J) Provision
Provisions are recognised in the balance sheet when the Company has a present obligation (legal or constructive) asa result of a past event, which is expected to result in an outflow of resources embodying economic benefits whichcan be reliably estimated. Each provision is based on the best estimate of the expenditure required to settle thepresent obligation at the balance sheet date. Where the time value of money is material, provisions are measured ona discounted basis.
Constructive obligation is an obligation that derives from an entity's actions where:
(a) by an established pattern of past practice, published policies or a sufficiently specific current statement, theentity has indicated to other parties that it will accept certain responsibilities and;
(b) as a result, the entity has created a valid expectation on the part of those other parties that it will dischargethose responsibilities.
K) Onerous contracts
A provision for onerous contracts is recognised when the expected benefits to be derived by the Company from acontract are lower than the unavoidable cost of meeting its obligations under the contract. The provision is measuredat the present value of the lower of the expected cost of terminating the contract and the expected net cost ofcontinuing with the contract. Before a provision is established, the Company recognises any impairment loss on theassets associated with that contract.
L) Income taxes
Tax expense for the year comprises current and deferred tax. The tax currently payable is based on taxable profit forthe year. Taxable profit differs from net profit as reported in the statement of profit and loss because it excludes itemsof income or expense that are taxable or deductible in other years and it further excludes items that are never taxableor deductible. The Company's liability for current tax is calculated using tax rates and tax laws that have been enactedor substantively enacted by the end of the reporting period.
Deferred tax is the tax expected to be payable or recoverable on differences between the carrying values of assets andliabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit and isaccounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxabletemporary differences. In contrast, deferred tax assets are only recognised to the extent that it is probable that futuretaxable profits will be available against which the temporary differences can be utilised.
The carrying value of deferred tax assets is reviewed at the end of each reporting period and reduced to the extentthat it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to berecovered.
Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or theasset is realised based on the tax rates and tax laws that have been enacted or substantially enacted by the end ofthe reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences that wouldfollow from the manner in which the Company expects, at the end of the reporting period, to cover or settle thecarrying value of its assets and liabilities.
Deferred tax assets and liabilities are offset to the extent that they relate to taxes levied by the same tax authority andthere are legally enforceable rights to set off current tax assets and current tax liabilities within that jurisdiction.
Current and deferred tax are recognised as an expense or income in the statement of profit and loss, except when theyrelate to items credited or debited either in other comprehensive income or directly in equity, in which case the tax isalso recognised in other comprehensive income or directly in equity.
Deferred tax assets include Minimum Alternate Tax (MAT) paid in accordance with the tax laws in India, which islikely to give future economic benefits in the form of availability of set off against future income tax liability. MAT isrecognised as deferred tax assets in the Balance Sheet when the asset can be measured reliably and it is probable thatthe future economic benefit associated with the asset will be realised.
M) Revenue Recognition
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and therevenue can be reliably measured, regardless of when the payment is being made. Revenue is measured at the fairvalue of the consideration received or receivable net of discounts, taking into account contractually defined terms andexcluding taxes or duties collected on behalf of the government.
Sale of Goods
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership have been transferredto the buyer. No revenue is recognised if there are significant uncertainties regarding recovery of the amount due,associated costs or the possible return of goods.
Interest Income
Interest income is accrued on a time proportion basis, by reference to the principal outstanding and the effectiveinterest rate applicable.
N) Borrowing Costs
Borrowings costs directly attributable to the acquisition, construction or production of qualifying assets, which areassets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to thecost of those assets, until such time as the assets are substantially ready for the intended use or sale.
O) Cash and Cash Equivalents
For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand,deposits held at call with financial institutions, other short-term highly liquid investments with original maturities ofthree months or less that are readily convertible to known amounts of cash and which are subject to an insignificantrisk of changes in value, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities in thebalance sheet.
P) Trade Receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effectiveinterest method, less provision for impairment, if any.
Q) Segment Reporting
Identification of Segments
The Company has identified Tea products as its sole operating segment and the same has been treated as primarysegment. The Company's secondary geographical segments have been identified based on the location of customersand then demarcated into Indian and overseas revenue earnings.
R) Earnings Per Share
Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholdersby the weighted average number of equity shares outstanding during the period. For the purpose of calculating dilutedearnings per share, the net profit or loss for the period attributable to equity shareholders and the weighted averagenumber of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares.
S) Contingent Liabilities
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by theoccurrence or non-occurrence of one or more uncertain future events beyond the control of the Company or a presentobligation that is not recognized because it is not probable that an outflow of resources will be required to settle theobligation. The company does not recognize a contingent liability but discloses its existence in the financial statements.
(b) Terms/rights attached to equity shares
(i) The Company has only one class of equity shares having per value of ^5/- per share. Each holder of equity sharesentitled to one vote per share. The Company declare and pays dividend in Indian Rupees. The Dividend ifanyproposed by Board of Directors is subject to the approval of the share holders in the ensuing Annual GeneralMeeting.
(ii) In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive remainingassets of the Company. The distribution will be in proportion to the number of equity shares held by theshareholders.
(c) For the period of five years immediately preceding the date at which the Balance Sheet is prepared, the Company hasnot allotted any shares other than for cash, ii) not allotted any shares by way of Bonus, iii) not bought back any shares.
# Term loans from banks includes loan from Punjab National Bank of India repayable upto 2034-35 amounting to ^1067.11Lakhs (PY ^1032.32 Lakhs), bearing interest @ RLLR (8.50%). The said term loan is secured by first charge on the currentassets of the company and also secured by Pari Pasu first charge on all immovable assets of the company both present andfuture excluding specific items of assets charged in favour of lenders or suppliers providing finance for the acquisitionsthereof and also personal guarantee of one director of the company.
## Vehicle loan includes loan from Punjab National Bank against vehicles repayable in equated periodic instalments as perthe scheme of loan. The loan are secured by hypothecation of respective vehicles.
(' in Lakhs)
As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend at least2% 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, art and culture,healthcare, destitute care and rehabilitation, environment sustainability, disaster relief, and rural development projects.The funds were primarily utilized through the year on these activities which are specified in Schedule VII of the CompaniesAct, 2013:
b) Defined Benefit Plan - Gratuity
The Gratuity scheme is a final salary defined benefit plan, that provides for lump sum payment at the time of separation;based on scheme rules the benefits are calculated on the basis of last drawn salary and the period of service at thetime of separation and paid as lump sum. There is a vesting period of 5 years.
Associated Risks :
Where there is a benefit being promised and benefit being provided, there will always be some uncertainty for thebenefit provider and the benefit recipient.i. Risk to the Beneficiaries (i.e. for Employees)
Insufficient funds: The greatest risk to the beneficiary is that there are insufficient funds available to provide thepromised benefits. This may be due to:
-The insufficient funds set aside, i.e. underfunding-The insolvency of Employer
-The holding of investments which are not matched to the liabilities; or-A combination of these events
ii. Risk to the Benefit provider (i.e. for employer)
Parameter Risk: Actuarial valuation is done on basis of some assumptions like salary inflation, discount rate andwithdrawal assumptions. In case the actual experience varies from the assumptions, fund may be insufficient topay off the liability.
Risk of Illiquid Assets: Another risk is that the funds, although sufficient, are not available when they are requiredto finance the benefits. This may be due to assets being locked for longer period or in illiquid assets.
Risk of Benefit Change: There may be a risk that a benefit promised is changed or is changeable within the termsof the contract.
Assets Liability Mismatching Risk: ALM risk arises due to mismatch between assets and liabilities either due toliquidity or changes in interest rates or due to different duration. (' in Lakhs)
I. Holding Company
A. Diana Capital Limited
II. Key Managerial Personnel
A. Mr. Sandeep Singhania Managing Director
B. Mrs. Sarita Singhania Whole Time Director
C. Mr. Devang Singhania Whole Time Director (From 11.11.2024)
D. Ms. Kriti Jain Company Secretary (ceased as CS from 01.07.2023)
E. Mr. Ravi Narayan Company Secretary (from 28.09.2023 to 06.10.2023)
F. Mrs. Namrata Saraf Company Secretary (from 02.01.2024)
III. Related Party
A. Singhania Builders Limited Enterprise owned and influenced by key managerial personnel or their
relatives
B. Singhania Commercial Enterprise owned and influenced by key managerial personnel or their
Corporation relatives
C. Mr. Devang Singhania Relative of KMP (upto 10.11.2024)
D. Ms. Shachi Singhania Relative of KMP
E. Ms. Satakshi Singhania Relative of KMP
F. Mrs. Varda Singhania Kumar Relative of KMP
37. Details of Loans and Guarantees given covered under section 186(4) of the Companies Act, 2013:
The Company has made investments in the shares of different companies and given loans to different parties whichare general in nature. The loans given are interest bearing which are not lower than the prevailing yield of relatedgovernment security close to the tenure of the respective loans. Further, the company has not given any guarantee orprovided any security.
38. The company has provided deferred tax liabilities and tax effect of the changes in OCI in the Current Year for ^ 26.36Lakhs and ^ 0.14 Lakhs respectively (PY deferred tax asset and tax effect of the changes in OCI in the Current Year for^ 30.96 Lakhs and ^ 11.53 Lakhs respectively). The net deferred tax asset including MAT as at 31.03.2025 is amountingto Rs. 39.73 Lakhs. The management is of the view that future taxable income will be available to realise/ adjust suchdeferred tax assets.
43 Financial risk management objectives and policies
~ The Company's principal financial liabilities, comprise loans and borrowings, trade and other payables, securitydeposits, employee liabilities, unpaid and finance lease obligation. The main purpose of these financial liabilities isto finance the Company's operations and to provide guarantees to support its operations. The Company's principalfinancial assets include trade and other receivables, and cash and short-term deposits that derive directly from itsoperations.
~ The Company is exposed to market risk, credit risk and liquidity risk. The Company's senior management overseesthe management of these risks. The Company's senior management is supported by a Risk Management ComplianceBoard that advises on financial risks and the appropriate financial risk governance framework for the Company. Thefinancial risk committee provides assurance to the Company's senior management that the Company's financial riskactivities are governed by appropriate policies and procedures and that financial risks are identified, measured andmanaged in accordance with the Company's policies and risk objectives. It is the Company's policy that no tradingin derivatives for speculative purposes may be undertaken. The Board of Directors reviews and agrees policies formanaging each of these risks, which are summarised below.
a) Market risk
~ Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because ofchanges in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other pricerisk, such as equity price risk and commodity risk. Financial instruments affected by market risk include loans andborrowings and deposits.
~ The sensitivity analyses in the following sections relate to the position as at 31 March 2025 and 31 March 2024.
~ The sensitivity analyses have been prepared on the basis that the amount of debts.
~ The following assumptions have been made in calculating the sensitivity analysis:
~ The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. Thisis based on the financial assets and financial liabilities held at 31st March 2025 and 31st March 2024.
in Lakhs)
b) Interest rate risk
~ Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate becauseof changes in market interest rates. The Company's exposure to the risk of changes in market interest rates relatesprimarily to the Company's long-term debt obligations with floating interest rates.
~ The Company is subject to variable interest rates on some of its interest bearing liabilities. The Company's interestrate exposure is mainly related to debt obligations. The Company also uses a mix of interest rate sensitive financialinstruments to manage the liquidity and fund requirements for its day to day operations like short term loans.
~ The risk estimates provided assume a parallel shift of 100 basis points interest rate across all yield curves. Thiscalculation also assumes that the change occurs at the balance sheet date and has been calculated based on riskexposures outstanding as at that date. The period end balances are not necessarily representative of the average debtoutstanding during the period.
~ The following table demonstrates the sensitivity to a reasonably possible change in interest rates on that portionof loans and borrowings affected. With all other variables held constant, the Company's profit before tax is affectedthrough the impact on floating rate borrowings, as follows:
c) 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. The Company is exposed to credit risk from its operating activities (primarily tradereceivables) and from its financing activities, including deposits with banks and financial institutions, foreign exchangetransactions and other financial instruments.
~ Customer credit risk is managed by each divisions subject to the Company's established policy, procedures andcontrol relating to customer credit risk management. Outstanding customer receivables are regularly monitored andany shipments to major customers are generally covered by letters of credit or other forms of credit insurance.
~ The risk relating to trade receivables is shown under note no 10.
d) Liquidity risk
~ Liquidity risk refers to the risk that the Company cannot meet its financial obligations. The objective of liquidity riskmanagement is to maintain sufficient liquidity and ensure that funds are available for use as per requirements.
~ The Company has obtained fund and non-fund based working capital lines from various banks. The Company'sobjective is to maintain a balance between continuity of funding and flexibility through the use of bank overdrafts,bank loans, buyer's credit and other means of borrowings. The company invests its surplus funds in liquid schemes ofmutual funds, which carry no/low mark to market risk.
~ The Company assessed the concentration of risk with respect to refinancing its debt and concluded it to be low. TheCompany has access to a sufficient variety of sources of funding and debt maturing within 12 months can be rolledover with existing lenders.
e) Agricultural Risk
~ Cultivation of tea being an agricultural activity, there are certain specific financial risks. These financial risks arisemainly due to adverse weather conditions, logistic problems inherent to remote areas, and fluctuation of selling priceof finished goods (tea) due to increase in supply/availability.
The Company manages the above financial risks in the following manner :
~ Sufficient inventory levels of agro chemicals, fertilisers and other inputs are maintained so that timely correctiveaction can be taken in case of adverse weather conditions.
~ Slightly higher level of consumable stores viz. packing materials, coal and HSD are maintained in order to mitigatefinancial risk arising from logistics problems.
~ Sufficient working-capital-facility is obtained from banks in such a way that cultivation, manufacture and sale of teais not adversely affected even in times of adverse conditions.
f) Other Risk-Impact of the COVID 19 pandemic
The Company has assessed and considered the impact of the ongoing Covid-19 pandemic on carrying amounts ofProperty Plant & Equipment, Investments, Trade receivables, Inventories, other assets and its business operationsincluding all relevant internal and external information available up to the date of approval of these financial results.Basis such evaluation, the management does not expect any adverse impact on its future cash flows, its liquidityposition and shall be able to continue as a going concern. However, the eventual outcome of the impact of theCovid-19 pandemic may be different from those estimated as on the date of approval of these financial results owingto the nature and duration of the pandemic.
44 Financial Instruments
The significant accounting policies, including the criteria for recognition, the basis of measurement and the basis onwhich income and expenses are recognised, in respect of each class of financial asset, financial liability and equityinstrument are disclosed in note 2 (I) to the financial statements.
Fair value hierarchy
The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are eitherobservable or unobservable and consists of the following three levels:
Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company canaccess 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 investments included in Level 2 of fair value hierarchy have been valued using quotes available for similar assetsand liabilities in the active market. The investments included in Level 3 of fair value hierarchy have been valued usingthe cost approach to arrive at their fair value. The cost of unquoted investments approximate the fair value becausethere is a range of possible fair value measurements and the cost represents estimate of fair value within that range.
Notes:
i) There have been no transfers between level 1 and level 2 for the years ended March 31, 2025 and March 31, 2024.
45 The Company does not have any Benami Property. Further there are no proceedings initiated or are pending againstthe Company for holding any Benami Property under the prohibition of Benami Property Transaction Act., 1988 andrules made there under.
46 The Company does not have transactions with any Struck off Company's during the year.
47 The Company has not traded or invested in Crypto Currency or virtual Currency during the financial year.
48 The Company has not advanced or loaned or invested funds to any other person(s) or entity(s) including foreignentities (intermediaries) with the understanding that the intermediaries shall:
a. Directly or indirectly lend or invest in other persons or entities in any manner what so ever by or on behalf of theCompany (ultimate beneficiaries); or
b. Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
49 The Company has not received any fund from any person(s) or entity(s), including foreign entities ( funding party) withunderstanding ( whether recorded in writing or otherwise) that the Company will:
a. Directly or indirectly lend or invest in other persons or entities identified in any manner what so ever by or onbehalf of the funding party ( ultimate beneficiaries); or
b. Provide any guarantee, security or the like on behalf of the ultimate beneficiaries.
50 The Company has not done any such transaction which is not recorded in the books of accounts that has beensurrendered or disclosed as income during the year in the Tax assessments under the Income Tax Act.,1961
51 The Company has not been declared as a wilful defaulter by any Bank or Financial Institution or Government or anyGovernment Authority.
52 The Company has not filed any scheme of arrangements in terms of Section 230 to 237 of the Company's Act., 2013with any competent Authority.
53 Figures for the previous year have been regrouped, rearranged and recast wherever necessary.
In terms of our report of even date For and on behalf of the Board
For B. Nath & Company
Chartered Accountants Sd/- Sd/-
Firm Registration No. 307057E Sandeep Singhania Sarita Singhania
Managing Director Whole Time Director & CFO
Sd/- (DIN : 00343837) (DIN : 00343786)
Gaurav More
Partner Sd/-
Membership No. 306466 Namrata Saraf
Place: Kolkata Company Secretary
Date :May 29, 2025 (Membership No.A40824)