i. Provision
A provision is recognized, when company hasa present obligation (legal or constructive) asa result of past events and it is probable thatan outflow of resources embodying economicbenefits will be required to settle the obligation,in respect of which a reliable estimate canbe made for the amount of obligation. Theexpense relating to the provision is presentedin the profit and loss net of any reimbursement.
If the effect of the time value of money ismaterial, provisions are discounted usinga current pre-tax rate that reflects, whenappropriate, the risks specific to the liability.When discounting is used, the increase inthe provision due to the passage of time isrecognised as a finance cost.
ii. Contingent Liability
A contingent liability is a possible obligationthat arises from past events whose existencewill be confirmed by the occurrence or non¬occurrence of one or more uncertain futureevents beyond the control of the Companyor a present obligation that is not recognizedbecause it is not probable that an outflowof resources will be required to settle theobligation. A contingent liability also arises inextremely rare cases where there is a liabilitythat cannot be recognized because it cannotbe measured reliably. The Company does notrecognize a contingent liability but discloses itsexistence in the financial statements.
Contingent liabilities, if material, are disclosedby way of notes and contingent assets, if any, aredisclosed in the notes to financial statements.
iii. Contingent Assets
Contingent Assets are disclosed, where aninflow of economic benefits is probable.
i. Basic earnings per share
Basic earnings per share is calculated by dividing
i. the profit attributable to owners ofthe Company; and
ii. by the weighted average number of equityshares outstanding during the financialyear, adjusted for bonus elements inequity shares issued during the year.
ii. Diluted earnings per share
Diluted earnings per share adjust the figuresused in the determination of basic earningsper share to take into account:
- the after income tax effect of interest andother financing costs associated withdilutive potential equity shares; and
- the weighted average number of additionalequity shares that would have beenoutstanding assuming the conversion ofall dilutive potential equity shares.
i. As a lessee
The Company evaluates if an arrangementqualifies to be a lease as per the requirementsof Ind AS 116. Identification of a lease requiressignificant judgment. The Company usessignificant judgement in assessing the leaseterm (including anticipated renewals) andthe applicable discount rate. The Companydetermines the lease term as the non¬cancellable period of a lease, together withboth periods covered by an option to extendthe lease if the company is reasonablycertain to exercise that option; and periodscovered by an option to terminate the leaseif the Company is reasonably certain not toexercise that option. In assessing whether theCompany is reasonably certain to exercise anoption to extend a lease, or not to exercise anoption to terminate a lease, it considers allrelevant facts and circumstances that createan economic incentive for the Company toexercise the option to extend the lease, or notto exercise the option to terminate the lease.The Company revises the lease term if thereis a change in the non-cancellable period of alease. The discount rate is generally based onthe incremental borrowing rate specific to thelease being evaluated or for a portfolio of leaseswith similar characteristics.
ii. As a lessor
Lease income from operating leases where theCompany is a lessor is recognised in income ona straight-line basis over the lease term unlessthe receipts are structured to increase in linewith expected general inflation to compensatefor the expected inflationary cost increases.The respective leased assets are included inthe balance sheet based on their nature.
i. Short-term obligations
Liabilities for wages and salaries, includingnon-monetary benefits that are expected tobe settled wholly within 12 months after theend of the period in which the employeesrender the related service are recognised inrespect of employees’ services up to the endof the reporting period and are measuredat the amounts expected to be paid whenthe liabilities are settled. The liabilities arepresented as current employee benefitobligations in the balance sheet.
ii. Other long-term employee benefitobligations
The liabilities for earned leave are not expectedto be settled wholly within 12 months afterthe end of the period in which the employeesrender the related service. They are thereforemeasured as the present value of expectedfuture payments to be made in respectof services provided by employees up tothe end of the reporting period using theprojected unit credit method. The benefitsare discounted using the appropriate marketyields at the end of the reporting period thathave terms approximating to the terms ofthe related obligation. Remeasurements as aresult of experience adjustments and changesin actuarial assumptions are recognised inprofit or loss.
The obligations are presented as currentliabilities in the balance sheet if the entitydoes not have an unconditional right to defersettlement for at least twelve months after thereporting period, regardless of when the actualsettlement is expected to occur.
iii. Post-employment obligations
a. Defined benefit gratuity plan:
The Company provides for the liabilitytowards the said benefit on the basisof actuarial valuation carried out as atthe reporting date, by an independentqualified actuary using the projected-unit-credit method. The Company has optedfor a Group Gratuity-cum-Life AssuranceScheme of the Life Insurance Corporationof India (LIC), and the contribution ischarged to the Statement of Profit &Loss each year.
The liability or asset recognised in thebalance sheet in respect of definedbenefit gratuity plans is the presentvalue of the defined benefit obligationat the end of the reporting period lessthe fair value of plan. The defined benefitobligation is calculated annually asprovided by LIC. The present value of thedefined benefit obligation is determinedby discounting the estimated futurecash outflows by reference to marketyields at the end of the reporting periodon government bonds that have termsapproximating to the terms of therelated obligation. The net interest cost iscalculated by applying the discount rateto the net balance of the defined benefitobligation and the fair value of plan assets.This cost is included in employee benefitexpense in the statement of profit andloss. Re-measurement gains and lossesarising from experience adjustments andchanges in actuarial assumptions arerecognised in the period in which theyoccur, directly in other comprehensiveincome. They are included in retainedearnings in the statement of changes inequity and in the balance sheet.
b. Defined Contribution plan:
Contribution payable to recognisedprovident fund which is definedcontribution scheme is charged toStatement of Profit & Loss. The companyhas no further obligation to the planbeyond its contribution.
iv. Other long-term employee benefits
The employees of the Company are entitled tocompensated absences as well as other long¬term benefits. Compensated absences benefitcomprises of encashment and availmentof leave balances that were earned by theemployees over the period of past employment.
The Company provides for the liability towardsthe said benefit on the basis of actuarialvaluation carried out quarterly as at thereporting date, by an independent qualifiedactuary using the projected-unit-creditmethod. The related re-measurements arerecognized in the statement of profit and lossin the period in which they arise.
Based on the nature of products/activities ofthe Company and the normal time betweenacquisition of assets and their realisation in cashor cash equivalents, the Company has determinedits operating cycle as 12 months for the purpose ofclassification of its assets and liabilities as currentand non-current.
Ministry of Corporate Affairs (“MCA”) notifiesnew standards or amendments to the existingstandards under Companies (Indian AccountingStandards) Rules as issued from time to time. OnMarch 23, 2022, MCA amended the Companies(Indian Accounting Standards) Amendment Rules,2022, as below.
Ind AS 16 - Property Plant and equipment - Theamendment clarifies that excess of net saleproceeds of items produced over the cost of testing,if any, shall not be recognised in the profit or lossbut deducted from the directly attributable costsconsidered as part of cost of an item of property,plant, and equipment. The effective date foradoption of this amendment is annual periods
beginning on or after April 1, 2022. The Companyhas evaluated the amendment and there is noimpact on its consolidated financial statements.
Ind AS 37 - Provisions, Contingent Liabilities andContingent Assets - The amendment specifies thatthe ‘cost of fulfilling’ a contract comprises the ‘coststhat relate directly to the contract’. Costs that relatedirectly to a contract can either be incrementalcosts of fulfilling that contract (examples would bedirect labour, materials) or an allocation of othercosts that relate directly to fulfilling contracts (anexample would be the allocation of the depreciationcharge for an item of property, plant and equipmentused in fulfilling the contract). The effective datefor adoption of this amendment is annual periodsbeginning on or after April 1, 2022, although earlyadoption is permitted. The Company has evaluatedthe amendment and the impact is not expectedto be material.
All amounts disclosed in the financial statementsand notes have been rounded off to the nearestRupees in Lacs (upto two decimals), unlessotherwise stated as per the requirement ofSchedule III (Division II).
Note No 9.1: The Company has invested 5500 equity shares in “Remsons-Uni Autonics Private Limited” from itspresent promoters for acquisition of 55% stake @ H 10/- each, After said acquisition, Remsons-Uni Autonics PrivateLimited became subsidiary of the Company.
Note No 9.2: The Company has invested in 1,10,50,500 (One Crore Ten Lakh Fifty Thousand Five Hundred) OptionallyConvertible Non-Cumulative, Non-Participating Redeemable Preference Shares of H 10/- (Rupees Ten only) eachshares in “Remsons-Uni Autonics Private Limited” for the period of 5 years.
Note No 9.3: The Group has invested in 75000 Equity Shares having face value of H 10/- each, in 'Daiichi RemsonsElectronics Private Limited’ (a 50:50 Joint Venture between the Company and Daiichi Infotainment SystemsPrivate Limited)
Note no 9.4: The Group has invested in 52000 Equity Shares having face value of H 10/- each, in 'Aircom RemsonsAutomotive Private Limited’ (a 26:74 Joint Venture between the Company and Aircom Group AG, Switzerland,(through its Wholly Owned Subsidiary in India viz. Aircom Group India Private Limited)
* During the previous financial year, the company has Allotted 9,92,400 Equity Shares of H 10/- (Rupees Ten only) each of the Company forcash at an issue price of H 480/- each (including premium of H 470/- per Equity Share) on preferential basis, as approved by the membersof the Company in their Extra Ordinary General Meeting held on 20th December, 2023 to 47 persons in public category, upon receiptof full issue price from the said persons in accordance with the provisions of the SEBI (Issue of Capital and Disclosure Requirements)Regulations, 2018. The split impact of the shares in the ratio of 1:5 have been accounted for.
#During the previous financial year, the company has allotted 2,70,000 Equity Shares of H 10/- (Rupees Ten only) each of the Companyupon conversion of 2,70,000 Warrants issued on preferential basis at an issue price of H 480/- each (including premium of H 470/- perWarrant), as approved by the members of the Company in their Extra Ordinary General Meeting held on 20th December, 2023 to 3 personsin Promoters and Promoter group entity. The split impact of the shares in the ratio of 1:5 have been accounted for.
The Company in their Extraordinary General Meeting held on 29th March 2024 approved the sub division of equityshares having face value of H 10/- each into 5 equity shares having face value of H 2/- each
(A) The company has only one class of equity shares having a par value of J 2 per share. Each holder of equityshares is entitled to one vote per share. The dividend proposed by the Board of Directors is subject to theapproval of the shareholder in the ensuing Annual General Meeting.
(B) In the event of liquidation of the company, the holders of equity shares will be entitled to receive remainingassets of the company, after distribution of all preferential amounts. The distribution will be in proportion tothe number of equity shares held by the shareholder.
Note No 22.1: Vehicle Loans from banks secured by Hypothecation of respective vehicles and repayable in 36months to 60 months.
Note No 22.2: From State Bank of India, Mumbai secured by first charge on the fixed assets to the Company andrepayable in 36 monthly instalments after a moratorium of 6 months from the date of disbursement.
Note No 22.3: From IndusInd Bank, Mumbai, secured by first charge on the fixed assets to the Company and repayablein 180 monthly instalments.
Note No 22.4: From Vivriti Capital Ltd, Mumbai, secured by first charge on the immovable property of the Directorof the company and personal guarantee of one of the Director and repayable in 54 monthly instalments after amoratorium of 6 months from the date of disbursement.
The Company is unable to obtain the details of plan assets from LIC and hence the related disclosuresare not given.
b) Leave encashment:
The Company has a policy on compensated absences which is applicable to its executives jointed upto aspecified period and all employees. The expected cost of accumulating compensated absences is determinedby actuarial valuation performed by an independent actuary at each Balance Sheet date using projectedunit credit method on the additional amount expected to be paid as a result of the unused entitlement thathas accumulated at the Balance Sheet date.
51. Balances of Trade Receivables, Trade Payables and Loans and Advances are subject to confirmation andconsequential adjustment, if any.
52. In the opinion of the Board, Current Assets, Loans and Advances have value in the ordinary course of business atleast equal to the amount at which they are stated.
For the purpose of the Company’s capital management, capital includes issued equity capital and all otherequity reserves attributable to the equity holders. The primary objective of the Company capital management isto maximise the shareholder value.
The Company manages its capital structure and makes adjustments in light of changes in economic conditionsand the requirements of the financial covenants. The Company monitor capital using a gearing ratio and ismeasured by debt divided by total Equity. The Company’s Debt is defined as long-term and short-termborrowings including current maturities of long term borrowings and total equity (as shown in balance sheet)includes issued capital and all other reserves.
i) Fair value hierarchy
This section explains the judgements and estimates made in determining the fair values of the financialinstruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for whichfair values are disclosed in the financial statements.
To provide an indication about the reliability of the inputs used in determining fair value, the company hasclassified its financial instruments into the three levels prescribed under the accounting standard. An explanationof each level follows underneath the table.
The fair values of current debtors, cash & bank balances,loan to related party, security deposit to govermentdeparment, current creditors and current borrowings and other financial liability are assumed to approximatetheir carrying amounts due to the short-term maturities of these assets and liabilities.
ii) Valuation technique used to determine fair value
Specific valuation techniques used to value financial instruments include:
* the use of quoted market prices or dealer quotes for similar instruments
All of the resulting fair value estimates are included in level 3 except for unlisted equity securities, contingentconsideration and indemnification asset, where the fair values have been determined based on present valuesand the discount rates used were adjusted for counterparty or own credit risk.
iii) Valuation processes
The carrying amounts of trade receivables, trade payables, capital creditors and cash and cash equivalents areconsidered to be the same as their fair values, due to their short-term nature.
For financial assets and liabilities that are measured at fair value, the carrying amounts are equal to the fair values.
The Company’s activities expose it to market risk , credit risk, liquidity risk and price risk.
This note explains the sources of risk which the entity is exposed to and how the entity manages the risk and theimpact thereof in the financial statements.
I Market risk
a) Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuatebecause of changes in market interest rates. In order to optimize the Company's position with regardto interest income and interest expenses and to manage the interest rate risk, treasury performs acomprehensive corporate interest rate risk management by balancing the proportion of the fixed rate andfloating rate financial instruments in its total portfolio.
c) Price Risk
The company is exposed to price risk in basic ingrediants of Company's raw material and is procuringfinished components and bought out materials from vendors directly. The Company monitors its price riskand factors the price increase in pricing of the products.
II Credit Risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customercontract, leading to a financial loss. Credit risk encompasses the direct risk of default, risk of deterioration ofcreditworthiness as well as concentration risks. The Company is exposed to credit risk from its operating activities(primarily trade receivables).
Credit Risk Management
The company's credit risk mainly from trade receivables as these are typically unsecured. This credit risk hasalways been managed through credit approvals, establishing credit limits and continuous monitoring thecreditworthiness of customers to whom credit is extended in the normal course of business. The Companyestimates the expected credit loss based on past data, available information on public domain and experience.Expected credit losses of financial assets receivable are estimated based on historical data of the Company. Thecompany has provisioning policy for expected credit losses.
The maximum exposure to credit risk as at 31st March 2025 and 31st March 2024 is the carrying value of such tradereceivables as shown in note 13 of the financial statements.
III Liquidity Risk
Liquidity risk represents the inability of the Company to meet its financial obligations within stipulated time. Tomitigate this risk, the Company maintains sufficient liquidity by way of working capital limits from banks
The table below provides details regarding the remaining contractual maturities of financial liabilities at thereporting date based on contractual undiscounted payments:
H in Lacs
56. The Board of Directors at their meeting held on 21st May, 2025 proposed final dividend of Re. 0.3 per share i.e15% on Equity Share of H 2/- each, subject to the approval of the members at the ensuring Annual General meeting..Dividends paid during the year ended March 31st, 2024 include an amount of H 0.30 per equity share towards finaldividend for the year ended March 31st, 2024.
Note:
1. Increase in debt is due to increase in borrowings during the current year
2. Increase due to rolling of Working Capital
As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend atleast 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility(CSR) activities. The areas for CSR activities are eradication of hunger and malnutrition, promoting education, artand culture, healthcare, destitute care and rehabilitation, environment sustainability, disaster relief, COVID-19 reliefand rural development projects. A CSR committee has been formed by the company as per the Act. The funds wereprimarily allocated to a corpus and utilized through the year on these activities which are specified in Schedule VII ofthe Companies Act, 2013:
No proceeding has been initiated or pending against the group for holding any benami property under the BenamiTransactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder
The group has no transaction with companies struck off under section 248 of the Companies Act, 2013 or section 560of the Companies Act, 1956.
The Company has no charges or satisfaction yet to be registered with Registrar of Companies beyond thestatutory period.
62. The Previous year figures have been regrouped/reclassified, wherever necesssary to confirm to the currentpresentation as per the schedule III of Companies Act, 2013.
63. During the year, an accidental fire occurred at Company's their third party warehouse at Manesar and the netlosses after considering the claim settled by the insurance company have been classified as an exceptional item inthe current Year.
64. The expenses on issue of securities, which qualify as equity instruments has been netted off against the securitiespremium amount.
As per our report of even date attached For and on behalf of the Board
For KANU DOSHI ASSOCIATES LLP REMSONS INDUSTRIES LIMITED
Chartered AccountantsFRN : 104746W / W100096
Krishna Kejriwal Amit Srivastava
Chairman & Managing Director Chief Executive Officer
DIN : 00513788
Kunal Vakharia Debendra Panda Rohit Darji
Partner Chief Financial Officer Company Secretary
Membership No. 148916v
Place : Mumbai Place : Mumbai
Dated : 21st May, 2025 Dated : 21st May, 2025