 29th May 2024 (except for one unit i.e. operated throughout the year) for all relevant transactions
recorded in the software. However, the system is so integrated which could not be altered at Database Management System (DBMS) level when
using certain access rights.

(xiii) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (funding party) with the understanding
whether (a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the funding
party (Ultimate Beneficiaries) or (b) Provide any guarantee, security or the like on behalf of the ultimate beneficiaries.

(xiv) The Company has not traded or invested in Crypto currency or virtual currency during the financial year.

As per our report of even date For and on behalf of the Board of Directors of

For and on behalf of SEMAC CONSTRUCTION LIMITED (formerly known as Semac Consultants Limited)

S S KOTHARI MEHTA & CO LLP

Chartered Accountants

FRN.000756N/N500441

_{VIVEK RAUT} ABHISHEK DALMIA DEEPALI DALMIA DEEPAK JAIN AAKRITI GUPTA

_Partner Chairman and Managing Director Director Chief Financial Company Secretary

M_emb_ership N_o: 097489 DIN: 00011958 DIN: 00017415 Officer Membership No. A60548

Place:Gurugram Place:Gurugram

Date: 27 May 2025 Date: 27 May 2025

Mar 31, 2024

The Dividend amount of Rs. 20.57/- Lakhs excluded from total dividend payment as it was deposited into RSL bank account which has been merged in the Company account.

Nature & purpose of reserves

i) General Reserves :

General Reserve represents the statutory reserve, this is in accordance with Indian Corporate Law wherein a portion of profit is apportioned to general reserve. Under Companies Act, 1956 it was mandatory to transfer the amount before a company can declare dividend. However under Companies Act 2013 ("the Act"), transfer of any amount to general reserve is at the discretion of the Company.

ii) Retained Earnings :

Retained Earnings represents undistributed profits of the Company which can be distributed to its equity shareholders in accordance with the requirement of the Act.

iii) Other Comprehensive Income (OCI) Reserves :

Other Comprehensive Income (OCI) Reserve represent the balance in equity for items to be accounted in OCI. OCI is classified into (i) items that will not be reclassified to profit and loss, and (ii) items that will be reclassified to statement of profit and loss.

iv) Foreign Curreny Translation Reserve :

Exchange differences relating to the translation of results and net assets of the Company''s foreign operations from their functional currencies to the Company''s presentation currency (i.e. Rupees) are recognised directly in the other comprehensive income and accumulated in foreign translation reserve. Exchange difference previously accumulated in the foreign currency trnslation reserve are reclassified to profit or loss on the disposal of the foreign operation.

Company has taken office & residential premises on lease. These are accounted as per IND AS 116 & the Management has considered all relevant facts and circumstances to classify some of the leases into short term and recognise the lease payments associated with those leases on straight-line basis over the lease term.

The Company along with Tridhaatu Realty Infra Private Ltd (Tridhaatu) formed an Association of Persons (AOP) namely Panchtatva Realty for constructing a residential building in Chembur, Mumbai and made an investment of Rs. 2,000 Lakhs in the AOP. Out of its entitlement of 64,000 square feet, the Company sold 10,795 square feet to the AOP member - Tridhaatu vide Deed of Modification dated December 17, 2015. The Company''s entitlement is limited to above mentioned built up area only and no other economic benefits and hence not construed asJoint Venture. The valuation of the capital contribution in Panch Tatva Realty had been conducted by an independent valuer as on January 2024 and the market value estimated at Rs.4,360 Lakhs. Till the construction/ development of the property, no rental income shall accrue to the Company other than disposal of the entitlement. There is no restriction on the realisability of investment property or the remittance of income and proceeds of disposal. Investment property is not subject to any depreciation till construction / development of the said property.

(iv) Rights, preferences and restrictions attached to equity shares

a) The Company has one class of equity shares having par value of Rs 10/- per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation of the company, the equity shareholders will be entitled to receive any of the remaining assets of the company in proportion to the number of equity shares held by the sharholders, after distribution of all preferential amounts.

b) During the year ended March 31,2024 the amount of dividend per share distributed to equity shareholder was Rs. 5/- For the year ended 31 March, 2023. (FY2022-23 Rs. NIL for the year ended 31 March 2022.)

c) Pursuant to the Scheme of Arrangement the Company has issued shares to the shareholders of the merged entity against cancelled share as per the Scheme for consideration other than cash. Apart from this no others share was issued for consideration other than cash in the preceding five years.

(v) As per the Scheme of Arrangement, the authorised share capital of the Company has been increased by 70,00,000 equity shares of Rs 10/- each totalling Rs. 700 Lakhs vide board resolution dated 10-07-2023. Necessary forms have been filed and approved by ROC. The Memorandum of Association and Articles of Association of the Company will be amended accordingly.

(vi) Note:- Due to non- Dematerialisation of shares of the shareholders of Renaissance Advanced Consultancy Limited (RACL) by National Security Depository Limited(NSDL), the NSDL portal shows RACL as Promoter and shareholder of the Company. However as per the Scheme of Arrangement, RACL which holds 22,25,953 shares (72.57%)of the Company, cease to exist w.e.f. 1st April,2022 However, the Company has submitted the list of shareholders along with their respective shareholding to the Registrar of Companies as on 15-02-2024, but these shares have not been dematerilised by the National Security Depository Limited(NSDL) as on 31st March 2024. As on date, some of the shares held by the shareholders are still pending for Dematerialisation due to some operational reason. Information about the above Promoter Shareholding and shareholders holding more than 5% has been extracted from the list of shareholders submiited to the ROC.

Nature & purpose of reserves

i) General Reserve :

General reserve represents the statutory reserve, this is in accordance with Indian Corporate Law wherein a portion of profit is apportioned to general reserve. Under Companies Act, 1956 it was mandatory to transfer the amount before a company can declare dividend. However under Companies Act 2013 ("the Act"), transfer of any amount to general reserve is at the discretion of the Company.

ii) Retained Earnings :

Retained earnings represents undistributed profits of the Company which can be distributed to its equity shareholders in accordance with the requirement of the Act.

iii) Other Comprehensive Income (OCI) Reserves :

Other comprehensive income (OCI) reserve represent the balance in equity for items to be accounted in OCI. OCI is classified into (i) items that will not be reclassified to profit and loss, and (ii) items that will be reclassified to statement of profit and loss.

iv) Foreign Curreny Transaltion Reserve :

v) Capital Reserve :

Created pursuant to a Scheme of Amalgamation between the Company and Renaissance Advanced Consultancy Limited, (RACL), Renaissance Stocks Limited (RSL) and Semac Consultants Private Limited ("SCPL") with the Company wide order of the Honourable National Company Law Tribunal (NCLT) on June 21, 2023. (Refer note 42)

vi) Capital Redemption Reserve :

Capital Redemption Reserve is created for an amount equivalent to the nominal value of shares redeemed during the year (Due to schemes of amalgamations / mergers with the Company). (Refer note 42)

The Working Capital Limits (Overdraft of '' 50 lakhs and Non Fund based of '' 2,950 lakhs) were sanctioned from ICICI Bank Ltd and (Overdraft of '' 1,000 lakhs and Non Fund based of '' 5,400 lakhs) were sanctioned from HDFC Bank Ltd.

Security

1. Paripassu charge on the entire current asset of the Company both present and future.

2. Created a charge on FDR amounting to '' 1500 lakhs in case of ICICI Bank (50% of 3000 Lakhs i.e. Rs. 25 lacs FD against Overdraft & Rs. 1475 lakhs FD for Bank Guarantee - Financial & Performance and FDR of '' 1348 Lakhs (50% ) in case of HDFC Bank.

Terms of repayment of loan, repayment of loan and rate of interest thereon

Working Capital loan from ICICI Bank and HDFC Bank is repayable on demand and it carries interest rate of 10.50% (Repo rate 6.50% plus Spread 4% ) and 9.18% (Repo rate 6.50% plus Spread 2.68% ) respectively.

There is no default in payment of interest during the year. Since, as at March 31, 2024 the overdraft accounts have debit balances therefore classified under Cash & Cash Equivalents.

Note - M/s Atotech Development Center P. Ltd had filed an application under section 9 of the Arbitration and Conciliation Act, 1996 against the work order no ATO/GUR/FEE/1516/076 of Rs. 1,17,37,823/-, seeking interim protection against Semac Consultants Private Limited.

In View of the Management, based on legal advice, there is no possible liability other than above. Any claim / liability to the Company will be recognized on ascertainment / finality of order.

We have deposited 50% margin money against BG to bank.

34. Segment Information

(i) General Disclosure

The company operates mainly in one business segment viz. engineering, consultancy for commercial and industrial projects being primary segment and all other activities revolve around the main activity.The company operates in India, so there is only one geographical segment.

The above reportable segments have been identified based on the significant components of the enterprise for which discrete financial information is available and are reviewed by the Chief operating decision maker (CODM) to assess the performance and allocate resources to the operating segments.

(ii) Information about major customers:

Out of total revenue the 75% of revenue earned from major four customers

35. Employee Benefits - Refer note no 15 & 17

Defined Contribution Plan :

The Provident Fund is a defined contribution scheme whereby the Company deposits an amount determined as a fixed percentage of basic pay with the Regional Provident Fund Commissioner.

Defined Benefit Plans

Gratuity (being partly funded) is computed as 15 days salary, for every recognized retirement/ termination / resignation. The Gratuity plan for the Company is a defined benefit scheme where annual contributions as per actuarial valuation are charged to the Statement of Profit and Loss.

The Company also has a Leave Encashment Scheme with defined benefits for its employees. The Company makes provision for such liability in the books of accounts on the basis of year end actuarial valuation. No fund has been created for this scheme.

For summarizing the components of net benefit expense recognized in the Statement of Profit And Loss and the funded status and amounts recognized in the Balance Sheet for the respective plans, the details are as under

38. Financial Risk Management Financial Risk Factors

The Company''s operational activities are exposed to various financial risks i.e. market risk, credit risk and risk of liquidity. The Company realizes that risks are inherent and integral aspect of any business. The primary focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance. The Company''s senior management oversees the management of these risks and devises appropriate risk management framework for the Company. The senior management provides assurance that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives.

A. Market Risk :

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. The Company is exposed to the risk of movements in interest rates and foreign currency exchange rates that affects its assets, liabilities and future transactions. The Company is exposed to following key market risks:

i Interest Rate Risk :

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

ii Foreign Currency Risk :

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to the Foreingn trade receivables and payables.

B. Credit Risk:

Credit Risk is the risk that a counter party will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities and from its financing activities, including deposits and other financial instruments

To manage this, Company periodically assesses the financial reliability of customers, taking into account factors such as credit track record in the market and past dealings with the Company for extension of credit to customer Company monitors the payment track record of the customers. Outstanding customer receivables are regularly monitored. An impairment analysis is performed at each quarter end on an individual basis for major customers. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets as discussed below. The Company evaluates the concentration of risk with respect to trade receivables as low, the trade receivables are located in several jurisdictions and operate in largely independent markets.

Credit risk from balances with Banks and Financial Institutions is managed by the Company''s treasury department in accordance with the Company''s policy. Investments of surplus funds are made only with approved authorities. Credit limits of all authorities are reviewed by the management on regular basis. All balances with Banks and Financial Institutions is subject to low credit risk due to good credit ratings assigned to the Company. The Company''s maximum exposure to credit risk for the components of the Balance Sheet at March 31, 2024 and March 31, 2023 is the carrying amounts.

C. Liquidity Risk:

The risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. The Company''s cash flow is a mix of cash flow from collections from customers on account of engineering services. The other main component in liquidity is timing to call loans/ funds and optimization of repayments of loans installment, interest payments.

Following are the maturities of financial liabilities of the Company for the year end.

Contractual maturities of financial liabilities as at March 31, 2024

39. Financial Instrument - Disclosure

This section explains the judgements and estimates made in determining the fair values of the financial instruments that are recognised and measured at fair value. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard.

Fair value Hierarchy

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

Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).

40. Capital Management

For the purpose of the Company''s capital management, equity includes issued equity capital, securities premium and all other equity reserves attributable to the equity shareholders and net debt includes interest bearing loans and borrowings less current investments and cash and cash equivalents. The primary objective of the Company''s capital management is to safeguard continuity, maintain a strong credit rating and healthy capital ratios in order to support its business and provide adequate return to shareholders through continuing growth.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. The funding requirement is met through a mixture of equity, internal accruals, non-current borrowings and current borrowings. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt.

42 Composite Scheme of Arrangement

The Board of Directors ("Board") of the REL, RACL, RSL, RCSL,RCCL & SCPL at their respective board meetings considered and taking on record the Composite Scheme of Arrangement (the "Scheme") approved by the Hon''ble National Company Law Tribunal,Chennai Bench (NCLT) on June 21,2023 under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 and the rules thereunder. The appointed date is April 1, 2022 as per scheme.

As per the Composite Scheme of Arrangement, the Authorised Share Capital of the Company has been increased by 70,00,000 equity shares of Rs 10/- each totalling Rs. 700 Lakhs vide board resolution dated 19-07-2023 being the authorised share capital of RACL, RSL and SCPL. The Memorandum of Association and Articles of Association of the Company has been amended accordingly.

In accordance with the terms of the Scheme, the minority shareholders of the company will receive 1 equity share of the Company (face value of 10 each) for every 1 equity share (face value of 10 each), held by them as on record date. Allotment of 50365 equity shares to the minority shareholder will be made. As a result, paid up capital of the Company will get increased by 50365 equity shares. (Refer note 12.1)

In accordance with the Scheme, all assets, liabilities, employees and the business undertaking of SCPL and the remaining business of RACL and RSL were vested and transferred to the Company w.e.f. the appointed date and RACL, RSL and SCPL cease to exist from the date of filing of the approved NCLT order with respective Registrar of Companies.

The amalgamation of RACL (post demerger of commodity business), RSL & SCPL has been recorded in the financial statements using the pooling of interest method as specified by Appendix C to Ind AS 103 ''Business Combination'', common control Business combination regarding transfer of certain assets, liabilities and businesses, between entities within the group.. The accounting treatment followed by the Company is in accordance with the accounting treatment specified in the approved Scheme. For the purpose of the financial statements, the amalgamation has been recorded from the appointed date of April 1, 2022. The accounting treatment followed by the company is as follows:

a) Assets, liabilities and reserves relating to RACL,RSL & SCPL as appearing in the financial statements of these companies have been transferred and vested in the Company and has been recorded at the book values. The financial information in the financial statements in respect of previous year has been Revised as per the scheme of arrangement from the beginning of the previous year in the financial statements, irrespective of the actual appointed date as per scheme.

b) The amount of any inter-company balances between RACL,RSL & SCPL and the Company stand cancelled.

c) The accounting policies followed by RACL, RSL & SCPL are aligned and have been adjusted for any differences, wherever applicable.

d) In accordance with Appendix C to Ind As 103 "Business Combination" the merger has been given effect as if it has occurred from the beginning of the preceding period (i.e. 1st April 2021) in the revised standalone financial statements after restating the comparative figures.

e) The surplus/ deficit arising i.e. the net assets transferred being more/less than general reserve or retained earnings, has been reflected as capital reserve for the followings:

(i) the book values of assets over the values of liabilities and reserves taken over on amalgamation;

(ii) Face value of equity shares to be issued to the minority shareholders of SCPL; and

(iii) after considering adjustments for elimination of intercompany balances

43 Compliance with approved Scheme(s) of Arrangements

The Board of Directors ("Board") of RACL, RSL ,RCSL, RCCL & SCPL and of the Company at their respective meetings held on November 12, 2021 considered and approved a Composite Scheme of Arrangement (the "Scheme") in relation to RACL,RSL,RCSL,RCCL & SCPL with the Company under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 and the rules thereunder. The Scheme was approved by the National Company Law Tribunal (NCLT) on 14th June 2023 with appointed date as 1st April 2022 and the Company has received certified copy of final order dated 21st June 2023. (Refer note 42)

44 Pursuant to the Composite Scheme of Arrangement, Managerial remuneration and compliances relating to drilling business, if any, has been vested with the demerged undertaking in the previous year.

Mar 31, 2023

Nature & purpose of reserves

i) General reserves :

General reserve represents the statutory reserve, this is in accordance with Indian Corporate Law wherein a portion of profit is apportioned to general reserve. Under Companies Act, 1956 it was mandatory to transfer the amount before a company can declare dividend. However under Companies Act 2013 ("the Act"), transfer of any amount to general reserve is at the discretion of the Company.

ii) Retained earnings :

Retained earnings represents undistributed profits of the Company which can be distributed to its equity shareholders in accordance with the requirement of the Act.

iii) Other comprehensive income (OCI) reserves :

Other comprehensive income (OCI) reserve represent the balance in equity for items to be accounted in OCI. OCI is classified into (i) items that will not be reclassified to profit and loss, and (ii) items that will be reclassified to statement of profit and loss.

iv) Foreign curreny translation reserve :

1.1 Corporate overview Company Overview

Semac Consultants Limited (SCL) (Formerly known as Revathi Equipment Limited (REL)), ("the Company") was incorporated as a public limited company and registered on May 30, 1977 under the Companies Act 1956 (super ceded by Companies, Act 2013). The Company is currently listed on Bombay Stock Exchange and National Stock Exchange.

The Company is engaged in

1) Engineering and Procurement contractors, general engineers, mechanical engineers, process engineers, civil engineers, general mechanical and civil contractors and enter into contracts and joint ventures in relation to and to erect, construct, supervise, maintain, alter, repair, pull down and restore, either alone or jointly with other companies or persons, works of all descriptions, including plants of all descriptions, factories, commercial buildings and spaces, warehouses, cold storage, mills, refineries, pipelines, gas works, electrical works, power plants, water works, water treatment plants, hospitals, mines and ports including airports and to undertake turnkey projects of every description and to undertake the supervision of any plant or factory and to invest in Companies carrying on the above business.

2) Undertaking, take up, carry on, engage in process designing, supervising, owning, executing, operating, maintaining and providing other related services whether independently or in association with any other person(s) in any form, in India or elsewhere in the world, either as engineers or contractors or sub-contractors or builders or owners or developers in the projects involving engineering, consultancy, procurement, construction, management in various sectors including power, telecom, any other infrastructure, buildings and structures, water, oil & gas, refinery, fertilizers, chemicals, petrochemicals;

3) Construct, Build, develop maintain, operate, own and transfer infrastructure facilities including housing, roads, highways, bridges, airports, ports, rail systems, water supply projects, irrigation projects, inland water ways and inland ports, water treatment systems, solid waste management systems and allied activities.

Composite Scheme of Arrangement Overview

The composite scheme of arrangement between the Revathi Equipment Limited (REL) and Renaissance Advanced Consultancy Limited, (RACL), Renaissance Stocks Limited (RSL), Renaissance Consultancy Services Limited (RCSL), Renaissance Corporate Consultants Limited (RCCL) and Semac Consultants Private Limited("SCPL"). The scheme has been approved on 14th June 2023 with appointed date as 1st April 2022 and the Company has received certified copy of final order dated 21st June 2023. Further the Company has filed the approved NCLT orders with the Registrar of Companies (RoC) on 10th July 2023.

As per this Scheme, the core business of RACL and the assets & liabilities associated with this core business were demerged & transferred to RCSL. The remaining business & undertaking of RACL and the entire business & whole of the undertaking of RSL were merged with & transferred to the company.

The drilling business of REL along with related assets & liabilities along with the reserve associated with this business were demerged and were transferred to RCCL.

The entire business & whole of the undertaking of SCPL were amalgamated with & transferred to the company.

Pursuant to filing of the orders with the RoC, SCPL, RSL and RACL cease to exist.

The name of the company has been changed from Revathi Equipment Limited to Semac Consultants Limited w.e.f. 27th July 2023 and name of Renaissance Corporate Consultants Limited (RCCL) is changed to Revathi Equipment India Limited w.e.f. 20th July 2023.

1.2 Statement of compliance

The financial statements have been prepared as a going concern in accordance with Indian Accounting Standards (Ind AS) notified under the Section 133 of the Companies Act, 2013 ("the Act") read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, and other relevant provisions of the Act.

1.3 Basis of preparation of accounts

These financial statements have been prepared complying in all material respects with the Indian Accounting Standards notified under Section 133 of the Companies Act 2013, read together with the Companies (Indian Accounting Standards) Rule 2015 and Companies (Indian Accounting Standards) (Amendment) Rules, 2016 as amended from time to time. The financial statements comply with IND AS notified by Ministry of Company Affairs ("MCA"). The Company has consistently applied the accounting policies used in the preparation

The financial statements have been prepared on an accrual basis and under the historical cost convention, except for the following assets and liabilities which have been measured at fair value:

â¢ Certain financial assets and liabilities measured at fair value

â¢ Defined benefit plans as per actuarial valuation."

Accounting for Demerger and Merger

The amalgamation of RACL, RSL & SCPL has been recorded in the financial statements using the pooling of interest method as specified by Appendix C to Ind AS 103 ''Business Combination'', common control Business combination regarding transfer of certain assets, liabilities and businesses, between entities within the group. The accounting treatment followed by the Company is in accordance with the accounting treatment specified in the approved Scheme. For the purpose of the financial statements, the amalgamation has been recorded from the appointed date of April 1, 2022. The accounting treatment followed by the company is as follows:

a) Assets, liabilities and reserves relating to RACL, RSL & SCPL as appearing in the financial statements of these companies have been transferred and vested with the Company and has been recorded at the book values.

The financial information in the financial statements in respect of previous year has been restated as per the scheme of arrangement from the beginning of the previous year in the financial statements, irrespective of the actual appointed date as per scheme.

b) The amount of inter-company balances among RACL, RSL & SCPL and the Company stand cancelled.

c) The accounting policies followed by RACL, RSL & SCPL are aligned and have been adjusted for any differences, wherever applicable.

d) The surplus/ deficit arising i.e. the net assets transferred being more/less than general reserve or retained earnings, has been reflected as capital reserve for the followings:

(i) the book values of assets over the values of liabilities and reserves taken over on amalgamation;

(ii) Face value of equity shares to be issued to the minority shareholders of SCPL; and

(iii) after considering adjustments for elimination of intercompany balances

1.4 Operating cycle

Operating cycle is the time between the acquisition of assets for providing services and their realisation in Cash and cash equivalents. Based on the nature of services provided by the company, its normal operating cycle is not clearly identifiable, therefore it is assumed to be twelve months for the purpose of current / non-current classification of assets and liabilities as specified in the Schedule-Mi to The Companies Act, 2013 (as amended).

1.5 Functional and presentation currency

The financial statements are presented in Indian rupees (''), which is functional and presentation currency of the company.

1.6 Use of judgement, estimates and assumptions

The preparation of financial statements in conformity with Ind AS requires the Management to make judgement, estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities and contingent assets at the date of the financial statements and the results of operations during the reporting period. Although these estimates are based upon the Management''s best knowledge of current events and actions, actual results could differ from these estimates. Difference between the actual results and estimates are recognized in the period in which the results are known / materialized.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

a. Property, plant and equipment and intangible assets

The useful life and residual value of plant, property equipment and intangible assets are determined based on technical evaluation made by the management of the expected usage of the asset, the physical wear and tear and technical or commercial obsolescence of the asset. Due to the judgements involved in such estimations, the useful life and residual value are sensitive to the actual usage in future period.

b. Recognition and measurement of defined benefit obligations

The cost of the leave encashment, defined benefit plan and other post-employment benefits and the present value of such obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases, mortality rates and attrition rate. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are periodically reviewed at each reporting date.

c. Fair value measurement of financial instruments

When the fair value of the financial assets and liabilities recorded in the balance sheet cannot be measured based on the quoted market price in activate markets, their fair value is measured using valuation technique. The input to these models is taken from the observable market where possible, but this is not feasible, a review of judgment is required in establishing fair values. Changes in assumption relating to these assumptions could affect the fair value of financial instrument.

d. Provision for litigations and contingencies

The provision for litigations and contingencies are determined based on evaluation made by the management of the present obligation arising from past events the settlement of which is expected to result in outflow of resources embodying economic benefits, which involves judgements around estimating the ultimate outcome of such past events and measurement of the obligation amount.

e. Impairment of Financial and Non-Financial Assets

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

The Company assesses at each reporting date whether there is an indication that a Non-financial asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset''s recoverable amount which is higher of an asset''s or CGU''s fair value less costs of disposal and its value in use. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

1.7 Fair value measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

â¢ In the principal market for the asset or liability, or

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

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

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

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

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

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

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

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

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

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

Fair value for measurement and/or disclosure purposes in these financial statements is determined on such a basis as explained above, except for share-based payment transactions that are within the scope of Ind AS 102, leasing transactions that are within the scope of Ind AS 16, and measurements that have some similarities to fair value but are not fair value, such as net realizable value in Ind AS 2 or value in use in Ind AS 36.

The company along with Tridhaatu Realty Infra Private Ltd (Tridhaatu) formed an Association of Persons (AOP) namely Panchtatva Realty for constructing a residential building in Chembur, Mumbai and made an investment of Rs. 2,000 Lakhs in the AOP. Out of its entitlement of 64,000 square feet, the company sold 10,795 square feet to the AOP member - Tridhaatu vide deed of modification dated December 17, 2015. The Company''s entitlement is limited to above mentioned built up area only and no other economic benefits and hence not construed asJoint Venture. The valuation of the capital contribution in Panch Tatva Realty had been conducted by an independent valuer as on September 2019 and the market value estimated at Rs.3,848 Lakhs. Till the construction/ development of the property, no rental income shall accrue to the company other than disposal of the entitlement. There is no restriction on the realisability of investment property or the remittance of income and proceeds of disposal. Investment property is not subject to any depreciation till construction / development of the said property.

(iv) Rights, preferences and restrictions attached to equity shares

a) The Company has one class of equity shares having par value of Rs 10/- per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation of the company, the equity shareholders will be entitled to receive any of the remaining assets of the company in proportion to the number of equity shares held by the sharholders, after distribution of all preferential amounts.

b) During the year ended March 31, 2023 the amount of dividend per share recognised as distribution to equity shareholder was Rs. NIL (FY2021-22 Rs. NIL)

c) The Company has not issued any shares for considration other than cash including bonus shares.

(v) Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date : Nil

(vi) As per the scheme of arrangement, the authorised share capital of the Company has been increased by 70,00,000 equity shares of Rs 10/- each totalling Rs. 700 Lakhs vide board resolution dated 10-07-2023 being the authorised share capital of RACL, RSL and SCPL. The necessary forms has been filed with the Registrar of Companies which are pending approval from Registrar of Companies. The Memorandum of Association and Articles of Association of the Company will be amended accordingly.

Nature & purpose of reserves

i) General reserve :

General reserve represents the statutory reserve, this is in accordance with Indian Corporate Law wherein a portion of profit is apportioned to general reserve. Under Companies Act, 1956 it was mandatory to transfer the amount before a company can declare dividend. However under Companies Act 2013 ("the Act"), transfer of any amount to general reserve is at the discretion of the Company.

ii) Retained earnings :

Retained earnings represents undistributed profits of the Company which can be distributed to its equity shareholders in accordance with the requirement of the Act.

iii) Other comprehensive income (OCI) reserves :

Other comprehensive income (OCI) reserve represent the balance in equity for items to be accounted in OCI. OCI is classified into (i) items that will not be reclassified to profit and loss, and (ii) items that will be reclassified to statement of profit and loss.

iv) Foreign curreny transaltion reserve :

v) Capital reserve :

Created pursuant to a Scheme of Amalgamation between the Company and Renaissance Advanced Consultancy Limited, (RACL), Renaissance Stocks Limited (RSL) and Semac Consultants Private Limited ("SCPL") with the Company wide order of the Honourable National Company Law Tribunal (NCLT) on June 21, 2023. (Refer note 42)

vi) Capital Redemption reserve :

Capital Redemption Reserve is created for an amount equivalent to the nominal value of shares redeemed during the year (Due to schemes of amalgamations / mergers with the Company). (Refer note 42)

Security

1. Paripassu charge on the entire current asset of the company both present and future.

2. Created a charge on FDR amounting to v 1500 lakhs in case of ICICI Bank (50% of 3000 Lakhs i.e. Rs. 25 lacs FD against Overdraft & Rs. 1475 lakhs FD for Bank Guarantee - Financial & Performance and FDR of '' 1442.56 Lakhs (50% for Sl No. 1,3,4 & 8, 60% for Sl No . 5,6 & 7 ) in case of HDFC Bank.

3. Corporate guarantee given by the Holding Company (Revathi Equipment Limited Terms of repayment of loan, repayment of loan and rate of interest thereon

Working Capital loan from ICICI Bank and HDFC Bank is repayable on demand and it carries interest rate of 8.85% (Repo rate 4% plus Spread 4.85% ) and 9.30% (Repo rate 4% plus Spread 5.30% ) respectively.

There is no default in payment of interest during the year. Since, as at March 31, 2023 the overdraft accounts have debit balances therefore classified under cash & cash equivalents.

34. Segment Information

(i) General Disclosure

The above reportable segments have been identified based on the significant components of the enterprise for which discrete financial information is available and are reviewed by the Chief operating decision maker (CODM) to assess the performance and allocate resources to the operating segments.

(ii) Information about major customers:

Out of total revenue the 95% of revenue earned from major four customers.

Defined benefit plans

Gratuity (being partly funded) is computed as 15 days salary, for every recognized retirement/ termination / resignation. The Gratuity plan for the company is a defined benefit scheme where annual contributions as per actuarial valuation are charged to the Statement of profit and loss.

The Company also has a leave encashment scheme with defined benefits for its employees. The Company makes provision for such liability in the books of accounts on the basis of year end actuarial valuation. No fund has been created for this scheme.

For summarizing the components of net benefit expense recognized in the statement of profit and loss and the funded status and amounts recognized in the balance sheet for the respective plans, the details are as under

37. Financial Risk Management Financial Risk Factors

The Company''s operational activities expose to various financial risks i.e. market risk, credit risk and risk of liquidity. The Company realizes that risks are inherent and integral aspect of any business. The primary focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance. The Company''s senior management oversees the management of these risks and devise appropriate risk management framework for the Company. The senior management provides assurance that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives.

A. Market Risk :

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. The Company is exposed to the risk of movements in interest rates and foreign currency exchange rates that affects its assets, liabilities and future transactions. The Company is exposed to following key market risks:

i Interest Rate Risk :

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

B. Credit risk:

Credit risk is the risk that a counter party will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities and from its financing activities, including deposits and other financial instruments

To manage this, Company periodically assesses the financial reliability of customers, taking into account factors such as credit track record in the market and past dealings with the Company for extension of credit to customer Company monitors the payment track record of the customers. Outstanding customer receivables are regularly monitored. An impairment analysis is performed at each quarter end on an individual basis for major customers. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets as discussed below. The Company evaluates the concentration of risk with respect to trade receivables as low, the trade receivables are located in several jurisdictions and operate in largely independent markets.

Credit risk from balances with banks and financial institutions is managed by the Company''s treasury department in accordance with the Company''s policy. Investments of surplus funds are made only with approved authorities. Credit limits of all authorities are reviewed by the management on regular basis. All balances with banks and financial institutions is subject to low credit risk due to good credit ratings assigned to the Company. The Company''s maximum exposure to credit risk for the components of the balance sheet at March 31,2023 and March 31, 2022 is the carrying amounts.

C. Liquidity risk:

The risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. The Company''s cash flow is a mix of cash flow from collections from customers on account of engineering services. The other main component in liquidity is timing to call loans/ funds and optimization of repayments of loans installment, interest payments.

The fair value of 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 carrying amounts are considered to be the same as their fair values due to short term nature.

Fair value hierarchy

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

Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).

For the purpose of the Company''s capital management, equity includes issued equity capital, securities premium and all other equity reserves attributable to the equity shareholders and net debt includes interest bearing loans and borrowings less current investments and cash and cash equivalents. The primary objective of the Company''s capital management is to safeguard continuity, maintain a strong credit rating and healthy capital ratios in order to support its business and provide adequate return to shareholders through continuing growth.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. The funding requirement is met through a mixture of equity, internal accruals, non-current borrowings and current borrowings. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt.

In order to achieve this overall objective, the Company''s capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. However, there are no borrowing at the end of current financial year. However, there are no borrowing at the end of current financial year.

As per the Composite scheme of arrangement, the authorised share capital of the Company has been increased by 70,00,000 equity shares of Rs 10/- each totalling Rs. 700 Lakhs vide board resolution dated 19-07-2023 being the authorised share capital of RACL, RSL and SCPL. The Memorandum of Association and Articles of Association of the Company has been amended accordingly.

b) The amount of any inter-company balances between RACL,RSL & SCPL and the Company stand cancelled.

c) The accounting policies followed by RACL, RSL & SCPL are aligned and have been adjusted for any differences, wherever applicable.

e) The surplus/ deficit arising i.e. the net assets transferred being more/less than general reserve or retained earnings, has been reflected as capital reserve for the followings:

(i) the book values of assets over the values of liabilities and reserves taken over on amalgamation;

(ii) Face value of equity shares to be issued to the minority shareholders of SCPL; and

(iii) after considering adjustments for elimination of intercompany balances

Pursuant to the above, the Company has accounted for the merger of RACL and RSL, Demerger of its drilling business and amalgamation of SCPL with effect from the appointed date of April 1, 2022 in the standalone financials as follows:

43 Compliance with approved scheme(s) of arrangements

The Board of Directors ("Board") of RACL, RSL ,RCSL, RCCL & SCPL and of the Company at their respective meetings held on November 12, 2021 considered and approved a Composite scheme of arrangement (the "Scheme") in relation to RACL,RSL,RCSL,RCCL & SCPL with the Company under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 and the rules thereunder. The scheme was approved by the National Company Law Tribunal (NCLT) on 14th June 2023 with appointed date as 1st April 2022 and the Company has received certified copy of final order dated 21st June 2023. (Refer note 42)

44 Pursuant to the Composite Scheme of Arrangement, Managerial remuneration and compliances relating to drilling business, if any, has been vested with the demerged undertaking.

Mar 31, 2018

1. Basis of accounting and preparation of Financial Statements

A. Corporate overview

Revathi Equipment Limited (âthe companyâ) was incorporated as a private company is registered under the Companies Act 1956 on May 13, 1977. The company was subsequently converted to a public company registered on November 4, 1977, and is currently listed on Bombay stock exchange and National Stock exchange. The company is preliminary engaged in the manufacturing and sales of drilling rigs and spares thereof. These financial statements are presented in Indian Rupees (Rs).

These financial statements were approved and adopted by board of directors of the Company in their meeting held on May 29, 2018.

B. Statement of compliance

The financial statements have been prepared in accordance with Ind ASs notified under the Companies (Indian Accounting Standards) Rules, 2015

Upto the year ended March 31, 2017, the company prepared its financial statements in accordance with the requirements of previous GAAP, which includes Standards notified under the Companies (Accounting Standards) Rules, 2006. These are the Companyâs first Ind AS financial statements. The date of transition to Ind AS is April 1, 2016. Refer Note 54 for the details of first-time adoption exemptions availed by the Company

c. Basis of preparation of accounts

Ministry of Corporate Affairs notified roadmap to implement Indian Accounting Standards (âInd ASâ) notified under the Companies(Indian Accounting Standards) Rules 2015 as amended by the Companies (Indian Accounting Standards) (Amendments) Rules , 2016. As per the said roadmap, the Company is required to apply Ind AS starting from the financial year beginning on or after April 1, 2016. Accordingly, the financial statements of the Company have been prepared in accordance with Ind AS.

For all the periods up to and including the year ended March 31, 2017, the Company has prepared its financial statements in accordance with the Accounting Standards notified under the Section 133 of the Companies Act, 2013 (âthe Actâ) read together with Companies (Accounts) Rules 2014 (Indian GAAP). These financial statements for the year ended March 31, 2018 are the first financial statements which the company has prepared in accordance with Ind AS.

The financial statements have been prepared on an accrual basis and under the historical cost convention, except for the following assets and liabilities which have been measured at fair value:

- Certain financial assets and liabilities measured at fair value

- Defined benefit plans as per actuarial valuation

D. operating cycle

All assets and liabilities have been classified as current and non-current as per the Companyâs normal operating cycle and other criteria set out above which are in accordance with the Schedule III to the Act. Based on the nature of services and time between the acquisition of assets for providing of services and their realisation in Cash and cash equivalents, the Company has ascertained its operating cycle as 12 months for the purpose of current / non-current classification of assets and liabilities.

E. functional and presentation currency

The financial statements are presented in Indian rupees (Rs), which is the functional currency of the parent company. All the financial information presented in Indian rupees (Rs), has been rounded to the nearest thousand.

F. use of judgment, estimates and assumptions

The preparation of financial statements in conformity with Ind AS requires the Management to make judgement, estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities and contingent assets at the date of the financial statements and the results of operations during the reporting period. Although these estimates are based upon the Managementâs best knowledge of current events and actions, actual results could differ from these estimates. Difference between the actual results and estimates are recognized in the period in which the results are known / materialized.

a. Property, plant and equipment and intangible assets

b. Recognition and measurement of defined benefit obligations

c. Fair value measurement of financial instruments

When the fair value of the financial assets and liabilities recorded in the balance sheet cannot be measured based on the quoted market price in activate markets, their fair value is measured using valuation technique. The input to these models are taken from the observable market where possible, but this is not feasible, a review of judgment is required in establishing fair values. Changes in assumption relating to these assumption could affect the fair value of financial instrument.

e. provision for litigations and contingencies

f. impairment of financial and non-financial assets

The impairment provision for financial assets are based on assumptions about risk of default and expected losses. The company uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on Companyâs past history, existing market conditions as well as forward looking estimates at the end of each reporting period.

The Company assesses at each reporting date whether there is an indication that a Non-financial asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the assetâs recoverable amount which is higher of an assetâs or CGUâs fair value less costs of disposal and its value in use. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

G. fair value measurement

- In the principal market for the asset or liability, or

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

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

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

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

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

Fair value for measurement and/or disclosure purposes in these financial statements is determined on such a basis as explained above, except for share-based payment transactions that are within the scope of Ind AS 102, leasing transactions that are within the scope of Ind AS 17, and measurements that have some similarities to fair value but are not fair value, such as net realizable value in Ind AS 2 or value in use in Ind AS 36.

H. Standards issued but not yet effective

i. Ind AS 115 Revenue from Contracts with Customers

Ind AS 115 was issue in February 2015 and establishes a five step model to account for revenue arising from contracts with customer. Under Ind AS 115 revenue is recognized at an amount that reflects the consideration to which an entity expects to be entitled in exchange for transferring goods or services to a customer. The new revenue standard will supersede all current revenue recognition requirements under Ind AS. This standard will come into force from accounting period commencing on or after 1st April, 2018. The company will adopt the new standard on the required effective date. During the current year, the company performed a preliminary assessment of ind as 115, Which is subject to changes arising from a more detailed ongoing analysis.

ii. Appendix B to Ind AS 21, Foreign currency transactions and advance consideration: On March 28, 2018, Ministry of Corporate Affairs (âMCAâ) has notified the Companies (Indian Accounting Standards) Amendment Rules, 2018 containing Appendix B to Ind AS 21, Foreign currency transactions and advance consideration which clarifies the date of the transaction for the purpose of determining the exchange rate to use on initial recognition of the related asset, expense or income, when an entity has received or paid advance consideration in a foreign currency. The amendment will come into force from April 1, 2018.

Note : The affairs of Satellier Holding Inc, USA, one of the associate of the company was dissolved and certificate of dissolution had been issued by the appropriate authority. There being no likelihood of any amount being recoverable towards investment in equity and as such full provision against Investment of Rs. 48,750 thousand in the said company had been done in the year 2013-14. There is no change in the status thereof in this year

(iii) Rights, preferences and restrictions attached to equity shares

The Company has only one type of equity share having par value of â 10/- each per share. All shares rank pari passu with respect to dividend, voting rights and other terms. Each shareholder is entitled to one vote per share except, in respect of any shares on which any calls or other sums payable have not been paid.

The repayment of equity share capital in the event of liquidation and buy back of shares are possible subject to prevalent regulations. In the event of liquidation, normally the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

(iv) Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date : Nil

a. The Company has availed cash credit facility from consortium of banks. The details of securities are as follows:

primary : First pari-passu charge on entire current assets of the company.

collateral : Second charge on fixed assets of the company except SIPCOT Land at Gummidipoondi.

b. The Cash Credit is repayable on demand and carries floating interest rate is 10.25% to 10.75% P. a.

c. Inter-corporate deposites taken from Semac Consultants Pvt Ltd @ 14% p.a. has been fully repaid during the current financial year.

(i) information about warranty claims.

The Company provides warranties on certain products and services, undertaking to repair or replace the items that fail to perform satisfactorily during the warranty period. Provisions made represent the amount of expected cost of meeting such obligations of rectifications / replacements based on best estimate considering the historical warranty claim information and any recent trends that may suggest future claims could differ from historical amounts. The timing of the outflows is expected to be within the period of two years.

Based on contractual agreements with customers the company has issued performance bank guarantees aggregating Rs.135,502 thousand (PY - FY 16-17 Rs. 120,337 thousand; FY 15-16 Rs. 196,079 thousand). The management believes that none of the bank guarantees will be cashed by any of the customers.

2 Segment information

(i) general disclosure

The company has only one identified reportable segment under IND AS 108 âOperating Segments i.e. Manufacturing of Equipments.

The above reportable segments have been identified based on the significant components of the enterprise for which discrete financial information is available and are reviewed by the Chief operating decision maker (CODM) to assess the performance and allocate resources to the operating segments.

(ii) entity wide disclosure required by Ind AS 108 are made as follows:

a) Revenues from sale of products to external customers

b) Segment Assets

Total of non-current assets other than financial instruments, investment in subsidiaries, joint ventures and associate and deferred tax assets broken down by location of the assets, is shown below:

(iii) information about major customers:

Customers contributed 10% or more of the total revenue of the Company.

3 gratuity and other post employment benefit plans gratuity

Gratuity is computed as 15 days salary, for every completed year of service who has completed more than 5 years of service. The Gratuity plan for the company is a defined benefit scheme where annual contributions as per actuarial valuation are charged to the Statement of profit and loss. The Scheme is funded with an insurance company in the form of a qualifying insurance policy.

The Provident Fund is a defined contribution scheme whereby the company deposits an amount determined as a fixed percentage of basic pay with the Regional Provident Fund Commissioner.

4 Leases

(i) obligations under finance leases

The company has no leasing arrangement in the nature of finance lease except land.

(ii) operating lease arrangements

Office & residential premises are taken on operating lease. There is no escalation clause in the lease agreement

(b) non-cancellable operating lease commitments

All the operating lease arrangements are cancellable, having a lease period of 3-5 years and are usually renewable by mutual consent on mutually agreeable terms.

5 discountinued operations

The directors of the company at its meeting held on June 09, 2013 has decided to discontinue the operations of Construction Equipment Division w.e.f. March 31, 2015.

(a) Considering the market condition of construction equipment business (CED), the manufacturing facilities at Chennai were downsized and shifted both manufacturing and service resources located at Chennai to Coimbatore in previous years. Assets pertaining to said division at Chennai having written down value of Rs 82520 thousand on 31st March, 2018 (Previous year FY 16-17 Rs.153,154 thousand ; FY 15-16 Rs 153,314 thousand) comprising of lease hold land, building, plant and machinery, office equipment etc as disclosed in note 11 are therefore meant for disposal and necessary steps in this respect are being taken. Adjustment, if any, with respect to value realisable thereagainst will be carried out as and when ascertained.

(b) In view of above, certain inventories becoming non usable and surplus had been written off and provision against remaining items against expected loss in value thereof as per the Managementâs estimate had been made in previous years.

The carrying amounts of assets and liabilities of discontinuing operations are as follows:

6 Disclosures as required by Indian Accounting Standard (Ind AS) 37:- Provisions, Contingent liabilities and Contingent assets :

There are no present obligations requiring provisions in accordance with the guiding principles as enunciated in Ind As Provisions, Contingent Liabilities & Contingent Assets except as stated in financial statements.

7 impairment Review

(a) Assets are tested for impairment whenever there are any internal or external indicators of impairment. Impairment test is performed at the level of each Cash Generating Unit (âCGUâ) or groups of CGUs within the Company at which the assets are monitored for internal management purposes, within an operating segment. The impairment assessment is based on higher of value in use and value from sale calculations. The measurement of the cash generating unitsâ value in use is determined based on financial plans that have been used by management for internal purposes. The planning horizon reflects the assumptions for short to- mid-term market conditions.

During the year ended 31st March 2018, the testing results in an impairment in the carrying amount of assets of entityâs Construction Equipment Division which had been classified as a discountinued operation w.e.f. March 31, 2015. Consequentially an impairment loss of Rs 698.95 lacs has been recognised in Statement of Profit and Loss under the head of exception item.

Key assumptions used in value-in-use calculations are:-

(i) Operating margins (Earnings before interest and taxes), (ii) Discount Rate, (iii) Growth Rates and (iv) Capital Expenditure

(b) In the opinion of the Board and to the best of their knowledge and belief, the value on realisation of loans, advances and current assets in the ordinary course of business will not be less than the amount at which they are stated in the balance sheet.

8. Disclosure required by SEBI (Listing obligation & Disclosure Requirements) Regulation 2015.

There is no reportable amount of Loans and advances (excluding advance towards equity) in the nature of loans given to Subsidiaries, Joint Ventures and Associates.

9. Information related to consolidated financial

The company is listed on stock exchange in India, the Company has prepared consolidated financial as required under IND AS 110, Sections 129 of Companies Act, 2013 and listing requirements. The consolidated financial statement is available on companyâs web site for public use.

10. events occurring after the balance sheet date

No adjusting or significant non adjusting events have occurred between the reporting date and date of authorization of financial statements.

11. The affairs of Satellier Holding Inc, USA, one of the associate of the company was dissolved and certificate of dissolution had been issued by the appropriate authority. There being no likelihood of any amount being recoverable towards investment in equity and as such full provision against Investment of Rs. 48,750 thousand in the said company had been done in the year 2013-14. There is no change in the status thereof in this year.

12 financial Risk Management financial risk factors

The Companyâs operational activities expose to various financial risks i.e. market risk, credit risk and risk of liquidity. The Company realizes that risks are inherent and integral aspect of any business. The primary focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance. The Companyâs senior management oversees the management of these risks and devise approrpiate risk management framework for the Company. The senior management provides assurance that the Companyâs financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Companyâs policies and risk objectives

A Market risk:

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. The Company is exposed to the risk of movements in interest rates, inventory price and foreign currency exchange rates that affects its assets, liabilities and future transactions. The Company is exposed to following key market risks:

i. Interest Rate Risk :

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Companyâs exposure to the risk of changes in market interest rates relates primarily to the Companyâs short term borrowings obligations in the nature of cash credit.

Sensitivity analysis - For floating rate liabilities, the analysis is prepared assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year.

B credit risk:

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

To manage this, Company periodically assesses the financial reliability of customers, taking into account factors such as credit track record in the market and past dealings with the Company for extension of credit to customer Company monitors the payment track record of the customers. Outstanding customer receivables are regularly monitored. An impairment analysis is performed at each quarter end on an individual basis for major customers. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets disclosed in note 3.18. The Company evaluates the concentration of risk with respect to trade receivables as low, the trade receivables are located in several jurisdictions and operate in largely independent markets.

Credit risk from balances with banks and financial institutions is managed by the Companyâs treasury department in accordance with the Companyâs policy. Investments of surplus funds are made only with approved authorities. Credit limits of all authorities are reviewed by the management on regular basis. All balances with banks and financial institutions is subject to low credit risk due to good credit ratings assigned to the Company. The Companyâs maximum exposure to credit risk for the components of the balance sheet at March 31, 2018, March 31, 2017 and April 1, 2016 is the carrying amounts as illustrated in note 51.

c Liquidity risk:

The risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. The Companyâs cash flow is a mix of cash flow from collections from customers on account of sale of drill equipments & engineering services. The other main component in liquidity is timing to call loans/ funds and optimization of repayments of loans installment, interest payments.

Table hereunder provides the current ratios of the Company as at the year end.

13 financial instrument - disclosure

A Company has opted to fair value its Financial asset through profit and loss B Company has opted to fair value its financial asset through OCI.

C As per Para D-15 of Appendix D of Ind AS 101, the first time adopter may chose to measure its investment in subsidiaries, JVs and Associates at cost or at fair value. Company has opted to value its investments in subsidiaries, JVs and Associates at cost.

D Company has adopted effective rate of interest for calculating Interest. This has been calculated as the weighted average of effective interest rates calculated for each loan. In addition processing fees and transaction cost relating to each loan has also been considered for calculating effective interest rate.

* The carrying amounts are considered to be the same as their fair values due to short term nature.

fair value hierarchy

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

Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).

14 capital Management

For the purpose of the Companyâs capital management, equity includes issued equity capital, securities premium and all other equity reserves attributable to the equity shareholders and net debt includes interest bearing loans and borrowings less current investments and cash and cash equivalents. The primary objective of the Companyâs capital management is to safeguard continuity, maintain a strong credit rating and healthy capital ratios in order to support its business and provide adequate return to shareholders through continuing growth.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. The funding requirement is met through a mixture of equity, internal accruals, long term borrowings and short term borrowings. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt.

In order to achieve this overall objective, the Companyâs capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements.

15 Transition to Ind AS

first-time adoption of Ind AS

These financial statements, for the year ended March 31, 2018 are the first the Company has prepared in accordance with Ind AS. For periods up to and including the year ended March 31, 2017, the Company prepared its financial statements in accordance with accounting standards notified under section 133 of the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014 (Indian GAAP).

Accordingly, the Company has prepared financial statements which comply with Ind AS applicable for periods ending on March 31, 2018, together with the comparative period data as at and for the year ended March 31, 2017, as described in the summary of significant accounting policies. In preparing these financial statements, the Companyâs opening balance sheet was prepared as at April 01, 2016, being the Companyâs date of transition to Ind AS. This note explains the principal adjustments made by the Company in restating its Indian GAAP financial statements, including the balance sheet as at April 01, 2016 and the financial statements as at and for the year ended March 31, 2017.

âThis note explains the principal adjustments made by the Company and an explanation on how the transition from the previous GAAP to Ind AS has affected its financial statements, including the Balance Sheet as at 1st April, 2016 and the financial statements for the year ended March 31, 2017.

Set out below are the applicable Ind AS 101 optional exemptions and mandatory exceptions applied in the transition from the previous GAAP to Ind AS:

a. Deemed cost

Ind AS 101 permits a first-time adopter to elect to continue with the carrying value for a class of its property, plant and equipment as recognised in the financial statements as on the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost on the date of transition. This exemption can also be used for intangible assets covered by Ind AS 38 Intangible Assets.

The Company has elected to continue with the carrying value of all classes of its property, plant and equipment and intangible assets, recognised as of April 1, 2016 (transition date) measured as per the previous GAAP and use that carrying value as its deemed cost as of the transition date.

b Leases

Appendix C to Ind AS 17 requires an entity to assess whether a contract or arrangement contains a lease. In accordance with Ind AS 17, this assessment should be carried out at the inception of the contract or arrangement. Ind AS 101 provides an option to make this assessment on the basis of facts and circumstances existing on the date of transition to Ind AS, except where the effect is expected to be not material.

c Investment in subsidiary, associate, joint venture

Ind AS 27 requires an entity to account for its investments in subsidiaries and associates either at cost or in accordance with Ind AS 109. Ind AS 101 provides an option to measure such investments as at the date of transition to Ind AS either at cost determined in accordance with Ind AS 27 or deemed cost, where deemed cost shall be its fair value as at date of transition to Ind AS or previous GAAP carrying amount as at that date.

d. designation of previously recognised financial instruments

Ind AS 101 allows an entity to designate investments in equity instruments at FVOCI on the basis of the facts and circumstances on the date of transition to Ind AS. The Company has elected to apply this exemption for its investment in equity investments.

e de-recognition of financial assets and liabilities

Ind AS 101 requires a first-time adopter to apply the de-recognition provisions of Ind AS 109 prospectively for transactions occurring on or after the date of transition to Ind AS. However, Ind AS 101 allows a first-time adopter to apply the derecognition requirements in Ind AS 109 retrospectively from a date of the entityâs choosing, provided that the information needed to apply Ind AS 109 to financial assets and financial liabilities derecognised as a result of past transactions was obtained at the time of initially accounting for those transactions. The Company has applied the de-recognition requirements of financial assets and financial liabilities prospectively for transactions occurring on or after April 1, 2016 (the transition date).

f classification and measurement of financial assets

Ind AS 101 requires an entity to assess 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.

g impairment of financial assets

The Company has applied the impairment requirements of Ind AS 109 retrospectively; however, as permitted by Ind AS 101, it has used reasonable and supportable information that is available without undue cost or effort to determine the credit risk at the date that financial instruments were initially recognised in order to compare it with the credit risk at the transition date. Further, the Company has not undertaken an exhaustive search for information when determining, at the date of transition to Ind ASs, whether there have been significant increases in credit risk since initial recognition, as permitted by Ind AS 101.

h government grant

Ind As 101 requires a first time adopter to recognise the requirements in Ind AS 109, Financial Instruments, and Ind AS 20, Accounting for Government Grants and Disclosure of Government Assistance, prospectively to government loans existing at the date of transition to Ind ASs and shall not recognise the corresponding benefit of the government loan at a below-market rate of interest as a government grant. Consequentially the comapny has recognised and measured government grant on a government loan at a below-market rate of interest prospectively.

Footnotes to the reconciliation of equity as at April 01, 2016 and March 31, 2017 and Statement of profit and Loss for the year ended March 31, 2017 :

Financial Assets & Liabilities

The previous yearâs including figures as on the date of transition have been reworked, regrouped, rearranged and reclassified wherever necessary. Amounts and other disclosures for the preceding year including figures as at the date of transition are included as an integral part of the current year financial statements and are to be read in relation to the amounts and other disclosures relating to the current year.

other comprehensive income

Under the previous GAAP, the Company did not present total comprehensive income and other comprehensive income. Hence, it has reconciled the previous GAAP profit to profit as per Ind AS. Further, the previous GAAP profit is reconciled to other comprehensive income and total comprehensive income as per Ind AS.

property, plant and equipment & intangible Assets

Under Ind AS, the Company has elected to opt for cost model with respect to property, plant and equipments, capital work in progress and intangible asset. Therefore the balance of revaluation reserve of Rs 265 thousand as on April 01, 2016 has been transferred to Retained earnings.

investment property

Under Ind As , Investment in land or building or both held for rental or capital appreciation is to be classified as investment property. Hence the Investment in Panchatatva Reality, for the purpose of constructing real esate complex in chembur and Mumbai, is reclassified from long term investment to Investment property amounting to Rs 166265 thousand.

Trade Receivables

Under Indian GAAP, the Company has created provision for impairment of receivables consists only in respect of specific amount for incurred losses. Under Ind AS, impairment allowance has been determined based on Expected Loss model (ECL).

investments

âUnder Indian GAAP, the company accounted for long term investments in unquoted equity shares as investment measured at cost less provision for other than temporary diminution in the value of investments.

In Ind As the investment in subsidiary, associate and joint venture, the Company has the option to account for investment in shares either at cost/deemed cost or FVTOCI or FVTPL as at the transition date.

As per the aforesaid alternatives, the Company has designated investment in the subsidiary (unquoted investment) and associate comapny at deemed cost i.e. the previous GAAP carrying amount less accumulated the impairment loss, if any, as at the date of transition.â

Defined benefit obligation

Both under Indian GAAP and Ind AS, the company recognised costs related to its post-employment defined benefit plan on an actuarial basis. Under Indian GAAP, the entire cost, including actuarial gains and losses, are charged to profit or loss. Under Ind AS, 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 OCI. Thus, the employee benefit cost is decreased by Rs 666 thousand on account to re-measurement loss for the FY 2016-17 and remeasurement loss on defined benefit plan has been recognized in the OCI, net of tax as at 31st March 2017.

deferred tax Liability (net)

Previous GAAP required deferred tax accounting using the income statement approach, which focuses on differences between taxable profits and accounting profits for the year. Ind AS 12 requires entities to account for deferred taxes using the balance sheet approach, which focuses on temporary differences between the carrying amount of an asset or liability in the balance sheet and its tax base. The application of Ind AS 12 approach has resulted in recognition of deferred tax on new temporary differences which were not required under the previous GAAP. Moreover, carryforward of unused tax credits are to be treated as deferred tax assets which was earlier considered as Other non-current non-financial assets.

Long term financial asset at amortised cost

Under Indian GAAP, long-term financial assets such as interest free deposit were recognised at the contractual amount and were not discounted. Under Ind AS, where the effect of time value of money is material, the amount of asset should be recognised at the present value of amount expected to be realised. These assets are subsequently measured at amortised cost method.

Revenue

Under the previous GAAP, revenue from sale of goods was presented as net of excise duty and service tax on sales. However, under Ind AS, revenue from sale of goods includes excise duty and service tax and such taxes & duty is separately presented as an expense on the face of the Statement of Profit and Loss. Thus, under Ind AS, sale of goods for the year ended 31st March, 2017 has increased by Rs 137975 thousand.

Retained earnings

Retained earnings as at the transition date has been adjusted consequent to the above Ind AS transitional adjustments.

16. Previous yearâs figures have been regrouped / re-classified wherever necessary to make them more comparable.

Mar 31, 2016

a) Acceptance represents outstanding vendors'' bills discounted from the bank.

b) Disclosure of Trade payables under current liabilities is based on the information available with the company regarding the status of the suppliers as defined under the "Micro, Small and Medium Enterprise Development Act, 2006" (the Act). There are no delays in payment made to such suppliers and there is no overdue amount outstanding as at the balance sheet date.

(b) During the year depreciation has been provided based on the useful life of the assets as per Schedule II of the Companies Act, 2013. Consequently, depreciation for the year in the profit and loss account is higher by Rs, Nil (Previous Year (P.Y.) Rs, 2,651). In respect of the fixed assets, where remaining useful life as per the said Schedule have expired as on 1st April 2014, the carrying values thereof have fully been depreciated and Rs, Nil (P.Y. Rs, 2358) (net of deferred tax of Rs, Nil (P.Y. Rs, 567) there against) has been adjusted against general reserve of the company. Corresponding amount of revaluation reserve amounting to Rs, 1 (P.Y. Rs, 1,176) has been transferred there from to the general reserve.

(c) Fixed assets Includes following assets pertaining to Construction Equipment Division (CED) held for disposal (Note 32(a)), which have been carried at net book value as on 31st March 2016: âLand and Building Rs, 138707 (P.Y. Rs, 138707), Plant & Machinery Rs, 13069 (P.Y. Rs, 14684), Production Tooling Rs 117 (P.Y. Rs, 117), Data Processing Equipment Rs, 702 (P.Y. Rs, 702), Office equipment Rs, 419 (P.Y. Rs, 419), Furniture & Fittings Rs, 125 (P.Y. Rs,125) and Vehicles Rs, Nil (P.Y. Rs, 175) - Aggregating to Rs,153,139 (P.Y. Rs, 154,929)

a) The company along with Tridhaatu Realty Infra Private Ltd (Tridhaatu) formed as Association of Persons (AOP) namely Panchtatva Realty for constructing a real estate complexes in Chembur, Mumbai and made an investment of Rs, 2,00,000 in the AOP. Out of its entitlement of 64,000 square feet, the company sold 10,795 square feet to the AOP member- Tridhatu vide deed of modification dated 17th December 2015. The company''s entitlement is limited to above mentioned built up area only and no other economic benefits and hence not construed as Joint Venture. Income arising out of of the sale of such share is disclosed as extra ordinary item.(note-27)

a) The Company is liable to pay Minimum Alternate Tax (MAT) under Section 115JB of the Income Tax Act, 1961 (the Act) during current year and earlier years. Accordingly, as advised in guidance note on "Accounting for credit available in respect of minimum alternate tax under the Income Tax Act, 1961" issued by the Institute of Chartered Accountants of India, '' 30,594 thousand (Previous Year '' 13,573 thousand) being the credit available have been carried forward as MAT credit Entitlement to be set off against the future tax liabilities in terms of the relevant provisions of the Act. In view of the Management, the Company''s taxable profit in future will be sufficient to offset the entitlement so recognized in the accounts.

1. Employee benefits

Defined Benefit Plan (Gratuity Funded and Leave Encashment Non-funded) - As per Actuarial Valuation on 31.03.2016 The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. The Scheme is funded with an insurance company in the form of a qualifying insurance policy.

Earned leave not availed during the year can be accumulated with subsequent year up to maximum 90 days. The earned leave accumulated beyond 90 days can be encased at the time of retirement / resignation.

The following tables summaries the components of net benefit expense recognized in the statement of profit and loss and the funded status and amounts recognized in the balance sheet for the plan.

a) The expected return on plan assets has been determined considering several applicable factors mainly the composition.

b) The estimates of future salary increase considered in actuarial valuation take into account inflation, seniority, promotions.

c) Based on the Guidance Note from the Institute of Actuaries of India, the Company''s Actuary has reliably measured the provident fund liability in respect of Provident Fund (Trust) and there is no shortfall.

d) Defined Contribution Plan

Employer''s contribution to Provident Fund and Other Funds aggregating to '' 7704 thousand (Previous year '' 6633 thousands) has been included under Note 22 - Employee benefit expense.

2. SEGMENT REPORTING

The disclosure requirement under "Segment Reporting" as per Accounting Standard 17 taking into account the as well as the difference in risk and return, is as given below:

A PRIMARY SEGMENT

The Company operates mainly in one business segment viz. Construction and Mining being primary segment and all other activities revolve around the main activity. The secondary segment is geographical, information related to which is given under.

3. Construction Equipment Division

a. Considering the market condition of construction equipment business, last year the manufacturing facilities at Chennai were downsized and shifted both manufacturing and service resources located at Chennai to Coimbatore. Fixed assets pertaining to said division at Chennai having written down value of '' 153,497 as on 31st March, 2016 (Previous year ''154,929) comprising of lease hold land, building, plant and machinery, office equipment etc as disclosed in note 10 are therefore meant for disposal and necessary steps in this respect are being taken. Adjustment, if any, with respect to value realizable there against will be carried out as and when ascertained.

b In view of above, certain inventories becoming non usable and surplus were written off and provision against remaining items against expected loss in value thereof as per the Management''s estimate has been made in this year. Loss of '' 42,816 (previous year '' 22,816) arising in this respect on above have been shown under exceptional item.

4 The affairs of Statelier Holding Inc, USA, one of the associate of the company was dissolved and certificate of dissolution had been issued by the appropriate authority. There being no likelihood of any amount being recoverable towards investment in equity and as such full provision against Investment of '' 48750 in the said company had been done in the year 201314. There is no change in the status thereof in this year.

5 The company applied for approval of excess remuneration of '' 406 paid in respect of financial year 2013-14 to Executive Chairman. The Central Government rejected the application and the company recovered the same in current financial year.

6 In the opinion of the Board and to the best of their knowledge and belief, the value on realization of loans, advances and current assets in the ordinary course of business will not be less than the amount at which they are stated in the balance sheet.

7 Previous year''s figures have been regrouped/reclassified wherever necessary to correspond with the current year''s classification/ disclosure.

Mar 31, 2013

1) CONTINGENT LIABILITIES AND COMMITMENTS

Customer claims for damages 3,678 3,678

Claim from Income Tax Dept 28,754

Corporate guarantee given on behalf of a subsidiary 45,000 45,000

48,678 77,432

2. Related Party Disclosure :

1. Enterprises where control exists:

Avalokiteshvar Valinv Ltd (AVL) - Holding Company

Renaissance Construction Technologies India Ltd (wholly owned subsidiary) which was converted into Renaissance Construction Technologies India LLP w.e.f 27th December, 2012 Semac Consultants Pvt.Ltd (Subsidiary)

2. Other related party with whom the company had transactions, etc. (i) Key Management Personnel & their relatives :

Mr. Abhishek Dalmia Executive Chairman Mr. Chaitanya Dalmia Director (Brother of Mr. Abhishek Dalmia) (ii) Director / Consultant Mr.P.M.Rajanarayanan

3. Associate

Satellier Holdings Inc., USA

3. DISCLOSURE UNDER ACCOUNTING STANDARD -15 Employee Benefits

i) The disclosures required under AS-15 "Employee Benefits"

Defined Contribution Scheme:

Contribution to Defined Contribution Plan recognised for the year are as under Employer''s Contribution to Provident Fund - 5,713 (2012-5,805) Employer''s Contribution to Superannuation Fund - 2,784 (2012 - 3,065)

Defined Benefit Scheme:

The employees'' gratuity fund scheme managed by Life Insurance Corporation of India is a defined benefit plan.The present value of obligation is determined based on acturial valuation using Projected Unit Credit Method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to built the obligation.The

obligation for Leave encashment is recognised in the same manner as gratuity.

4 SEGMENT REPORTING

The disclosure requirement under "Segment Reporting" as per Accounting Standard 17 taking into account the organisation structure as well as the difference in risk and return, is as given below:

A. PRIMARY SEGMENT

The Company operates mainly in one business segments viz. Construction and Mining being primary segment and all other activities revolve around the main activity. The secondary segment is geographical, information related to which is given under.

5 The wholly owned subsidiary, Renaissance Construction Technologies India Ltd (RCTIL) was converted into a limited liability partnership on close of business as at 26th December, 2012 as Renaissance Construction Technologies India LLP (the LLP) Accordingly, the company''s investment into RCTIL has been converted into "Partner''s Capital in the LLP". The opening general reserve in the RCTIL has been taken to the "General Reserve from LLP". The profit of the LLP for the period 27th December, 2012 to 31st March, 2013 has been appropriated and is included in Note 19 "Other Income". Further, the consequential adjustments have been taken to "Current Account with LLP".

6. Previous year figures have been regrouped / reclassified to conform with current year presentation, wherever considered necessary.

Mar 31, 2012

A) Total long term loan of Rs. 30,263 (2011: Rs 62,193/-) from HDFC Bank has been secured by exclusive charge on land and building and plant and machinery of the company situated at SIPCOT Industrial Estate,Gummidipoondi,Tamilnadu, financed out of term loan.

b) Total long term loan of Rs 40,000 (2011: Rs 80,000/-) from Axis Bank has been secured by first pari-passu charge on fixed assets of the Company excluding assets specifically charged to other lenders and second pari-passu charge on current assets of the company.

c) Vehicle Loan is secured by hypothecation of vehicles

a) Disclosure of sundry creditors under current liabilities is based on the information available with the company regarding the status of the suppliers as defined under the "Micro, Small and Medium Enterprise Development Act, 2006" (the Act). There are no delays in payment made to such suppliers and there is no overdue amount outstanding as at the balance sheet date.

The company has paid advance of Rs.200,000 (Capital Advance) and loan of Rs.67,200 (including Rs.21,600 included under Note 17) towards joint development of property with another corporate entity. Various permissions are being obtained from the appropriate authorities, pending which no construction activities have commenced. Considering the location of the property and projected revenue there against, in view of the management no provision is considered necessary.

Sale of Equipments and spares are recognised on despatch of goods / raising of invoices to customers and are net of excise duty, sales-tax, trade discounts and returns. Service income is recognised upon rendering the services. Dividends, interests, incentives etc are accounted on accrual basis.

1) CONTINGENT LIABILITIES AND COMMITMENTS

Customer claims for damages 3,678 3,678

Claim from Income Tax Dept 28,754 -

Corporate guarantee given on behalf of a subsidiary 45,000 55,000

77,432 58,678

2. Related Party Disclosure :

1. Enterprises where control exists:

Avalokiteshvar Valinv Ltd (AVL) (Formerly known as Utkal Investments Limited)-

Holding Company

Renaissance Construction Technologies India Ltd (Formerly Revathi Drilling & Mining Ltd (Wholly owned subsidiary) Potential Semac Consultants Pvt. Ltd (Subsidiary)

2. Other related party with whom the company had transactions, etc.

(i) Key Management Personnel & their relatives :

Mr. Abhishek Dalmia Executive Chairman

Mr. Chaitanya Dalmia Director (Brother of Mr. Abhishek Dalmia)

Mr. K. Sunil Kumar Managing Director & CEO

(ii) Director / Consultant Mr. S.C. Katyal

3. Associate

Satellier Holdings Inc. USA

Note : i) In respect of the above parties, there is no provision for doubtful debts as on 31.3.2012 and no amount has been written off or written back during the year in respect of debts due from/to them,

ii) The above related party information is as identified by the management and relied upon by the auditors.

3. DISCLOSURE UNDER ACCOUNTING STANDARD -15 Employee Benefits

i) The disclosures required under AS-15 "Employee Benefits"

Defined Contribution Scheme:

Contribution to Defined Contribution Plan recognised for the year are as under Employer's Contribution to Provident Fund - 5,805 (2011-4,937)

Employer's Contribution to Superannuation Fund - 3,065 (2011-2,961)

4 SEGMENT REPORTING

The disclosure requirement under "Segment Reporting" as per Accounting Standard 17 taking into account the organisation structure as well as the difference in risk and return, is as given below:

A. PRIMARY SEGMENT

The Company operates mainly in one business segments viz. Construction and Mining being primary segment and all other activities revolve around the main activity. The secondary segment is geographical, information related to which is given under.

5. Previous year figures have been regrouped / reclassified to conform with the current year's presentation, wherever considered necessary.

Mar 31, 2011

2010-11 2009-10

1. Contingent liabilities

Claims against the Company not acknowledged as debts

Customer claims for damages 3,678 3,678

Corporate guarantee given on behalf of a subsidiary 55,000 55,000

58,678 58,678

2. Related Party Disclosure

1. Enterprises where control exists:

Renaissance Construction Technologies India Ltd(Formerly Revathi Drilling & Mining Ltd (wholly owned subsidiary) Potential Semac Consultants Pvt.Ltd (Subsidiary)

2. Other related party with whom the company had transactions, etc.

(i) Key Management Personnel & their relatives :

Mr. Abhishek Dalmia Executive Chairman

Mr. Chaitanya Dalmia Director (Brother of Mr. Abhishek Dalmia)

Mr. K. Sunil Kumar Managing Director & CEO

(ii) Director/Consultant Mr.S.C.Katyal

3. Associate

Satellier Holdings lnc,USA

4. INFORMATION ABOUT JOINT VENTURE

The company held 26% shares of Monarch Catalysts Pvt. Ltd, a jointly controlled entity .During the year, the management has decided to dispose off these investments as per an independent valuation. Accordingly, there are no informations required to be furnishsed in this respect.

5. Previous year comparatives:

Previous year figures have been regrouped / reclassified to conform with the current years presentation, wherever considered necessary.

Mar 31, 2010

(i) Long term loan of Rs. 95,789 (2009: Rs 126,053/-) from HDFC Bank has been secured by exclusive charge on land and building and plant and machinery of the company situated at SIPCOT Industrial Estate,Gummidipoondi,Tamilnadu, financed out of term loan.

(ii) Long term loan of Rs 120,000 (2009: Rs 160,000/-) from Axis Bank has been secured by first pari-passu charge on fixed assets of the Company excluding assets specifically charged to other lenders and second pari-passu charge on current assets of the company.

(iii) Cash credit Loan of Rs. 565,604 (2009. Rs 562,537/-) under multiple banking arrangement has been secured by way of pari-passu charge on entire current assets of the company and second charge on fixed assets of the company.

(iv) Vehicle Loan of Rs. 6,980 (2009: Rs 2,186) is secured by hypothecation of Vehicles.

2. Capital Work in progress includes :

a) Rs. 174,000 (2009 - Rs. 170,000) paid towards joint development of property with another Corporate body.

b) Rs. 20,888 (2009 - Rs. 12,098) towards interest on loan taken for the purpose of the project at Chennai.

c) Rs. 8,509 (2009 - Rs. 60,569) in respect of capital advance.

m. Related Party Disclosure pursuant to Accounting Standard - 18 :

1. Enterprises where control exists: Utkal Investments Limited

Revathi Drilling & Mining Ltd (wholly owned subsidiary)

Semac Limited (subsidiary Company)*

Potential Service Consultants Pvt. Ltd (Subsidiary from 20.08.2009 - prior to that it was a jointly controlled entity.)*

2. Other related party with whom the company had transactions, etc. (i) Key Management Personnel & their relatives :

Mr. Abhishek Dalmia Executive Chairman

Mr. Chaitanya Dalmia Director

Mr. P.M Rajanarayanan Managing Director

Mrs. R. Radha Relative of Managing Director

(ii) Director / Consultant Mr. S.C. Katyal

3. Jointly Controlled Entities Monarch Catalyst Pvt. ltd

3. DISCLOSURE UNDER ACCOUNTING STANDARD (15)

Employee Benefits

i) The disclosures required under AS-15 "Employee Benefits" notified in Companies (Accounting Standards) Rules, 2006, are given below:

Defined Contribution Scheme:

Contribution to Defined Contribution Plan recognised for the year are as under Rs(OOO)

Employers Contribution to Provident Fund - 3,019 (2009-3,299)

Employers Contribution to Superannuation Fund - 2,202 (2009-1,796)

Defined Benefit Scheme:

The employees gratuity fund scheme managed by Life Insurance Corporation of India is a defined benefit plan.The present value of obligation of is determined based on acturaial valuation using Projected Unit Credit Method,which recognises each period of service as giving raise to additional unit of employee benefit entitlement and measures each unit separately to build of the obligation.The obligation for Leave Encashment is recognised in the same manner as gratuity. (Rs. in 000)

4 SEGMENT REPORTING

The disclosure requirement under "Segment Reporting" as per Accounting Standard 17 taking into account the organisation structure as well as the difference in risk and return, is as given below:

A. PRIMARY SEGMENT

The Company operates mainly in one business segments viz. Construction and Mining being primary segment and all other activities revolve around the main activity. The secondary segment is geographical, information related to which is given under.

5. PREVIOUS YEAR COMPARATIVES

Previous year comparatives have been regrouped / reclassified to conform with the current years presentation, wherever considered necessary.

Statement pursuant to Section 212 of the Companies Act, 1956 relating to Subsidiary Company

Name of the Subsidiary Company

Financial year ending of the subsidiary

Extent of holding companys interest in the subsidiary at the end of the financial year (Number of shares held and percentage)

Net aggregate amount of For the current financial year

Profit/ (Loss) of the Subsidiary of the Subsidiary

not dealt within the Holding Companys accounts

For the previous financial year of the Subsidiary

Net aggregate amount of For the current financial year

Subsidiarys Profit/ (Loss) dealt of the Subsidiary

with in the holding Companys accounts

For the previous financial year of the Subsidiary

Revathi Drilling and Mining Limited

March 31, 2010

Holders of entire issued equity share capital of 1,000,000 equity shares of Rs.10 each.

Since the subsidiary company has not commenced commercial operations, the Profit and loss account for the period ending March 31, 2010 was not prepared and hence the dealing of subsidiary profit/(loss) does not arise.

Not applicable

Since the subsidiary company has not commenced commercial operations, the Profit and loss account for the period ending March 31, 2010 was not prepared and hence the dealing of subsidiary profit/(loss) does not arise.

Not applicable

Promoter Group of Revathi Equipment Limited pursuant to Regulation 3(1 )(e) of the SEBI (Substantial Acquisition of Shares & Takeovers) Regulations 1997.

1. Utkal Investments Ltd.

2. Renaissance Asset Management Company Pvt. Ltd.

3. Renaissance Stocks Ltd.

4. Mr. Abhishek Dalmia

5. Mr. Chaitanya Dalmia

6. Mr. A.H. Dalmia

7. Mrs. Usha Dalmia

8. Mrs. Deepali Dalmia

9. Mrs. Pooja Dalmia

10. Ajai Hari Dalmia (HUF)

11. Shri Finance

12. Raghu Trading & Investment Company Pvt. Ltd.

13. Spangle Marketing Ltd

14. Hilltop Metals Ltd.

15. Saffron Agencies Ltd.

Statement pursuant to Section 212 of the Companies Act, 1956 relating to Subsidiary Companies

Name of the Subsidiary Company

Financial year ending of the subsidiary

Extent of holding companys interest in the subsidiary at the end of the financial year (Number of shares held and percentage)

Net aggregate amount of For tne current financial year

Profit/ (Loss) of the Subsidiary of tne Subsidiary

not dealt within the Holding Companys accounts

For the previous financial year of the Subsidiary

Net aggregate amount of For the current financial year

Subsidiarys Profit/ (Loss) dealt of the Subsidiary

with in the holding Companys accounts

For the previous financial year of the Subsidiary

Potential Service Consultants Private Ltd.

March 31, 2010

Holding 1,198,852 equity shares of Rs 10 each. Percentage of holdings - 65.84%

Rs (36,744,998)

Not applicable

Not applicable

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