The Company recognizes provisions when a presentobligation (legal or constructive) as a result of a past eventexists and it is probable that an outflow of resourcesembodying economic benefits will be required to settlesuch obligation and the amount of such obligation canbe reliably estimated. Provisions are reviewed at eachbalance sheet date and are adjusted to reflect the currentbest estimate.
The amount recognised as a provision is the best estimateof the consideration required to settle the presentobligation at the end of the reporting period, taking intoaccount the risks and uncertainties surrounding theobligation. If the effect of time value of money is material,provisions are discounted using a current pre-tax rate thatreflects, when appropriate, the risks specific to the liability.When discounting is used, the increase in the provisiondue to the passage of time is recognised as a finance cost.
Contingent liabilities are disclosed in respect of possibleobligations that arise from past events, whose existencewould be confirmed by the occurrence or non-occurrenceof one or more uncertain future events beyond thecontrol of the Company or a present obligation that isnot recognized because it is not probable that an outflow
of resources will be required to settle the obligation.Contingent liability also arises in extremely rare caseswhere there is a liability that cannot be recognizedbecause it cannot be measured reliably. The Companydoes not recognize a contingent liability but discloses itsexistence in the financial statements.
Contingent assets are not recognized in the financialstatements. However, it is disclosed only when an inflow ofeconomic benefits is probable.
Financial assets and financial liabilities are recognisedwhen the Company becomes a party to the contractualprovisions of the instruments. Financial assets and financialliabilities are measured at fair value on initial recognition,except for trade receivables which are initially measuredat transaction price. Transaction costs that are directlyattributable to the acquisition or issue of financial assetsand financial liabilities (other than financial assets andfinancial liabilities at fair value through profit or loss) areadded to or deducted from the fair value of the financialassets or financial liabilities, as appropriate, on initialrecognition. Transaction costs directly attributable to theacquisition of financial assets or financial liabilities at fairvalue through profit or loss are recognised immediately inprofit or loss.
A] Financial assets
a) Initial recognition and measurement:
Financial assets are recognised when theCompany becomes a party to the contractualprovisions of the instrument. On initialrecognition, a financial asset is recognised atfair value, except for trade receivables whichare initially measured at transaction price. Incase of financial assets which are recognisedat fair value through profit and loss (FVTPL),its transaction costs are recognised in thestatement of profit and loss. In other cases,the transaction costs are attributed to theacquisition value of the financial asset.
The effective interest method is a methodof calculating the amortised cost of a debtinstrument and of allocating interest incomeover the relevant period. The effective interestrate is the rate that exactly discounts estimatedfuture cash receipts (including all fees andpoints paid or received that form an integral
part of the effective interest rate, transactioncosts and other premiums or discounts) throughthe expected life of the debt instrument, or,where appropriate, a shorter period, to the netcarrying amount on initial recognition.
Income is recognised on an effective interestbasis for debt instruments other than thosefinancial assets classified as at FVTPL. Interestincome is recognised in profit or loss and isincluded in the ‘Other income’ line item.
For subsequent measurement, the Companyclassifies a financial asset in accordance withthe below criteria:
i. The Company’s business model formanaging the financial asset and
ii. The contractual cash flow characteristicsof the financial asset.
Based on the above criteria, the Companyclassifies its financial assets into the followingcategories:
A financial asset is measured at theamortized cost if both the followingconditions are met:
a) The Company’s business modelobjective for managing the financialasset is to hold financial assets inorder to collect contractual cashflows, and
b) The contractual terms of the financialasset give rise on specified dates tocash flows that are solely paymentsof principal and interest on theprincipal amount outstanding.
Such financial assets are subsequentlymeasured at amortized cost using theeffective interest method.
The amortized cost of a financial asset isalso adjusted for loss allowance, if any.
A financial asset is measured at FVTOCI ifboth of the following conditions are met:
a) The Company’s business modelobjective for managing the financialasset is achieved both by collectingcontractual cash flows and sellingthe financial assets, and
Investments in equity instruments,classified under financial assets, areinitially measured at fair value. TheCompany may, on initial recognition,irrevocably elect to measure the sameeither at FVTOCI or FVTPL. The Companymakes such election on an instrument-by-instrument basis. Fair value changeson an equity instrument are recognisedas other income in the Statement of Profitand Loss unless the Company has electedto measure such instrument at FVTOCI.
This category does not apply to any of thefinancial assets of the Company.
iii. Financial assets measured at FVTPL:
A financial asset is measured at FVTPLunless it is measured at amortizedcost or at FVTOCI as explained above.This is a residual category applied toall other investments of the Companyexcluding investments in subsidiariesand associates. Such financial assets aresubsequently measured at fair value ateach reporting date. Fair value changesare recognized in the Statement of Profitand Loss.
d) Derecognition:
A financial asset (or, where applicable, a partof a financial asset or part of a group of similarfinancial assets) is derecognized (i.e. removedfrom the Company’s Balance Sheet) when anyof the following occurs:
i. The contractual rights to cash flows fromthe financial asset expires;
ii. The Company transfers its contractualrights to receive cash flows of the financialasset and has substantially transferred allthe risks and rewards of ownership of thefinancial asset;
iii. The Company retains the contractualrights to receive cash flows but assumesa contractual obligation to pay the cashflows without material delay to one ormore recipients under a ‘pass-through’arrangement (thereby substantiallytransferring all the risks and rewards ofownership of the financial asset);
iv. The Company neither transfers norretains substantially all risk and rewardsof ownership and does not retain controlover the financial asset.
In cases where the Company has neithertransferred nor retained substantially all ofthe risks and rewards of the financial asset,but retains control of the financial asset, theCompany continues to recognize such financialasset to the extent of its continuing involvementin the financial asset. In that case, the Companyalso recognizes an associated liability.
The financial asset and the associated liabilityare measured on a basis that reflects the rightsand obligations that the Company has retained.
On derecognition of a financial asset, thedifference between the asset’s carrying amountand the sum of the consideration received andreceivable and the cumulative gain or loss thathad been recognised in other comprehensiveincome and accumulated in equity is recognisedin profit or loss if such gain or loss would haveotherwise been recognised in profit or loss ondisposal of that financial asset.
The Company applies expected credit losses(ECL) model for measurement and recognitionof loss allowance on the following:
i. Trade receivables
ii. Financial assets measured at amortizedcost (other than trade receivables)
In case of trade receivables, the Companyfollows a simplified approach wherein anamount equal to lifetime ECL is measuredand recognized as loss allowance.
In case of other assets measured atamortized cost, the Company determinesif there has been a significant increase incredit risk of the financial asset since initialrecognition. If the credit risk of such assetshas not increased significantly, an amountequal to 12-month ECL is measured andrecognized as loss allowance. However, ifcredit risk has increased significantly, anamount equal to lifetime ECL is measuredand recognized as loss allowance.
Subsequently, if the credit quality of thefinancial asset improves such that there isno longer a significant increase in creditrisk since initial recognition, the Companyreverts to recognizing impairment lossallowance based on 12-month ECL.
ECL is the difference between allcontractual cash flows that are due to theCompany in accordance with the contractand all the cash flows that the entityexpects to receive (i.e., all cash shortfalls),discounted at the original effectiveinterest rate.
12-month ECL are a portion of the lifetimeECL which result from default eventsthat are possible within 12 months fromthe reporting date. Lifetime ECL are theexpected credit losses resulting from allpossible default events over the expectedlife of a financial asset.
ECL are measured in a manner that theyreflect unbiased and probability weightedamounts determined by a range ofoutcomes, taking into account the timevalue of money and other reasonableinformation available as a result of pastevents, current conditions and forecastsof future economic conditions.
ECL impairment loss allowance (orreversal) recognized during the periodis recognized as expense/income in theStatement of Profit and Loss under thehead ‘Other expenses’/ ‘Other income’.
Debt and equity instruments issued by a Companyentity are classified as either financial liabilities oras equity in accordance with the substance of thecontractual arrangements and the definitions of afinancial liability and an equity instrument.
An equity instrument is any contract thatevidences a residual interest in the assets of anentity after deducting all of its liabilities. Equityinstruments issued by a Company entity arerecognised at the proceeds received, net ofdirect issue costs.
Repurchase of the Company's own equityinstruments is recognised and deducteddirectly in equity. No gain or loss is recognisedin profit or loss on the purchase, sale, issueor cancellation of the Company's own equityinstruments.
ii. Financial Liabilities: -
Financial liabilities are recognised whenthe Company becomes a party to thecontractual provisions of the instrument.Financial liabilities are initially measuredat fair value.
b) Subsequent measurement:
Financial liabilities are subsequentlymeasured at amortised cost using theeffective interest rate method. Financialliabilities carried at fair value through profitor loss are measured at fair value with allchanges in fair value recognised in theStatement of Profit and Loss.
The Company has not designated anyfinancial liability as at FVTPL.
A financial liability is derecognizedwhen the obligation under the liability
is discharged or cancelled or expires.When an existing financial liability isreplaced by another from the samelender on substantially different terms,or the terms of an existing liabilityare substantially modified, such anexchange or modification is treated asthe Derecognition of the original liabilityand the recognition of a new liability. Thedifference between the carrying amountof the financial liability derecognized andthe consideration paid is recognized inthe Statement of Profit and Loss.
Basic earnings per share is computed by dividing the netprofit for the period attributable to the equity shareholdersof the Company by the weighted average number ofequity shares outstanding during the period. The weightedaverage number of equity shares outstanding duringthe period and for all periods presented is adjusted forevents, such as bonus shares, other than the conversionof potential equity shares that have changed the numberof equity shares outstanding, without a correspondingchange in resources.
For the purpose of calculating diluted earnings pershare, the net profit for the period attributable to equityshareholders and the weighted average number of sharesoutstanding during the period is adjusted for the effects ofall dilutive potential equity shares.
The preparation of the Company’s financial statementsrequires management to make judgments, estimates andassumptions that affect the reported amounts of revenues,expenses, assets and liabilities, and the accompanyingdisclosures, and the disclosure of contingent liabilities.Uncertainty about these assumptions and estimates couldresult in outcomes that require a material adjustment to thecarrying amount of assets or liabilities affected in futureperiods.
The estimates and underlying assumptions are reviewedon an ongoing basis. Revisions to accounting estimatesare recognised in the period in which the estimate isrevised if the revision affects only that period or in theperiod of revision or future periods if the revision affectsboth current and future periods.
Following are the critical judgements, assumptions anduse of estimates that have the most significant effects onthe amounts recognized in these financial statements:
The cost of post-employment benefits is determinedusing actuarial valuations. An actuarial valuationinvolves making various assumptions that maydiffer from actual developments in the future. Theseinclude the determination of the discount rates;future salary increases and mortality rates. Due tothe complexities involved in the valuation and itslong-term nature, a defined benefit obligation ishighly sensitive to changes in these assumptions. Allassumptions are reviewed annually.
Provision for current tax is made based onreasonable estimate of taxable income computed asper the prevailing Income tax laws. The amount ofsuch provision is based on various factors includinginterpretation of tax regulations, changes in tax laws,acceptance of tax positions in the tax assessmentsetc.
Pursuant to the scheme of amalgamation of INOXLeisure Limited (erstwhile subsidiary of the Company)with PVR Limited (now known as PVR INOX Limited)
in the FY 2022-23, the Company had received1,58,35,940 fully paid-up equity shares of PVR INOXLimited, which represented 16.16% of its total paid-up equity capital. In view of power of GFL Limitedto participate in the financial and operating policydecisions of PVR INOX Limited, it is concluded thatGFL Limited has significant influence over PVR INOXLimited and hence investment in PVR INOX Limited isclassified as an associate.
The management is required to determine whetherthere is any objective evidence that its net investmentin the associate is impaired. After analyzing theobservable data that has come to the attention ofmanagement and the nature of investment beinglong-term, even though there are fluctuations inthe quoted price of shares of the associate, themanagement has concluded that there is no objectiveevidence that its investment in associate is impairedto carry further impairment testing of the investment.
The Company is exposed to financial risks which include market risk, credit risk and liquidity risk. The Company’s managementoversees the management of these risks. The Company’s financial risk management activities are governed by appropriatepolicies and procedures and that financial risks are identified, measured and managed in accordance with the Company’spolicies and risk objectives.
a. Market Risk
Market risk comprises of currency risk, interest rate risk and other price risk. The Company does not have any exposureto foreign currency or interest rate risk.
Other price risk is the risk that the fair value of a financial instrument will fluctuate due to changes in market traded price.The Company is exposed to equity price risk arising from financial assets such as investments in equity instruments andmutual funds. The equity investments are in subsidiary and associate which are held for strategic rather than tradingpurposes and the Company does not actively trade in these investments. The Company’s investments in mutual funds areonly in debt funds. Hence the Company’s exposure to other price risk is minimal.
Credit risk refers to risk that a counterparty will default on its contractual obligations resulting in financial loss to theCompany. Credit risk arises primarily from bank balances, investments and trade receivables. Credit risk arising from bankbalances and investments in mutual funds are limited since the counterparties are reputed banks and mutual fund houses.The Company has only one customer who is a reputed broker and there is no history of delayed payments and hence thecredit risk is minimal.
Ultimate responsibility for Company’s liquidity risk management rests with the Company’s Board of Directors. TheCompany generally manages liquidity risk by continuously monitoring forecast and actual cash flows, and by matchingthe maturity profiles of financial assets and liabilities.
The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date onwhich the entity can be required to pay. The table below include only principal cash flows in relation to financial liabilities.
The financial report of the Company contains both the consolidated financial statements as well as the separate (standalone)financial statements. Accordingly, in terms of Paragraph 4 of Ind AS 108 ‘Operating Segments’, the disclosures in respect of segmentinformation are made only in the consolidated financial statements.
a) Details of benami property held:
No proceedings have been initiated or are pending against the Company for holding any benami property under theBenami Transactions (Prohibition) Act, 1988 (45 of 1988) and the Rules made thereunder.
The Company is in compliance with the number of layers prescribed under clause (87) of section 2 of the Companies Actread with the Companies (Restriction on number of Layers) Rules, 2017.
There is no Scheme of Arrangements that has been approved by the Competent Authority in terms of sections 230 to 237of the Companies Act, 2013.
The Company has not granted any loans or advances in the nature of loans to promoters, directors, KMPs and the relatedparties.
There is no income surrendered or disclosed as income during the current or preceding year in the tax assessmentsunder the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961),that has not been recorded in the books of account.
The Company has not traded or invested in crypto currency or virtual currency during the financial year.
g) Ratios
Additional regulatory information required under (WB) (xiv) of Division III of Schedule III amendment, disclosure of ratios,is considered as not applicable to the Company as it is a Core Investment Company (CIC) not requiring registration underSection 45-IA of Reserve Bank of India Act, 1934.
The Company has not advanced or loaned or invested (either from borrowed funds or share premium or any othersources or kind of funds) to or in any other person(s) or entity(ies), including foreign entities (“Intermediaries”), with theunderstanding, whether recorded in writing or otherwise, that the Intermediary shall, directly or indirectly, lend or invest inother persons or entities identified in any manner whatsoever by or on behalf of the Company (“Ultimate Beneficiaries”)or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
The Company has 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, directly or indirectly, lend orinvest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“UltimateBeneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
As per our report of even date attached
For Patankar & Associates For GFL Limited
Chartered AccountantsFirm's Reg. No: 107628W
Sanjay S Agrawal D. K. Jain Siddharth Jain
Partner Managing Director Director
Membership No: 049051 DIN: 00029782 DIN: 00030202
Place: Pune Place: New Delhi Place: Mumbai
Date: 30 May 2025
Dhiren Asher Lakhan Shamala
Chief Financial Officer Company Secretary
Place: Mumbai Place: Mumbai