Mar 31, 2025
(L) Provisions, Contingent Liabilities and
Contingent Assets
Provisions are recognised when the Company has a
present obligation (legal or constructive) as a result
of a past event, it is probable that the Company
will be required to settle the obligation, and a
reliable estimate can be made of the amount of the
obligation.
Provisions for restructuring are recognised by
the Company when it has developed a detailed
formal plan for restructuring and has raised a valid
expectation in those affected that the Company will
carry out the restructuring by starting to implement
the plan or announcing its main features to those
affected by it.
Provisions are measured at the best estimate of
the consideration required to settle the present
obligation at the end of the reporting period, taking
into account the risks and uncertainties surrounding
the obligation. When a provision is measured using
the cash flows estimated to settle the present
obligation, its carrying amount is the present value
of those cash flows (when the effect of the time
value of money is material). The measurement
of provision for restructuring includes only direct
expenditures arising from the restructuring, which
are both necessarily entailed by the restructuring
and not associated with the ongoing activities of the
Company.
Contingent liabilities are disclosed by way of a note
to the financial statements when there is a possible
obligation arising from past events, the existence
of which will be confirmed only by the occurrence
or nonoccurrence of one or more uncertain future
events not wholly within the control of the Company
or a present obligation that arises from past events
where it is either not probable that an outflow of
resources will be required to settle or a reliable
estimate of the amount cannot be made.
A contingent asset is not recognised but disclosed in
the financial statements where an inflow of economic
benefit is probable.
(M) Employee benefits
Employee benefits include salaries, wages,
contribution to provident fund, gratuity, leave
encashment towards un-availed leave, compensated
absences, post-retirement medical benefits and
other terminal benefits.
Short-term employee benefits
Wages and salaries, including non-monetary benefits
that are expected to be settled within 12 months
after the end of the period in which the employees
render the related service are recognised in respect
of employees'' services up to the end of the reporting
period and are measured at the amounts expected
to be paid when the liabilities are settled. The
liabilities are presented as current employee benefit
obligations in the balance sheet.
Post-employment benefits Defined contribution
plan
Employee Benefit under defined contribution plans
comprises of Contributory provident fund etc. is
recognized based on the undiscounted amount of
obligations of the Company to contribute to the plan.
The same is paid to a fund administered through a
separate trust.
Defined benefit plan
Defined benefit plans comprising of gratuity is
recognized based on the present value of defined
benefit obligations which is computed using
the projected unit credit method, with actuarial
valuations being carried out at the end of each
annual reporting period. These are accounted either
as current employee cost or included in cost of
assets as permitted.
The net interest cost is calculated by applying the
discount rate to the net balance of the defined
benefit obligation and the fair value of plan assets.
This cost is included in employee benefit expense in
the statement of profit and loss.
Remeasurement gains and losses arising from
experience adjustments and changes in actuarial
assumptions are recognised in the period in which
they occur, directly in other comprehensive income.
They are included in retained earnings in the
statement of changes in equity and in the balance
sheet.
Changes in the present value of the defined benefit
obligation resulting from plan amendments or
curtailments are recognised immediately in profit or
loss as past service cost.
Short term employee benefits
Liabilities recognised in respect of short¬
term employee benefits are measured at the
undiscounted amount of the benefits expected to be
paid in exchange for the related service. Liabilities
recognised in respect of other long-term employee
benefits are measured at the present value of the
estimated future cash outflows expected to be made
by the Company in respect of services provided by
employees up to the reporting date.
(N) Financial instruments
Financial assets and financial liabilities are recognised
when an entity becomes a party to the contractual
provisions of the instrument.
Financial assets and financial liabilities are initially
measured at fair value. Transaction costs that are
directly attributable to the acquisition or issue of
financial assets and financial liabilities (other than
financial assets and financial liabilities at fair value
through Statement of Profit and Loss (FVTPL)) are
added to or deducted from the fair value of the
financial assets or financial liabilities, as appropriate,
on initial recognition. Transaction costs directly
attributable to the acquisition of financial assets or
financial liabilities at fair value through profit and
loss are recognised immediately in Statement of
Profit and Loss.
(O) Financial assets
Recognition and initial measurement
The Company initially recognises loans and
advances, deposits and debt securities purchased on
the date on which they originate. Purchases and sale
of financial assets are recognised on the trade date,
which is the date on which the Company becomes a
party to the contractual provisions of the instrument.
All financial assets are recognised initially at fair
value. In the case of financial assets not recorded at
FVTPL, transaction costs that are directly attributable
to its acquisition of financial assets are included
therein.
Classification of financial assets and Subsequent
Measurement
On initial recognition, a financial asset is classified to
be measured at -
> Amortised cost; or
> Fair Value through Other Comprehensive
Income (FVTOCI) - debt investment; or
> Fair Value through Other Comprehensive
Income (FVTOCI) - equity investment; or
> Fair Value through Profit or Loss (FVTPL)
A financial asset is measured at amortised cost if it
meets both of the following conditions and is not
designated at FVTPL:
⢠The asset is held within a business model whose
objective is to hold assets to collect contractual
cash flow; and
⢠The contractual terms of the financial asset give
rise on specified dates to cash flows that are
solely payments of principal and interest on the
principal outstanding amount.
A debt instrument is classified as FVTOCI only if it
meets both of the following conditions and is not
recognised at FVTPL:
⢠The asset is held within a business model
whose objective is achieved by both collecting
contractual cash flows and selling financial
assets; and
⢠The contractual terms of the financial asset give
rise on specified dates to cash flows that are
solely payments of the principal and interest on
the principal outstanding amount.
Debt instruments included within the FVTOCI
category are measured initially as well as at each
reporting date at fair value. Fair value movements
are recognised in the Other Comprehensive
Income (OCI). However, the Company recognises
interest income, impairment losses & reversals and
foreign exchange gain or losses in the Statement
of Profit and Loss. On derecognition of the asset,
cumulative gain or loss previously recognised in OCI
is reclassified from the equity to Statement of Profit
and Loss. Interest earned whilst holding FVTOCI
debt instrument is reported as interest income using
the EIR method.
All equity investments in the scope of IND AS 109
are measured at fair value. Equity instruments which
are held for trading and contingent consideration
recognised by an acquirer in a business combination
to which IND AS 103 applies are classified as at
FVTPL. For all other equity instruments, the Company
may make an irrevocable choice to present in other
comprehensive income subsequent changes in the
fair value. The Company makes such a choice on an
instrument-by-instrument basis. The classification
is made on initial recognition and is irrevocable.
The non-current investment has been recorded at
amortised cost.
If the Company decides to classify an equity
instrument as at FVTOCI, then all fair value
changes on the instrument, excluding dividends,
are recognised in the OCI. There is no recycling of
the amounts from OCI to Statement of Profit and
Loss, even on sale of investment. However, on sale/
disposal the Company may transfer the cumulative
gain or loss within equity.
Equity instruments included within the FVTPL
category are measured at fair value with all changes
recognised in the Statement of Profit and Loss.
All other financial assets are classified as measured
at FVTPL.
In addition, on initial recognition, the Company
may irrevocably designate a financial asset that
otherwise meets the requirements to be measured
at amortised cost or at FVTOCI as at FVTPL if doing
so eliminates or significantly reduces and accounting
mismatch that would otherwise arise.
Financial assets at FVTPL are measured at fair value
at the end of each reporting period, with any gains
and losses arising on remeasurement recognised
in statement of profit or loss. The net gain or loss
recognised in statement of profit or loss incorporates
any dividend or interest earned on the financial
asset and is included in the ''other income'' line item.
Dividend on financial assets at FVTPL is recognised
when:
⢠The Company''s right to receive the dividends is
established,
⢠It is probable that the economic benefits
associated with the dividends will flow to the
entity,
⢠The dividend does not represent a recovery of
part of cost of the investment and the amount
of dividend can be measured reliably.
Derecognition of financial assets
The Company derecognises a financial asset when
the contractual rights to the cash flows from the
asset expire, or when it transfers the financial
asset and substantially all the risks and rewards of
ownership of the asset to another party.
Impairment
The Company applies the expected credit loss model
for recognising impairment loss on financial assets
measured at amortised cost, trade receivables, other
contractual rights to receive cash or other financial
asset.
Expected credit losses are the weighted average
of credit losses with the respective risks of default
occurring as the weights. Credit loss is the difference
between all contractual cash flows that are due to
the Company in accordance with the contract and all
the cash flows that the Company expects to receive
(i.e. all cash shortfalls), discounted at the original
effective interest rate (or credit-adjusted effective
interest rate for purchased or originated credit-
impaired financial assets). The Company estimates
cash flows by considering all contractual terms of
the financial instrument (for example, prepayment,
extension, call and similar options) through the
expected life of that financial instrument.
The Company measures the loss allowance for a
financial instrument at an amount equal to the
lifetime expected credit losses if the credit risk on
that financial instrument has increased significantly
since initial recognition. If the credit risk on a
financial instrument has not increased significantly
since initial recognition, the Company measures the
loss allowance for that financial instrument at an
amount equal to 12-month expected credit losses.
12-month expected credit losses are portion of
the life-time expected credit losses and represent
the lifetime cash shortfalls that will result if default
occurs within the 12 months after the reporting date
and thus, are not cash shortfalls that are predicted
over the next 12 months.
If the Company measured loss allowance for a
financial instrument at lifetime expected credit loss
model in the previous year, but determines a the
end of a reporting year that the credit risk has not
increased significantly since initial recognition due to
improvement in credit quality as compared to the
previous year, the Company again measures the
loss allowance based on 12-month expected credit
losses.
When making the assessment of whether there has
been a significant increase in credit risk since initial
recognition, the Company uses the change in the
risk of a default occurring over the expected life
of the financial instrument instead of the change
in the amount of expected credit losses. To make
that assessment, the Company compares the risk
of a default occurring on the financial instrument
as at the reporting date with the risk of a default
occurring on the financial instrument as at the date
of initial recognition and considers reasonable and
supportable information, that is available without
undue cost or effort, that is indicative of significant
increases in credit risk since initial recognition.
For trade receivables or any contractual right to
receive cash or another financial asset that result
from transactions that are within the scope of Ind
AS 11 and Ind AS 18, the Company always measures
the loss allowance at an amount equal to lifetime
expected credit losses.
Further, for the purpose of measuring lifetime
expected credit loss allowance for trade receivables,
the Company has used a practical expedient as
permitted under Ind AS 109. This expected credit
loss allowance is computed based on a provision
matrix which takes into account historical credit
loss experience and adjusted for forward-looking
information.
(P) Financial liabilities and equity instruments
Classification as debt or equity
Debt and equity instruments issued by a company
are classified as either financial liabilities or as equity
in accordance with the substance of the contractual
arrangements and the definitions of a financial
liability and an equity instrument.
Equity instruments
An equity instrument is any contract that evidences
a residual interest in the assets of an entity after
deducting all of its liabilities. Equity instruments
issued by the Company are recognised at the
proceeds received, net of directly attributable
transaction costs.
Financial liabilities
Financial liabilities are classified as measured at
amortised cost or ''FVTPL''.
A Financial Liability is classified as at FVTPL if it is
classified as held-for-trading or it is a derivative (that
does not meet hedge accounting requirements) or it
is designated as such on initial recognition.
A financial liability is classified as held for trading if:
> It has been incurred principally for the purpose
of repurchasing it in the near term; or
> On initial recognition it is part of a portfolio
of identified financial instruments that the
Company manages together and has a recent
actual pattern of short-term profit-taking; or
> It is a derivative that is not designated and
effective as a hedging instrument.
A financial liability other than a financial liability held
for trading may be designated as at FVTPL upon
initial recognition if:
> Such designation eliminates or significantly
reduces a measurement or recognition
inconsistency that would otherwise arise;
> The financial liability forms part of a group of
financial assets or financial liabilities or both,
which is managed and its performance is
evaluated on a fair value basis, in accordance
with the Company''s documented risk
management or investment strategy, and
information about the grouping is provided
internally on that contract basis; or
> It forms part of a containing one or more
embedded derivatives, and IND AS 109 permits
the entire combined contract to be designated
as at FVTPL in accordance with IND AS 109.
Financial liabilities at FVTPL are stated at fair value,
with any gains or losses arising on remeasurement
recognised in Statement of Profit and Loss. The net
gain or loss recognised in Statement of Profit and
Loss incorporates any interest paid on the financial
liability and is included in the ''other gains and losses''
line item in the Statement of Profit and Loss.
Other financial liabilities
Other financial liabilities (including borrowings
and trade and other payables) are subsequently
measured at amortised cost using the effective
interest method.
Derecognition of financial liabilities
The Company derecognises financial liabilities
when, and only when, the Company''s obligations
are discharged, cancelled or have expired. An
exchange with a lender of debt instruments with
substantially different terms is accounted for as an
extinguishment of the original financial liability and
the recognition of a new financial liability. Similarly,
a substantial modification of the terms of an existing
financial liability (whether or not attributable to the
financial difficulty of the debtor) is accounted for as
an extinguishment of the original financial liability
and the recognition of a new financial liability. The
difference between the carrying amount of the
financial liability derecognised and the consideration
paid and payable is recognised in profit or loss.
Offsetting financial instruments
Financial assets and liabilities are offset and the net
amount is reported in the balance sheet where there
is a legally enforceable right to offset the recognized
amounts and there is an intention to settle on a
net basis or realize the asset and settle the liability
simultaneously. The legally enforceable right must
not be contingent on future events and must be
enforceable in the normal course of business and in
the event of default, insolvency or bankruptcy of the
Company or the counterparty.
(Q) Cash and cash equivalents
Cash and cash equivalent in the Balance Sheet
comprise cash at banks and on hand and short -
term deposits with an original maturity of three
months or less, which are subject to insignificant
risk of changes in value. Bank overdrafts are shown
within borrowings in current liabilities in the balance
sheet.
(R) Share capital
Ordinary shares are classified as equity. Incremental
costs directly attributable to the issuance of new
ordinary shares and share options and buyback of
ordinary shares are recognized as a deduction from
Share Premium, net of any tax effects.
(S) Segments reporting
The Company''s only identifiable reportable segment
is Chemicals and hence disclosure of Segment
wise information is not applicable under IND-AS
108 "Operating Segments". Details of geographical
segments are disclosed.
(T) Earnings per share
Basic earnings per share
Basic earnings per share is computed by dividing
the net profit after tax by weighted average number
of equity shares outstanding during the period.
The weighted average number of equity shares
outstanding during the year is adjusted for treasury
shares, bonus issue, bonus element in a rights issue
to existing shareholders, share split and reverse
share split (consolidation of shares).
Diluted earnings per share
Diluted earnings per share is computed by dividing
the profit after tax after considering the effect of
interest and other financing costs or income (net of
attributable taxes) associated with dilutive potential
equity shares by the weighted average number of
equity shares considered for deriving basic earnings
per share and also the weighted average number
of equity shares that could have been issued upon
conversion of all dilutive potential equity shares
including the treasury shares held by the Company
to satisfy the exercise of the share options by the
employees.
(U) Proposed Dividends
The Company recognises a liability to make
distributions to equity holders when the distribution
is authorised, and the distribution is no longer at
the discretion of the Company. As per the Corporate
laws in India, a distribution is authorised when it is
approved by the shareholders.
(V) Standards notified but not yet effective
Ministry of Corporate Affairs ("MCA") notifies new
standards or amendments to the existing standards
under Companies (Indian Accounting Standards)
Rules as issued from time to time. For the year ended
March 31, 2025, MCA has notified Ind AS - 117
Insurance Contracts and amendments to Ind AS 116
- Leases, relating to sale and leaseback transactions,
applicable to the Company w.e.f. April 1, 2024. The
Company has reviewed the new pronouncements
and based on its evaluation has determined that it
does not have any significant impact in its financial
statements.
The Company had availed Rupee Term Loan facility of '' 16,325.00 Lakhs for its Greenfield project. The Facility is secured
by (a) First Pari Passu charge (with other Term Loan Lenders) by way of mortgage on entire movable and immovable fixed
asset of the company situated at Pakhajan, Vagra, Gujarat. (b) Second Pari Passu charge (with other Term Loan Lenders) by
way of mortgage on immovable fixed assets of the Company situated at Vapi, Gujarat. (c) Second Pari passu charge by way
of Hypothecation of movable fixed assets of the company situated at Vapi, Gujarat. (d) Second Pari Passu charge on the
entire current assets of the company, (e) First Pari Passu Charge on Director''s residential property situated at Mumbai and
(f) Personal Guarantee by promoter directors. The borrowing carries interest rate of 9% p.a. payable at monthly rest after
the moratorium period. Outstanding balance for this borrowing is '' 15,732,55 Lakhs (March 31, 2024: '' 13,818,52 Lakhs),
Repayments in 5 years after moratorium.
The Company had availed Rupee Term Loan facility of '' 5,000.00 Lakhs for its Greenfield project. The Facility is secured
by (a) First Pari Passu charge (with other Term Loan Lenders) by way of mortgage on entire movable and immovable fixed
asset of the company situated at Pakhajan, Vagra, Gujarat. (b) Second Pari Passu charge (with other Term Loan Lenders)
by way of mortgage on immovable fixed assets of the Company situated at Vapi, Gujarat. (c) Second Pari passu charge by
way of Hypothecation of movable fixed assets of the company situated at Vapi, Gujarat. (d) Second Pari Passu charge on
the entire current assets of the company, (e) First Pari Passu Charge on Director''s residential property situated at Mumbai
and (f) Personal Guarantee by promoter directors. The borrowing carries interest rate of 9% p.a. payable at monthly rest
after the moratorium period. Outstanding balance for this borrowing is '' 4,039.50 Lakhs (March 31, 2024: '' 5,000 Lakhs).
Repayments in 5 years after moratorium,
The Company had availed Rupee Term Loan facility of '' 5,000.00 Lakhs for its Greenfield project. The Facility is secured
by (a) First Pari Passu charge (with other Term Loan Lenders) by way of mortgage on entire movable and immovable fixed
asset of the company situated at Pakhajan, Vagra, Gujarat. (b) Second Pari Passu charge (with other Term Loan Lenders)
by way of mortgage on immovable fixed assets of the Company situated at Vapi, Gujarat. (c) Second Pari passu charge by
way of Hypothecation of movable fixed assets of the company situated at Vapi, Gujarat. (d) Second Pari Passu charge on the
entire current assets of the company. (e) First Pari Passu Charge on Director''s residential property situated at Mumbai and (f)
Personal Guarantee by promoter directors. The borrowing carries interest rate of 9% p.a. payable at monthly rest after the
moratorium period. Outstanding balance for this borrowing is '' 4,722.22 Lakhs (March 31, 2024: '' 5,000 Lakhs). Repayments
in 5 years after moratorium,
The Company had availed Rupee Term Loan facility of '' 4,000.00 Lakhs for its Greenfield project. The Facility is secured
by (a) First Pari Passu charge (with other Term Loan Lenders) by way of mortgage on entire movable and immovable fixed
asset of the company situated at Pakhajan, Vagra, Gujarat. (b) Second Pari Passu charge (with other Term Loan Lenders)
by way of mortgage on immovable fixed assets of the Company situated at Vapi, Gujarat. (c) Second Pari passu charge by
way of Hypothecation of movable fixed assets of the company situated at Vapi, Gujarat. (d) Second Pari Passu charge on
the entire current assets of the company. (e) First Pari Passu Charge on Director''s residential property situated at Mumbai
and (f) Personal Guarantee by promoter directors. The borrowing carries interest rate of 9% p.a. payable at monthly rest
after the moratorium period. Outstanding balance for this borrowing is '' 3,834.06 Lakhs (March 31, 2024: '' 4,000 Lakhs).
Repayments in 5 years after moratorium.
GST Dispute
1 GST demand comprises demand from GST Authorities on account of denial of pre-import condition amounting to
'' 822.27 Lakhs upon completion of their tax review for the financial year 2017-18, 2018-19 and 2019-20. The matter
is pending before various authorities.
2 GST demand also comprises of demand from GST Authorities on account of denial of GST refund on exports amounting
to '' 3,368.28 Lakhs . upon completion of their tax review for the financial year 2017-18, 2018-19, 2019-20 and 2020¬
21. The matter is pending before various authorities. Out of this, amount to the extent of ''336.83 Lakhs has been paid
under protest, the same is shown under Note 9 to this financials statements.
Custom Duty Dispute
3 Custom duty demand comprises of various penalties amounting to '' 175.36 lakhs (March 31, 2024: '' 175.36 lakhs). The
matter is pending before CESTAT.
The Company participates in a number of defined contribution plans on behalf of relevant personnel. Any expense recognised
in relation to these schemes represents the value of contributions payable during the period by the Company at rates
specified by the rules of those plans. The only amounts included in the balance sheet are those relating to the prior months
contributions that were not due to be paid until after the end of the reporting period.
The major defined contribution plans operated by the Company are as below:
a) Provident fund
In accordance with the Employee''s Provident Fund and Miscellaneous Provisions Act, 1952 eligible employees of the
Company are entitled to receive benefits in respect of provident fund, a defined contribution plan, in which both
employees and the Company make monthly contributions at a specified percentage of the covered employees'' salary.
The contributions, as specified under the law, are made to the provident fund administered and managed by Government
of India. The Company has no further obligations under the fund managed by the GOI beyond its monthly contributions
which are charged to the Statement of Profit and Loss in the period they are incurred. The benefits are paid to
employees on their retirement or resignation from the Company.
(b) Gratuity
The Company has an obligation towards gratuity, an funded defined benefit retirement plan covering eligible employees.
The plan provides for lump sum payment to vested employees at retirement, death while in employment or on termination
of the employment of an amount equivalent to 15 days salary, as applicable, payable for each completed year of service,
without any payment ceiling. Vesting occurs upon completion of five years of service. The Company accounts for the
liability for gratuity benefits payable in the future based on an actuarial valuation. The most recent actuarial valuation
of the present value of the defined benefit obligation was carried out at March 31, 2025 by an independent actuary.
The present value of the defined benefit obligation, and the related current service cost and past service cost, were
measured using the projected unit credit method.
Fair values
Fair value is the price that would be received to sell an asset or paid to transfer liability in an orderly transaction between
market participants at the measurement date, regardless of whether that price is directly observable or estimated using
another valuation technique. In estimating the fair value of an asset or a liability, the Company takes in to account the
characteristics of the asset or liability if market participants would take those characteristics into account when pricing
the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in these financial
statements is determined on such a basis.
In addition, for financial reporting purposes, fair value measurements are categorized into Level 1, Level 2 or Level 3 based
on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the
fair value measurements in its entirety, which are described as follows:
> Level 1 : inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can
access at the measurement date;
> Level 2 : inputs are inputs, other than quoted prices included within level 1, that are observable for the asset or liability,
either directly or indirectly; and
> Level 3 : inputs are unobservable inputs for the asset or liability.
The management assessed that cash and cash equivalents, trade receivables, trade payables, bank overdrafts and other
current liabilities approximate their 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:
⢠Long-term fixed-rate and variable-rate receivables/borrowings are evaluated by the Company based on parameters such
as interest rates, specific country risk factors, individual creditworthiness of the customer and the risk characteristics of
the financed project. Based on this evaluation, allowances are taken into account for the expected credit losses of these
receivables.
⢠The fair values of the quoted notes and bonds are based on price quotations at the reporting date. The fair value of
unquoted instruments, loans from banks and other financial liabilities, obligations under finance leases, as well as other
non-current financial liabilities is estimated by discounting future cash flows using rates currently available for debt on
similar terms, credit risk and remaining maturities. In addition to being sensitive to a reasonably possible change in
the forecast cash flows or the discount rate, the fair value of the equity instruments is also sensitive to a reasonably
possible change in the growth rates. Management regularly assesses a range of reasonably possible alternatives for
those significant unobservable inputs and determines their impact on the total fair value.
⢠The fair values of the Company''s interest-bearing borrowings and loans are determined by using DCF method using
discount rate that reflects the issuer''s borrowing rate as at the end of the reporting period.
The Company''s principal financial liabilities comprise loans and borrowings, trade and other payables. The main purpose of
these financial liabilities is to finance the Company''s operations and to provide guarantees to support its operations. The
Company''s principal financial assets include loans, trade and other receivables, and cash and cash equivalents that derive
directly from its operations. The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior
management oversees the management of these risks providing an assurance that the Company''s financial risk activities are
governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance
with the Company''s policies and risk objectives. It is the Company''s policy that no trading in derivatives for speculative
purposes may be undertaken. The Board of Directors reviews and agrees with policies for managing each of these risks,
which are summarized below.
(A) Financial risk management
The management of the company is responsible to oversee the Risk Management Framework for developing and
monitoring the Company''s risk management policies. The risk management policies are established to ensure timely
identification and evaluation of risks, setting acceptable risk thresholds, identifying and mapping controls against these
risks, monitor the risks and their limits, improve risk awareness and transparency. Risk management policies and
systems are reviewed regularly to reflect changes in the market conditions and the Company''s activities to provide
reliable information to the Management and the Board to evaluate the adequacy of the risk management framework in
relation to the risk faced by the Company.
The risk management policies aims to mitigate the following risks arising from the financial instruments:
¦ Market risk
¦ Credit risk; and
¦ Liquidity risk
(B) Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes
in the market prices. The Company is exposed in the ordinary course of its business to risks related to changes in foreign
currency exchange rates, commodity prices and interest rates.
The Company seeks to minimize the effects of these risks by using derivative financial instruments to hedge risk
exposures. The use of financial derivatives is governed by the Company''s policies approved by the Board of Directors,
which provide written principles on foreign exchange risk, interest rate risk, credit risk, the use of financial derivatives
and non-derivative financial instruments, and the investment of excess liquidity. Compliance with policies and exposure
limits is reviewed by the Management and the internal auditors on a continuous basis. The Company does not enter or
trade financial instruments, including derivatives for speculative purposes.
(C) Foreign currency risk management
The Company''s functional currency is Indian Rupees (''). The Company undertakes transactions denominated in
foreign currencies; consequently, exposure to exchange rate fluctuations arises. Volatility in exchange rates affects the
Company''s revenue from export markets and the costs of imports, primarily in relation to raw materials. The Company
is exposed to exchange rate risk under its trade and debt portfolio.
Adverse movements in the exchange rate between the Rupee and any relevant foreign currency results in increase in
the Company''s overall debt position in Rupee terms without the Company having incurred additional debt and favorable
movements in the exchange rates will conversely result in reduction in the Company''s receivables in foreign currency. To
hedge exchange rate risk, the Company has a policy to hedge cash flows up to a specific tenure using forward exchange
contracts and options. In respect of imports and other payables, the Company hedges its payables when the exposure
arises. Short term exposures are hedged progressively based on their maturity.
All hedging activities are carried out in accordance with the Company''s internal risk management policies, as approved
by the Board of Directors, and in accordance with the applicable regulations where the Company operates. The company
has not entered any currency swap transaction during the year.
The carrying amounts of the Company''s monetary assets and monetary liabilities at the end of the reporting period are
disclosed in Note 41.
(D) Credit risk management:
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to
the Company. Credit risk encompasses both, the direct risk of default and the risk of deterioration of creditworthiness
as well as concentration risks. The Company has adopted a policy of only dealing with creditworthy counterparties and
obtaining sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults.
The Company''s credit risk arises principally from the trade receivables, loans, cash & cash equivalents and financial
guarantees.
Trade receivables
Customer credit risk is managed centrally by the Company and subject to established policy, procedures and control
relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit
rating scorecard and individual credit limits defined in accordance with the assessment.
Credit risk on receivables is also mitigated by securing the same against letters of credit and guarantees of reputable
nationalized and private sector banks. Trade receivables consist of many customers spread across diverse industries
and geographical areas with no significant concentration of credit risk. The outstanding trade receivables are regularly
monitored, and appropriate action is taken for collection of overdue receivables. The company has also taken insurance
cover of trade receivable exposure to mitigate credit risk.
An impairment analysis is performed at each reporting date on an individual basis for major clients. In addition, a
large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The
calculation is based on exchange losses historical data.
Cash and cash equivalents
Credit risks from balances with banks and financial institutions are managed in accordance with the Company policy.
In addition, the Company is exposed to credit risk in relation to financial guarantees given to banks and other
counterparties. The Company''s maximum exposure in this respect is the maximum amount the Company would have to
pay if the guarantee is called upon.
(E) Liquidity risk management
Liquidity risk refers to the risk of financial distress or extraordinarily high financing costs arising due to shortage of
liquid funds in a situation where business conditions unexpectedly deteriorate and require financing. The Company
requires funds both for short-term operational needs as well as for long-term capital expenditure growth projects. The
Company generates sufficient cash flow for operations, which together with the available cash and cash equivalents and
short-term investments provide liquidity in the short term and long- term. The Company has established an appropriate
liquidity risk management framework for the management of the Company''s short, medium and long-term funding and
liquidity management requirements. The Company manages liquidity risk by maintaining adequate reserves, banking
facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching
the maturity profiles of financial assets and liabilities.
Collateral
The Company has pledged part of its trade receivables, short-term investments, cash and cash equivalents and all
current assets to fulfill certain collateral requirements for the banking facilities extended to the Company. There is an
obligation to return the securities to the Company once these banking facilities are surrendered.
Capital management
For the purpose of the Company''s capital management, capital includes issued equity capital, share premium and all
other equity reserves attributable to the equity holders of the parent. The primary objective of the Company''s capital
management is to maximize the shareholder value.
The Company manages its capital structure and adjusts in light of changes in economic conditions and the requirements
of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment
to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing
ratio, which is net debt divided by total capital plus net debt. The Company''s policy is to keep the gearing ratio between
30% and 75%. The Company includes within net debt, interest bearing loans and borrowings, less cash, and cash
equivalents, excluding discontinued operations.
The Company monitors its capital using gearing ratio, which is net debt divided to total equity. Net debt includes interest
bearing loans and borrowings less cash and cash equivalents, bank balances other than cash and cash equivalents and
current investments. Company''s gearing ratio at the end of the reporting period is as follows:
In order to achieve this overall objective, the Company''s capital management, amongst other things, aims to ensure
that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure
requirements. Breaches in meeting the financial covenants would permit the bank to immediately call loans and
borrowings. There have been no breaches in the financial covenants of any interest-bearing loans and borrowing in the
current period.
No changes were made in the objectives, policies or processes for managing capital during the years ended March 31,
2025 and March 31, 2024.
Fair value measurement of financial instruments
When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be measured based
on quoted prices in active markets, their fair value is measured using valuation techniques including the DCF model.
The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree
of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk,
credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial
instruments.
The Company has lease contracts for HO premise, Warehouse, Plant (Unit-3), Plant and Machinery and Guest House. They
are having lease terms of 3-9 years. The Company''s obligations under its leases are secured by the lessor''s title to the leased
assets. The Company is restricted from assigning and subleasing.The leased assets and some contracts require the Company to
maintain premises in good state. The lease contract include extension and termination options which are further discussed below.
The Company also has Depots with lease terms of 12 months or less. The Company applies the ''short-term lease'' recognition
exemptions for this lease.
Terms of Cancellation and Escalation
The Leases are cancellable by giving one month notice by either parties and these does not carries any escalation.
47 The Company has a process whereby periodically all long term contracts (including derivative contracts) are assessed for
material foreseeable losses. At the year end, the Company has reviewed and there are no long term contracts for which
there are any material foreseeable losses. The Company has ensured that adequate provision as required under any law/
accounting standards for material foreseeable losses on derivative contracts has been made in the books of accounts.
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.
(a) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(b) The Company does not have any Benami property, where any proceeding has been initiated or pending against the
Company for holding any Benami property.
(c) The Company does not have any charge or satisfaction of charge, which is yet to be registered with ROC beyond the
statutory period.
(d) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign
entities (Intermediaries) with the understanding that the Intermediary shall:
(i) 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
(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
(e) 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 Group shall:
(i) 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
(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(f) The Company does not have any such transaction which is not recorded in the books of accounts that has been
surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as,
search or survey or any other elevant provisions of the Income Tax Act, 1961).
(g) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government
authority.
50 The Company uses an accounting software for maintaining its books of account which has a feature of recording audit trail
(edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the accounting software,
SAP application and the underlying HANA database. Further, no instance of audit trail feature being tampered with was noted
inrespect of the accounting software. Additionally, the audit trail of prior year(s) has been preserved by the Company as per the
statutory requirements for record retention to the extent it was enabled and recorded in the respective years.
52 In line with Circular No 04/2015 issued by Ministry of Corporate Affairs dated 10/03/2015, loans given to employees as per
the Company''s policy are not considered for the purposes of disclosure under Section 186(4) of the Companies Act, 2013.
A dividend of ''0.50 per share has been recommended on equity shares for year ended March 31, 2025. This equity dividend
is subject to approval by shareholders at the Annual General Meeting and has not been included as a liability in these financial
statements. The proposed equity dividend is payable to all holders of fully paid equity shares on record date.
52 The figures for the comparative periods have been regrouped wherever necessary, to conform to the current year''s
classification, except ratios.
The Standalone Financial Statements were approved for issue by the board of directors on May 02, 2025.
For Gokhale & Sathe For and on behalf of the Board of Directors
Chartered Accountants Yasho Industries Limited
Firm''s Registration Number: 103264W CIN - L74110MH1985PLC037900
Chinmaya Deval Parag Jhaveri Vinod Jhaveri
(Partner) (MD & CEO) (Chairman & ED)
Membership No. : 148652 DIN: 01257685 DIN: 01655692
Place : Mumbai Chirag Shah Rupali Verma
Date : May 02, 2025 Chief Financial Officer Company Secretary
Mar 31, 2024
(L) Provisions, Contingent Liabilities and Contingent Assets
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.
Provisions for restructuring are recognised by the Company when it has developed a detailed formal plan for restructuring and has raised a valid expectation in those affected that the Company will carry out the restructuring by starting to implement the plan or announcing its main features to those affected by it.
Provisions are measured at the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. When a provision is measured using the cash flows estimated to settle the present obligation, it''s carrying amount is the present value of those cash flows (when the effect of the time value of money is material). The measurement of provision for restructuring includes only direct expenditures arising from the restructuring, which are both necessarily entailed by the restructuring and not associated with the ongoing activities of the Company.
Contingent liabilities are disclosed by way of a note to the financial statements when there is a possible obligation arising from past events, the existence
of which will be confirmed only by the occurrence or nonoccurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle or a reliable estimate of the amount cannot be made.
A contingent asset is not recognised but disclosed in the financial statements where an inflow of economic benefit is probable.
(M) Employee benefits
Employee benefits include salaries, wages, contribution to provident fund, gratuity, leave encashment towards un-availed leave, compensated absences, post-retirement medical benefits and other terminal benefits.
Short-term employee benefits
Wages and salaries, including non-monetary benefits that are expected to be settled within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees'' services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as current employee benefit obligations in the balance sheet.
Post-employment benefits Defined contribution plan
Employee Benefit under defined contribution plans comprises of Contributory provident fund etc. is recognized based on the undiscounted amount of obligations of the Company to contribute to the plan. The same is paid to a fund administered through a separate trust.
Defined benefit plan
Defined benefit plans comprising of gratuity is recognized based on the present value of defined benefit obligations which is computed using the projected unit credit method, with actuarial valuations being carried out at the end of each annual reporting period. These are accounted either as current employee cost or included in cost of assets as permitted.
The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is included in employee benefit expense in the statement of profit and loss.
Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions are recognised in the period in which they occur, directly in other comprehensive income. They are included in retained earnings in the statement of changes in equity and in the balance sheet.
Changes in the present value of the defined benefit obligation resulting from plan amendments or curtailments are recognised immediately in profit or loss as past service cost.
Short term employee benefits
Liabilities recognised in respect of shortterm employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related service. Liabilities recognised in respect of other long-term employee benefits are measured at the present value of the estimated future cash outflows expected to be made by the Company in respect of services provided by employees up to the reporting date.
(N) Financial instruments
Financial assets and financial liabilities are recognised when an entity becomes a party to the contractual provisions of the instrument.
Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through Statement of Profit and Loss (FVTPL)) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit and loss are recognised immediately in Statement of Profit and Loss.
(O) Financial assets
Recognition and initial measurement
The Company initially recognises loans and advances, deposits and debt securities purchased on the date on which they originate. Purchases and sale of financial assets are recognised on the trade date, which is the date on which the Company becomes a party to the contractual provisions of the instrument.
All financial assets are recognised initially at fair value. In the case of financial assets not recorded at
FVTPL, transaction costs that are directly attributable to its acquisition of financial assets are included therein.
Classification of financial assets and Subsequent Measurement
On initial recognition, a financial asset is classified to be measured at -
⢠Amortised cost; or
⢠Fair Value through Other Comprehensive Income (FVTOCI) - debt investment; or
⢠Fair Value through Other Comprehensive Income (FVTOCI) - equity investment; or
⢠Fair Value through Profit or Loss (FVTPL)
A financial asset is measured at amortised cost if it meets both of the following conditions and is not designated at FVTPL:
⢠The asset is held within a business model whose objective is to hold assets to collect contractual cash flows; and
⢠The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
A debt instrument is classified as FVTOCI only if it meets both of the following conditions and is not recognised at FVTPL:
⢠The asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; and
⢠The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Debt instruments included within the FVTOCI category are measured initially as well as at each reporting date at fair value. Fair value movements are recognised in the Other Comprehensive Income (OCI). However, the Company recognises interest income, impairment losses & reversals and foreign exchange gain or loss in the Statement of Profit and Loss. On derecognition of the asset, cumulative gain or loss previously recognised in OCI is reclassified from the equity to Statement of Profit and Loss. Interest earned whilst holding FVTOCI debt instrument is reported as interest income using the EIR method.
All equity investments in scope of IND AS 109 are measured at fair value. Equity instruments which are held for trading and contingent consideration recognised by an acquirer in a business combination to which IND AS 103 applies are classified as at FVTPL. For all other equity instruments, the Company may make an irrevocable election to present in other comprehensive income subsequent changes in the fair value. The Company makes such election on an instrument-by-instrument basis. The classification is made on initial recognition and is irrevocable. The non-current investment has been recorded at amortised cost.
If the Company decides to classify an equity instrument as at FVTOCI, then all fair value changes on the instrument, excluding dividends, are recognised in the OCI. There is no recycling of the amounts from OCI to Statement of Profit and Loss, even on sale of investment. However, on sale/ disposal the Company may transfer the cumulative gain or loss within equity.
Equity instruments included within the FVTPL category are measured at fair value with all changes recognised in the Statement of Profit and Loss.
All other financial assets are classified as measured at FVTPL.
In addition, on initial recognition, the Company may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortised cost or at FVTOCI as at FVTPL if doing so eliminates or significantly reduces and accounting mismatch that would otherwise arise.
Financial assets at FVTPL are measured at fair value at the end of each reporting period, with any gains and losses arising on remeasurement recognised in statement of profit or loss. The net gain or loss recognised in statement of profit or loss incorporates any dividend or interest earned on the financial asset and is included in the ''other income'' line item. Dividend on financial assets at FVTPL is recognised when:
⢠The Company''s right to receive the dividends is established,
⢠It is probable that the economic benefits associated with the dividends will flow to the entity,
⢠The dividend does not represent a recovery of part of cost of the investment and the amount of dividend can be measured reliably.
Derecognition of financial assets
The Company derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.
Impairment
The Company applies the expected credit loss model for recognising impairment loss on financial assets measured at amortised cost, trade receivables, other contractual rights to receive cash or other financial asset.
Expected credit losses are the weighted average of credit losses with the respective risks of default occurring as the weights. Credit loss is the difference between all contractual cash flows that are due to the Company in accordance with the contract and all the cash flows that the Company expects to receive (i.e. all cash shortfalls), discounted at the original effective interest rate (or credit-adjusted effective interest rate for purchased or originated credit-impaired financial assets). The Company estimates cash flows by considering all contractual terms of the financial instrument (for example, prepayment, extension, call and similar options) through the expected life of that financial instrument.
The Company measures the loss allowance for a financial instrument at an amount equal to the lifetime expected credit losses if the credit risk on that financial instrument has increased significantly since initial recognition. If the credit risk on a financial instrument has not increased significantly since initial recognition, the Company measures the loss allowance for that financial instrument at an amount equal to 12-month expected credit losses. 12-month expected credit losses are portion of the life-time expected credit losses and represent the lifetime cash shortfalls that will result if default occurs within the 12 months after the reporting date and thus, are not cash shortfalls that are predicted over the next 12 months.
If the Company measured loss allowance for a financial instrument at lifetime expected credit loss model in the previous year, but determines a the end of a reporting year that the credit risk has not increased significantly since initial recognition due to
improvement in credit quality as compared to the previous year, the Company again measures the loss allowance based on 12-month expected credit losses.
When making the assessment of whether there has been a significant increase in credit risk since initial recognition, the Company uses the change in the risk of a default occurring over the expected life of the financial instrument instead of the change in the amount of expected credit losses. To make that assessment, the Company compares the risk of a default occurring on the financial instrument as at the reporting date with the risk of a default occurring on the financial instrument as at the date of initial recognition and considers reasonable and supportable information, that is available without undue cost or effort, that is indicative of significant increases in credit risk since initial recognition.
For trade receivables or any contractual right to receive cash or another financial asset that result from transactions that are within the scope of Ind AS 11 and Ind AS 18, the Company always measures the loss allowance at an amount equal to lifetime expected credit losses.
Further, for the purpose of measuring lifetime expected credit loss allowance for trade receivables, the Company has used a practical expedient as permitted under Ind AS 109. This expected credit loss allowance is computed based on a provision matrix which takes into account historical credit loss experience and adjusted for forward-looking information.
(P) Financial liabilities and equity instruments Classification as debt or equity
Debt and equity instruments issued by a company are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.
Equity instruments
An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Company are recognised at the proceeds received, net of directly attributable transaction costs.
Financial liabilities
Financial liabilities are classified as measured at amortised cost or ''FVTPL''.
A Financial Liability is classified as at FVTPL if it is classified as held-for-trading or it is a derivative (that does not meet hedge accounting requirements) or it is designated as such on initial recognition.
A financial liability is classified as held for trading if:
⢠It has been incurred principally for the purpose of repurchasing it in the near term; or
⢠On initial recognition it is part of a portfolio of identified financial instruments that the Company manages together and has a recent actual pattern of short-term profit-taking; or
⢠It is a derivative that is not designated and effective as a hedging instrument.
A financial liability other than a financial liability held for trading may be designated as at FVTPL upon initial recognition if:
⢠Such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise;
⢠The financial liability forms part of a group of financial assets or financial liabilities or both, which is managed and its performance is evaluated on a fair value basis, in accordance with the Company''s documented risk management or investment strategy, and information about the grouping is provided internally on that contract basis; or
⢠It forms part of a containing one or more embedded derivatives, and IND AS 109 permits the entire combined contract to be designated as at FVTPL in accordance with IND AS 109.
Financial liabilities at FVTPL are stated at fair value, with any gains or losses arising on remeasurement recognised in Statement of Profit and Loss. The net gain or loss recognised in Statement of Profit and Loss incorporates any interest paid on the financial liability and is included in the ''other gains and losses'' line item in the Statement of Profit and Loss.
Other financial liabilities
Other financial liabilities (including borrowings and trade and other payables) are subsequently measured at amortised cost using the effective interest method.
Derecognition of financial liabilities
The Company derecognises financial liabilities when, and only when, the Company''s obligations are discharged, cancelled or have expired. An exchange with a lender of debt instruments with substantially different terms is accounted for as an extinguishment of the original financial liability and the recognition of a new financial liability. Similarly, a substantial modification of the terms of an existing financial liability (whether or not attributable to the financial difficulty of the debtor) is accounted for as an extinguishment of the original financial liability and the recognition of a new financial liability. The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable is recognised in profit or loss.
Offsetting financial instruments
Financial assets and liabilities are offset and the net amount is reported in the balance sheet where there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Company or the counterparty.
(Q) Cash and cash equivalents
Cash and cash equivalent in the Balance Sheet comprise cash at banks and on hand and short -term deposits with an original maturity of three months or less, which are subject to insignificant risk of changes in value. Bank overdrafts are shown within borrowings in current liabilities in the balance sheet.
(R) Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issuance of new ordinary shares and share options and buyback of
ordinary shares are recognized as a deduction from Share Premium, net of any tax effects.
(S) Segments reporting
The Company''s only identifiable reportable segment is Chemicals and hence disclosure of Segment wise information is not applicable under IND-AS 108 "Operating Segments". Details of geographical segments are disclosed.
(T) Earnings per share Basic earnings per share
Basic earnings per share is computed by dividing the net profit after tax by weighted average number of equity shares outstanding during the period. The weighted average number of equity shares outstanding during the year is adjusted for treasury shares, bonus issue, bonus element in a rights issue to existing shareholders, share split and reverse share split (consolidation of shares).
Diluted earnings per share
Diluted earnings per share is computed by dividing the profit after tax after considering the effect of interest and other financing costs or income (net of attributable taxes) associated with dilutive potential equity shares by the weighted average number of equity shares considered for deriving basic earnings per share and also the weighted average number of equity shares that could have been issued upon conversion of all dilutive potential equity shares including the treasury shares held by the Company to satisfy the exercise of the share options by the employees.
(U) Proposed Dividends
The Company recognises a liability to make distributions to equity holders when the distribution is authorised, and the distribution is no longer at the discretion of the Company. As per the Corporate laws in India, a distribution is authorised when it is approved by the shareholders.
(V) Standards notified but not yet effective
Ministry of Corporate Affairs ("MCA") notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. For the year ended March 31, 2024, MCA has not notified any new standards or amendments to the existing standards applicable to the Company.
The Company has availed Rupee Term Loan facility of K 4,502.00 Lakhs (March 31, 2023: K 4,502.00 Lakhs). The Facility is secured by (a) First Pari Passu charge by way of Hypothecation on the Plant & Machinery situated at Vapi, Gujarat. (b) First Pari Passu charge by way of mortgage on immovable fixed assets of the Company situated at Vapi, Gujarat. (c) First Pari Passu Charge on Director''s residential property situated at Mumbai. The borrowing carries interest rate between 9% - 10.2% p.a. payable at monthly rest. Outstanding balance for this borrowing is K 1434.44 Lakhs (March 31, 2023: K 2,311.20/-). Repayments till 2026.
During the year 2017-2018, outstanding Indian Rupee loan of K 485 lakhs had been converted into foreign currency loan of USD 6.46 Lakhs. The borrowing carries interest at Libor 3.00% p.a. payable at monthly rest. The effective interest rate is 3.00% p.a. Outstanding balance for this borrowing is USD 1.01 Lakhs equivalent to K 83.19 Lakhs (as at March 31, 2022: K 177.76 Lakhs). As per the terms, the foreign currency loan was repaid fully in FY 2024.
The Company during the previous year had availed Rupee Term Loan facility of K 10,000.00 Lakhs which was enhanced to K 16,325.00 Lakhs during the year for its Greenfield project. The Facility is secured by (a) First Pari Passu charge (with other Term Loan Lenders) by way of mortgage on entire movable and immovable fixed asset of the company situated at Pakhajan, Vagra, Gujarat. (b) Second Pari Passu charge (with other Term Loan Lenders) by way of mortgage on immovable fixed assets of the Company situated at Vapi, Gujarat. (c) Second Pari passu charge by way of Hypothecation of movable fixed assets of the company situated at Vapi, Gujarat. (d) Second Pari Passu charge on the entire current assets of the company, (e) First Pari Passu Charge on Director''s residential property situated at Mumbai and (f) Personal Guarantee by promoter directors. The borrowing carries interest rate of 9% p.a. payable at monthly rest after the moratorium period. Outstanding balance for this borrowing is K 13,818.52 Lakhs. Repayments in 5 years after moratorium.
The Company during the previous year had availed Rupee Term Loan facility of K 5,000.00 Lakhs for its Greenfield project. The Facility is secured by (a) First Pari Passu charge (with other Term Loan Lenders) by way of mortgage on entire movable and immovable fixed asset of the company situated at Pakhajan, Vagra, Gujarat. (b) Second Pari Passu charge (with other Term Loan Lenders) by way of mortgage on immovable fixed assets of the Company situated at Vapi, Gujarat. (c) Second Pari passu charge by way of Hypothecation of movable fixed assets of the company situated at Vapi, Gujarat. (d) Second Pari Passu charge on the entire current assets of the company. (e) First Pari Passu Charge on Director''s residential property situated at Mumbai and (f) Personal Guarantee by promoter directors. The borrowing carries interest rate of 9% p.a. payable at monthly rest after the moratorium period. Outstanding balance for this borrowing is K 5,000.00 Lakhs (March 31, 2023: K 1,799.84 Lakhs). Repayments in 5 years after moratorium.
The Company during the year had availed Rupee Term Loan facility of K 5,000.00 Lakhs for its Greenfield project. The Facility is secured by (a) First Pari Passu charge (with other Term Loan Lenders) by way of mortgage on entire movable and immovable fixed asset of the company situated at Pakhajan, Vagra, Gujarat. (b) Second Pari Passu charge (with other Term Loan Lenders) by way of mortgage on immovable fixed assets of the Company situated at Vapi, Gujarat. (c) Second Pari passu charge by way of Hypothecation of movable fixed assets of the company situated at Vapi, Gujarat. (d) Second Pari Passu charge on the entire current assets of the company, (e) First Pari Passu Charge on Director''s residential property situated at Mumbai and (f) Personal Guarantee by promoter directors. The borrowing carries interest rate of 9% p.a. payable at monthly rest after the moratorium period. Outstanding balance for this borrowing is K 5,000.00 Lakhs (March 31, 2023: K NIL). Repayments in 5 years after moratorium.
The Company during the year had availed Rupee Term Loan facility of K 4,000.00 Lakhs for its Greenfield project. The Facility is secured by (a) First Pari Passu charge (with other Term Loan Lenders) by way of mortgage on entire movable and immovable fixed asset of the company situated at Pakhajan, Vagra, Gujarat. (b) Second Pari Passu charge (with other Term Loan Lenders) by way of mortgage on immovable fixed assets of the Company situated at Vapi, Gujarat. (c) Second Pari passu charge by way of Hypothecation of movable fixed assets of the company situated at Vapi, Gujarat. (d) Second Pari Passu charge on the entire current assets of the company, (e) First Pari Passu Charge on Director''s residential property situated at Mumbai and (f) Personal Guarantee by promoter directors. The borrowing carries interest rate of 9% p.a. payable at monthly rest after the moratorium period. Outstanding balance for this borrowing is ^ 4,000.00 Lakhs (March 31, 2023: ^ NIL). Repayments in 5 years after moratorium,
Bank loans availed by the Company are subject to certain covenants relating to interest service coverage ratio, current ratio, debt service coverage ratio, total outside liabilities to total net worth, fixed assets coverage ratio, ratio of total term liabilities to net worth, The Company has complied with the same as per the terms of loan agreements,
â¦Secured Long-term Borrowings is secured by first pari passu charge on stock book debts, movable machinery and other movables both present and future along with personal guarantee of the directors and an equitable mortgage on specified immovable properties,
GST Dispute
1 GST demand comprises demand from GST Authorities on account of denial of pre-import condition amounting to H822.27 Lakhs upon completion of their tax review for the financial year 2017-18, 2018-19 and 2019-20. The matter is pending before various authorities.
2 GST demand also comprises of demand from GST Authorities on account of denial of GST refund on exports amounting to H3,368.28 Lakhs . upon completion of their tax review for the financial year 2017-18, 2018-19, 2019-20 and 2020-21. The matter is pending before various authorities. Out of this, amount to the extent of H336.83 Lakhs has been paid under protest, the same is shown under Note 7 to this financials statements.
Custom Duty Dispute
3 Custom duty demand comprises of various penalties amounting to H175.36 lakhs (March 31, 2023: H175.36 lakhs). The matter is pending before CESTAT.
The Company participates in a number of defined contribution plans on behalf of relevant personnel. Any expense recognised in relation to these schemes represents the value of contributions payable during the period by the Company at rates specified by the rules of those plans. The only amounts included in the balance sheet are those relating to the prior months contributions that were not due to be paid until after the end of the reporting period.
The major defined contribution plans operated by the Company are as below:
a) Provident fund
In accordance with the Employee''s Provident Fund and Miscellaneous Provisions Act, 1952 eligible employees of the Company are entitled to receive benefi ts in respect of provident fund, a defined contribution plan, in which both employees and the Company make monthly contributions at a specified percentage of the covered employees'' salary. The contributions, as specified under the law, are made to the provident fund administered and managed by Government of India. The Company has no further obligations under the fund managed by the GOI beyond its monthly contributions which are charged to the Statement of Profit and Loss in the period they are incurred. The benefi ts are paid to employees on their retirement or resignation from the Company.
(b) Gratuity
The Company has an obligation towards gratuity, an funded defined benefit retirement plan covering eligible employees. The plan provides for lump sum payment to vested employees at retirement, death while in employment or on termination of the employment of an amount equivalent to 15 days salary, as applicable, payable for each completed year of service, without any payment ceiling. Vesting occurs upon completion of five years of service. The Company accounts for the liability for gratuity benefits payable in the future based on an actuarial valuation. The most recent actuarial valuation of the present value of the defined benefit obligation was carried out at March 31, 2024 by an independent actuary. The present value of the defined benefit obligation, and the related current service cost and past service cost, were measured using the projected unit credit method.
Fair values
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Company takes in to account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in these financial statements is determined on such a basis.
In addition, for financial reporting purposes, fair value measurements are categorized into Level 1, Level 2 or Level 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurements in its entirety, which are described as follows:
⢠Level 1 : inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date;
⢠Level 2 : inputs are inputs, other than quoted prices included within level 1, that are observable for the asset or liability, either directly or indirectly; and
⢠Level 3 : inputs are unobservable inputs for the asset or liability.
The management assessed that cash and cash equivalents, trade receivables, trade payables, bank overdrafts and other current liabilities approximate their 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:
⢠Long-term fixed-rate and variable-rate receivables/borrowings are evaluated by the Company based on parameters such as interest rates, specific country risk factors, individual creditworthiness of the customer and the risk characteristics of the financed project. Based on this evaluation, allowances are taken into account for the expected credit losses of these receivables.
⢠The fair values of the quoted notes and bonds are based on price quotations at the reporting date. The fair value of unquoted instruments, loans from banks and other financial liabilities, obligations under finance leases, as well as other non-current financial liabilities is estimated by discounting future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities. In addition to being sensitive to a reasonably possible change in the forecast cash flows or the discount rate, the fair value of the equity instruments is also sensitive to a reasonably possible change in the growth rates. Management regularly assesses a range of reasonably possible alternatives for those significant unobservable inputs and determines their impact on the total fair value.
⢠The fair values of the Company''s interest-bearing borrowings and loans are determined by using DCF method using discount rate that reflects the issuer''s borrowing rate as at the end of the reporting period.
The Company''s principal financial liabilities comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations and to provide guarantees to support its operations. The Company''s principal financial assets include loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations. The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior management oversees the management of these risks providing an assurance that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives. It is the Company''s policy that no trading in derivatives for speculative purposes may be undertaken. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarized below.
(A) Financial risk management
The management of the company is responsible to oversee the Risk Management Framework for developing and monitoring the Company''s risk management policies. The risk management policies are established to ensure timely identification and evaluation of risks, setting acceptable risk thresholds, identifying and mapping controls against these risks, monitor the risks and their limits, improve risk awareness and transparency. Risk management policies and systems are reviewed regularly to reflect changes in the market conditions and the Company''s activities to provide reliable information to the Management and the Board to evaluate the adequacy of the risk management framework in relation to the risk faced by the Company.
The risk management policies aims to mitigate the following risks arising from the financial instruments:
⢠Market risk
⢠Credit risk; and
⢠Liquidity risk
(B) Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in the market prices. The Company is exposed in the ordinary course of its business to risks related to changes in foreign currency exchange rates, commodity prices and interest rates.
The Company seeks to minimize the effects of these risks by using derivative financial instruments to hedge risk exposures. The use of financial derivatives is governed by the Company''s policies approved by the Board of Directors, which provide written principles on foreign exchange risk, interest rate risk, credit risk, the use of financial derivatives and non-derivative financial instruments, and the investment of excess liquidity. Compliance with policies and exposure limits is reviewed by the Management and the internal auditors on a continuous basis. The Company does not enter or trade financial instruments, including derivatives for speculative purposes.
(C) Foreign currency risk management
The Company''s functional currency is Indian Rupees (INR). The Company undertakes transactions denominated in foreign currencies; consequently, exposure to exchange rate fluctuations arises. Volatility in exchange rates affects the Company''s revenue from export markets and the costs of imports, primarily in relation to raw materials. The Company is exposed to exchange rate risk under its trade and debt portfolio.
Adverse movements in the exchange rate between the Rupee and any relevant foreign currency results in increase in the Company''s overall debt position in Rupee terms without the Company having incurred additional debt and favorable movements in the exchange rates will conversely result in reduction in the Company''s receivables in foreign currency. To hedge exchange rate risk, the Company has a policy to hedge cash flows up to a specific tenure using forward exchange contracts and options. In respect of imports and other payables, the Company hedges its payables when the exposure arises. Short term exposures are hedged progressively based on their maturity.
All hedging activities are carried out in accordance with the Company''s internal risk management policies, as approved by the Board of Directors, and in accordance with the applicable regulations where the Company operates. The company has not entered any currency swap transaction during the year.
The carrying amounts of the Company''s monetary assets and monetary liabilities at the end of the reporting period are disclosed in Note 45
(D) Credit risk management:
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company. Credit risk encompasses both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration risks. The Company has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults.
The Company''s credit risk arises principally from the trade receivables, loans, cash & cash equivalents and financial guarantees.
Trade receivables
Customer credit risk is managed centrally by the Company and subject to established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits defined in accordance with the assessment.
Credit risk on receivables is also mitigated by securing the same against letters of credit and guarantees of reputable nationalized and private sector banks. Trade receivables consist of many customers spread across diverse industries and geographical areas with no significant concentration of credit risk. The outstanding trade receivables are regularly monitored, and appropriate action is taken for collection of overdue receivables. The company has also taken insurance cover of trade receivable exposure to mitigate credit risk.
An impairment analysis is performed at each reporting date on an individual basis for major clients. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The calculation is based on exchange losses historical data.
Cash and cash equivalents
Credit risks from balances with banks and financial institutions are managed in accordance with the Company policy.
In addition, the Company is exposed to credit risk in relation to financial guarantees given to banks and other counterparties. The Company''s maximum exposure in this respect is the maximum amount the Company would have to pay if the guarantee is called upon.
(E) Liquidity risk management
Liquidity risk refers to the risk of financial distress or extraordinary high financing costs arising due to shortage of liquid funds in a situation where business conditions unexpectedly deteriorate and require financing. The Company requires funds both for short-term operational needs as well as for long-term capital expenditure growth projects. The Company generates sufficient cash flow for operations, which together with the available cash and cash equivalents and short-term investments provide liquidity in the short term and long- term. The Company has established an appropriate liquidity risk management framework for the management of the Company''s short, medium and long-term funding and liquidity management requirements. The Company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.
Collateral
The Company has pledged part of its trade receivables, short term investments, cash and cash equivalents and all current assets to fulfil certain collateral requirements for the banking facilities extended to the Company. There is obligation to return the securities to the Company once these banking facilities are surrendered.
Capital management
For the purpose of the Company''s capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the parent. The primary objective of the Company''s capital management is to maximize the shareholder value.
The Company manages its capital structure and adjusts in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company''s policy is to keep the gearing ratio between 30% and 75%. The Company includes within net debt, interest bearing loans and borrowings, less cash, and cash equivalents, excluding discontinued operations.
The Company monitors its capital using gearing ratio, which is net debt divided to total equity. Net debt includes interest bearing loans and borrowings less cash and cash equivalents, bank balances other than cash and cash equivalents and current investments. Company''s gearing ratio at the end of the reporting period is as follows:
The Company has lease contracts for HO premise, Warehouse, Plant (Unit-3), Plant and Machinery and Guest House. They are having lease terms of 3-9 years.
The Company''s obligations under its leases are secured by the lessor''s title to the leased assets. The Company is restricted from assigning and subleasing
The leased assets and some contracts require the Company to maintain premises in good state. The lease contract include extension and termination options which are further discussed below.
The Company also has Depots with lease terms of 12 months or less. The Company applies the ''short-term lease'' recognition exemptions for this lease.
Terms of Cancellation and Escalation
The Leases are cancellable by giving one month notice by either parties and these does not carries any escalation.
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.
(a) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(b) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(c) The Company does not have any charge or satisfaction of charge, which is yet to be registered with ROC beyond the statutory period.
(d) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
(i) 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
(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
(e) 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 Group shall:
(i) 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
(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(f) The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).
(g) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.
54 The Code on Social Security, 2020 ("the Code") has been enacted, which may impact the employee related contributions made by the Company. The effective date from which the changes are applicable is yet to be notified. The Ministry of Labour and Employment (The Ministry'') has released draft rules for the Code on November 13, 2020. The Company will complete its evaluation and will give appropriate impact in its financial results in the period in which the Code becomes effective and the related
A dividend of H0.50 per share has been recommended on equity shares for year ended March 31, 2024. This equity dividend is subject to approval by shareholders at the Annual General Meeting and has not been included as a liability in these financial statements. The proposed equity dividend is payable to all holders of fully paid equity shares on record date.
56 As per MCA notification dated August 05, 2022, the Central Government has notified the Companies (Accounts) Fourth Amendment Rules, 2022. As per the amended rules, Companies are required to maintain daily back-up of the books of account and other relevant books and papers which are maintained in electronic mode on servers physically located in India.
The books of account of the Company and other relevant books and papers are maintained in electronic mode other than certain records and papers which are physically maintained in India. The electronic books of accounts are always readily accessible from India and currently a daily backup is maintained on servers located outside India. The Company is in the process of complying with the aforesaid MCA notification.
57 The Company has used accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software, except that in respect of the accounting software audit trail feature is not enabled for direct changes to database. Further, no instance of audit trail feature being tampered with was noted in respect of the accounting software.
58 The figures for the comparative periods have been regrouped wherever necessary, to conform to the current year''s classification.
The Standalone Financial Statements were approved for issue by the board of directors on May 13, 2024.
For and on behalf of the Board of Directors
For V J SHAH & CO.
Chartered Accountants
Firm''s Registration Number: 109823W
Parag Jhaveri Vinod Jhaveri
(MD & CEO) (Chairman & ED)
Chintan Shah DIN: 01257685 DIN: 01655692
(Partner)
Membership No. : 164370
Place : Mumbai Deepak Kaku Rupali Verma
Date : May 13, 2024 Chief Financial Officer Company Secretary
Membership No. A42923
Mar 31, 2023
(a) Certain property, plant and equipment are pledged against borrowings, the details relating to which have been described in Note 17 and Note 21.
(b) The company started a new Greenfield project at Pakhajan, Gujarat in February 2022. This project is expected to be completed in Decemeber 2023.
The carrying amount of this facility as at 31st March 2023 was '' 11,545.48/- lakhs (31 March 2022: '' 53.03/- Lakhs).
(c) The borrowing costs capitalised as Capital Work in Progress during the year ended 31 March 2023 was '' 338.43/- Lakhs (31 March 2022: '' 0.88/- Lakhs).
(d) Besides the Greenfield project, capital work in progress as at 31st March, 2023 comprises expenditure for the Plant & Machinery and Warehouse Building at Vapi in the course of construction. Total amount of capital work in progress is '' 790.07/- lakhs (31 March 2022: '' NIL/-).
(a) Technical Knowhow and certifications are intangible assets purchased and held by the Company, they are not internally generated.
(b) Development Costs for In-house developed new products will be written off over 3 years subject to impairment testing on quarterly basis.
(c) Intangible Assets under Development as at 31st March 2023 comprises expenditure for the implementation of new ERP system in SAP S4/Hana which is scheduled completion in April 2023.
Notes: Disclosure required under Section 186(4) of the Companies Act, 2013
The company has given unsecured loan amounting to '' 457.17 Lakhs to Yasho Industries Europe B.V. as per the agreement dated January 18, 2023 As per the terms of agreement, the loan carries an interest rate of 6.73% p.a. and is repayable on demand.
(A) The company has only 1 class of Equity shares.
(B) Each holder of Equity shares is entitled to one vote per share.
(C) The dividend proposed by the Board of Directors is subject to approval of the shareholders in the ensuing Annual General Meeting, except in the case of interim dividend.
(D) In the event of Liquidation, the equity shareholders are eligible to receive the remaining assets of the company after distribution of all preferential amounts, in proportion of their shareholding.
NOTE 15.4
During the period of five years immediately proceeding the date as at which the Balance Sheet is prepared:
(a) No Class of Shares were alloted as fully paid up pursuant to contract without payment being received in cash
(b) No Class of Shares were alloted as fully paid up by way of bonus shares for consideration other than cash.
(c) No Class of Shares were bought back by the company.
NOTE 15.5
(a) There are no calls unpaid
(b) There are no forfeited shares
NOTE 15.6
Aggregate number of bonus shares issued, shares issued for consideration other then cash during the period of five years immediately preceding the reporting date.
NOTE 16.1
Nature & Purpose of each Reserves under Other Equity
(a) Securities premium reserve : Securities premium is created due to premium on issue of shares. It is utilized in accordance with the provisions of the Companies Act, 2013.
(b) General Reserve : Under the erstwhile Indian Companies Act, 1956, a general reserve was created through an annual transfer of net income at a specified percentage in accordance with applicable regulations. The purpose of these transfers was to ensure that if a dividend distribution in a given year is more than 10.00% of the paid-up capital of the Company for that year, then the total dividend distribution is less than the total distributable reserves for that year.
Consequent to introduction of Companies Act, 2013, the requirement of mandatory transfer of a specified percentage of the net profit to general reserve has been withdrawn and the Company can optionally transfer any amount from the surplus of profit or loss to the General reserve.
(c) Retained Earnings : Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends or other distributions paid to shareholders.
(d) Items of Other Comprehensive Income
Remeasurements of Net Defined Benefit Plans : Differences between the interest income on plan assets and the return actually achieved, and any changes in the liabilities over the year due to changes in actuarial assumptions or experience adjustments within the plans, are recognised in other comprehensive income and are adjusted to retained earnings.
(e) Details of dividend proposed: A dividend of '' 0.50 per share has been recommended on equity shares for year ended March 31, 2023. This equity dividend is subject to approval by shareholders at the Annual General Meeting and has not been included as a liability in these financial statements. The proposed equity dividend is payable to all holders of fully paid equity shares on record date.
Details of Security and Repayment Terms :
i The Company has availed Rupee Term Loan facility of '' 4,502.00 Lakhs (31 March 2022: '' 4,502.00 Lakhs). The Facility is secured by (a) First Pari Passu charge by way of Hypothecation on the Plant & Machinery situated at Vapi, Gujarat. (b) First Pari Passu charge by way of mortgage on immovable fixed assets of the Company situated at Vapi, Gujarat. (c) First Pari Passu Charge on Director''s residential property situated at Mumbai. The borrowing carries interest rate between 9% - 10.2% p.a. payable at monthly rest. Outstanding balance for this borrowing is '' 2,311.20 Lakhs. Repayments till 2026.
ii During the year 2017-2018, outstanding Indian Rupee loan of '' 485 lakhs had been converted into foreign currency loan of USD 6.46 Lakhs. The borrowing carries interest at Libor 3.00% p.a. payable at monthly rest. The effective interest rate is 3.00% p.a. Outstanding balance for this borrowing is USD 1.01 Lakhs equivalent to '' 83.19 Lakhs (as at 31 March 2022: '' 177.76 Lakhs). As per the terms, the foreign currency loan will be repaid fully in FY 2024.
iii The Company during the year has availed Rupee Term Loan facility of '' 10,000.00 Lakhs for its Greenfield project. The Facility is secured by (a) First Pari Passu charge (with other Term Loan Lenders) by way of mortgage on entire movable and immovable fixed asset of the company situated at Pakhajan, Vagra, Gujarat. (b) Second Pari Passu charge (with other Term Loan Lenders) by way of mortgage on immovable fixed assets of the Company situated at Vapi, Gujarat. (c) Second Pari passu charge by way of Hypothecation of movable fixed assets of the comany situated at Vapi, Gujarat. (d) Second Pari Passu charge on the entire current assets of the company. (e) First Pari Passu Charge on Director''s residential property situated at Mumbai and (f) Personal Guarantee by promoter directors. The borrowing carries interest rate of 9% p.a. payable at monthly rest after the moratorium period. Outstanding balance for this borrowing is '' 8,475.80 Lakhs. Repayments in 5 years after moratorium.
iv The Company during the year has availed Rupee Term Loan facility of '' 5,000.00 Lakhs for its Greenfield project. The Facility is secured by (a) First Pari Passu charge (with other Term Loan Lenders) by way of mortgage on entire movable and immovable fixed asset of the company situated at Pakhajan, Vagra, Gujarat. (b) Second Pari Passu charge (with other Term Loan Lenders) by way of mortgage on immovable fixed assets of the Company situated at Vapi, Gujarat. (c) Second Pari passu charge by way of Hypothecation of movable fixed assets of the comany situated at Vapi, Gujarat. (d) Second Pari Passu charge on the entire current assets of the company. (e) First Pari Passu Charge on Director''s residential property situated at Mumbai and (f) Personal Guarantee by promoter directors. The borrowing carries interest rate of 9% p.a. payable at monthly rest after the moratorium period. Outstanding balance for this borrowing is '' 1,799.84 Lakhs. Repayments in 5 years after moratorium.
v Bank loans availed by the Company are subject to certain covenants relating to interest service coverage ratio, current ratio, debt service coverage ratio, total outside liabilities to total net worth, fixed assets coverage ratio, ratio of total term liabilities to net worth. The Company has complied with the same as per the terms of loan agreements.
i The Company has availed Cash credit, packing credit and working capital demand loans of '' 19,000 Lakhs (31 March 2022: '' 13,000 Lakhs) as sanctioned limit from Saraswat Co-op Bank Ltd, HDFC Bank Limited, Axis Bank Limited, SVC Co-op Bank Ltd and HSBC Bank Ltd in Multi Banking Arrangement. These loans are secured by first pari passu charge by way of hypothecation of the entire current assets of the company, First Pari Passu Charge on Director''s residential property situated at Mumbai, Second Pari passu charge by way of Hypothecation of movable fixed assets of the comany situated at Vapi, Gujarat, Second Pari Passu charge (with other Lenders) by way of mortgage on immovable fixed assets of the Company situated at Vapi, Gujarat and Personal Guarantee by promoter directors.
|
NOTE 40 Contingent Liabilities & Commitments |
(Amount '' in Lakhs) |
||
|
Particulars |
31.03.2023 |
31.03.2022 |
|
|
(A) |
Contingent Liabilities |
||
|
1 |
Letter of Credit / Bills Under Letter of Credit |
6,157.36 |
6,421.78 |
|
2 |
Bank guarantees |
186.28 |
194.31 |
|
3 |
GST dispute |
3,853.72 |
1,141.26 |
|
4 |
Custom duty dispute |
175.36 |
175.36 |
|
5 |
Capital Commitments |
27,700.45 |
254.55 |
1. GST demand comprises demand from GST Authorities on account of denial of pre-import condition amounting to '' 822.27 Lakhs (31st March 2022: '' 822.27 Lakhs) upon completion of their tax review for the financial year 2017-18, 2018-19 and 2019-20. The matter is pending before various authorities.
2. GST demand also comprises of demand from GST Authorities on account of denial of GST refund on exports amounting to '' 3,368.28 Lakhs (31st March 2022: NIL). upon completion of their tax review for the financial year 2017-18, 2018-19, 2019-20 and 2020-21. The matter is pending before various authorities. Out of this, amount to the extent of '' 336.83 Lakhs has been paid under protest, the same is shown under Note 7 to this financials statements.
1. Custom duty demand comprises of various penalties amounting to '' 175.36 lakhs (31st March 2022: '' 175.36 lakhs). The matter is pending before CESTAT.
The Company participates in a number of defined contribution plans on behalf of relevant personnel. Any expense recognised
in relation to these schemes represents the value of contributions payable during the period by the Company at rates
specified by the rules of those plans. The only amounts included in the balance sheet are those relating to the prior months
contributions that were not due to be paid until after the end of the reporting period.
The major defined contribution plans operated by the Company are as below: a) Provident fund
In accordance with the Employee''s Provident Fund and Miscellaneous Provisions Act, 1952 eligible employees of the Company are entitled to receive benefi ts in respect of provident fund, a defined contribution plan, in which both employees and the Company make monthly contributions at a specified percentage of the covered employees'' salary. The contributions, as specified under the law, are made to the provident fund administered and managed by Government of India. The Company has no further obligations under the fund managed by the GOI beyond its monthly contributions which are charged to the Statement of Profit and Loss in the period they are incurred. The benefi ts are paid to employees on their retirement or resignation from the Company.
The Company has an obligation towards gratuity, an funded defined benefit retirement plan covering eligible employees. The plan provides for lump sum payment to vested employees at retirement, death while in employment or on termination of the employment of an amount equivalent to 15 days salary, as applicable, payable for each completed year of service, without any payment ceiling. Vesting occurs upon completion of five years of service. The Company accounts for the liability for gratuity benefits payable in the future based on an actuarial valuation. The most recent actuarial valuation of the present value of the defined benefit obligation was carried out at March 31, 2023 by an independent actuary. The present value of the defined benefit obligation, and the related current service cost and past service cost, were measured using the projected unit credit method.
NOTE : 43 Financial instruments Fair values
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Company takes in to account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in these financial statements is determined on such a basis.
In addition, for financial reporting purposes, fair value measurements are categorized into Level 1, Level 2 or Level 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurements in its entirety, which are described as follows:
⢠Level 1 : inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date;
⢠Level 2 : inputs are inputs, other than quoted prices included within level 1, that are observable for the asset or liability, either directly or indirectly; and
⢠Level 3 : inputs are unobservable inputs for the asset or liability.
The management assessed that cash and cash equivalents, trade receivables, trade payables, bank overdrafts and other current liabilities approximate their 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:
⢠Long-term fixed-rate and variable-rate receivables/borrowings are evaluated by the Company based on parameters such as interest rates, specific country risk factors, individual creditworthiness of the customer and the risk characteristics of the financed project. Based on this evaluation, allowances are taken into account for the expected credit losses of these receivables.
⢠The fair values of the quoted notes and bonds are based on price quotations at the reporting date. The fair value of unquoted instruments, loans from banks and other financial liabilities, obligations under finance leases, as well as other non-current financial liabilities is estimated by discounting future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities. In addition to being sensitive to a reasonably possible change in the forecast cash flows or the discount rate, the fair value of the equity instruments is also sensitive to a reasonably possible change in the growth rates. Management regularly assesses a range of reasonably possible alternatives for those significant unobservable inputs and determines their impact on the total fair value.
⢠The fair values of the Company''s interest-bearing borrowings and loans are determined by using DCF method using discount rate that reflects the issuer''s borrowing rate as at the end of the reporting period.
NOTE : 44
Financial risk management objectives and policies:
The Company''s principal financial liabilities comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations and to provide guarantees to support its operations. The Company''s principal financial assets include loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations. The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior management oversees the management of these risks providing an assurance that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives. It is the Company''s policy that no trading in derivatives for speculative purposes may be undertaken. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarized below.
The management of the company is responsible to oversee the Risk Management Framework for developing and monitoring the Company''s risk management policies. The risk management policies are established to ensure timely identification and evaluation of risks, setting acceptable risk thresholds, identifying and mapping controls against these risks, monitor the risks and their limits, improve risk awareness and transparency. Risk management policies and systems are reviewed regularly to reflect changes in the market conditions and the Company''s activities to provide reliable information to the Management and the Board to evaluate the adequacy of the risk management framework in relation to the risk faced by the Company.
The risk management policies aims to mitigate the following risks arising from the financial instruments:
⢠Market risk
⢠Credit risk; and
⢠Liquidity risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in the market prices. The Company is exposed in the ordinary course of its business to risks related to changes in foreign currency exchange rates, commodity prices and interest rates.
The Company seeks to minimize the effects of these risks by using derivative financial instruments to hedge risk exposures. The use of financial derivatives is governed by the Company''s policies approved by the Board of Directors, which provide written principles on foreign exchange risk, interest rate risk, credit risk, the use of financial derivatives and non-derivative financial instruments, and the investment of excess liquidity. Compliance with policies and exposure limits is reviewed by the Management and the internal auditors on a continuous basis. The Company does not enter into or trade financial instruments, including derivatives for speculative purposes.
(C) Foreign currency risk management
The Company''s functional currency is Indian Rupees (''). The Company undertakes transactions denominated in foreign currencies; consequently, exposure to exchange rate fluctuations arise. Volatility in exchange rates affects the Company''s revenue from export markets and the costs of imports, primarily in relation to raw materials. The Company is exposed to exchange rate risk under its trade and debt portfolio.
Adverse movements in the exchange rate between the Rupee and any relevant foreign currency result''s in increase in the Company''s overall debt position in Rupee terms without the Company having incurred additional debt and favourable movements in the exchange rates will conversely result in reduction in the Company''s receivables in foreign currency. In order to hedge exchange rate risk, the Company has a policy to hedge cash flows up to a specific tenure using forward exchange contracts and options. In respect of imports and other payables, the Company hedges its payables as when the exposure arises. Short term exposures are hedged progressively based on their maturity.
All hedging activities are carried out in accordance with the Company''s internal risk management policies, as approved by the Board of Directors, and in accordance with the applicable regulations where the Company operates. The company has entered into currency swap transaction during the year.
The carrying amounts of the Company''s monetary assets and monetary liabilities at the end of the reporting period are disclosed in Note 45.
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company. Credit risk encompasses both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration risks. The Company has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults.
Company''s credit risk arises principally from the trade receivables, loans, cash & cash equivalents and financial guarantees.
Customer credit risk is managed centrally by the Company and subject to established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits defined in accordance with the assessment.
Credit risk on receivables is also mitigated by securing the same against letters of credit and guarantees of reputed nationalized and private sector banks. Trade receivables consist of many customers spread across diverse industries and geographical areas with no significant concentration of credit risk. The outstanding trade receivables are regularly monitored, and appropriate action is taken for collection of overdue receivables. Company has also taken insurance cover of trade receivable exposure to mitigate credit risk.
An impairment analysis is performed at each reporting date on an individual basis for major clients. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The calculation is based on exchange losses historical data.
Credit risks from balances with banks and financial institutions are managed in accordance with the Company policy.
In addition, the Company is exposed to credit risk in relation to financial guarantees given to banks and other counterparties. The Company''s maximum exposure in this respect is the maximum amount of the Company would have to pay if the guarantee is called upon.
Liquidity risk refers to the risk of financial distress or extraordinary high financing costs arising due to shortage of liquid funds in a situation where business conditions unexpectedly deteriorate and requiring financing. The Company requires funds both for short term operational needs as well as for long term capital expenditure growth projects. The Company generates sufficient cash flow for operations, which together with the available cash and cash equivalents and short term investments provide liquidity in the short-term and long- term. The Company has established an appropriate liquidity risk management framework for the management of the Company''s short, medium and long-term funding and liquidity management requirements. The Company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.
The table below summarizes the maturity profiles of the company''s financial liabilities based on contractual undiscounted payments:
The Company has pledged part of its trade receivables, short term investments, cash and cash equivalents and all current assets to fulfil certain collateral requirements for the banking facilities extended to the Company. There is obligation to return the securities to the Company once these banking facilities are surrendered.
For the purpose of the Company''s capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the parent. The primary objective of the Company''s capital management is to maximize the shareholder value.
The Company manages its capital structure and adjusts in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company''s policy is to keep the gearing ratio between 30% and 75%. The Company includes within net debt, interest bearing loans and borrowings, less cash, and cash equivalents, excluding discontinued operations.
The Company monitors its capital using gearing ratio, which is net debt divided to total equity. Net debt includes, interest bearing loans and borrowings less cash and cash equivalents, bank balances other than cash and cash equivalents and current investments. Company''s gearing ratio at the end of the reporting period is as follows:
In order to achieve this overall objective, the Company''s capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in meeting the financial covenants would permit the bank to immediately call loans and borrowings. There have been no breaches in the financial covenants of any interest-bearing loans and borrowing in the current period.
No changes were made in the objectives, policies or processes for managing capital during the years ended 31 March 2023 and 31 March 2022.
Fair value measurement of financial instruments
When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the DCF model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments.
NOTE 47
The Company has lease contracts for HO premise, Warehouse, Plant (Unit-3) and Guest House. They are having lease terms of 5-9 years.
The Company''s obligations under its leases are secured by the lessor''s title to the leased assets. The Company is restricted from assigning and subleasing the leased assets and some contracts require the Company to maintain premises in good state. The lease contract include extension and termination options which are further discussed below.
The Company also has Depots with lease terms of 12 months or less. The Company applies the ''short-term lease'' recognition exemptions for this lease.
Terms of Cancellation and Escalation
The Leases are cancellable by giving one month notice by either parties and these does not carries any escalation.
NOTE 51
The Company has a process whereby periodically all long term contracts (including derivative contracts) are assessed for material foreseeable losses. At the year end, the Company has reviewed and there are no long term contracts for which there are any material foreseeable losses. The Company has ensured that adequate provision as required under any law/accounting standards for material foreseeable losses on derivative contracts has been made in the books of accounts.
NOTE 52
Disclosure of 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.
NOTE 53
No transactions to report against the following disclosure requirements as notified by MCA pursuant to amended Schedule III:
(a) Crypto Currency or Virtual Currency
(b) Benami Property held under Prohibition of Benami Property Transactions Act, 1988 and rules made thereunder
(c) Registration of charges or satisfaction with Registrar of Companies
(d) Relating to borrowed funds:
i. Wilful defaulter
ii. Utilisation of borrowed funds & share premium
iii. Discrepancy in utilisation of borrowings
(e) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
(i) 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
(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
(f) 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 Group shall:
(i) 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
(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(g) The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961
NOTE 54
Events after the Reporting period
A dividend of '' 0.50 per share has been recommended on equity shares for year ended March 31, 2023. This equity dividend is subject to approval by shareholders at the Annual General Meeting and has not been included as a liability in these financial statements. The proposed equity dividend is payable to all holders of fully paid equity shares on record date.
NOTE 55
The figures for the comparative periods have been regrouped wherever necessary, to conform to the current year''s classification.
Mar 31, 2022
Nature & Purpose of each Reserves under Other Equity
(a) Securities premium : Securities premium is created due to premium on issue of shares. It is utilized in accordance with the provisions of the Companies Act, 2013.
(b) General Reserve : Under the erstwhile Indian Companies Act, 1956, a general reserve was created through an annual transfer of net income at a specified percentage in accordance with applicable regulations. The purpose of these transfers was to ensure that if a dividend distribution in a given year is more than 10.00% of the paid-up capital of the Company for that year, then the total dividend distribution is less than the total distributable reserves for that year.
Consequent to introduction of Companies Act, 2013, the requirement of mandatory transfer of a specified percentage of the net profit to general reserve has been withdrawn and the Company can optionally transfer any amount from the surplus of profit or loss to the General reserve.
(c) Retained Earnings : Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends or other distributions paid to shareholders.
(d) Items of Other Comprehensive Income
Remeasurements of Net Defined Benefit Plans : Differences between the interest income on plan assets and the return actually achieved, and any changes in the liabilities over the year due to changes in actuarial assumptions or experience adjustments within the plans, are recognised in other comprehensive income and are adjusted to retained earnings.
(e) Details of dividend proposed: A dividend of ''0.50 per share has been recommended on equity shares for year ended March 31, 2022. This equity dividend is subject to approval by shareholders at the Annual General Meeting and has not been included as a liability in these financial statements. The proposed equity dividend is payable to all holders of fully paid equity shares on record date.
The Company participates in a number of defined contribution plans on behalf of relevant personnel. Any expense recognised in relation to these schemes represents the value of contributions payable during the period by the Company at rates specified by the rules of those plans. The only amounts included in the balance sheet are those relating to the prior months contributions that were not due to be paid until after the end of the reporting period.
The major defined contribution plans operated by the Company are as below:
a) Provident fund
In accordance with the Employee''s Provident Fund and Miscellaneous Provisions Act, 1952 eligible employees of the Company are entitled to receive benefi ts in respect of provident fund, a defined contribution plan, in which both employees and the Company make monthly contributions at a specified percentage of the covered employees'' salary. The contributions, as specified under the law, are made to the provident fund administered and managed by Government of India. The Company has no further obligations under the fund managed by the GOI beyond its monthly contributions which are charged to the Statement of Profit and Loss in the period they are incurred. The benefi ts are paid to employees on their retirement or resignation from the Company.
(b) Gratuity
The Company has an obligation towards gratuity, an funded defined benefit retirement plan covering eligible employees. The plan provides for lump sum payment to vested employees at retirement, death while in employment or on termination of the employment of an amount equivalent to 15 days salary, as applicable, payable for each completed year of service, without any payment ceiling. Vesting occurs upon completion of five years of service. The Company accounts for the liability for gratuity benefits payable in the future based on an actuarial valuation. The most recent actuarial valuation of the present value of the defined benefit obligation was carried out at March 31, 2022 by an independent actuary. The present value of the defined benefit obligation, and the related current service cost and past service cost, were measured using the projected unit credit method.
Fair values
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Company takes in to account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in these financial statements is determined on such a basis.
In addition, for financial reporting purposes, fair value measurements are categorized into Level 1, Level 2 or Level 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurements in its entirety, which are described as follows:
⢠Level 1 : inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date;
⢠Level 2 : inputs are inputs, other than quoted prices included within level 1, that are observable for the asset or liability, either directly or indirectly; and
⢠Level 3 : inputs are unobservable inputs for the asset or liability.
The management assessed that cash and cash equivalents, trade receivables, trade payables, bank overdrafts and other current liabilities approximate their 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:
⢠Long-term fixed-rate and variable-rate receivables/borrowings are evaluated by the Company based on parameters such as interest rates, specific country risk factors, individual creditworthiness of the customer and the risk characteristics of the financed project. Based on this evaluation, allowances are taken into account for the expected credit losses of these receivables.
⢠The fair values of the quoted notes and bonds are based on price quotations at the reporting date. The fair value of unquoted instruments, loans from banks and other financial liabilities, obligations under finance leases, as well as other non-current financial liabilities is estimated by discounting future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities. In addition to being sensitive to a reasonably possible change in the forecast cash flows or the discount rate, the fair value of the equity instruments is also sensitive to a reasonably possible change in the growth rates. Management regularly assesses a range of reasonably possible alternatives for those significant unobservable inputs and determines their impact on the total fair value.
⢠The fair values of the Company''s interest-bearing borrowings and loans are determined by using DCF method using discount rate that reflects the issuer''s borrowing rate as at the end of the reporting period.
41 FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES:
The Company''s principal financial liabilities comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations and to provide guarantees to support its operations. The Company''s principal financial assets include loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations. The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior management oversees the management of these risks providing an assurance that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives. It is the Company''s policy that no trading in derivatives for speculative purposes may be undertaken. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarized below.
(A) Financial risk management
The management of the company is responsible to oversee the Risk Management Framework for developing and monitoring the Company''s risk management policies. The risk management policies are established to ensure timely identification and evaluation of risks, setting acceptable risk thresholds, identifying and mapping controls against these risks, monitor the risks and their limits, improve risk awareness and transparency. Risk management policies and systems are reviewed regularly to reflect changes in the market conditions and the Company''s activities to provide reliable information to the Management and the Board to evaluate the adequacy of the risk management framework in relation to the risk faced by the Company.
The risk management policies aims to mitigate the following risks arising from the financial instruments:
⢠Market risk
⢠Credit risk; and
⢠Liquidity risk
(B) Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in the market prices. The Company is exposed in the ordinary course of its business to risks related to changes in foreign currency exchange rates, commodity prices and interest rates.
The Company seeks to minimize the effects of these risks by using derivative financial instruments to hedge risk exposures. The use of financial derivatives is governed by the Company''s policies approved by the Board of Directors, which provide written principles on foreign exchange risk, interest rate risk, credit risk, the use of financial derivatives and non-derivative financial instruments, and the investment of excess liquidity. Compliance with policies and exposure limits is reviewed by the Management and the internal auditors on a continuous basis. The Company does not enter into or trade financial instruments, including derivatives for speculative purposes.
(C) Foreign currency risk management
The Company''s functional currency is Indian Rupees (INR). The Company undertakes transactions denominated in foreign currencies; consequently, exposure to exchange rate fluctuations arise. Volatility in exchange rates affects the Company''s revenue from export markets and the costs of imports, primarily in relation to raw materials. The Company is exposed to exchange rate risk under its trade and debt portfolio.
Adverse movements in the exchange rate between the Rupee and any relevant foreign currency result''s in increase in the Company''s overall debt position in Rupee terms without the Company having incurred additional debt and favourable movements in the exchange rates will conversely result in reduction in the Company''s receivables in foreign currency. In order to hedge exchange rate risk, the Company has a policy to hedge cash flows up to a specific tenure using forward exchange contracts and options. In respect of imports and other payables, the Company hedges its payables as when the exposure arises. Short term exposures are hedged progressively based on their maturity.
All hedging activities are carried out in accordance with the Company''s internal risk management policies, as approved by the Board of Directors, and in accordance with the applicable regulations where the Company operates. The company has entered into currency swap transaction during the year.
The carrying amounts of the Company''s monetary assets and monetary liabilities at the end of the reporting period are disclosed in Note 42
(D) Credit risk management:
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company. Credit risk encompasses both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration risks. The Company has adopted a policy of only dealing with
creditworthy counterparties and obtaining sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults.
Company''s credit risk arises principally from the trade receivables, loans, cash & cash equivalents and financial guarantees.
Trade receivables
Customer credit risk is managed centrally by the Company and subject to established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits defined in accordance with the assessment.
Credit risk on receivables is also mitigated by securing the same against letters of credit and guarantees of reputed nationalized and private sector banks. Trade receivables consist of many customers spread across diverse industries and geographical areas with no significant concentration of credit risk. The outstanding trade receivables are regularly monitored, and appropriate action is taken for collection of overdue receivables. Company has also taken insurance cover of trade receivable exposure to mitigate credit risk.
Cash and cash equivalents
Credit risks from balances with banks and financial institutions are managed in accordance with the Company policy.
In addition, the Company is exposed to credit risk in relation to financial guarantees given to banks and other counterparties. The Company''s maximum exposure in this respect is the maximum amount of the Company would have to pay if the guarantee is called upon.
(E) Liquidity risk management
Liquidity risk refers to the risk of financial distress or extraordinary high financing costs arising due to shortage of liquid funds in a situation where business conditions unexpectedly deteriorate and requiring financing. The Company requires funds both for short term operational needs as well as for long term capital expenditure growth projects. The Company generates sufficient cash flow for operations, which together with the available cash and cash equivalents and short term investments provide liquidity in the short-term and long- term. The Company has established an appropriate liquidity risk management framework for the management of the Company''s short, medium and long-term funding and liquidity management requirements. The Company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.
Collateral
The Company has pledged part of its trade receivables, short term investments, cash and cash equivalents and all current assets to fulfil certain collateral requirements for the banking facilities extended to the Company. There is obligation to return the securities to the Company once these banking facilities are surrendered.
Capital management
For the purpose of the Company''s capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the parent. The primary objective of the Company''s capital management is to maximize the shareholder value.
The Company manages its capital structure and adjusts in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company''s policy is to keep the gearing ratio between 30% and 75%. The Company includes within net debt, interest bearing loans and borrowings, less cash, and cash equivalents, excluding discontinued operations.
The Company monitors its capital using gearing ratio, which is net debt divided to total equity. Net debt includes, interest bearing loans and borrowings less cash and cash equivalents, bank balances other than cash and cash equivalents and current investments. Company''s gearing ratio at the end of the reporting period is as follows:
|
('' in Lakhs) |
||
|
Particulars |
31.03.2022 |
31.03.2021 |
|
Long Term Borrowings |
6,352.49 |
5,322.92 |
|
Current maturities of long-term debt |
892.74 |
945.56 |
|
Short Term Borrowings |
10,376.71 |
9,783.22 |
|
Less: Cash and Cash Equivalent |
(5.00) |
(64.89) |
|
Less: Bank balances other than cash and cash equivalent |
(1,454.31) |
(1,410.41) |
|
Net Debt |
16,162.63 |
14,576.39 |
|
Total Equity |
17,352.58 |
7,893.08 |
|
Gearing Ratio |
0.93 |
1.85 |
I n order to achieve this overall objective, the Company''s capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in meeting the financial covenants would permit the bank to immediately call loans and borrowings. There have been no breaches in the financial covenants of any interest-bearing loans and borrowing in the current period.
No changes were made in the objectives, policies or processes for managing capital during the years ended 31 March 2022 and 31 March 2021.
Fair value measurement of financial instruments
When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the DCF model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments.
The Company has disclosed financial instruments such as cash and cash equivalents, other bank balances, trade receivables and trade payables at carrying value because their carrying amounts are a reasonable approximation of the fair values due to their short-term nature.
45 BORROWINGS OBTAINED ON THE BASIS OF SECURITY OF CURRENT ASSETS Borrowings obtained on the basis of security of current assets
During the year the company has been sanctioned working capital(WC) limits in excess of '' 5 crores, in agreegate from banks on the basis of security of current assets(CA).
47 The Company has a process whereby periodically all long term contracts (including derivative contracts) are assessed for material foreseeable losses. At the year end, the Company has reviewed and there are no long term contracts for which there are any material foreseeable losses. The Company has ensured that adequate provision as required under any law/accounting standards for material foreseeable losses on derivative contracts has been made in the books of accounts.
50 EVENTS AFTER THE REPORTING PERIOD
A dividend of ''0.50 per share has been recommended on equity shares for year ended March 31, 2022. This equity dividend is subject to approval by shareholders at the Annual General Meeting and has not been included as a liability in these financial statements. The proposed equity dividend is payable to all holders of fully paid equity shares on record date.
51 The figures for the comparative periods have been regrouped wherever necessary, to conform to the current year''s classification.
Mar 31, 2018
Terms/Rights attached with Equity shares
1 Company has one class of equity shares having a par value of Rs. 10/- each.
2 Each shareholder is eligible for one vote per share held.
3 In the event of liquidition the equity shareholders are eligible to receive the remaining assets of the company after distribution of all preferential amounts in proportion of their shareholding.
4 Company has consolidated its equity shares by increasing its face value from Rs. 1/- per share to Rs. 10/- per share so that every 10 equity shares with face value of Rs. 1/- each have been consolidated and redesigned into 1 equity share of Rs. 10 each with effect from 20th December, 2017
1. LITIGATION IN RELATION TO INSURANCE CLAIM RECEIVABLE
On December 13, 2011, a fire broke out at the Companyâs insured factory situated at Plot No. 2514 & 2515, GIDC, Vapi, Gujarat. Consequent to the above fire (which raged for around 4 days) the property (moveable and immovable) lying behind and situated in the above referred premises were destroyed. We had calculated an estimated loss of Rs. 42 crores to Rs. 45 crores, which was based on a visual inspection of the fire and on December 26, 2011 our company filed an Insurance claim for Rs. 45 crores. Therefore, the Respondent appointed a Surveyor for assessing losses reported by the Company on September 18, 2012. Under the Interim Survey Report the Surveyor estimated a loss to the tune of Rs. 36 Crores. Thereafter, on January 15, 2013, the Respondent released an ad hoc payment in the favour of the Company to the tune of Rs. 20 crores. The Company raised a protest against the assessment as the Surveyor had not assessed the loss of stock properly and that there were serious differences in the value as well as in the rate adopted by the Surveyor. On being aggrieved, the Company filed an Application before the Court for appointment of an Arbitrator to adjudicate the disputes, differences and claims between the parties by invoking arbitration agreement. Thereafter, vide Order dated June 24, 2015, the Court appointed Sole Arbitrator to resolve the disputes between the parties. On being aggrieved by the aforesaid Order passed by the Court, New India Assurance Company Ltd. filed a petition for special leave before the Supreme Court of India. Subsequently, vide Order dated October 05, 2015 the Supreme Court of India dismissed the Special Leave Petition. Consequently, the Company filed its Statement of Claim before the Arbitral Tribunal inter-alia praying that the Honâble Tribunal (i) declare all reports of the surveyor to be illegal/void and (ii) declare that a sum of Rs. 26.77 crores is due and payable by New India Assurance Company Ltd. along with further interest of 16.5% per annum till the date of realization. This matter is currently pending before the Arbitral Tribunal.
2. EMPLOYEE BENEFIT EXPENSES
The Company has adopted the Projected Unit Credit Method for valuation of gratuity liability for the first time in the current year in contrast with erstwhile policy of accounting for gratuity on payment basis.
3. CHANGE IN NAME OF COMPANY
The Company has changed its name from Yasho Industries Private Limited to Yasho Industries Limited vide Revised certificate of Incorporation dated 19.02.2018.
4. MONEY RAISED THROUGH SHARES
The company completed initial public offer of 28,99,200 equity shares of Rs. 10/- each at a price of ''100/- consisting of fresh issue of 8,99,200 equity shares and offer for sale of 20,00,000 equity shares. The equity shares of the company got listed on the SME Platform of BSE Limited on this 2nd day of April, 2018. The money received on allotment of shares i.e. Rs. 8,99,20,000/- are received and kept as earmarked balances in AXIS Bank Escrow Account as on 31st March, 2018.
5. PREVIOUS YEAR FIGURES
Previous year figures have been regrouped to comply with current year groupings.
(A) CORPORATE INFORMATION
Yasho Industries Limited is a company incorporated in India and has its registered office in Mumbai, India. The Company operates in the Business of âChemicalsâ and has two factories situated in GIDC, Vapi, Gujarat.
(B) NOTES ON FINANCIAL STATEMENTS:
(1) The Company during the year has adopted AS-15 for provision of gratuity liability for the first time.
(2) Loans, Debtors, Creditors and Deposits are as per the books and are subject to confirmation.
(3) Taxation
(i) Provision for current tax is made and retained in the accounts on the basis of estimated tax liability as per the applicable provisions of the Income-tax Act, 1961.
(4) Information on leases as per Accounting Standard 19 on âAccounting for Leasesâ
(5) Segment Reporting as per Accounting Standard 17 The Companyâs only identifiable reportable segment is Chemicals and hence disclosure of Segment wise information is not applicable under Accounting Standard - 17 âSegment Informationâ (AS-17). Details of geographical segments are disclosed.
(6) Corporate Social Responsibility
As per Section 135 of the Companies Act, 2013, a company meeting the applicability threshold, needs to spend at least 2% of its average net profit for the immediately preceding three financial years on Corporate Social Responsibility (CSR) activities. A CSR committee has been formed by the company as per the Act. The gross amount required to be spent by the company as per Section 135 of the Companies Act, 2013 read with Schedule VII thereof during the year is Rs. 3.84 Lakhs. The company has spent Rs. 6.25 Lakhs on CSR activity towards local area development.
(7) Earnings Per Share (EPS)
a) Basic Earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. The weighted average numbers of equity shares outstanding during the period are adjusted for events of bonus issue; bonus element in a rights issue to existing shareholders; share split; and reverse share split (consolidation of shares).
b) For calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares.
(8) The Company is in the process of identifying the small-scale and Micro, Small and Medium Enterprises and hence : Interest, if any, payable as per Interest on Delayed Payment to Small Scale and Ancillary Industrial undertakings Ordinance,1993 and the Micro, Small and Medium Enterprises Development Act,2006 is not ascertainable, and Amount payable to small-scale units is not ascertainable.
(9) The company has not fully received the insurance amount for goods destroyed by fire. Company has preferred an appeal by way of arbitration proceeding against the insurance company. Awaiting decision on the said matter, we have not expensed the said short receipt as loss by fire in the current year.
(10) Previous Year figures have been re stated/ re grouped wherever necessary.
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