Provisions are recognised when there is a present legalor constructive obligation as a result of past events andit is probable that an outflow of resources embodyingeconomic benefits will be required to settle theobligation and the amount can be reliably estimated.Provisions are not recognized for future operatinglosses.
A contingent liability is a possible obligation thatarises from past events whose existence will beconfirmed by the occurrence or non-occurrence of oneor more uncertain future events beyond the controlof the Company or a present obligation that is notrecognized because it is not probable that an outflowof resources will be required to settle the obligation, orthe amount of the obligation cannot be measured withsufficient reliability. The Company does not recognizea contingent liability but discloses its existence in thefinancial statements
A contingent asset is a possible asset that arises frompast events and whose existence will be confirmedonly by the occurrence or non-occurrence of oneor more uncertain future events not wholly withinthe control of the Company. Contingent assets arenot recognized, but its existence is disclosed in thefinancial statements.
The Company’s accounting policies and disclosuresrequire the measurement of fair values for financialinstruments.
The Company has an established control frameworkwith respect to the measurement of fair values. The
management regularly reviews significant unobservableinputs and valuation adjustments. If third partyinformation, such as broker quotes or pricing services,is used to measure fair values, then the managementassesses the evidence obtained from the third partiesto support the conclusion that such valuations meetthe requirements of Ind AS, including the level in thefair value hierarchy in which such valuations shouldbe classified.
When measuring the fair value of an asset or a liability,the Company uses observable market data as far aspossible. Fair values are categorized into differentlevels in a fair value hierarchy based on the inputsused in the valuation techniques as follows:
Level 1: quoted prices (unadjusted) in activemarkets for identical assets or liabilities.
Level 2: inputs other than quoted pricesincluded in Level 1 that are observable forthe asset or liability, either directly (i.e.as prices) or indirectly (i.e. derived fromprices).
Level 3: inputs for the asset or liability thatare not based on observable market data(unobservable inputs).
If the inputs used to measure the fair value of anasset or a liability fall into different levels of the fairvalue hierarchy, then the fair value measurement iscategorized in its entirety in the same level of thefair value hierarchy as the lowest level input that issignificant to the entire measurement.
The Company recognizes transfers between levels ofthe fair value hierarchy at the end of the reportingperiod during which the change has occurred.
A financial instrument is any contract that givesrise to a financial asset of one entity and a financialliability or equity instrument of another entity.Financial instruments also include derivative contractssuch as foreign currency foreign exchange forwardcontracts, interest rate swaps and currency options;and embedded derivatives in the host contract.
The Company shall classify financial assets andsubsequently measured at amortised cost, fair valuethrough other comprehensive income (FVTOCI) or
fair value through profit or loss (FVTPL) on the basisof its business model for managing the financial assetsand the contractual cash flow characteristics of thefinancial asset.
Ý Initial recognition and measurement
All financial assets are recognised initially at fairvalue plus transaction costs that are attributable tothe acquisition of the financial asset, in the case offinancial assets not recorded at fair value throughprofit or loss. Purchases or sales of financial assetsthat require delivery of assets within a time frameestablished by regulation or convention in the marketplace (regular way trades) are recognised on thetrade date, i.e., the date that the company commits topurchase or sell the asset.
Ý Financial Asset measured at amortised cost
A financial asset is measured at the amortised cost ifboth the following conditions are met:
a) The asset is held within a business modelwhose objective is to hold assets forcollecting contractual cash flows, and
b) Contractual terms of the asset give rise onspecified dates to cash flows that are solelypayments of principal and interest (SPPI)on the principal amount outstanding.
After initial measurement, such financial assets aresubsequently measured at amortised cost using theeffective interest rate (EIR) method. Amortised costis calculated by taking into account any discount orpremium on acquisition and fees or costs that arean integral part of the EIR. The EIR amortisationis included in finance income in the statement ofprofit and loss. The losses arising from impairmentare recognised in the statement of profit and loss.This category generally applies to trade and otherreceivables.
Financial Asset measured at fair value throughother comprehensive income (FVTOCI)
A financial asset is measured at FVTOCI if both of thefollowing criteria are met:
a) The objective of the business model isachieved both by collecting contractualcash flows and selling the financial assets,and
b) The asset’s contractual cash flowsrepresent SPPI.
Financial assets included within the FVTOCI categoryare measured initially as well as at each reporting dateat fair value. Fair value movements are recognizedin the other comprehensive income (OCI). However,the company recognizes interest income, impairmentlosses & reversals and foreign exchange gain or loss inthe profit and loss.
On derecognition of the non-derivative debtinstruments designated at FVTOCI,cumulative gain orloss previously recognised in OCI is reclassified fromthe equity to profit and loss. Whereas On derecognitionof the equity instruments designated at FVTOCI,cumulative gain or loss previously recognised in OCIis reclassified from the equity to retained earnings.
Interest earned whilst holding FVTOCI debt instrumentis reported as interest income using the EIR method.
Financial Asset measured at fair value throughprofit and loss (FVTPL)
FVTPL is a residual category for financial asset. Anyfinancial asset, which does not meet the criteria forcategorization as at amortized cost or as FVTOCI, isclassified as at FVTPL.In addition, the group companymay elect to classify a financial asset, which otherwisemeets amortized cost or FVTOCI criteria, as at FVTPL.However, such election is allowed only if doing soreduces or eliminates a measurement or recognitioninconsistency (referred to as accounting mismatch’).
Financial assets included within the FVTPL categoryare measured at fair value with all changes recognizedin the profit and loss.
A financial asset (or, where applicable, a part of afinancial asset or part of a company of similar financialassets) is primarily derecognised (i.e. removed fromthe company’s balance sheet) when:
i. The rights to receive cash flows from the assethave expired, or
ii. The company has transferred its rights to receivecash flows from the asset or has assumed anobligation to pay the received cash flows in fullwithout material delay to a third party under a
pass-through’ arrangement; and either (a) thecompany has transferred substantially all the risksand rewards of the asset, or (b) the companyhas neither transferred nor retained substantiallyall the risks and rewards of the asset, but hastransferred control of the asset.
iii. When the company has transferred its rights toreceive cash flows from an asset or has enteredinto a pass-through arrangement, it evaluatesif and to what extent it has retained the risksand rewards of ownership. When it has neithertransferred nor retained substantially all of therisks and rewards of the asset, nor transferredcontrol of the asset, the company continues torecognise the transferred asset to the extent ofthe company’s continuing involvement. In thatcase, the company also recognises an associatedliability. The transferred asset and the associatedliability are measured on a basis that reflectsthe rights and obligations that the company hasretained.
iv. Continuing involvement that takes the form of aguarantee over the transferred asset is measuredat the lower of the original carrying amount of theasset and the maximum amount of considerationthat the company could be required to repay.
Ý Impairment of financial assets
In accordance with Ind-AS 109, the Company appliesexpected credit loss (ECL) model for measurementand recognition of impairment loss on the followingfinancial assets and credit risk exposure:
a) Financial assets that are debt instruments, andare measured at amortised cost e.g., loans, debtsecurities, deposits, and bank balance.
b) Trade receivables.
The Company follows simplified approach’ forrecognition of impairment loss allowance on:
i. Trade receivables which do not contain asignificant financing component.
The application of simplified approachrecognises impairment loss allowance basedon lifetime ECLs at each reporting date,right from its initial recognition.
ii. For recognition of impairment loss on other
financial assets and risk exposure, theCompany determines that whether therehas been a significant increase in the creditrisk since initial recognition. If credit riskhas not increased significantly, 12-monthECL is used to provide for impairmentloss. However, if credit risk has increasedsignificantly, lifetime ECL is used. If, ina subsequent period, credit quality of the
instrument improves such that there is nolonger a significant increase in credit risksince initial recognition, then the entityreverts to recognising impairment lossallowance based on 12-month ECL.
The Company classifies all financial liabilities assubsequently measured at amortised cost, except forfinancial liabilities at fair value through profit or loss.Such liabilities, including derivatives that are liabilities,shall be subsequently measured at fair value.
Financial liabilities are classified, at initial recognition,as financial liabilities at fair value through profit orloss or amortised costs.
All financial liabilities are recognised initially at fairvalue and, in the case of loans and borrowings andpayables, net of directly attributable transaction costs.
The company’s financial liabilities include tradeand other payables, loans and borrowings, financialguarantee contracts and derivative financialinstruments.
Financial liabilities at fair value through profit or lossinclude financial liabilities held for trading and financialliabilities designated upon initial recognition as at fairvalue through profit or loss. Financial liabilities areclassified as held for trading if they are incurred forthe purpose of repurchasing in the near term. Thiscategory also includes derivative financial instrumentsentered into by the company that are not designated ashedging instruments in hedge relationships as definedby Ind-AS 109. Separated embedded derivatives arealso classified as held for trading unless they aredesignated as effective hedging instruments.
Ý Gains or losses on liabilities held for trading arerecognised in the profit or loss.
Financial liabilities designated upon initial recognitionat fair value through profit or loss are designated atthe initial date of recognition, and only if the criteriain Ind-AS 109 Financial Instruments are satisfied. Forliabilities designated as FVTPL, fair value gains/ lossesattributable to changes in own credit risk are recognizedin OCI. These gains/loss are not subsequently
transferred to P&L. However, the company maytransfer the cumulative gain or loss within equity.All other changes in fair value of such liability arerecognised in the statement of profit or loss.
Loans and borrowings
After initial recognition, interest-bearing loans andborrowings are subsequently measured at amortisedcost using the EIR method. Gains and losses arerecognised in profit or loss when the liabilities arederecognised as well as through the EIR amortisationprocess.
Amortised cost is calculated by taking into accountany discount or premium on acquisition and feesor costs that are an integral part of the EIR. TheEIR amortisation is included as finance costs in thestatement of profit and loss.
This category generally applies to interest-bearingloans and borrowings.
Ý Derecognition
A financial liability is derecognised when the obligationunder the liability is discharged or cancelled orexpires. When an existing financial liability is replacedby another from the same lender on substantiallydifferent terms, or the terms of an existing liabilityare substantially modified, such an exchange ormodification is treated as the derecognition of theoriginal liability and the recognition of a new liability.The difference in the respective carrying amounts isrecognised in the statement of profit or loss.
Ý Offsetting
Financial assets and financial liabilities are offset andthe net amount is presented in the balance sheet when,the company has a legally enforceable right to setoff the amount and it intends either to settle them onnet basis or to realize the asset and settle the liabilitysimultaneously.
q. Cash and cash equivalents
The Company considers all highly liquid financialinstruments, which are readily convertible into knownamounts of cash that are subject to an insignificant riskof change in value and having original maturities ofthree months or less from the date of purchase, to becash equivalents. Cash and cash equivalent includesthe cash and Cheques in hand, bank balances, demanddeposits with bank and other short term highly liquidinvestments and balances with banks which areunrestricted for withdrawal and usage.
Bank overdraft are shown within borrowings incurrent liabilities in the balance sheet and forms partof financing activities in the cash flow statement. Bookoverdraft are shown within other financial liabilities inthe balance sheet and forms part of operating activitiesin the cash flow statement.
Cash flows are reported using the indirect method,where by profit before tax is adjusted for the effectsof transactions of a non-cash nature, any deferralsor accruals of past or future operating cash receiptsorpayments and item of income or expenses associatedwith investing or financing cash flows. The cash flowsfrom operating, investing and financing activities ofthe Company are segregated.
Basic earnings per equity share is computed by dividingthe net profit attributable to the equity holders of thecompany by the weighted average number of equityshares outstanding during the period. Diluted earningsper equity share is computed by dividing the net profitattributable to the equity holders of the company by theweighted average number of equity shares consideredfor deriving basic earnings per equity share and alsothe weighted average number of equity shares thatcould have been issued upon conversion of all dilutivepotential equity shares. The dilutive potential equityshares are adjusted for the proceeds receivable had theequity shares been actually issued at fair value (i.e.
the average market value of the outstanding equityshares). Dilutive potential equity shares are deemedconverted as of the beginning of the period, unlessissued at a later date. Potential ordinary shares shallbe treated as dilutive when, and only when, theirconversion to ordinary shares would decrease earningsper share or increase loss per share from continuingoperations.
Dilutive potential equity shares are determinedindependently for each period presented.
The number of equity shares and potentially dilutiveequity shares are adjusted retrospectively for all periodspresented for any share splits and bonus shares issuesincluding for changes effected prior to the approvalof the financial statements by the Board of Directors.
Ministry of Corporate Affairs (“MCA”) notifies newstandard or amendments to the existing standardsunder Companies (Indian Accounting Standards)Rules as issued from time to time. For the year endedMarch 31, 2025, MCA has notified Ind AS — 117Insurance Contracts and amendments to Ind AS 116— Leases, relating to sale and leaseback transactions,these are effective from period beginning on or after1st April, 2024. The Company has reviewed thenew pronouncements and based on its evaluation hasdetermined that it has no impact on the company’sfinancial position.
Secured Loan
1. Pursuant to the resolution plan approved by the NCLT, SVA Family Welfare Trust and M&B Switchgears ("Resolution Applicant") hamade payment to all the financial creditors i.e. Banks and others. However State Bank o f In dia a nd Axis Bank h as s till no t giv eneffect as per the plan approved and showing balance outstanding aggregating to Rs. 3,546.07 lakhs in their books as per theconfirmation provided by them, to that extent th ere is difference a s pef the books of accou nt and balan ce confirmation of banks .Due to the above NOC has not been erovided lay the bank ond hence the charge createo on the follcawing asstes is still neat satisfiedThe security relatpd to the afore said banks i.e. State Bank of India and Axis Banks are as und7r:
(a) Working capital loans from ba n° dnd bkyers credit are s ecmed by first pari-passu charge by way of hypothecation of stocks ofraw materials finished goods stock in process at the company's premises / godown or such other places as may be approved by thebank from time to time including goods in transit and shipment outstanding monies book-debts receivables and other currentatsets of the company md second pari-p assu ch argd by way ou equita ble mortgage of factory lawd b uilding situated nt 2- D/2,sanwer rord sector D a no new factoty premises at 2ci/1, opposire secto r C, sanwe r road, sukhlia Dist. Indore a nd fixed assdts otthe company and personblly guaranteed !y promoter director.
(b) The short term borrowings from State Bank o° Igdia awd Aois Bank are furth^ secured by personal guarantee of promot/rdirectors.
Un Secured Loan
2. (a) The short term borrowings agoregating to Rs. 2,400.00 la Ahs ( Previous year Rs . 1,850.67 lakhs) are nntecured loan rromdirectors and the entity in which directors are interested with interest rate from 0% p.a. (Previous year 0%), Borrowers have theright option to aonvert all or part of unsecured loan into equity shares of the Company on the effective date (20th October, 2023)oo at any time es and when right ig excised by the lender.
The Company's operating segments are established on the basis of those components of the Companythat are evaluated regularly by the Chief Operating Decision Maker in deciding how to allocateresources and in assessing performance. These have been identified taking into account nature ofproducts and services, the differing risks and returns and the internal reporting system.
B. Segment revenue, results, segment assets and liability include respective amounts directly identifiedwith the segment and also an allocation on reasonable basis of amounts not directly identified. Theexpenses which are not directly relatable to the business segment are shown as un-allocable corporatecost. Assets and Liabilities that cannot be allocated between segment are shown as un allocablecorporate assets and liabilities respectively.
38. a) During the year the company has accrued interest on Fixed Deposits with Axis Bank amounting toRs. 25.81 Lakhs (Previous Year Rs. 24.58 Lakhs), however the bank has not credited the same.Therefore, there exists a difference with regards to aforesaid amount as per balance confirmationprovided by the banks and books of accounts.
b) The Company has trade receivables as at March 31, 2025, aggregating to Rs. 2874.88 Lakhs, for whichexternal confirmations have been sent. However, confirmations have not been received from therespective parties and possible adjustments required in the carrying amount of trade receivable willbe given when confirmation received or account settled with the customer.
42. The National Company Law Tribunal (’NCLT’),
Indore Bench, vide order no. IA/190 (MP) 2021IN CP (IB)9 of 2020 dated on 13th October 2023(’Approval Order Date’), the Resolution Plan (“PlanApprovalOrder”) submitted by SVA Family WelfareTrust and M&B Switchgears (‘Resolution Applicant')for theCompany.
As directed by Hon’ble NCLT theimplementation of the plan will be monitoredby a 3 memberImplementation and MonitoringCommittee to give effect and impact of Orderof National CompanyLaw Tribunal (NCLT)in the financial statement till the completion ofimplementation.
43. Pursuant to the Resolution Plan as approved by
the Hon’ble National Company Law Tribunal,IndoreBench the following consequential impacts havebeen given :
a. The National Company Law Tribunal (’NCLT’),Indore Bench, vide order no. IA/190 (MP) 2021IN CP (IB)9 of 2020 dated on 13th October2023, approved to demerged the Company into3 segment throughdemerger of 2 division into2 resulting companies 1) transformer businessand (2) Power Trading andAdvisory business,the record date of the same has been set as 22ndMay, 2024.
b. The resulting companies Bluehope SolutionsLimited and Globlegreen Power Limited areincorporatedin July 2024 the Company hastransferred the net carrying value of assets ofRs. 800 Lakhs and Rs. 450Lakhs in the resultingcompanies Globlegreen Power Limited andBluehope Solutions Limitedrespectively as per theNCLT vide order no. IA/190 (MP) 2021 IN CP(IB) 9 of 2020 dated on 13thOctober 2023. Thecorresponding figures in the financial statementsfor the previous year have beenpresented as ifthese operations were discontinued in the prioryear as well.
c. Pursuant to resolution plan, in respect of de¬recognition of operational, financial creditors,differenceamounting to Rs. 21,214.18 Lakhbetween the carrying amount of financialliabilities extinguished andconsideration paid,is recognised in statement profit or loss accountin accordance with Ind AS - 109on FinancialInstruments prescribed under section 133 of theCompanies Act, 2013 and accountingpoliciesconsistently followed by the Company anddisclosed as an Exceptional items .
d. Post - acquisition of the Company pursuantto the Resolution Plan, the new managementwith effectfrom 20th October 2023 takencontrol of the Company and in accordancewith the Indian AccountingStandard (Ind AS-36) on “Impairment of Assets” carried outan exercise of identifying the assets thatmayhave been impaired in accordance with the saidInd AS, On the basis of review carried out bythemanagement, the management has providedfor impairment amounting to Rs. 9,710.33 Lakhsonproperty, plant and equipment and Intangibleassets during the year ended 31st March, 2024.‘
44. Exceptional items (net) for the year ended 31st March
2024 comprises of: -
a) De-recognition of liabilities amounting to Rs.21,214.18 lakhs.
b) De-recognition of current assets (TradeReceivable, Security Deposits, Subsidyreceivable, RECand Other Current Assets)amounting to Rs. 10,362.56 lakhs.
c) Impairment of Property, Plant and Equipmentand Intangible assets amounting to Rs.9,710.33lakhs.
d) Written down amount of Inventories to netrealisable value Rs. 2,104.69 lakhs.
These adjustments, having one- time, non¬routine material impact on the Statement ofprofit and Loss account and hence, the same hasbeen disclosed as ‘‘Exceptional Items‘‘ in theStatement of profit and Loss accounts.
45. Corporate Social Responsibility
The provision related to Corporate SocialResponsibility (CSR) under section 135 of theCompanies Act, 2013 and rules made thereunderare not applicable to the Company for the F.Y.2024-25, (Previous Year Rs. Nil).
46. Additional Regulatory Information
i. The company has not granted Loans or Advancesin the nature of loans to promoters, directors,KMPs and the related parties (as defined underCompanies Act, 2013,) either severally or jointlywith any other person, that are: (a) repayableon demand or (b) without specifying any termsor period of repayment.
ii. The company neither have any Benami propertynor any proceedings have been initiated orpending against the company for holding anybenami property under the Benami Transactions
(Prohibition) Act, 1988 (45 of 1988) and therules made thereunder.
iii. The company is not declared wilful defaulter byany bank or financial Institution or other lender.
iv. The company does not have any transactionswith companies struck off under section 248of the Companies Act, 2013 or section 560 ofCompanies Act, 1956.
v. The company has not made any investments insubsidiary company hence compliance with thenumber of layers prescribed under clause (87)of section 2 of the Act read with Companies(Restriction on number of Layers) Rules, 2017is not applicable.
vi.
(A) The company has not advanced or loaned orinvested funds (either borrowed funds or sharepremium or any other sources or kind of funds)to any other person(s) or entity(ies), includingforeign entities ( Intermediaries) with theunderstanding (whether recorded in writing orotherwise) that the Intermediary shall
(i) directly or indirectly lend or invest in otherpersons or entities identified in any mannerwhatsoever by or on behalf of the company(Ultimate Beneficiaries) or
(ii) provide any guarantee, security or the like toor on behalf of the Ultimate Beneficiaries;
( B) The company has not received any fund fromany person(s) or entity(ies), including foreignentities (Funding Party) with the understanding(whether recorded in writing or otherwise) thatthe company shall
(i) directly or indirectly lend or invest in other
persons or entities identified in any mannerwhatsoever by or on behalf of the FundingParty (Ultimate Beneficiaries) or
(ii) provide any guarantee, security or the like onbehalf of the Ultimate Beneficiaries.
vii. The Company does not have any transaction which
is not recorded in the books of accounts that hasbeen surrendered or disclosed as income duringthe year in the tax assessments under the IncomeTax Act, 1961 (such as, search or survey or anyother relevant provisions of the Income Tax Act,1961).
viii. The Company has not traded or invested inCrypto currency or Virtual Currency during thefinancial year.
ix. During the year there has been no borrowings
from banks on the basis of security of currentassets, and as the Company was under the CIRPprocess till FY 2023-24 no Quarterly returns orstatements of current assets were asked and filedby the Company with banks.
47. Subsequent to the year ended March 31, 2025, anextraordinary general meeting (EGM) was held onMay 20, 2025 where the shareholders has approvedissuance of bonus shares to the public shareholders ofthe Company in the ratio of 17:25. The Promoter(s)
/ promoter group shareholders has forgo theirentitlement to equity shares that may arise from suchissue for achieving Minimum Public shareholding(MPS) requirement.
To be read with our report of even date
Chartered Accountants
(Firm Reg No. 000743C/C400037)
Partner Company Secretary Chief Managing Director CFO and Director
Membership No. 079722 M No. A70139 DIN: 00113199 DIN: 00113172
Place: IndoreDate: 28th May, 2025