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NOTES TO ACCOUNTS

Nurture Well Industries Ltd.

You can view the entire text of Notes to accounts of the company for the latest year
Market Cap. (₹) 869.89 Cr. P/BV 2.58 Book Value (₹) 14.48
52 Week High/Low (₹) 46/17 FV/ML 1/1 P/E(X) 15.40
Bookclosure 01/10/2024 EPS (₹) 2.43 Div Yield (%) 0.00
Year End :2025-03 

(d) Rights, preferences and restrictions attached to the equity shares:

The Company has only one class of equity shares having a par value of Rs 1/- per share. Each holder of equity shares is entitled to one vote per share. The holders of Equity Shares are entitled to receive dividends as declared from time to time. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

(e) Sub-division/split of equity shares

During the year ended 31 March 2025, the Company on 18 September 2024 announced sub-division /split ( 'Record Date 01 October 2024') of existing Equity Shares of the Company from 1 (One) Equity Share having face value of 10/- (Rupees Ten only) each fully paid-up, into such number of Equity Shares having face value of 1/- (Rupees One only) each fully paid-up.

(f) Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date:

(i) During the year ended 31 March 2025 the Company had issued and allotted 95,78,951 ordinary shares of Rs 10/- each, as fully paid up Bonus Shares in the proportion of 1 (One) Bonus Share of Rs 10/- each for every 1 (one) existing ordinary share of Rs 10/- each. on the record date i.e. 16.04.2024.

For the period of five years of the date of the immediately preceding the reporting date, there was no share allotment made for consideration other than cash except as disclosed above. Further, there has been no buy back of shares during the period of five years immediately preceding the reporting date.

(g) Preferential Issue

(i) During the previous year i.e., FY 2023-24 , the Company had issued and allotted 24,43,000 share warrants, each convertible into one equity share of Rs. 10 each, on Preferential allotment basis at an issue price of Rs. 170 per warrant, to the Promoter/ Non-promoter group of the Company and certain identified non-promoter persons / entity, upon receipt of 25% of the issue price (i.e. Rs. 42.50 per warrant) as warrant subscription money. Balance 75% of the issue price (i.e. Rs. 127.50 per warrant) was payable within 18 months from the date of allotment i.e. 19 September 2023, at the time of exercising the option to apply for fully paid-up equity share of Rs. 10 each of the Company, against each warrant held by the warrant holder

During the current year i.e., FY 2024-25, the Company upon receipt of balance 75% of the issue price (i.e., Rs. 127.50 per warrant) for 13,88,000 (previous year 1,00,000 warrants) warrants, has allotted equal no. of fully paid-up equity shares against conversion of said warrants exercised by the warrant holder. As a result of such allotment, the paid-up equity share capital of the Company has increased by 13,88,000 equity shares of face value of Rs. 10 each. For the remaining 9,55,000 warrants, the respective allottees did not pay balance 75% money towards such such warrants. Accordingly, the amount received against such warrants amounting Rs. 4,05,87,500 i.e., 25% of the initial issue price has been forfeited and transferred to capital reserve.

(ii) During the previous year i.e., FY 2023-24, the Company had issued and allotted 20,50,000 share warrants, each convertible into one equity share of Rs. 10 each, on Preferential allotment basis at an issue price of Rs. 366 per warrant, to the Promoter/ Non-promoter group of the Company and certain identified non-promoter persons / entity, upon receipt of 25% of the issue price (i.e. Rs. 91.50 per warrant) as warrant subscription money. Balance 75% of the issue price (i.e. Rs. 274.50 per warrant) was payable within 18 months from the date of allotment i.e.9 January 2024, at the time of exercising the option to apply for fully paid-up equity share of Rs. 10 each of the Company, against each warrant held by the warrant holder

During the year i.e., FY 2024-25, the Company upon receipt of balance 75% of the issue price (i.e., Rs. 274.50 per warrant) for 6,75,000 (previous year 13,75,000 warants) warrants, has allotted equal no. of fully paid-up equity shares against conversion of said warrants exercised by the warrant holder. As a result of such allotment, the paid-up equity share capital of the Company has increased by 6,75,000 (previous year 13,75,000) equity shares of face value of Rs. 10 each.

(iii) For all the conversions made as above after April 16, 2024, Bonus Shares were also issued in the ratio of 1:1.

Note: 25 - Contingent Liability & Capital Commitments

a) Contingent Liability

Income Tax Matter amounting of Rs. 0.24 crores

b) Company do not have any Capital Commitments for the year under audit.

Note: 26 - Segment Reporting

In the context of reporting business / geographical segment as required by lnd AS 108 - "Operating Segments", the Company's operations comprise of mainly one business segment -Trading of Food Products . Hence, there is no reportable segment as per Ind AS 108.

Revenue from major customers

The Company is reliant on revenues from transactions with single external customer and receive 10% or more of its revenues from transactions with single external customer. The total revenue from such customer is as below:

Note: 29 - Other Statutory Information

(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

(ii) The Company does not have any transactions with companies struck off.

(iii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period, except with Axis Bank for Hyp. of Car.

(iv) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

(v) The Company have not received any fund from any persons or entities, 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 (b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,

(vi) The Company has not advanced or loaned or invested funds to any other persons or entities, 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.

(vii) The Company have not any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.)

(viii) The borrowings obtained by the company form banks and financial institutions have been applied for the purposes for which such loans were taken.

(ix) The company has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year.

(x) The Company has not revalued its Property, plant and equipment (including right-of-use assets) or intangible assets or both during the current and previous year.

(xi) The company has complied with the number of layers prescribed under clause (87) of section 2 of the act read with Companies (Restriction of number of layers ) Rules 2017

Note: 30

There is no significant event after the reporting date that require disclosure in these financial statements.

Note: 31

The provision of Section 135 of the Companies Act 2013, is not applicable to the Company for the year as Profits of the company are below limits.

Note: 32

Trade Payables, Trade Receivables, Short Term Loans and Advances are subject to confirmation/reconciliation. Further, in the opinion of Board, any of the assets other than fixed assets have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated.

Note: 35 - Financial Risk Management

In the course of its business, the Company is exposed to market risk. This note presents the Company’s objectives, policies and processes for managing its financial risk.

(I) Market Risk

(a) Interest rate risk

Interest rate risk refers to risk that the fair value of future cash flows of a financial instrument may fluctuate because of changes in market interest rates. There are no significant borrowings as at the balance sheet date

(b) Price risk

Price risk refers to risk that the fair value of a financial instrument may fluctuate because of the change in the market price. The Company is not exposed to the price risk mainly from investment in equity instruments.

(c) Foreign currency risk

Foreign currency risk refers to risk that the fair value of future cash flows of an exposure may fluctuate due to change in the foreign exchange rates. The Company is exposed to foreign currency risk arising out of transactions in foreign currency. Foreign exchange risks are managed in accordance with Company’s established policy for foreign exchange management.

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