Terms/riflhts attached to equity shares
I) The company has only one class or equity shares having par value of Rs V- per snare Each holder of equity shares Is entitled to one vote per snare.
ii) In the event of liquidation of the company, the holders of Equity Shares wnll be entitled to receive remaining assets of the Company Tin; distribution Mill be in proportion to the number of Equity Shares held by the shareholders
I V I L^VI I VTI I I Ý J U| J VvjV V J Ý IV 7vvi Vv^i IV
Note -1 Working Capital Loans are secured by Paari Passu charge on the Fixed Assets and Present & Future Current Assets along with Personal Guarantee ot Directors and by pledge of fully paid up Equity Shares of Subsidiary Company .
Note -2 Working Capital Loans secured by pledge of warehouse receipt / storage receipt with lien, along with Personal Guarantee of Directors
Dues to Micro, Small and Medium Enterprises
The Company has not received any memorandum from Suppliers' (as required to be filed by the ‘Suppliers' with the notified authority under the Micro, Small and Medium Enterprises Development Act 2006) claiming their status as on 31st March, 2023 as micro, small or medium enterprises. Consequently, the interest paid/ payable by the company to such Suppliers, during the year is Nil (Previous year: Nil).
33 Corporate Social Responsibility (CSR)_
A. CSR amount required to be spent as per section 135 of the Companies Act read with Schedule VII thereof by the company during the year is Rs. NIL (due to Loss) (Previous Year Rs.Nil (Due to Loss)
B. Expenditure related to Corporate Social Responsibility is Rs. Nil (Previous Year Rs. Nil)
The Company has incurred losses, its liabilities exceeded total assets and its net worth has been fully eroded as at 31st March 2023. In view of the continuing default in payment of dues, certain lenders have sent notices/letters recalling their loans given and called upon the Company to pay entire dues and other liabilities, receipt of invocation notices of corporate guarantees given by the Company, while also invoking the personal guarantee of Promoter
34 Directors. Certain lenders have also issued wilful defaulter notices. As mentioned in Note No.1 the honourable NCLT has admitted a petition to initiate insolvency proceeding against the Company under the Code, As per the Code, it is required that the Company be managed as a going concern during the CIRP. The financial statements have been prepared on a going concern basis.
In the opinion of the board of directors of the company, the current financial assets i.e. Trade Receivable, Loans and Others have the value on realisation in the ordinary course of the business at least equal to the amount at which they are stated and that the provisions for all the known liabilities are adequate and not in 37 excess of the amount reasonably necessary.
Balances with Trade Payable, Trade Receivable and Loans & Advances are subject to confirmation/ reconciliation, although balance confirmation letters has been send to those parties.
The company has to comply with the Indian Accounting Standard - 19 on "Employee Benefits" . The retirement benefit costs (Gratuity Provision) as per acturial Valuation Report for March 2019 The company has an Current Tax liability shown under the head in note no 21 to financial statement however company requested to the tax authorities to adjust the said liability demand against the old 39 pending refunds.
Note 40: CAPITAL MANAGEMENT
The Company’s objective when managing the capital is to safeguard the Company’s ability to continue as a going concern.
The Company monitors capital using a ratio of ‘adjusted net debt' to ‘total equity* For this purpose, adjusted net debt Is defined as total debt, comprising interest-bearing loans and borrowings and obligations under finance leases, less cash and cash equivalents. Equity comprises of Equity share capital and other equity However, in view of certain adverse factors and liquidity problems faced by the Company, the net worth of the Company has been fully eroded and the Company is presently under CIRP process and thereby continue to operate as a going concern. The Company’s adjusted net debt to adjusted equity ratio was as follow S'
Note 41:
The National Company Law Tribunal fNCLT), Indore Bench, vide order dated on 29th May, 2020 (“Insolvency Commencement Date") has initiated Corporate Insolvency Resolution Process (“CIRP") under the provisions of the Insolvency and Bankruptcy Code, 2016 (“the Code’) based on application filed by one creditor Mr. Kishor Ramniklal Unadlkat, sole proprietor of M\s Shakti Clearing Agency under section 9 of The Insolvency and Bankruptcy Code, 2016 read with the rule 6 of The Insolvency and Bankruptcy Rules, 2016 and the said application has been admitted by the Authority wide no. (MP) CP (IB) No. 7 / 9 / NCLT / AHM / 2019 on 29th of May 2020 and NCLT has appointed Mr. Rajiv Goel as Insolvency Resolution Professional (IRP)to manage affairs of the Company In accordance with the provisions of Code In the first meeting of Committee of Creditors (“CoC") held on July 28, 2020 and in terms of Section 22 (2) of the Code, resolved with 100% voting share, to replace the existing Interim Resolution Professional with Mr. Gautam Mittal as the resolution professional (RP) for the Company. As per section 134 of the Companies Act, 2013, the unaudited financial statements of the Company are required to be authenticated by the Chairperson of the Board of Directors, where authorised by the Board or at least two directors, of which one shall be managing director or the CEO (being a director), the CFO and Company Secretary where they are appointed. Pursuant to the NCLT order for commencement of the CIRP and in line with the provisions of the Code, the powers of the Board of Directors stand suspended and be exercised by IRP / RP. These Standalone Audted Financial Results for the quarter and year ended on 31st March 2023 have been prepared by the management of the Company and certified by Mr. Anil Vishwakarma, Chief Financial Officer (‘CFO’) of the Company in accordance with Regulation 33 (2) of the SEBI (Listiong Obligations and Disclosure Requirements) Regulations, 2015.
This Audited Financial Results were placed before the RP, the CFO on 10th May, 2023 for their consideration. Accordingly, the Audited financial statements were considered and recommended In the meeting. In view thereof, the RP. in reliance of such examination by and the representations, clarifications and explanations provided by the CFO, has approved the same. The RP Is relying on the management representation letter dated 10th May , 2023 for all information and confirmations in relation to the day to day functioning of the company.
The RP has approved these Audited financial Statements only to the extent of discharging the powers of the Board of Directors of the Company (suspended during CIRP) which has been conferred upon him in terms of provisions of Section 17 of the Code.
Note 42
The carrying value of tangible assets as at 31st March 2023 is Rs.6648.71 Lacs As explained in note no. 1 above the Company is under CIRP and the RP has invited submission of resolution plans from potential resolution applicants, and put up for necessary approvals before the Committee of Creditor (‘CoC’) and the NCLT. The CIRP is concluded and COC propose for liquidation. And the RP has Filed the Application and which is pending before Honble NCLT.
Note 43
In accordance with the Code, public announcement was made calling upon the financial creditors and operational creditors of the company to submit their claims with the Interim Resolution Professional (IRP) by 15.06.2020. In accordance with the Code, the IRP/RP has to receive, collate and admit the claims submitted against the Company. Such claims can be submitted to the IRP/RP during CIRP, till the approval of a resolution plan by the CoC. Pursuant to the claims received on 15.06.2020, the CoC was formed on 01.07.2020, and the list of such creditors was duly notified to the NCLT and uploaded on the company website. Thereafter, there could be regular revisions to the list in view of the daims received and the RP is in the process of receiving, collating, verifying, seeking clarifications, sending communications for unreconciled balance, seeking additional documents to substantiate whole or part of the unreconciled balances on such claims. In respect of claims submitted by the financial creditors as on 15.06.2020, the same is exceeding amount appearing in the books of accounts. To the extent the process for submission and reconciliation of claims as on the Insolvency Commencement Date remains an on-going process, no accounting impact in the books of accounts has been made in respect of excess, short or non-receipts of claims for operational and financial creditors.
Note 44
The carrying value of tangible assets is Rs.6648.71 Lacs. As explained in note no 43 above, the Company is under CIRP. As such, the Company has not taken into consideration any impact on the value of the tangible assets, if any, in preparation of Financial statements as required by Ind-AS 10 on “Events after the reporting period". Further, the Company has also not made full assessment of impairment as required by Ind AS 36 on Impairment of Assets, if any, as at 31st March, 2023 in the value of tangible assets.
Note 45
The Company has not recognised interest payable, after the insolvency commencement date i.e. 29th May, 2020, on borrowings from banks and financial institutions, customer advance, inter corporate deposits received. The same is not in compliance with Ind AS - 23 on “Borrowing Cost’’ read with Ind AS - 109 on “Financial Instruments".
Not*46 Financial instruments
Ý The carving amount of financial instruments carried at amortized cast are a reasonable appmwmnao of fair vahe B Measurement of tor viImi
T re table sloai below srulvses finaroal instruments carried at fair value, bv xukiaaon method The dffer ent levels have been detred below - Level 1 quoted prices (unac^usied) in active martlets for idemcal assets cr liablities Level 7 nputs ofocr than quoted prices mduded w#tn Level 1 that are observable for foe asset or liabrtty, eifoer directly <i e . as ptcesl or ndiredly (i e . derrred from Level 3 npsrts tor foe asset orialxltyfoac are not based on observable market data (unobservable rputsl
C Valuation techniques
The following methods and assumptions were used to estimate the fair values
1) Fat value of the cash and short l»rn depcsls. airier* loans and advances ami ortner cut lent fkwncM k*>f n*s and other smw at items apcnwmaie foeir canyng value largely due lo short term rraurnes ol Tress insfrurents
21 Lono-tetm borrowings are evaluated bv foe Company based on parameters such as rterest rates specftc ccuntrv nsk factors and the nsk characteristics of the financed
Note 47: FINANCIAL RISK MANAGEMENT OBJECTIVE AND POLICIES
The Company s activities expose it to a variety of financial risks, including Credit risk. Commodity Pnce Risk, and liquidity risk The Company’s primary risk management focus is to minimize potential adverse effects of market risk on its financial performance. The Company's risk management assessment and policies and processes are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls, and to monitor such risks and compliance with the same Risk assessment and management policies and processes are reviewed regularly to reflect changes in market conditions and the Company's activities
The Company’s board of directors has overall responsibility lor the establishment and oversKjht of the Company's risk management framework This note presents information about the nsks associated with its financial nslrumerrts the Company's obiedives, policies and processes for measurmg and managing risk, and the Company's management of capital.
1. Credit Risk
Ttie Company is exposed to credit nsk as a result of the risk of counterparties defaulting on their obligations The Company's exposure to credit nsk primarily relates to accounts receivable and cash and cash equivalents including deposit with banks
1 he Company has a prudent and conservative process of managing its credit risk arisnng in the course of its business All the tiade receivables are reviewed and assessed for default on routine basis. Our hrstorical experience of collecting receviabies. supported by the level of default, is that credit risk is low.
The Company mamlars exposure in cash and cash equivalents, term deposit with bank and denvative financial instruments. The Company's maxmum exposure to credit risk as at 31st March 2023, 31-March-2022 is the carrying value of each dass of financial assets
2. Commodity Price Risk
Company is under CIRP and currently not being undertake any Manufacturing activity.
3. Liquidity risk
The Company is exposed to liquidity risk related to its ability to fund its obligations as they become due The Company monitors and manages its liquidity risk to ensure access to sufficient funds to meet operational and financial requirements. The Company has access to credit teciities and debt capital markets and monitors cash balances daily In relation to the Company's liquidity nsk, the Company’s policy is to ensure, aster as possible that it will always have sufficient liquidity to meet its labilities when due under both normal and stressed conditions as they fall due vtfiile minimizing finance costs, without incurring unacceptable losses or risk of damage to the Company's reputation
4. Interest rate risk
Interest rate risk is the risk that an upward movement in the interest rate would adversely effect the borrowing cost of the company The Company is exposed to long term and short-term borrowings The Company manages interest rate risk by monitoring its mix of fixed and floating rate instruments, and taking action as necessary to maintain an appropriate balance.
The exposure of the Company's borrowings to interest rale changes at the end of the reporting period are as follows b) Sensitivity analysis
The company’s fixed rate borrowings are carried at amortised cost. They are therefore not subject to interest rate risk as defined in IND AS 107, since neither the carrying amount nor the future cash flow wil fluctuate because of a change in market interest rates. Hence sensitivity has been considered only on variable rate borrowing. Profit or toss estimate to higher/lower interest rate expense from borrowings as a result of changes in interest rates
5. Foreign Currency Risk
The company’s business objective includes safe-guarding its export earnings against adverse price movements of in foreign exchange and interest rates The Company has adopted a structured risk management policy to hedge al these risks within an acceptable risk limit and an approved hedge accounting framework which allows for Fair Value and Cash Flow hedges Hedging instruments include forward currency contract to achieve this objective