Provisions are recognized when the Company has a presentobligation as a result of a past event; it is probable that an outflowof resources embodying economic benefits will be required tosettle the obligation and when a reliable estimate of the amountof the obligation can be made. Provisions are measured at thebest estimate of the expenditure required to settle the presentobligation at the Balance Sheet date. The expenses relating toa provision is presented in the Statement of Profit and Loss netof any reimbursement.
If the effect of the time value of money is material, provisionsare determined by discounting the expected future cashflows specific to the liability. The unwinding of the discount isrecognised as finance cost.
Contingent liabilities are disclosed when there is a possibleobligation arising from past events, the existence of whichwill be confirmed only by the occurrence or non-occurrenceof one or more uncertain future events not wholly within thecontrol of the Company or a present obligation that arises frompast events where it is either not probable that an outflow ofresources will be required to settle the obligation or a reliableestimate of the amount cannot be made.
A contingent asset is not recognised but disclosed inthe financial statements where an inflow of economicbenefit is probable.
Commitments includes the amount of purchase orders (net ofadvance) issued to parties for acquisition of assets. Provisions,contingent assets, contingent liabilities and commitments arereviewed at each balance sheet date.
Effective April 1 2018, the company adopted Ind AS 115“Revenue from Contracts with Customers.” The effect onadoption of IND AS 115 is insignificant.
a. Revenue is recognised when control of goods istransferred to a customer in accordance with the termsof the contract. The control of the goods is transferredupon delivery to the customers either at factory gate ofthe Company or Specific location of the customer orwhen goods are handed over to freight carrier, as perthe terms of the contract. A receivable is recognisedby the Company when the goods are delivered to thecustomer as this represents the point in time at which theright to consideration becomes unconditional, as only thepassage of time is required before payment is due.
Revenue from services is recognised uponcompletion of services.
Revenue is measured based on the consideration towhich the Company expects to be entitled as per contractwith a customer. The consideration is determined based
on the price specified in the contract, net of estimatedvariable consideration. Accumulated experience is usedto estimate and provide for the variable consideration,using the expected value method, and revenue isrecognised to the extent that it is highly probable that asignificant reversal will not occur. Revenue excludes anytaxes or duties collected on behalf of the governmentwhich are levied on sales such as goods and services tax.
b. Insurance Claims are accounted when the ultimateoutcome of the same is certain and amount ascertained.Till the time of uncertainty about outcome and amount ofclaim, their recognition is postponed.
c. Dividends are recognised in the statement of Profitand Loss only when the right to receive payment isestablished:, It is probable that economic benefitassociated with the Dividend will flow to the company andthe amount of Dividend can be measured reliably.
d. For all financial instruments measured at amortised cost,interest income is recorded using the effective interestrate (EIR), which is the rate that discounts the estimatedfuture cash payments or receipts through the expectedlife of the financial instruments or a shorter period, whereappropriate, to the net carrying amount of the financialassets. Interest income is included in other income in theStatement of Profit and Loss.
e. Income on assets given on operating lease is recognisedon a straight line basis over the lease term in the Statementof Profit and Loss.
f. Eligible export incentives are recognised in the year inwhich the conditions precedent are met and there is nosignificant uncertainty about the collectability.
All employee benefits including leave encashment(short term compensated absences) and bonus/ex-gratia (incentives) payable wholly within twelve monthsof rendering the service are classified as short termemployee benefits and are charged to the Statement ofProfit and Loss of the year.
Retirement/Employee benefits in the form ofProvident Fund, Employees State Insurance andlabour welfare fund are considered as definedcontribution plan and contributions to the respectivefunds administered by the Government are chargedto the Statement of profit and loss of the year whenthe contribution to the respective funds are due.
Retirement benefits in the form of gratuity isconsidered as defined benefit obligation and isprovided for on the basis of an actuarial valuation onprojected unit credit method made as at the date ofthe Balance Sheet. Gratuity liability is non-funded.
Re-measurement of the net defined benefit liability,which comprise actuarial gains and losses arerecognized immediately in Other ComprehensiveIncome (OCI). Net interest expense (income) onthe net defined liability (assets) is computed byapplying the discount rate, used to measure the netdefined liability (asset). Net interest expense andother expenses related to defined benefit plans arerecognized in Statement of Profit and Loss.
As per the present policy of the Group, thereare no other long term benefits to which itsemployees are entitled.
All terminal benefits are recognized as an expensein the period in which they are incurred.
At the inception of a contract, the Company assesses whethera contract is or contains, a lease. A contract is, or containsa lease if the contract conveys the right to control the useof an identified asset for a period of time in exchange ofconsideration. To assess whether a contract conveys the rightto control the use of an asset the Company assesses whether:
The contract involves the use of an identified asset - this may bespecified explicitly or implicitly, and should be physically distinctor represent substantially all of the capability of a physicaldistinct asset. If the supplier has a substantive substitution right,then the asset is not identified.
The Company has the right to obtain substantially all of theeconomic benefits from use of the asset throughout theperiod of use; and
The Company has the right to direct the use of the asset. TheCompany has this right when it has the decision-making rightsthat are most relevant to changing how and for what purposethe asset is used.
The Company recognises a right-of-use asset and alease liability at the lease commencement date. At thecommencement date, a lessee shall measure the right-of-use asset at cost which comprises initial measurement of
the lease liability, any lease payments made at or before thecommencement date, less any lease incentives received, anyinitial direct costs incurred by the lessee; and an estimate ofcosts to be incurred by the lessee in dismantling and removingthe underlying asset, restoring the site on which it is located orrestoring the underlying asset to the condition required by theterms and conditions of the lease.
At the commencement date, a lessee shall measure the leaseliability at the present value of the lease payments that are notpaid at that date. The lease payments shall be discounted usingthe interest rate implicit in the lease, if that rate can be readilydetermined. If that rate cannot be readily determined, thelessee shall use the lessee's incremental borrowing rate.
The Company has elected not to recognise right-of-use assetsand lease liabilities for short-term leases that have a lease termof less than 12 months or less and leases of low-value assets. TheCompany recognises the lease payments associated with theseleases as an expense on a straight-line basis over the lease term.
The election for short-term leases shall be made by class ofunderlying asset to which the right of use relates. A class ofunderlying asset is a grouping of underlying assets of a similarnature and use in Company's operations. The election forleases for which the underlying asset is of low value can bemade on a lease-by-lease basis.
(i) Revenue expenditure on Research & Development ischarged to the Statement of Profit and Loss of the year inwhich it is incurred.
However, expenditure incurred at development phase,where it is reasonably certain that outcome of researchwill be commercially exploited to yield economic benefitsto the company is considered as intangible assets andaccounted in the manner specified in Clause 3 (ii) above.
(ii) Capital expenditure incurred during the year on Research& Development is included under additions to property,plant and equipment's.
When items of income and expense within statement ofprofit and loss from ordinary activities are of such size, natureor incidence that their disclosure is relevant to explain theperformance of the enterprise for the period, the nature andamount of such material items are disclosed separately asexceptional items.
The Chief Operational Decision Maker monitors the operatingresults of its business Segments separately for the purpose of
making decisions about resource allocation and performanceassessment. Segment performance is evaluated based onprofit and loss and is measured consistently with profit or lossin the financial statements.
The Accounting Policies adopted for segment reporting arein line with the Accounting Policies of the Company. Segmentassets include all operating assets used by the businesssegments and consist principally of fixed assets, tradereceivables and inventories. Segment liabilities include theoperating liabilities that result from the operating activitiesof the business.
Segment assets and liabilities that cannot be allocated betweenthe segments are shown as part of unallocated corporateassets and liabilities respectively. Income / Expenses relatingto the enterprise as a whole and not allocable on a reasonablebasis to business segments are reflected as unallocatedcorporate income / expenses.
Borrowing costs are interest and other costs that the Companyincurs in connection with the borrowing of funds and ismeasured with reference to the effective interest rate applicableto the respective borrowing. Borrowing costs that are directlyattributable to the acquisition of an asset that necessarily takesa substantial period of time to get ready for its intended use arecapitalised as part of the cost of that asset till the date it is putto use. Other borrowing costs are recognised as an expensein the period in which they are incurred. Borrowing costs alsoinclude exchange differences to the extent that are regarded asan adjustment to borrowing costs.
(i) The financial statements of the Company are presentedin Indian Rupee (INR), which is Company's functional andpresentation currency.
(ii) Foreign currency transactions are translated into thefunctional currency using exchange rate prevailing on thedate of transaction. Monetary assets and liabilities aretranslated at rate of exchange prevailing at the reportingdate. The difference arising on settlement or translationon account of fluctuation in the rate of exchange is dealtwithin the Statement of Profit and Loss.
(iii) Foreign exchange differences regarded as an adjustmentto borrowing costs are presented in the Statement of Profitand Loss, as finance costs. All other foreign exchangegains and losses are presented in the Statement of Profitand Loss on a net basis within other gains / (losses).
(iv) Non-monetary items that are measured in terms ofhistorical cost in a foreign currency are translated usingthe exchange rates at the dates of the initial transactions.
Income tax expense comprises current and deferred taxand is recognized in the Statement of Profit and Loss exceptto the extent that it relates to items recognized directly inequity or in OCI.
Current tax comprises the expected tax payable orreceivable on the taxable income or loss for the year andany adjustment to the tax payable or receivable in respectof previous years. It is measured using tax rates enactedor substantively enacted at the reporting date.
Deferred tax is recognized in respect of temporarydifferences arising between the carrying amounts ofassets and liabilities for financial reporting purposes andthe amounts used for taxation purposes.
Deferred tax assets are recognized for unused tax losses,unused tax credits and deductible temporary differencesto the extent that it is probable that future taxable profitswill be available against which they can be used. Deferredtax assets are reviewed at each reporting date and arereduced to the extent that it is no longer probable thatthe related tax benefit will be realized; such reductionsare reversed when the probability of future taxableprofits improves.
Unrecognized deferred tax assets are reassessed ateach reporting date and recognized to the extent that ithas become probable that future taxable profits will beavailable against which they can be used.
Deferred tax is measured at the tax rates that areexpected to be applied to temporary differences whenthey reverse, using tax rates enacted or substantivelyenacted at the reporting date.
The measurement of deferred tax reflects the taxconsequences that would follow from the manner inwhich the Company expects, at the reporting date,to recover or settle the carrying amount of its assetsand liabilities.
Deferred tax assets and liabilities are offset when thereis a legally enforceable right to offset current tax assetsand liabilities and when the deferred tax balances relateto the same taxation authority. Current tax assets andtax liabilities are off set where the Company has a legallyenforceable right to offset and intends either to settle ona net basis, or to realize the asset and settle the liabilitysimultaneously.
Basic Earnings per share is calculated by dividing the net profit/ (loss) for the period attributable to the equity shareholdersby the weighted average number of equity shares outstandingduring the period. For the purpose of calculating dilutedearnings per share, the net profit / (loss) for the periodattributable to the equity shareholders and the weightedaverage number of equity shares outstanding during the periodis adjusted for the effects of all dilutive potential equity shares.
The Company reviews its carrying value of investments carriedat amortised cost annually or more frequently when there isindication for impairment. If the recoverable amount is less thanits carrying amount, the impairment loss is accounted for.
c) The Company's investment properties consist of 3 properties in India as on March,312025. The management has determined that the investmentproperty consists of two class of assets - Free hold Land and building - based on the nature, characteristics and risks of each property
The Company has no restriction on the realisability of its investment properties and no contractual obligations to purchase, construct ordevelop investment properties or for repairs, maintenance and enhancements.
The fair valuation is based on current prices in the active market for similar properties. The main input used are quantum, area, location,demand, age of building and trend of fair market rent in the location of the property.
The fair value is based on valuation performed by an accredited independent valuer. Fair valuation is based on replacement cost method.The fair value measurement is categorised in level 2 fair value hierarchy.
d) Refer Note 14 & 18 on Long term Borrowing and short term Borrowings for amounts of restrictions on the title and Investment propertiespledged as securities.
a) The Company has leasing arrangements for its office premises -head office and certain plots . Non-cancellable period for those leasearrangements vary. The Company pays lease charges as fixed amount as per the respective lease agreements. In respect of Ind AS 116 - Leases,the Company has adopted modified retrospective method under which the cumulative effect of initial application is recognized in retainedearnings at 1st April 2019. Right-of-use asset is measured, on a lease by lease basis, at carrying amount assuming the standard is applied since thecommencement date. Discounting to arrive the value of asset is done based on the incremental borrowing rate at the date of initial application.
The Company has leasing arrangements for its various commercial premises (other than mentioned above). Non-cancellable period forthose leasing arrangements are less than 12 months and the Company elected to apply the recognition exemption for short term andleases for which the underlying assets is of low value. The lease amount is charged as rent.
The Company has only one class of equity shares having a par value of H 2 each per share (P.Y. H 2 each per share). Each holder ofequity shares is entitled to one vote per share. In the event of liquidation of the company, the holders of equity shares will be entitledto receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to thenumber of equity shares held by the shareholders.
The final dividend proposed by the Board of Directors is subject to the approval of the Shareholders in the ensuing Annual GeneralMeeting. However, in case of interim dividend the profits are distributed based on approval of Board of Directors.
1 Securities premium: The amount received in excess of face value of the equity shares is recognised in Securities Premium. It can beutilized in accordance with the provisions of the Act, to issue bonus shares, to provide for premium on redemption of shares or debentures,write-off equity related expenses like underwriting costs etc.
2 Share options outstanding account: The fair value of the equity-settled share based payment transactions with employees is recognisedin Standalone Statement of Proft and Loss with corresponding credit to Stock Options Outstanding Account.
3 General Reserve : The Company has transferred a portion of the net profit of the Company before declaring dividend to general reservepursuant to the earlier provisions of Companies Act, 1956. Mandatory transfer to general reserve is not required under the CompaniesAct, 2013. It includes H 200.81 Million transferred from Revaluation Reserve on first time adoption of Ind-AS
4 Retained Earnings : Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividendsor other distributions paid to shareholders.
1 The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are requiredand disclosed as contingent liabilities where applicable, in its financial statements. The Company does not expect the outcome of theseproceedings to have a materially adverse effect on its financial results.
2 It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above pending resolution of therespective proceedings as it is determinable only on receipt of judgements/decisions pending with various forums/authorities.
3 Details of Guarantee given covered under Section 186 (4) of the Companies Act, 2013:
4 Guarantee given by Company to a Bank for loan given to Texol Lubritech FZC. The loan is obtained by Subsidiary for business purpose.
1 Analysis of Defined Benefit obligation
The numbers of members under the scheme have increased by 6.34%. Similarly, the total salary increased by 10.38% duringthe accounting period. The resultant liability at the end of the period over the beginning of the period has increased by 15.04 %
2 Expected rate of return basis
Scheme is not funded EORA is not Applicable
3 Description of Plan Assets and Reimbursement ConditionsNot Applicable
4 Investment / Interest Risk
Since the scheme is unfunded the company is not exposed to Investment / interest Risk
5 Longevity Risk
The Company is not exposed to risk of the employess living longer as the benefit under scheme ceases on the employeeseparating from the employer for any reason.
6 Risk of Salary Increase
The company is exposed to higher liability if the future salaries rise more than assumption of salary escalation.
7 Discount Rate
The discount rate has increased from 7.10% to 6.65% and hence there is a decrease in liability leading to actuarial gain due tochange in discount rate.
Based on Ind AS - 109, financial Assets in the form of long term interest free deposits to related party and investment governmentbonds have been accounted at fair value on initial recognition and subsequently measured at amortized cost using theeffective interest rate method.
The financial assets -investments in subsidiaries and associates are measured at cost in accordance with Ind AS 101,Ind AS 27 and Ind AS 28
The fair value for financial instruments such as trade receivables, cash and cash equivalents, trade payables etc. have not beendisclosed because the carrying values approximate the fair value.
The Company is exposed to financial risks arising from its operations and the use of financial instruments. The Company has identified financialrisks and categorised them in three parts viz.
(i) Credit Risk,
(ii) Liquidity Risk and
(iii) Market Risk.
The Company's board of directors has overall responsibility for the establishment and oversight of the Company's risk management framework.The board of directors are responsible for developing and monitoring the Company's risk management.
The Company's risk management framework, are established to identify and analyse the risks faced by the Company, to set appropriaterisk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflectchanges in market conditions and the Company's activities. The Company, through its training and management standards and procedures,aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.
Credit risk refers to the possibility of a customer and other counterparties not meeting their obligations and terms and conditions whichwould result into financial losses. Such risk arises mainly from trade receivables, other receivables, loans and investments. For otherfinancial assets (including investments securities , cash and cash equivalents and derivatives), the Company minimise credit risk bydealing exclusively with high credit rating counterparties.
Credit risk is managed through internal credit control mechanism such as credit approvals, establishing credit limits and continuouslymonitoring the credit worthiness of customers to which the Company grants credit terms in the normal course of business. The Companyestablishes an allowance for doubtful debts and impairment that represents its estimate of incurred losses in respect of trade and otherreceivables, loans and advances. The maximum exposure to credit risk in case of all the financial instruments covered below is restrictedto their respective carrying amount.
The Company invests its surplus funds mainly in liquid schemes of mutual funds which carry no / low mark to market risks for short durationand therefore, does not expose the Company to credit risk. Such investments are made after reviewing the credit worthiness and marketstanding of such funds and therefore, does not expose the Company to credit risk. Such investments are monitored on a regular basis.
Loans and other financial assets includes other receivables, loans given and earnest money deposits/security deposits to customers,security deposits for premised taken on lease. This loans and deposits were made in continuation of business related activities and aremade after review as per companies policy.
The cash and cash equivalents are held with banks with good credit ratings. Also, the Company invests its surplus funds in bank fixeddeposits and liquid schemes of mutual funds, which carry no / low mark to market risks for short duration and therefore, does not exposethe Company to credit risk.
The Forward/option contracts were entered into with banks having an investment grade rating and exposure to counterparties is closelymonitored and kept within the approved limits.
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities thatare settled by delivering cash or another financial asset. The Company's approach to managing liquidity is to ensure, as far as possible,that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurringunacceptable losses or risking damage to the Company's reputation.
The Company maintains sufficient cash and cash equivalents, and internally generated cash flows to finance their activities, includingmaintaining the flexibility of funding through the use of credit facilities from banks. Management monitors this regularly to keep its liquidityrisk to an appropriate level.
The Company has an adequate fund and non-fund based limits lines with various banks. The Company's diversified source of fundsand strong operating cash flow enables it to maintain requisite capital structure discipline. The financing products include workingcapital loans like buyer's credit loan, Packing credit Loans etc.
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in marketinterest rates. Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk isthe risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interestrate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in theinterest rates.
The Management is responsible for the monitoring of the Company's interest rate position. Various variables are considered by theManagement in structuring the Company's borrowings to achieve a reasonable, competitive, cost of funding.
Company's interest rate risk arises from borrowings. The interest rate profile of the Company's interest bearing financial instrumentsas reported to the Management of the Company is as follows:
The Company does not account for any fixed-rate financial assets or financial liabilities at fair value through profit or loss. Therefore,a change in interest rates at the reporting date would not affect profit or loss.
A reasonably possible change of 25 basis points in interest rate would have resulted in variation in the interest expense for theCompany by the amounts indicated in the table below. This analysis assumes that all other variables, in particular foreign currencyexchange rates, remain constant. This calculation also assumes that the change occurs at the balance sheet date and has beencalculated based on risk exposures outstanding as at that date. The year end balances are not necessarily representative of theaverage debt outstanding during the period.
a. Petroleum Products Segment - Timely availability and also non-availability of good quality base oils from across the globecould negate the qualitative and quantitative production of the various products of the Company. Volatility in prices of crudeoil and base oil is another major risk for this segment. The Company procures base oils from various suppliers scattered indifferent parts of the world. The Company tries to enter into long term supply contracts with regular suppliers and at times buysthe base oils on spot basis.
The Company's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and tosustain future development of the business. Management monitors the return on capital as well as the level of dividends toordinary shareholders.
The Company enters into derivative contracts for hedging foreign exchange exposures. Agreements with derivative counterparties are basedon an ISDA Master Agreement. Under the terms of these arrangements, only where certain credit events occur (such as default), the netposition owing | receivable to a single counterparty in the same currency will be taken as owing and all the relevant arrangements terminated. Asthe company does not presently have a legally enforceable right of set-off, these amounts have not been offset in the Balance Sheet.
During the previous year ended March, 31, 2024, the company has earned dividend from a foreign subsidiary - Texol Lubritech FZC amountingto H 67.62 million. Dividend earned @AED 6000 per share on 501 shares of AED1 each.
The Dividend Declared by Texol Lubritech FZC on April 9, 2023 AED 3.00 Million on 1000 Shares of AED 1 each 1000 each @AED 3000 pershare and received by the company on 501 shares H 33.54 million on May 10, 2023.
The Dividend Declared by Texol Lubritech FZC on March 18, 2024 AED 3.00 Million on 1000 Shares of AED 1 each 1000 each @AED 3000 pershare and receivable by the company on 501 shares H 34.08 million on March 31, 2024.
During the previous year ended March 31, 2024, the Company has completed its Initial Public Offer (IPO) of 2,96,26,732 equity shares of facevalue of H 2 each at an issue price of H 169 per share (including a share premium of H 167 per share). The issue comprised of a fresh issue of1,78,69,822 equity shares aggregating to H 3,020 Million and offer for sale of 1,17,56,910 equity shares by selling shareholders aggregating toH 1,986.92 Million. Pursuant to the IPO, the equity shares of the Company were listed on National Stock Exchange of India Limited (NSE) andBSE Limited (BSE) on November 30, 2023.
The total IPO expenses incurred of H174.08 Millions (PY 80.93 Millions), (H235.28 Million incurred less H154.35 Million being recovered fromexisting shareholders to the the extent of shares offered for sale by existing sharesholders) (excluding taxes) till March 31, 2025 has beenadjusted against securities premium (Refer Note 13)
The Company has received an amount of Rs 3,020.00 million (Net Proceeds H2,785.38 million) from proceeds out of fresh issue of equityshares. The utilisation of IPO proceeds is summarised as under:
During the year ended March 31, 2025, the Company has invested H1.139 Million (AED 50000) in to a Joint Venture company i.e. TexolOils FZC incorporated on 10th January, 2023 for dealing in Grease & Lubricants Manufacturing, Grease and Lubricants Blending, Beautyand Personal Care Requisites Manufacturing, Refining and Blending of Petroleum Products, Petrochemicals & Lubricants Import/Export/Storage/Trading of Petroleum Products, Petrochemicals &, Lubricants and Import/Export/Storage/Trading of Petroleum Products,Petrochemicals, Lubricants & Grease, Trading Refined Oil Products and as more particularly described in, and subject to, the Licenseissued by the Hamriyah Free Zone Authority. The said company is yet to commence the business.
During the year ended March 31, 2025, the Company has invested H 10.00 Million in to a subsidary company i.e. Gandhar LifesciencesPrivate Limited incorporated on 23rd August, 2024 and is engaged To manufacture, buy, sell, process, import, export, grow, refine,research, mix, pack, market, act as distributors, whole-sellers, dealers, consignment agents and handling agents and consultants in allkinds of pharmaceuticals, drugs, oils, medicaments, intermediates and their raw-materials, surgical equipments, apparutus, and devices,baby products, cosmetics, medicated soaps, shampoos, toiletories and health care products, hospital products and items of personalhygiene whether prepared by ayurvedic, homeopathic, unani, allopathic, nature cure, herbal or any other medicinal system for humanbeings, birds, animals, insects or other purpose and to run hospitals and diagnostic centres. also to engage in business of healthcares, lifesciences, research and development, contract manufacturing in India and/or abroad. The said company is yet to commence the business.
A The Company has granted stock options under the employee stock option schemes for certain employees of the Company. In accordance
with the term of the share option scheme, as approved by shareholders at meeting held on 16th Feb 2023, employee with a pre definedgrade may be granted option to purchase equity shares. Each share option converts into one equity share of the company on exercise.
No amounts are paid or payable by the recipient on receipt of the option. The Options carry neither rights to dividends nor voting rights.Options may be exercised as per vesting schedule from the date of grant. The Fair value of the share options is estimated at the grantdate using a Black Schole Pricing Model, taking into account the terms and conditions upon which the share options are granted.However, the above performance condition is only considered in determining the number of instruments that will ultimately vest. There areno cash settlement alternatives.
(i) The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company for holdingany Benami property.
(ii) The Company have not traded or invested in Crypto currency or Virtual Currency during reporting periods.
(iii) The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered or disclosed asincome during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisionsof the Income Tax Act, 1961)
(iv) The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries)with the understanding that the Intermediary shall:
(a) 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
(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
(v) The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding(whether recorded in writing or otherwise) that the Company shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the FundingParty (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,
(vi) The Company does not have any borrowings from banks and financial institutions that are used for any other purpose other than thespecific purpose for which it was taken at the reporting balance sheet date.
(vii) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies(Restriction on number of Layers) Rules, 2017.
(viii) The Company is not declared as a wilful defaulter by any bank or financial institution or other lender during the any reporting period.
(ix) Section 8 of the Companies Act, 2013 companies are required to disclose grants or donations received during the year. Since, theCompany is not covered under Section 8 of the Companies Act, 2013, the said disclosure is not applicable.
(x) There are no scheme of arrangements which have been approved by the Competent Authority in terms of sections 230 to 237 of theCompanies Act, 2013 during the reporting periods
(xi) During the reporting periods, the Company does not have any loans or advances in the nature of loans either repayable on demand orwithout specifying any terms or period of repayment granted to promoters, directors, KMPs and related parties as per the definition ofCompanies Act, 2013.
(xii) The Company has not identified any transactions or balances in any reporting periods with companies whose name is struck off undersection 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.
(xiii) There are no charge or satisfaction yet to be registered with ROC beyond the statutory period by the company.
No significant adjusting event occurred between the balance sheet date and date of the approval of these financial statements by the Board ofDirectors of the company requiring adjustment or disclosure.
55. Previous year's figures have been regrouped/ reclassified wherever necessary to correspond with the current year'sclassification/ disclosure.
56 All amounts disclosed in the financial statements and notes have been rounded off to the nearest million as per the requirements ofSchedule III, unless otherwise stated.
Chartered AccountantsFirm Registration No: 112318W
Ramesh Parekh Samir Parekh Aslesh Parekh
Chairman & Managing Director Joint Managing Director Joint Managing Director
DIN: 01108443 DIN: 02225839 DIN: 02225795
Partner Company Secretary Chief Financial Officer
Membership No. : 167453 Membership No. 06528
Place : Mumbai Place : Mumbai
Date : May 22, 2025 Date : May 22, 2025