Notes to Accounts of Yash Highvoltage Ltd.

Mar 31, 2025

b Terms / Rights attached to equity shares

The Company has only one class of equity shares having a par value of C 5 per share. Each holder of equity shares is entitled to one vote per share. All shares are pari passu with reference to all rights realting thereto. In event of liquidation, the equity share holders are eligible to receive the remaining assets of the company after ditribution of allthe preferential amounts in proportion to their shareholding.

The dividend proposed by the Board of Directors if any, is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend.

The company has only One class of equity shares at a face value of C5 per share. Each shareholder is eligible for one

vote per share.

1.1 Pursuant to a Shareholders’ resolution dated 19^th April 2024, the Company has issued and allotted 43,06,215 Equity Shares of face value of C 10 each as a bonus share in the ratio of 7:5 out of Reserve and Surplus.

1.2 Pursuant to a Shareholders’ resolution dated 08^th July, 2024, the Company has splitted its par value of C 10 to C 5 each. Accordingly the nos of equity shares increased by 73,82,083.

1.3 Pursuant to a Shareholders’ resolution dated 08^th July 2024, the Company has issued 73,82,083 Equity Shares of face value of C 5 each as a bonus shares issue in the ratio of 2:1 out of Reserve and Surplus.

1.4 The Company has issued and allotted 64,05,000 Equity Shares of face value of C 5 each at the price of C 146 each (including C 141 Security Premium) for total consideration of C 9351.30 Lakhs through SME IPO (Initial Public Offer) on Bombay Stock Exchange of India (BSE). Pursuant to the allotment of Equity shares, the paid up Equity Share capital of the company stands increased at C 1427.56 Lakhs.

2.1 Pursuent to the Board Resolution as on 21.07.2023 and the Shareholders'' Resolution as on 02.08.2023, Final Dividend of C 6.5358/- per equity share has been declared for the Financial Year ended 31^st March, 2023. The said proposal has resulted in a Cash Outflow of C 2,01,03,287/- . [in absolute term]

6.1 The Bank Facilities of Working Capital such as Cash Credit, Working Capital Demand Loan, Letters of Credit and Bank Guarantee are obtained from Axis Bank and are secured by hypothecation of Company’s entire current assets incl. Stocks of Raw Materials, Semi-Finished and Finished Goods, Consumable Stores and Spares, Book Debts as a primary security as well as by the personal guarantee of the directors [however, till 27^th Novebmer, 2023, there were personal gurantee by two directors] of the Company. Rate of Interest therein is Repo Rate 2.25 %. Collateral Security to these limits is EM/RM on industrial property at 84-A/1 & B/1, PO, Khakharia, Taluka Savli, Vadodara.

6.2 Please refer to note no. 3.1 to 3.5 for details of Details of Security, Rate of Interest, EMI (Amount & Nos.) with respect to long term Borrowing.

As per AS-20, if the number of ordinary or potential ordinary shares outstanding increases as a result of a capitalisation, bonus issue or share split, or decreases as a result of a reverse share split, the calculation of basic and diluted earnings per share for all periods presented shall be adjusted retrospectively. If these changes occur after the reporting period but before the financial statements are approved for issue, the per share calculations for those and any prior period financial statements presented shall be based on the new number of shares. Pursuant to a Shareholders’ resolution dated 19^th April 2024 & dated 8^th July 2024, the Company has issued and allotted Equity Shares through bonus issue in the ratio of 7:5 & 1:2 respectively. In addition, shareholder''s resolution dated July 08, 2024 the company has also splitted its par value of C 10 per share to C 5 per share and accordingly. per share have been adjusted in the financial statements for all the earlier periods presented in the financial statements.

28. Contingent Liabilities and Commitments		(C in Lakh)
Particulars	As at 31/03/2025	As at 31/03/2024
Contingent Liabilities
Other Moneys for which Company is contingently liable
- Sales Tax Demand for F.Y 2015-16*	4.76	4.76
- CST demand for FY 2015-16*	4.22	4.22
*[Pre-Deposit C 2.59 Lakhs]
- GST Litigation for period July 2017 to 2022 [Pre Deposit-C 8.22 Lakhs]	40.82	220.95
	49.81	229.93
Capital Commitments	5,934.77	272.57
Total	5,984.58	502.50

Nature of CSR Activities

29.1 The Company has spent a sum of C 23.87 Lacs through expenditure incurred for Promoting Health Care and Education, Ensuring Environmental Sustainability & contributions made to Registered Trusts inter-alia involved in activities specified in Schedule VII of the Companies Act, 2013.

29.2 The Company has spent a sum of C 31.13 Lacs through expenditure incurred for Promoting Health Care and Education, Ensuring Environmental Sustainability & contributions made to Registered Trusts inter-alia involved in activities specified in Schedule VII of the Companies Act, 2013.

34 Research & Development Expense

The company carries on in-house Research & Development (R&D) for development of new product range as well as upgradation / increasing efficiency of existing product range. The company has also obtained approval of its R&D Unit(s) from Department of Scientific and Industrial Research (DSIR). Expenses directly attributable to R&D activity have been presented under the head "R&D Expenses" under Note 26 Other Expenses to the extent identifiable. The Company would also have incurred other costs in terms of portions of common expenditures and overheads toward the aforesaid Research & Development activities during the year ended. However, the same have not been separately segregated.

35 Post Employment Benefits

Providend Fund and ESI dues paid during the year being defined contributions have been charged to the Profit and Loss Account in the respective year in which the same has been incurred.

The Company''s policy of Leave Encashment is a short-term compensation plan. Accordingly, amount of (Till 31^st March 2025) C17,75,063/- & C 2,42,544/- (FY 2023-24) towards Leave Encashment during the year has been debited to P&L account and total of (Till 31^st March 2025) C 13,79,814 & (FY 2023-24) C 5,87,151/- is appearing as liability in the financial statements. [Note: All figures mentioned here is in aboslute terms]

The Company has defined benefit Gratuity plan. The Company has availed the services of acturial valuation for creating a provision towards Gratuity and accordingly the amount towards Gratuity is provided for as per the actuarial valution report. The company has also created a plan asset by making contribution towards Gratuity Fund maintained with Life Insurance Corporation of India to the tune of (Till 31^st March 2025) C 12,78,798/- & (FY. 2023-24) C 11,87,592/- which has been shown as a deduction form the Present Value of Gratuity Obligations as per the Actuarial Valuation Report. [Note: All figures mentioned here is in aboslute terms]

Note: In connection with the Initial Public Offering (IPO) of equity shares of the Company, the issue comprised of both a fresh issue of shares by the Company and an Offer for Sale (OFS) by promoter of the Company - Mr. Keyur Shah.

Apportionment of Expenses:

The total IPO expenses have been allocated between the Company and the promoter in proportion to the respective gross proceeds raised through the fresh issue and the offer for sale except where separate bifurcation is available. Accordingly, the Company has recognized only its proportionate share of IPO-related expenses (i.e., 916.63 Lakhs) in its books of accounts. These expenses have been adjusted against the Securities Premium Account in accordance with the provisions of Section 52 of the Companies Act, 2013. The balance portion of the IPO expenses attributable to the promoter has been borne by him i.e. Keyur Shah and has not been charged to the Company’s Statement of Profit and Loss or reserves.

(Note: The above information has been complied in respect of parties to the exten they could be identified as Micro & Small Enterprises on the basis of information available with the company regarding the status of registration of such vendors under

the said act, as per the information received from them on requests made by the company. In addition, The company deals with the various micro and small enterprises on mutually accpeted terms and conditions. Accordingly no interest is payable if the terms are adhered to by the company. Accordingly no interest has been paid or is due and no provision for the interest payable to such units is required or has been made under the Micro, Small & Medium Enterprises Developement Act, 2006.)

44. The Board of Directors of the Company, at its meeting held on 09 January 2025, considered & approved the “Yash Highvoltage Employee Stock Option Scheme - 2025” (ESOS-2025). Subsequently the shareholders of the company, by postal ballot approved the scheme on 07 March 2025 for the 11,42,000 stock options to be offered to the employees of the company. In this regard, the company has also received the In-principal approval from the BSE Limited vide their letter dated 07 April 2025 for the said scheme.

48. The financial statements were authorized for issue in accordance with a resolution passed by the Board of Directors on 20^th May, 2025. The financial statements as approved by the Board of Directors are subject to final approval by its Shareholders.

46. The previous year figures have been regrouped/reclassified wherever necessary to corrospond with the current year classification for the comparison.

47. Other Statutory information

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

ii) The Company do not have any transactions with companies struck off.

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

iv) The Company have not traded or invested in Crypto currency or Virtual Currency during the year/period ended.

v) The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall: directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

vi) 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 on behalf of the Ultimate Beneficiaries.

vii) The Company do not have any such transaction which is not recorded in the books of accounts and that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961)

viii) There is no Scheme of Arrangements approved by the Competent Authority in terms of sections 230 to 237 of the Companies Act, 2013.

ix) The company is not declared as wilful defaulter by any bank or financial Institution or other lender.

(x) The company has only one subsidiary in India and accordingly provisions of section 2(87) of the Companies Act, 2013 read with Companies (Restriction on number of layers) Rules, 2017 is not applicable to the company.

(xi) The title deed of the immovable property are held in the name of company only.

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Mar 31, 2024

(d) The company has a single class of equity shares having par value of Rs. 10f- per equity share All shares rank pari passu with refrence to all rights relating thereto. The dividend proposed, if any, by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the company after distribution of all the preferential amounts, in proportions to their shareholding.

(The figures reported above are excluding (net-off) amounts repayable within 12 months reported under Note 9 Short Term Borrowings as Current Maturities of Long Term Debt)

Secured Loans :

The Term loans obtained from Axis Bank are secured against hypothecation of the respective assets for which they were obtained as well as equitable mortgage on Factory Land & Building & also by the personal guarantee of the two Directors of the company

Unsecured Loans:

The amount taken as unsecured loans from Directors are usually payable on demand but the company reserves its right to defer the payment of the same for a period exceeding 12 months.

Working Capital Loans :

The Bank Facilities of Working Capital such as Cash Credit. Working Capital Demand Loan. Letters of Credit and Bank Guarantee are obtained from Axis Bank and are secured by hypothecation of Company''s entire Stocks of Raw Materials. Semi-Finished and Finished Goods, Consumable Stores and Spares. Book Debts as well as by the personal guarantee of the two executive directors of the Company as a Primary Security Rate of Interest therein is Repo Rate 2.0% i.e 8 50% Collateral Security to these limits is hypothecation of charge on entire movable Fixed Assets of the Company including Plant &jtachinery, Furniture and Fixtures etc.

Sundry Creditors are as per books and have not been corroborated by circulation / confirmation of balances Disclosures required under Micro, Small and Medium Enterprises Development Act, 2006

Trade Payables includes Rs 65,38/- (P Y Rs 87,66/-) outstanding to Micro and Small Enterprises The above information has been compiled in respect of parties to the extent they could be identified as Micro and Small Enterprises on the basis of information available with the Company regarding the status of registration of such vendors under the said Act, as per the intimation received from them on requests made by the Company

The Company deals with various Micro and Small Enterprises on mutually accepted terms and conditions Accordingly, no interest is payable if the terms are adhered to by the Company Consequently, no interest has been paid or is due and no provision for interest payable to such units is required or has been made under Micro, Small and Medium Enterprises Development Act, 2006,

Balance shown In GST Input and GST Output Ledgers under the head Loans & Advances / Current liabilities may not necessarily reconcile with the GSTR3B and GSTR1 returns filed by the company and credits appearing in GSTR2A as per filings done by suppliers of the company. The same are subject to reconciliation and rectification wherever necessary and shall be finalized at the time of filing of Annual Return by the Company The Current GST Input Credit / GST output Liabilities are stated based on the books of accounts maintained by the Company Financial Impact on account of such reconciliation / rectification shall be quantified and accounted for only at the time of finalization of the GST Annual Return & Reconciliation i''Statement i e. GSTR-9 & 9C of the Company

23 CONTINGENT LIABILITIES AND COMMITMENTS:-
Particulars	31/03/20241?)	31/03/2023(?) |
Contingent Liabilities
Claims against the Company not acknowledged as debt
Guarantees
Other Moneys for which Company is contingently liable
- Sales Tax Demand for F.Y 2015-16	4 76	8 40
- CST Demand for F.Y 2015-16 (P Y for F Y 2015-16 & 2017-18)	4 22	17.25
- Excise Demand for F.Y 2016-17, 2017-18		13.23
- Labour Court Case
TOTAL	8.99	38.88
Commitments
Estimated amounts of contracts remaining to be executed on capital account and	-
Uncalled liability on shares or investments partly paid
j Other Commitments	''
TOTAL I . ........ .......-....... - _______	-- ..... ........J

24 The Company has used the Borrowings from Banks and/ or Financial institutions for the purpose for which they were taken as at the Balance Sheet date

25 In the opinion of the Board, all assets which are considered good (other than Property. Planl & Equipment and Non- Current Investments) are expected to realise at least the amount at which they are stated, if realised in the ordinary course of business Further in the opinion of the Board provision for all known liabilities has been adequately made in the accounts and as per management experience and estimates, no additional provisions are required

(i) There are no immovable properties (other than properties where the Company is a lessee and the lease agreements are duly executed in favour of the lessee) whose title deeds are not held in the name of the Company

(ii) The Company has not revalued its Property, Plant and Equipment

(iii) The Company has not granted any Loans or Advances in the nature of loans to Promoters. Directors, KMPs and Related Parties either severally or jointly with other persons.

(b) As on the date of the balance sheet, there are no capital work-in-progress projects whose completion is overdue or has exceeded the cost, based on approved plan

(b) As on the date of the balance sheet, there are no Intangible Assets under Development projects whose completion is overdue or has exceeded the cost, based on approved plan

(vi) No proceedings have been initiated or are pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and the Rules made thereunder

(vii) The Company has been sanctioned Working Capital Limits of ? 1,000 which are inter-alia against security of current assets. The Company has filed the Statements of Current Assets on quarterly basis.

On comparing the amounts appearing in the Statements filed at the end of each Quarter as against those appearing in the books there were some differences in the amounts shown as Inventory / Trade Receivables. A summary of the differences and reconciliation thereof is as under:

As such the Company, being a private company, is not required to prepare quarterly financial statements. The quarterly statements are submitted based on unaudited data as at each quarter end As against the same, the amounts appearing in the above table as per books are the final audited numbers. As such, the only discrepancy in case of the Book Debts is for Quarter ended March, 2024. In the quarter ended March, 2024, provision for doubtful debts was created against certain disputed receivables during the course of audit which were treated as receivables in submission with Bank. In case of Inventories for the quarter ended March, 2024, while providing the total inventories to the Bank, Stock in Transit and certain other stores and spares were not considered. As such, the discrepancies did not have effect on the amounts drawn against the sanctioned limits.

(viii) The Company has never been declared as a Wilful Defaulter by any bank or financial institution or other lender.

(ix) The Company has not entered into any transactions with Struck-off Companies.

(x) There are no charges or satisfaction yet to be registered with Registrar of Companies beyond the statutory period or otherwise.

(xi) The Company has not made any downstream investments in any other Companies.

(xii) There was no Scheme of Arrangements during the year

(xiii) The Company has not advanced or loaned or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to any other person(s) or entity(ies), including foreign entities (intermediaries) with the understanding (whether recorded in writing or otherwise) that the intermediary shall directly or indirectly lend or invest in other person or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

(xiv) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (funding party) with the understanding (whether recorded in writing or otherwise) that the company shall directly or indirectly lend or invest in other person or entities identified in any manner whatsoever by or on behalf of the funding party (Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries

(xv) The Company has paid Final Dividend of ? 51.70 (P.Y. ? 66.73) and Interim Dividend of ? Nil (P.Y. ? 32.16) to non-resident shareholder.

Directors'' Remuneration including Incentives and Bonus of Rs 1 38/- (P Y Rs 1 87/- including arrears for FY 2021 -22 of Rs 50.00/-) paid during the year to the Managing Director, is as per the provisions of Section 197 read with Part II of Schedule V of the Companies Act, 2013 upon duly obtaining the requisite approvals mandated therein Additionally perquisite of Rs 9 38/- (P.Y Rs 11 79/-) is granted to the MD and he is also considered eligible for Gratuity, Leave Encashment and for contributions to PF

44 R&D Expenses

The company carries on in-house Research & Development (R&D) for development of new product range as well as upgradation / increasing efficiency of existing product range. During the year, the company has also obtained approval of its R&D Unit(s) from Department of Scientific and Industrial Research (DSIR) Expenses directly attributable to R&D activity have been presented under the head "R&D Expenses" under Note 35 Other Expenses to the extent identifiable The Company would also have incurred other costs in terms of portions of common expenditures and overheads toward the aforesaid Research & Development activities during the year However, the same have not been separately segregated

Providend Fund and ESI dues paid during the year being defined contributions have been charged to the Profit and Loss Account

The Company''s policy of Leave Encashment is a short-term compensation plan as it pays off the employees against their accumulated leave on a yearly basis Accordingly, amount of Rs. 2.43/- (P.Y 7.17/-) towards Leave Encashment during the year has been debited to P&L account and total of Rs 5 87/- (P.Y. 10.60/-) is appearing as liability in the financial statements

The Company has defined benefit Gratuity plan The Company has availed the services of acturial valuation for creating a provision towards Gratuity and accordingly the amount towards Gratuity is provided for as per the actuarial valution report During the year, the company has created a plan asset by making contribution towards Gratuity Fund maintained with Life Insurance Corporation of India to the tune of Rs. 11.34/- (P.Y. 11 03/-) which has been shown as a deduction form the Present Value of Gratuity Obligations as per the Actuarial Valuation Report

48 BORROWING COSTS

The Borrowing Costs capitalized during the year worked out to be Rs, 13 01/- (P Y 4.21/-) being interest on Term Loan Capitalised to Capital Work in Progress relating to Plant & Machinery and Building

49 DISCLOSURE ON LEASES

The Company has taken certain premises / vehicles under operating lease or leave and license agreement The lease terms in respect of such premises is on basis on individual agreement with respective owners

51 IMPAIRMENT OF ASSETS

As a tool to measure to the value of fixed assets, the Company has considered the technical Valuation carried out by expert. In terms of the same and further in absence of any indications, external or internal, as to any probable impairment of assets, no provision has been made for same during year under report

52 CRYPTO CURRENCY / VIRTUAL CURRENCY

The Company has not traded or invested in Crypto Currency or Virtual Currency during the Financial Year

53 UNDISCLOSED INCOME

There are no transactions which are not recorded in books and have been surrendered or disclosed as income during the year in Income Tax Assessments

54 The various amounts disclosed in Notes to Financial Statements are rounded off to nearest Lakhs.

55 The figures in respect of previous year have been regrouped / recast wherever necessary to confirm the current year classification.