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Notes to Accounts of TCI Express Ltd.

Mar 31, 2023

Rights/Preferences/Restrictions Attached to Equity Shares

The Company has only one class of Equity share having a par value of '' 2/- per share. Each holder of equity shares is entitled to one vote per share. The dividend proposed by Board of Directors is subject to the approval of the shareholders in the Annual General Meeting, except in case of interim dividend(s).

In the event of liquidation, the equity shareholders are eligible to receive remaining assets of the Company after distribution of all preferential amounts, in proportion of their shareholding.

As on 31st March, 2023, 3,57,631 Equity shares (31st March, 2022, 3,60,310 Equity shares) are lying in Demat Suspense Account of the Company. Dividend on these shares transferred into bank account linked with demat suspense account. The voting and beneficial rights of these shares are

Share Reserved under Employee Stock Option Plan

The Shareholders in their meeting held on November 1, 2016 have approved the resolution to create, grant, issue and offer 9,57,218 options representing 2.5% of the paid up share capital on that date of shareholders approval in form of options, in one or more tranches under ESOP Scheme 2016.

During the year, in respect of Option granted under the Employees Stock Option Scheme 2016 and in accordance with the guidelines issued by Securities and Exchange Board of India the accounting value of Option (based on fair value of share on the date of grant of option minus option price) is accounted as a deferred employee compensation, which is amortised on straight line basis over the vesting period. Amortisation of deferred employee compensation are detailed as below:

31st March, 2023 : '' 3.50 crores 31st March, 2022 '' 3.29 crores

(g) Equity shares movement in the period of five years immediately preceeding March 31 2023.

As per the Scheme of Arrangement, 3,80,36,800 equity shares issued to shareholders of Transport Corporation of India Limited on August 31,2016.

251,925 shares alloted to erstwhile employees of Transport Corporation of India Limited against Employees Stock Option exercised by them during the financial year 2016-17.

21,900 Equity shares alloted to eligible employees during the financial year 2018-19 44,775 Equity shares alloted to the eligible employees during the financial year 2019-20 79,125 Equity shares alloted to the eligible employees during the financial year 2020-21 60,600 Equity shares alloted to the eligible employees during the financial year 2021-22

During the year, the Company has allotted 50,800 Equity shares to the eligible employees pursuant to ESOP-2016 Equity shares extinguished on buy-back

The Board, at its meeting held on May 27, 2022, approved the buyback of equity shares, from the open market route through the Indian Stock Exchanges, amounting to '' 75 crore (Maximum Buyback Size, excluding buyback tax) at a price not exceeding '' 2,050 per share (Maximum Buyback Price), subject to shareholder''s approval in the ensuing Annual General Meeting (AGM).

The shareholders approved the proposal of buyback of equity shares recommended by its Board of Directors in the AGM held on 3rd Aug, 2022.

The buyback was offered to all eligible equity shareholders of the Company (other than the Promoters, the Promoter Group and Persons in Control of the Company) under the Open market route through the stock exchanges (NSE and BSE). The buyback of equity shares through the stock exchange. The buyback of equity shares commenced on Aug 18, 2022 ans was completed on Feb 13, 2023. During this buyback period, the Company had purchased and extinguished a total of 234275 equity shares from the stock exchangess at a volume weighted average buyback price of '' 1813.58 per equity share comprising 0.61% of the pre-buyback paid-up equity share capital of the Company. The buyback resulted in a cash outflow of '' 42.49 crores (excluding transaction cost and tax on buyback).

The Company funded the buyback from its free reserves, including Securities Premium, as explained in Section 68 of the Companies Act, 2013.

In accordance with section 69 of the Companies Act 2013, as at March 2022, the Company has created a Capital Redemption Reserve of ''.05 crore equal to nominal value of the above shares bought back as an appropriation from the general reserve.

Nature and purpose of other reserves Securities premium

Securities premium represents premium received on issue of shares under ESOP scheme 2016. The reserve is utilised in accordance with the provisions of the Companies Act, 2013.

Employee’s stock options outstanding account

The account is used to recognise the grant date value of options issued to employees under Employee stock option plan 2016 and adjusted as and when such options are exercised and/or otherwise expired.

33 Contingencies and Commitments

(? in Crores)

Particulars

Year ended 31st March, 2023

Year ended 31st March, 2022

(A) Contingent liabilities

I Stamp duty/ octroi/ duty and other demands under dispute

19.72

21.42

II Guarantees excluding financial guarantees

1.44

1.00

(B) Commitments

Estimated amount of contracts remaining to be executed on capital account

10.00

15.00

and not provided for ( net of advance) on tangible assets.

34 Financial Instruments A. Fair values hierarchy

The different levels of fair value have been defined below:

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

The categories used are as follows:

Level 1: Quoted prices for identical instruments in an active market;

Level 2: Directly (i.e. as prices) or indirectly (i.e. derived from prices) observable market inputs, other than Level 1 inputs; and

Level 3: Inputs which are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part using a net asset value or valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor they are based on available market data.

(i) The management assessed that fair values of cash and cash equivalents, trade receivables, other receivables, short term borrowings, trade payables and other current financial liabilities are approximate of their respective carrying amounts, largely due to the shortterm maturities of these instruments. The fair value of the financial assets and liabilities is included in the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

(ii) The fair values of loans, security deposits, borrowings and other financial assets and liabilities are considered to be the same as their carrying values, as there is no material change in the lending rates.

Performance obligation of the Company

In case of freight service there is only one performance obligation of the Company i.e. to carry express cargo distribution. The Company recognizes revenue over time during which the services are being delivered.

Revenue from services rendered is recognised in proportion to the stage of completion of the transaction at the reporting date when the outcome of the transaction can be estimated reliably.

36 Risk Management

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

The Company''s risk management is carried out by a central team at the Corporate Office comprising of chief financial officer, credit controller and other members of the finance/credit control function under policies approved by the Board of Directors. All receipts and payments are maintained at centralised bank account, thus resulting in mitigating the credit risk and liquidity risk.

A. CREDIT RISK

Credit risk is the risk that a counterparty fails to discharge its obligation to the Company. The Company''s exposure to credit risk is influenced mainly by short term investments, trade receivables, cash and cash equivalents and other financial assets measured at amortised cost. The Company continuously monitors defaults of customers and other counterparties and incorporates this information into its credit risk controls.

Credit risk rating

The Company assesses and manages credit risk of financial assets based on following categories arrived on the basis of assumptions, inputs and factors specific to the class of financial assets.

A : No Risk B: Low credit risk C: Moderate credit risk D: High credit risk

Based on business environment in which the Company operates, a default on a financial asset is considered when the counter party fails to make payments within the agreed time period as per contract. Loss rates reflecting defaults are based on past credit loss experience with customers and considering differences between current and historical economic conditions.

Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor failing to engage in a repayment plan with the Company or debtor declaring bankruptcy or customer closing down the business. The Company continues to engage with parties whose balances are written off and attempts to enforce repayment to attempt to recover the receivable due. Where recoveries are made, these are recognised as income in statement of profit and loss.

Cash and cash equivalents and bank term deposits

Credit risk related to cash and cash equivalents and bank term deposits is managed by only accepting highly rated banks being assigned by credit rating agencies.

Investments

Majority of the Company''s investments are fair valued based on Level 1 inputs. These investment primarily include investment in liquid mutual fund units, Commercial papers, quoted bonds issued by quasi-government organisations. The Company invest after considering counterparty risks based on multiple criteria including Credit rating, profitability and deposit base of banks and financial institutions.

Trade receivables

The Company closely monitors the credit-worthiness of the debtors through IT driven internal systems that are configured to define credit limits of customers, thereby, limiting the credit risk to pre-calculated amounts and stipulated days. Moreover, given the diverse nature of the Company''s businesses trade receivables are spread over a number of customers with no significant concentration of credit risk. No single customer accounted for 3% or more of the trade receivables in any of the years presented. The Company assesses increase in credit risk on an ongoing basis for amounts receivable that become past due and default is considered to have occurred when amounts receivable become one year past due.

Other financial assets measured at amortised cost

Other financial assets measured at amortised cost includes security deposits and others. Credit risk related to these other financial assets is managed by monitoring the recoverability of such amounts continuously.

Financial assets are considered to be of good quality and there is no significant increase in credit risk.

Credit risk exposure

Provision for expected credit losses

The Company provides for 12 month expected credit losses for following financial assets -

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due.

Management monitors rolling forecasts of the Company''s liquidity position and cash and cash equivalents on the basis of expected cash flows. (i) Financing arrangements

The Company principal source of liquidity are cash and cash equivalent, short term investments and the cash flow that is generating from operations. The company believes that the following short term financial assets and unused working capital limits of '' 45.00 crores with consortium bankers are sufficient to meet its financial liabilities within the maturity period.

Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, equity prices and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including investments and deposits, foreign currency receivables, payables and loans and borrowings.

a) Interest rate risk i) Liabilities

Interest rate risk is the risk that the fair value of future cash flows of the financial instruments will fluctuate because of changes in market interest rates. In order to optimize the company''s position with regards to interest income and interest expenses and to manage the interest rate risk, management performs a comprehensive corporate interest rate risk management by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio.

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

Sensitivity

The following table illustrates the sensitivity of profit and equity to a possible change in interest rates of /- 1% ( 31st March, 2023: /- 1%; 31st March, 2022). These changes are considered to be reasonably possible based on observation of current market conditions. The calculations are based on a change in the average market interest rate for each period, and the financial instruments held at each reporting date that are sensitive to changes in interest rates. All other variables are held constant.

37 Capital Management

The Company aims to manage its capital efficiently

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

- to optimise returns to its shareholders

The Company manages the capital structure through efficient allocation of capital towards expansion of business, optimization of working capital requirements and deployment of surplus funds into various investment options. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, issue new shares or return capital to shareholders.

The Company''s policy is to maintain a stable and strong capital structure with a focus on total equity so as to maintain investor, creditors and market confidence and to sustain future development and growth of its business. The Company will take appropriate steps in order to maintain, or if necessary adjust, its capital structure.

38 A. Employee Benefit Obligations ( on the basis of Actuarial Valuation) (? in Crores)

1) Gratuity

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

The weighted average duration of the defined benefit obligation as at 31st March, 2023 is 13 years (31st March, 2022: 14 years)

The amounts recognised in the statement of financial position and the movements in the net defined benefit obligation over the year are as follows:

The Company make contribution to state governed provident fund scheme, employee state insurance scheme and labour welfare fund scheme, and are considered as defined contribution plans. The contribution under the schemes are recognised as an expense in the statement of profit and loss, when an employee renders the related service. There are no other obligations other than the contribution payable to the respective funds.

2) Leave Obligations

The leave obligations cover the Company liability for earned leaves, since the Company does not have an unconditional right to defer settlement for any of these obligations. However based on past experience, the Company does not expect all employees to take the full amount of accrued leave or require payment within the next 12 months. Therefore based on the independent actuarial report, only a certain amount of provision has been presented as current and remaining as non-current leave obligation. The following amounts reflect leave that is not expected to be taken or paid within the next 12 months.

The Company during the year has granted 42,250 Stock Options to its eligible employees.The Company in accordance with the Employee Stock Option Plan-2016, vesting period being 1, 2 & 3 years from the date of grant and the exercise period being one year from the date on which the options are eligible for exercise. Holder of each option is eligible for one fully paid equity share of the Company of the face value of '' 2 each on payment of '' 800 per share, the exercise price. The fair value of option determined on the date of grant is '' 967.53 based on Black Scholes methodology. The impact of above for the years are '' 4.09 crores. Accordingly, the provision and disclosure have been considered in the financial statements.

39 Leases

Lease liability is initially measured at the present value of future lease payments. Lease payments are discounted using the interest rate implicit in the lease or, if not readily determinable, using the incremental borrowing rates. Lease liability is subsequently remeasured by increasing the carrying amount to reflect interest on the lease liability and reducing the carrying amount to reflect the lease payment made. Right of use assets for leases previously classified as operating leases were recognised and measured at an amount equal to lease liability (adjusted for any related prepayments/accruals).

41 SEGMENT REPORTING

As the Company''s main business activity falls with in a single primary business segment viz. “Express Cargo” the disclosure requirements of Segment Reporting as per Indian Accounting Standard - 108 are not applicable.

42 Various parties accounts are subject to confirmation and reconciliation, wherever required.

43 Previous year figures have been regrouped/rearranged wherever considered necessary.

46 Immovable Properties Involved in Scheme of Arrangement:

Pursuant to Scheme of Arrangement between Transport Corporation of India Limited (TCIL) and TCI Express Limited (TCIEXPRESS) and their respective shareholders, 47 immovable properties are required to be transferred in the name of TCIEXPRESS from TCIL. Out of 47 immovable properties, 31 properties has been transferred in the name of TCIEXPRESS and rest of the immovable properties are in process of transfer.

(d) Benami property

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

( e) Registration of charges or satisfaction with Registrar of Companies

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

(f) Details of crypto currency or virtual currency

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

(g) Utilisation of borrowed funds and share premium

The Company have not received any fund from any person(s) or entity (ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries..

(h) Compliance with number of layers of companies

The Company is in compliance with the number of layers prescribed under clause (87) of section 2 of the Companies Act, 2013 read with the Companies (Restriction on number of Layers) Rules, 2017 (as amended).

(i) Revaluation of PPE

The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible asset.

(j) Undisclosed income

There were no previously unrecorded income that have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).

The accompanying notes 1 to 47 are an integral part of the standalone financial statements.


Mar 31, 2022

a) Buildings includes those on leasehold land (cost '' 8.96 Crores, accumulated depreciation '' 1.74 Crores and written down value '' 7.22 Crores) as on 31st March, 2022,( cost '' 9.25 Crores, accumulated depreciation '' 1.67 Crores and written down value '' 7.58 Crores) as on 31st March, 2021

b) Pursuant to Scheme of arrangement between Transport Corporation of India Limited (TCIL) and TCI Express Limited (TCIEXPRESS) and their respective shareholders, 47 immovable properties are required to be transferred in the name of TCIEXPRESS. Out of 47 Immovable properties, 29 immovable properties has been transferred in the name of TCIEXPRESS and rest of the immovable properties are in process of transfer. (refer note 47 and 48)

c) Rights/Preferences/Restrictions attached to equity shares

The Company has only one class of equity share having a par value of '' 21- per share. Each holder of equity shares is entitled to one vote per share. The dividend proposed by Board of Directors is subject to the approval of the shareholders in the Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive remaining assets of the Company after distribution of all preferential amounts, in proportion of their shareholding.

As on 31st March, 2022, 3,60,310 equity shares (31st March, 2021,3,62,265 equity shares) are lying in Demat Suspense Account of the Company. Dividend on these shares transferred into bank account linked with demat suspense account. The voting and beneficial rights of these shares are frozen till the rightful owner of such shares claims such unclaimed shares.

f) Share Reserved under Employee Stock Option Plan

The Shareholders in their meeting held on 1st November, 2016 have approved the resolution to create, grant, issue and offer 9,57,218 options representing 2.5% of the paid up share capital on that date of shareholders approval in form of options, in one or more tranches under ESOP Scheme 2016.

During the year, in respect of option granted under the Employees Stock Option Scheme 2016 and in accordance with the guidelines issued by Securities and Exchange Board of India the accounting value of option (based on fair value of share on the date of grant of option minus option price ) is accounted as a deferred employee compensation, which is amortized on straight line basis over the vesting period. amortization of deferred employee compensation are detailed as below:

31st March, 2022 : '' 3.29 Crores 31st March, 2021 '' 1.78 Crores

g) In the period of five years immediately preceeding 31st March, 2022 :

As per the Scheme of Arrangement, 3,80,36,800 equity shares issued to shareholders of Transport Corporation of India Limited on 31st August, 2016.

251,925 shares alloted to erstwhile employees of Transport Corporation of India Limited against Employees Stock Option exercised by them during the financial year 2016-17.

21,900 equity shares alloted to eligible employees during the financial year 2018-19 44,775 equity shares alloted to the eligible employees during the financial year 2019-20 79,125 equity shares alloted to the eligible employees during the financial year 2020-21

During the year, the Company has allotted 60,600 equity shares to the eligible employees pursuant to ESOP-2016

Nature and purpose of other reserves Securities premium

Securities premium represents premium received on issue of shares under ESOP The reserve is utilised in accordance with the provisions of the Companies Act, 2013.

Employee''s stock options outstanding account

The account is used to recognize the grant date value of options issued to employees under Employee stock option plan 2016 and adjusted as and when such options are exercised or otherwise expire.

General reserve

The Company has transferred a portion of the net profit of the Company before declaring dividend to general reserve pursuant to the earlier provision of Companies Act 1956. Though under the Companies Act, 2013 transfer of profit to general reserve is not required.

(a) Security details

Particulars of nature of security :

Working capital loans are secured by hypothecation of entire current assets, book debts as primary security alongwith equitable mortgage of certain land and building as collateral security situated at Sanjay Gandhi Transport Nagar New Delhi, Transport Nagar Lucknow, Transport Nagar, Allahabad.

~| FINANCIAL INSTRUMENTS A. Fair values hierarchy

The different levels of fair value have been defined below:

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

The categories used are as follows:

Level 1: Quoted prices for identical instruments in an active market;

Level 2: Directly (i.e. as prices) or indirectly (i.e. derived from prices) observable market inputs, other than Level 1 inputs; and

Level 3: Inputs which are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part using a net asset value or valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor they are based on available market data.

(i) The management assessed that fair values of cash and cash equivalents, term deposits, trade receivables, other receivables, short term borrowings, trade payables and other current financial liabilities are approximate of their respective carrying amounts, largely due to the short-term maturities of these instruments. The fair value of the financial assets and liabilities is included in the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

(ii) The fair values of loans, security deposits, borrowings and other financial assets and liabilities are considered to be the same as their carrying values, as there is no material change in the lending rates.

Performance obligation of the Company

In case of freight service there is only one performance obligation of the Company i.e. to carry express cargo distribution. The Company recognizes revenue over time during which the services are being delivered.

Revenue from services rendered is recognized in proportion to the stage of completion of the transaction at the reporting date when the outcome of the transaction can be estimated reliably.

~| RISK MANAGEMENT

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

The Company''s risk management is carried out by a central team at the Corporate Office comprising of chief financial officer, credit controller and other members of the finance/credit control function under policies approved by the Board of Directors. All receipts and payments are maintained at centralised bank account, thus resulting in mitigating the credit risk and liquidity risk.

A. CREDIT RISK

Credit risk is the risk that a counterparty fails to discharge its obligation to the Company. The Company''s exposure to credit risk is influenced mainly by short term investment, trade receivable, cash and cash equivalents and other financial assets measured at amortized cost. The Company continuously monitors defaults of customers and other counterparties and incorporates this information into its credit risk controls.

Credit risk rating

The Company assesses and manages credit risk of financial assets based on following categories arrived on the basis of assumptions, inputs and factors specific to the class of financial assets.

A : No risk B: Low credit risk C: Moderate credit risk D: High credit risk

Based on business environment in which the Company operates, a default on a financial asset is considered when the counter party fails to make payments within the agreed time period as per contract. Loss rates reflecting defaults are based on past credit loss experience with customers and considering differences between current and historical economic conditions.

Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor failing to engage in a repayment plan with the Company or debtor declaring bankruptcy or customer closing down the business. The Company continues to engage with parties whose balances are written off and attempts to enforce repayment to attempt to recover the receivable due. Where recoveries are made, these are recognized as income in statement of profit and loss.

Investments

Majority of the Company''s investments are fair valued based on Level 1 inputs. These investment primarily include investment in liquid mutual fund units, Commercial papers, quoted bonds issued by quasi government organisations. The Company invest after considering counterparty risks based on multiple criteria including credit rating, profitability and deposit base of banks and financial institutions.

Trade receivables

The Company closely monitors the credit-worthiness of the debtors through IT driven internal systems that are configured to define credit limits of customers, thereby, limiting the credit risk to pre-calculated amounts and stipulated days. Moreover, given the diverse nature of the Company''s businesses trade receivables are spread over a number of customers with no significant concentration of credit risk. No single customer accounted for 5% or more of the trade receivables in any of the years presented. The Company assesses increase in credit risk on an ongoing basis for amounts receivable that become past due and default is considered to have occurred when amounts receivable become one year past due

Other financial assets measured at amortized cost

Other financial assets measured at amortized cost includes security deposits and others. Credit risk related to these other financial assets is managed by monitoring the recoverability of such amounts continuously.

Financial assets are considered to be of good quality and there is no significant increase in credit risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due.

Management monitors rolling forecasts of the Company''s liquidity position and cash and cash equivalents on the basis of expected cash flows.

(i) Financing arrangements

The Company principal source of liquidity are cash and cash equivalent, short term investments and the cash flow that is generating from operations. The company believes that the following short term financial assets and unused working capital limits of Rs 45.00 crores with consortium bankers are sufficient to meet its financial liabilities within the maturity period.

(ii) Contractual maturities of financial liabilities

The tables below analyze the financial liabilities into relevant maturity groupings based on their contractual maturities.

The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying balances as the impact of discounting is not significant.

Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, equity prices and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including investments and deposits, foreign currency receivables, payables and loans and borrowings. a) Interest Rate risk i) Liabilities

Interest rate risk is the risk that the fair value of future cash flows of the financial instruments will fluctuate because of changes in market interest rates. In order to optimize the Company''s position with regards to interest income and interest expenses and to manage the interest rate risk, management performs a comprehensive corporate interest rate risk management by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio.

The Company''s policy is to minimize interest rate cash flow risk exposures on long-term and short term financing. At 31st March, 2022, the Company is exposed to changes in market interest rates through bank borrowings at variable interest rates.

~| CAPITAL MANAGEMENT

The Company aims to manage its capital efficiently

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

- to optimize returns to its shareholders

The Company manages the capital structure through efficient allocation of capital towards expansion of business, optimization of working capital requirements and deployment of surplus funds into various investment options . In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, issue new shares or returm capital to shareholder.

The Company''s policy is to maintain a stable and strong capital structure with a focus on total equity so as to maintain investor, creditors and market confidence and to sustain future development and growth of its business. The Company will take appropriate steps in order to maintain, or if necessary adjust, its capital structure.

39| A Employee benefit obligations (on the basis of Actuarial Valuation)

1 Gratuity

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

The weighted average duration of the defined benefit obligation as at 31st March, 2022 is 14 years (31st March, 2021: 14 years)

Defined contribution plans

The Company make contribution to state governed provident fund scheme, employee state insurance scheme and labour welfare fund scheme, and are considered as defined contribution plans. The contribution under the schemes are recognized as an expense in the Statement of Profit and Loss, when an employee renders the related service. There are no other obligations other than the contribution payable to the respective funds.

~| SEGMENT REPORTING

As the Company''s main business activity falls with in a single primary business segment viz. "Express Cargo” the disclosure requirements of Segment Reporting as per Indian Accounting Standard - 108 are not applicable.

43| Various parties accounts are subject to confirmation and reconciliation, wherever required.

4^ Previous year figures have been regrouped/rearranged wherever considered necessary.

~| IMMOVABLE PROPERTIES INVOLVED IN SCHEME OF ARRANGEMENT

Pursuant to Scheme of Arrangement between Transport Corporation of India Limited (TCIL) and TCI Express Limited (TCIEXPRESS) and their respective shareholders, 47 immovable properties are required to be transferred in the name of TCIEXPRESS from TCIL. Out of 47 immovable properties, 29 properties has been transferred in the name of TCIEXPRESS and rest of the immovable properties are in process of transfer.

(c) Transactions with struck off companies

The Company did not have any material transactions with companies struck off under Section 248 of the Companies Act, 2013 or Section 560 of Companies Act, 1956 during the financial year.

(d) Benami property

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

(e) Registration of charges or satisfaction with Registrar of Companies

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

(f) Details of crypto currency or virtual currency

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

(g) Utilisation of borrowed funds and share premium

The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

(h) Compliance with number of layers of companies

The Company is in compliance with the number of layers prescribed under clause (87) of section 2 of the Companies Act, 2013 read with the Companies (Restriction on number of Layers) Rules, 2017 (as amended).

(i) Revaluation of PPE

The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible asset.

(j) Undisclosed income

There were no previously unrecorded income that have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).

The accompanying summary of significant accounting policy and other explanatory notes are an integral part of the financial statements


Mar 31, 2018

(a) Rights/Preferences/Restrictions attached to Equity Shares

The Company has only one class of Equity Share having a par value of RS.2/- per share. Each holder of equity shares is entitled to one vote per share. The dividend proposed by Board of Directors is subject to the approval of the shareholders, except in case of Interim Dividend. In the event of liquidation, the equity shareholders are eligible to receive remaining assets of the Company after distribution of all preferential amounts in proportion of their shareholding.

(b ) Share Reserved under Employee Stock Option Plan

The Shareholders in their meeting held on November 1, 2016 have approved the resolution to create, grant, issue and offer 957216 options representing 2.5% of the paid up share capital as on date of shareholders approval in form of options, in one or more tranches under ESOP Scheme 2016. Pursuant to the above, the Nomination and Remuneration Committee in its meeting held on May 23, 2017 have granted 73000 options to eligible employees under ESOP Scheme 2016.

During the year, in respect of Option granted under the Employees Stock Option Scheme 2016 and in accordance with the guidelines issued by Securities and Exchange Board of India the accounting value of Option (based on fair value of share on the date of grant of option minus option price ) is accounted as a deferred employee compensation, which is amortised on straight line basis over the vesting period. Consequently employee benefit expenses includes RS.8317700/- being amortisation of deferred employee compensation.

(c) In the period of five years immediately preceeding March 31 2018 :

As per the Scheme of Arrangement, 38036800 equity shares issued to shareholders of Transport Corporation of India Limited on August 31, 2016.

251,925 Shares alloted to erstwhile employees of Transport Corporation of India Limited agaisnt Employees Stock Option exercised by them during the financial year 2016-17.

Nature and purpose of other reserves Employee’s Stock Options Outstanding Account

The account is used to recognise the grant date value of options issued to employees under Employee Stock Option Plan. Other Comprehensive Income (OCI) Reserve:

The Company has recognised remeasurements benefits on defined benefits plans through Other Comprehensive Income.

The categories used are as follows:

Level 1: Quoted prices for identical instruments in an active market;

Level 2: Directly (i.e. as prices) or indirectly (i.e. derived from prices) observable market inputs, other than Level 1 inputs; and Level 3: Inputs which are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part using a net asset value or valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.

Fair value of instruments measured at amortised cost

(i) The management assessed that fair values of cash and cash equivalents, trade receivables, other receivables, short term borrowings, trade payables and other current financial liabilities approximate their respective carrying amounts largely due to the short-term maturities of these instruments. The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to estimate the fair values:

(ii) The fair values of loans, security deposits, borrowings and other financial assets and liabilities are considered to be the same as their carrying values, as there is an immaterial change in the lending rates.

1 RISK MANAGEMENT

The Company’s activities expose it to credit risk, liquidity risk and market risk. The management has the overall responsibility for the establishment and oversight of the Company’s risk management framework. This note explains the sources of risk which the entity is exposed to and how the entity manages the risk and the related impact in the financial statements.

The Company’s risk management is carried out by a central team at the Corporate Office comprising of chief financial officer, credit controller and other members of the finance/credit control function under policies approved by the Board of Directors. All receipts and payments are maintained at centralised bank account, thus resulting in mitigating the credit risk and liquidity risk.

A. CREDIT RISK

Credit risk is the risk that a counter party fails to discharge its obligation to the Company. The Company’s exposure to credit risk is influenced mainly by cash and cash equivalents, trade receivables and financial assets measured at amortised cost. The Company continuously monitors defaults of customers and other counter parties and incorporates this information into its credit risk controls.

Credit risk management

Credit risk rating

The Company assesses and manages credit risk of financial assets based on following categories arrived on the basis of assumptions, inputs and factors specific to the class of financial assets.

A : No Risk B: Low credit risk C: Moderate credit risk D: High credit risk

The Company provides for expected credit loss based on the following:

Based on business environment in which the Company operates, a default on a financial asset is considered when the counter party fails to make payments within the agreed time period as per contract. Loss rates reflecting defaults are based on past credit loss experience with customers and considering differences between current and historical economic conditions.

Assets are written off when there is no reasonable expectation of recovery, such as a debtor failing to engage in a repayment plan with the Company or debtor declaring bankruptcy or customer closing down the business. The Company continues to engage with parties whose balances are written off and attempts to enforce repayment. Recoveries made are recognised in statement of profit and loss.

Cash and cash equivalents and bank deposits

Credit risk related to cash and cash equivalents and bank deposits is managed by only accepting highly rated banks.

Trade receivables

The Company closely monitors the credit-worthiness of the debtors through IT driven internal systems that are configured to define credit limits of customers, thereby, limiting the credit risk to pre-calculated amounts and stipulated days. Moreover, given the diverse nature of the Company’s businesses trade receivables are spread over a number of customers with no significant concentration of credit risk. No single customer accounted for 3% or more of the trade receivables in any of the years presented. The Company assesses increase in credit risk on an ongoing basis for amounts receivable that become past due and default is considered to have occurred when amounts receivable become one year past due

Other financial assets measured at amortised cost

Other financial assets measured at amortised cost includes loans and advances to employees, security deposits and others. Credit risk related to these other financial assets is managed by monitoring the recoverability of such amounts continuously

Credit risk exposure

Provision for expected credit losses

The Company provides for 12 month expected credit losses for following financial assets -

B. LIQUIDITY RISK

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to ensure as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due.

Management monitors rolling forecasts of the liquidity position and cash and cash equivalents on the basis of expected cash flows.

(ii) Contractual Maturities of financial liabilities

The tables below analyse the financial liabilities into relevant maturity groupings based on their contractual maturities.

The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying balances as the impact of discounting is not significant.

C. MARKET RISK

a) Interest Rate risk i) Liabilities

The Company’s policy is to minimise interest rate cash flow risk exposures on long-term and short term financing. At March 31, 2018, the Company is exposed to changes in market interest rates through bank borrowings at variable interest rates.

Sensitivity

The following table illustrates the sensitivity of profit and equity to a possible change in interest rates of /- 1% (31 March 2017: /- 1%; 1 April 2016: /- 1%). These changes are considered to be reasonably possible based on observation of current market conditions. The calculations are based on a change in the average market interest rate for each period, and the financial instruments held at each reporting date that are sensitive to changes in interest rates. All other variables are held constant.

2 CAPITAL MANAGEMENT

The Company’ s capital management objectives are

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

- to provide an adequate return to shareholders

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

Management assesses the Company’s capital requirements in order to maintain an efficient overall financing structure while keeping very low leverage by putting a cap on capital expenditure within the limit of internal accruals. The Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, reduction in capital expenditure or issue new shares.

3 EMPLOYEE BENEFIT OBLIGATIONS

1) Gratuity

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

The weighted average duration of the defined Benefit Obligation as at 31 March 2018 is 19 years (31 March 2017: 19 years)

The amounts recognised in the Statement of Financial Position and the movements in the net defined benefit obligation over the year are as follows:

Defined Contribution Plans

The Company’s Officer’s state governed Provident Fund Scheme, Employee State Insurance Scheme and Labour Welfare Fund scheme are considered as defined contribution plans. The contribution under the schemes is recognised as an expense in the Statement of Profit and Loss, when an employee renders the related service. There are no other obligations other than the contribution payable to the respective funds

2) Leave Obligations

The leave obligations cover the Company liability for earned leaves. Since the Company does not have an unconditional right to defer settlement for any of these obligations. However based on past experience, the Company does not expect all employees to take the full amount of accrued leave or require payment within the next 12 months, therefore based on the independent actuarial report, only a certain amount of provision has been presented as current and remaining as non-current.The following amounts reflect leave that is not expected to be taken or paid within the next 12 months.

4. ALLOTMENT OF SHARES, PURSUANT TO SCHEME OF ARRANGEMENT

Pursuant to the Scheme of arrangement under section 391 to 394 of the Companies Act 1956 for demerger of the XPS undertaking of Transport Corporation of India Limited as a going concern into TCI express Limited was sanctioned by the Hon’ble High court of Telangana and Andhara Pradesh on 14 June, 2016 and the Scheme became effective from the appointed date at the Close business hours of 31st March 2016. Subsequently, the Board of Directors of the Company issued and allotted 3,80,36,800 Equity Shares of RS.2/- each to the shareholders of Transport Corporation of India Limited.

5. LEASES

Operating Lease:

In case of assets taken on lease

The Company has taken space on lease for use as sorting centres/branch operation/admin offices. There are no restrictions imposed on the Company under the lease arrangement. There are no sub-leases.

6. SEGMENT REPORTING

As the Company’s main business activity falls with in a single primary Business segment viz. “Express Cargo” the disclosure requirements of Segment Reporting as per Indian Accounting Standard - 108 are not applicable.

7. Various parties accounts are subject to confirmation and reconciliation, wherever required.

8. Previous year figures have been regrouped/rearranged wherever considered necessary.

9. RECENT ACCOUNTING PRONOUNCEMENTS

Appendix B to Ind AS 21, Foreign currency transactions and advance consideration: On March 28, 2018, Ministry of Corporate Affairs (“MCA”) 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. The Company has evaluated the effect of this on the financial statements and the impact is not material.

Ind AS 115- Revenue from Contract with Customers: On March 28, 2018, Ministry of Corporate Affairs (“MCA”) has notified the Ind AS 115, Revenue from Contract with Customers. The core principle of the new standard is that an entity should recognise revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Further, the new standard requires enhanced disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity’s contracts with customers.

The standard permits two possible methods of transition:

Retrospective approach - Under this approach the standard will be applied retrospectively to each prior reporting period presented in accordance with Ind AS 8- Accounting Policies, Changes in Accounting Estimates and Errors;

Retrospectively with cumulative effect of initially applying the standard recognized at the date of initial application (Cumulative catch - up approach) The effective date for adoption of Ind AS 115 is financial periods beginning on or after April 1, 2018.

The Company will adopt the standard on April 1, 2018 by using the cumulative catch-up transition method and accordingly comparatives for the year ending or ended March 31, 2018 will not be retrospectively adjusted. The effect on adoption of Ind AS 115 is expected to be insignificant.

10. FIRST TIME ADOPTIONS

Explanation of transition to Ind AS

These are the first financial statements prepared in accordance with Ind /AS.

The financial Statements for the year ended 31 March 2018 are the first the Compay has prepared in accordance with Ind AS. For periods upto and including the year ended 31 March 2016, the Company prepared its financial statements in accordance with accounting standards notified under section 133 of the Companies Act, 2013, read together with paragrapRs.7 of teh Companies (Accounts ) Rules, 2014 (Indian GAAP). Accordingly, the Company has prepared financials statements which comply with Ind AS applicable for the period ending on 31 March 2018, together with the comparative period data at and for the year ended 31 March 2017, as described in the summary of significant accounting polices. On preparing these financial Statements, the Company opening balance sheet was prepared as at 1 April 2016, the Company date of transtion to Ind AS, An explanation of how the transtion from previous GAAP to Ind AS has affected the Company;s financial position, financial performance and cash flows is set out in the following tables and notes.

A. Ind AS optional exemptions

Deemed cost for property, plant and equipment and intangible assets

Ind AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its property, plant and equipment as recognised in the financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition after making necessary adjustments for de-commissioning liabilities. This exemption can also be used for intangible assets covered by Ind AS 38 Intangible Assets Accordingly, the Company has elected to measure all of its property, plant and equipment, and intangible assets at their Previous GAAP carrying value

B. Ind AS mandatory exceptions

1 Estimates

An entity’s estimates in accordance with Ind AS at the date of transition to Ind AS shall be consistent with estimates made for the same date in accordance with Previous GAAP (after adjustments to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error. Ind AS estimates as at 1 April 2016 are consistent with the estimates as at the same date made in conformity with Previous GAAP.

2 Classification and measurement of financial assets and liabilities

The classification and measurement of financial assets will be made considering whether the conditions as per Ind AS 109 are met based on facts and circumstances existing at the date of transition. Financial assets can be measured using effective interest method by assessing its contractual cash flow characteristics only on the basis of facts and circumstances existing at the date of transition and if it is impracticable to assess the use of effective interest method, fair value of financial asset at the date of transition shall be the new carrying amount of that asset. The measurement exemption applies for financial liabilities as well.

3 Impairment of financial assets

At the date of transition to Ind AS, determine whether there has been a significant increase in credit risk since the initial recognition of a financial instrument would require undue cost or effort, the Company has recognised a loss allowance at an amount equal to lifetime expected credit losses at each reporting date until that financial instrument is derecognised.

C. Reconciliations between previous GAAP and Ind AS

Ind AS 101 requires an entity to reconcile equity, total comprehensive income and cash flows for prior periods. The following tables represent the reconciliations from previous GAAP to Ind AS.

The following explains the material adjustments made while transition from previous GAAP to Ind - AS.

Note 1: Leasehold Land adjustment (Operating lease)

As per Ind AS 17, leases in which a significant portion of the risks and rewards of ownership are not transferred to the Company as lessee are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to profit or loss on a straight-line basis over the period of the lease unless the payments are structured to increase in line with expected general inflation to compensate for the lessor’s expected inflationary cost increases.

Note 2: Trade receivables (ECL)

As per Ind AS 109, company has applied the expected credit loss model on trade receivables for recognising the allowance for doubtful debts.

Note 3: Deferred revenue and cost (POCM)

Under the previous GAAP, company was accounting for all the revenues and costs for deliveries made as at the end of the reporting period. Under IND AS, revenues and costs have been deferred, on the basis of percentage of completion method, for those deliveries which have not made as at the end of the reporting period. These would be rolled over to income/ expenditure in the immediate next reporting period as and when the pending deliveries would be made.

Note 4: Deferred tax

Deferred tax have been recognised on the adjustments made on transition to Ind AS. March 31, 2017 comprises Property, Plant and Equipment RS.291.19, Receivables, financial assets and liabilities at amortised cost RS.53.65, Provision for employee and other liabilities deductible on actual payments H (9.86), (April 1, 2016 comprises Property, Plant and Equipment RS.223.37, Receivables, financial assets and liabilities at amortised cost RS.223.42)

Note 5: Retained earnings

Retained earnings as at 1 April 2016 has been adjusted consequent to the above Ind AS transition adjustments.

Note 6:

The Ind- AS adjustments are either non cash adjustments or are re-grouping among the cash flow from operating, investing and financing activities. Consequently, Ind-AS adoption has no impact on the net cash flow for the year ended 31 March, 2017 as compared with the previous GAAP.

Note 7:

The Company has re-classified certain assets and liabilities to comply with the requirements of Ind-AS. This has no resulting impact on equity and net profit.


Mar 31, 2017

(1) RELATED PARTY DISCLOSURES

I. List of Related Parties:

i. Key Managerial Personnel:

Mr. Chander Agarwal - Managing Director Mr. Phool Chand Sharma - Whole Time Director Mr. Mukti Lal - Chief Financial Officer Mr. Vinay Gujral - Company Secretary

ii. Relatives of Key Managerial Personnel

Mr. DP Agarwal - Father of Mr. Chander Agarwal & Chairman of Board of Directors Mr. Vineet Agarwal- Brother of Mr. Chander Agarwal & Director of this Company

iii. Enterprises over which KMPs/ relatives of KMPs exercise significant influence

Bhoruka Finance Corporation of India Ltd TCI Properties (Guj) - Partnership firm TCI Properties (Delhi) - Partnership firm TCI Developers Ltd.

TCI Properties (West) Ltd.

TCI Institute of Logistics

XPS Cargo Services Ltd TCI India Ltd

TCI Warehousing (MH) - Partnership firm Transport Corporation of India Ltd Transystem Logistics International Pvt. Ltd

(2) SEGMENT INFORMATION

As the Company’s main business activity falls with in a single primary Business segment viz. “Express Cargo” the disclosure requirements of Segment Reporting as per Accounting Standard - 17 are not applicable.

(3) SCHEME OF ARRANGEMENT

a) The Scheme of arrangement under section 391 to 394 of the Companies Act 1956 for demerger of the XPS undertaking of Transport Corporation of India Limited as a going concern into TCI Express Limited was sanctioned by the Hon’ble High court of Telangana and Andhara Pradesh on 14th June, 2016 and the scheme became effective from the appointed date at the Close business hours of 31st March 2016. In terms of the said scheme, all the assets and liabilities of the XPS undertaking have been transferred as a going concern at the values appearing in the books of the Transport Corporation of India Limited and were included in the Balance sheet of TCI Express Limited as at 31st March 2016 which was approved by its members at the Annual General Meeting of the Company held on 4th November 2016. The previous year figures in this Balance Sheet as at 31st March 2017, are predominentny made upto the said assets and liabilities. The particulars of the assets and liabilities transferred are as follows.

b) Surplus of assets over liabilities, after adjusting Share Capital Suspense Account and cancellation of existing Share Capital was accounted as Business Restructuring Reserve. The balance of Business Restructuring Reserve was transferred to General Reserve on March 31, 2016.

(4) DISCLOSURE ON SPECIFIED BANK NOTES

During the year, the Company had specified bank notes or other denomination note as defined in the MCA notification G.S.R. 308(E) dated March 31, 2017 on the details of Specified Bank Notes ( SBN) held and transacted during the period from November 8, 2016 to December 30,2016, the denomination wise SBNs and other notes as per the notification is given below

(5) According to the information available with the company there were no creditors registered under Micro, Small and Medium Enterprises Development Act, 2006, (MSME) during the year. Hence there is no information in regard to the amount dues including interest if any to MSME during the year.

(6) Various parties account are subject to confirmation and reconciliation, wherever required.

(7) CORPORATE INFORMATION

TCI Express Ltd ,was incorporated as TCI Properties (Pune) Limited, and was later renamed as TCI Express Limited. Pursuant to the Scheme of Arrangement approved by the High Court at Hyderabad for the State of Telangana and the State of Andhra Pradesh, on 14th June 2016, the XPS undertaking of Transport Corporation of India Limited was demerged into TCI Express Limited effective from the close of working hours of 31st March 2016.

(8) Previous year figure’s have been regrouped/rearranged whereever considered necessary.


Mar 31, 2016

(I) Particulars of nature of security

Working capital loans are secured by hypothecation of book debts as primary security along with land properties as collateral

I7. I. LIST OF RELATED PARTIES:

i. Key Management Personnel:

Mr. Chander Agarwal Mr. P C Sharma

ii. Associates:

TCI Global Logistics Ltd TCI Exim Pvt. Ltd.

Bhoruka Finance Corporation of India Ltd XPS Cargo Services Ltd

TCI Industries Ltd TCI India Ltd

Bhoruka International Pvt. Ltd TCI Warehousing (MH) - Partnership firm

TCI Properties (Guj) - Partnership firm TCI Properties (South) - Partnership firm

TCI Properties (Delhi) - Partnership firm TCI Properties (NCR) - Partnership firm

TCI Developers Ltd. TCI Infrastructure Ltd.

TCI Properties (West) Ltd. TCI Apex Pal Hospitality India Pvt. Ltd

TCI Distribution Centres Ltd. Transport Corporation of India Ltd

TCI Institute Logistics Transystem Logistics International Pvt. Ltd.

1 SCHEME OF ARRANGEMENT

(a) The Scheme of Arrangement for demerger of XPS Undertaking of Transport Corporation of India Limited (The Demerged Company) as a going concern into the Company has been approved by the Hon''ble High Court of Telangana and Andhra Pradesh by Order dated 14th June, 2016. The Scheme has accordingly been given effect to in the accounts effective from the Appointed Date being closing business hours of 31st March, 2016.

(b) In accordance with the Scheme, shareholders of the Transport Corporation of India Limited (The demerged Company) to be allotted 3,80,36,800 equity shares of Rs. 2 each by the Company in the ratio of 1 equity share in TCI Express Ltd. for every 2 equity shares of Rs. 2/- each held in the demerged Company. According to the Scheme, equal amount transferred to Share Capital Suspense Account from Business Restructuring Reserve.

(d) Pursuant to the Scheme, the surplus of the assets over liabilities, after adjusting Share Capital Suspense Account vide Note No 19 (b) and cancellation of existing Share Capital has been accounted for as Business Restructuring Reserve. The balance of Business Restructuring Reserve has been transferred to the General Reserve.

(e) Transport Corporation of India Limited (demerged Company) is deemed to have been carrying on all business activities relating to the demerged undertaking with effect from 31st March 2016 after closing of business hours for and on account of and in trust of the Company. All profits or losses, income and expenses accruing or arising or incurred after closing business hours of 31st March, 2016 relating to the said undertaking shall get vested to the Company.

( f) Titles of the immovable properties are still being held in the name of the Transport Corporation of India Limited (Demerged Company) and are in the process of being transferred in the name of the Company.

Disclaimer: This is 3rd Party content/feed, viewers are requested to use their discretion and conduct proper diligence before investing, GoodReturns does not take any liability on the genuineness and correctness of the information in this article

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