(b) Terms/rights attached to equity shares
The company has only one class of equity shares having the par value of Rs.10 per share,Each holder of equity share is entitled to one vote per share except in the case of voting by show of hands.
# Trade and other payables includes Rs. 1183.62 payable to Shree Narmada Architectural system limited (SNASL). On account of SNASL's non adherence to the agreed terms to the lease deed the company has adjusted the amount payable to SNASL against the lease rent recoverable from the SNAIL therefore in the opinion of the management the amount is now not payable to the SNASL.
Dues to micro and small enterprises:
With the promulgation of the Micro, Small and Medium Enterprises Development Act, 2006, the Company is required to identify Micro, Small and Medium Suppliers and pay them interest on overdue beyond the specified period irrespective of terms with the suppliers. The Company has communicated to all suppliers seeking their status. Response from suppliers has been received. In view of this, the required disclosures made, in the below table, to the extent of information available with the Company.
#The Company had entered into an Agreement for Sale of the Property dated 6th September 2014 with Samarat Assets Allied Industries Pvt. Ltd. and as per the terms of the said agreement(s) and correspondence the company has received advance mentioned in Other Financial Liabilities. As per the DRT III, Mumbai order dated 05.01.2015, property is not in the possession of the Company therefore the company was not able to execute sale deed. (Refer Note No.18 of notes on accounts.)
## The security deposit against lease given by Shree Narmada Architectural system limited (SNASL) is forfeited by the company on account of non-adherence to the agreed terms of the lease deed.
a) Return on Equity Ratio is decreased due to loss incurred in several past years and current year. Due to write off certain liabilities in previous year, company had reported profit.
b) Net profit ratio decreased due to loss incurred in several past years and current year. Due to write off certain liabilities in previous year, company had reportd profit.
c) Return on Capital employed decreased due to loss incurred in several past years and current year. Due to write off certain liabilities in previous year, company had reported profit.
16. Contingent Liabilities not provided for:
a) A compromise scheme under Section 391 of the erstwhile companies act, approved by the Honourable High Court of Gujarat by order dated May 16, 2008, was challenged by one of the secured creditors (as mentioned in Note No.17 below) by filing an appeal in Honourable High Court of Gujarat. By order dated March 10, 2025, the Hon'ble High Court has rejected the said Appeal and held in favour of the Company. The company has filed the Caveat vide Application No.4409 dated 25.03.2025 in the Hon'ble Supreme Court. Assuming contingency of any adverse orders, the Amount of liability for the same is not ascertainable.
b) Interest on disputed liability to creditors, the amount is not ascertainable as there is a counter claim by the Company and the matter is pending with the Debt recovery Tribunal-III, Mumbai (DRT-III). The Management is of the opinion that no provision is required for interest, in terms of the Order of the Hon. High Court of Gujarat dated 16.05.2008 mentioned in Note No.17 below.
17. In terms of the Scheme of Compromise or Arrangement under Sec.391 of the Companies Act 1956 with its Secured Creditors, Unsecured Creditors and Equity Shareholders which had been approved by Hon. High Court of Gujarat in their Order dated 16.05.2008 during the financial year 2008-09:
a) The Company has paid Rs.20,000,000/- to the Financial Institutions and Bank as full and final Settlement of their claims which includes Rs.5,141,000/- deposited with the Hon. High Court of Gujarat in respect of one of them arising out of securitisation of assets. The said institution has already withdrawn the amount deposited with Hon. High Court of Gujarat fully.
b) The Company has reduced the face value of the Equity share of Rs.10/- to Rs.1/- and has subsequently issued 1 (One) Equity Share (new) of Rs.10/- each as fully paid up against 10 (Ten) shares of Rs.1/- each.
c) The Company has issued New Equity Shares of Rs.10/- at a premium of Rs.740/- per Equity share to few unsecured creditors in full and final settlement of their claims.
d) The Company has paid 25% of dues of other unsecured creditors in full and final settlement of their claims and balance 75% of their dues is accounted under Business Restructuring Account.
Meanwhile, the party referred to in (a) above, under orders of the court withdrew the compromise amount of Rs.51,41,000/- and continued its appeal against the above Order before a Division Bench of the Hon. High Court of Gujarat claiming rejection of the Scheme, which in effect would enhance its receivable. The order for which passed by the Hon'ble High Court on March 10, 2025 in favour of the company and the company has filed the Caveat vide Application No.4409 dated 25.03.2025 in the Hon'ble Supreme Court.
18. GoingConcern:
(a) The Company has incurred losses in the past which has resulted into erosion of more than 50% of their net worth. Consequently the Company was registered as a sick company under the Sick Industrial Companies Act, 1985.The accounts of the Company have been prepared on going concern basis in spite of erosion of net worth and order of the Board for Industrial and Financial Reconstruction (BIFR) in its order dated 1.9.2000 it is stated that prima facie the Company was not likely to make up its net worth within a reasonable time while meeting all its financial obligations and was not likely to become viable in future and hence it was just, equitable and in public interest that it should be wound up. Company had filed an application to the Honourable Gujarat High Court for a Scheme of Compromise or Arrangement u/s 391 of Companies Act 1956 with its Secured Creditors, Unsecured Creditors and Equity Shareholders. The Company has received an order from High Court of Gujarat dated 16.05.2008 and the same is implemented.
(b) Meanwhile a secured creditor filed an application before Debt recovery Tribunal-III, Mumbai (DRT-III). On 05.01.2015 DRT-III, Mumbai passed an ex-party Order for secured creditor with Physical possession of Secured property i.e., factory at Bharuch including that from third party. The secured creditor who was acting in consonance with the understanding for over the period of eight months, suddenly initiated steps for taking Possession without awaiting for further order on 06.08.2015.DRT-III Mumbai appointed Court Receiver for the same. The said property is still in the possession of the court receiver. There are various original documents including title deeds of immovable property which are lying in the said premises. The management does not expect any risk for non-availability of documents. The matter is still pending before DRT-III, Mumbai. The Company is continuously making reasonable efforts to take relief from said order.
(c) The management based on various legal opinions believe that going concern is sustainable. According to the Management, the company is Going concern and the accounts have been prepared on Going Concern basis. The Company's advocate has stated that the money deposited with Hon. High court as referred in note 17 above has been withdrawn by the said institution without prejudice its right and contention in the said Appeal referred in note16 above. The Companies' assets of land and building have also appreciated. It is only that the court is not able to take up the matter on earlier basis. Based on the same Company has opined that there will not be any adverse impacts on the proceedings before Hon. Supreme Court and so as to affect the functioning of the Company.
19. Taxation:
(a) Income Tax Assessments have been completed up to the Assessment Year 2014-15. Provision for Income Tax has not been made considering the negative profits and carries forward losses. Also, as the Company continues to be a sick in terms of Sick Industrial Companies Act 1985 and Net Worth still remains to be negative, the MAT provision as per Income Tax Act 1961 has been made.
There are substantial unabsorbed depreciation and carried forward business losses under the Income Tax Act 1961. As a measure of prudence and in the absence of virtual certainty to earn taxable profits in future, deferred tax assets have been recognised only to the extent of reversal of deferred tax liability.
20. Segment Information:
The Company is engaged mainly in the business of trading in Aluminum Extrusions and other activities which are directly related thereto. As such there are no separate reportable segments as envisaged under Ind AS 108.
VI. All outstanding balances are unsecured and are repayable in cash. Because of Shree Narmada Architectural Systems Ltd. (SNASL), non adherence to the agreed terms to the lease deed the Company has adjusted the amount payable to SNASL against the lease rent recoverable from the Shree Narmada Aluminium Industries Ltd. therefore in the opinion of the management the amount is now not payable to the SNASL. The SNASL is in the process of Liquidation under IBC. No claim has been raised or pursued by the authorities.
22. Financial instruments and risk management
1. Financial risk management objectives and policies
The Company's principal financial liabilities comprise of trade and other payables and other financial liabilities. The main purpose of these financial liabilities is to finance the Company's operations. The Company's principal financial assets include cash and cash equivalents and other financial assets.
The Company is exposed to market risk, credit risk and liquidity risk. The Company's senior management oversees the management of these risks. Company's financial risk activities are governed by appropriate policies and procedures laid out by the senior management and financial risks are identified, measured and managed in accordance with the Company's policies and risk objectives. It is the Company's policy that no tradingin derivatives for speculative purposes may be undertaken. The Board of Directorsreviews and agrees policies for managing each of these risks, which are summarized below.
I. Market Risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. For the Company, the market risk is the possibility of changes in commodity prices which may affect the value of the Company's financial assets, liabilities or expected future cash flows.
a. Commodity Risk
The principal stock-in-trade for the Company are aluminum products which are purchased by the Company from the approved list of suppliers.
In order to mitigate the risk associated with stock prices, the Company manages its procurement through constant pricing negotiation with vendors. It renegotiates the prices with its customers in case there is more than normal deviation in the prices of its major products.
II. Credit Risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk arising from cash and cash equivalents and deposits with banks. Hence, the Company has no credit risk.
The Company has no trade receivables and no sales during the year; hence the Company has not formed any policy for expected credit loss. The policy will be formed once sales resume.
Liquidity
Risk Assessment
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities. The Company has liabilities which are expected to mature within 12 months Rs.7,29,45,787/- as on March 2025 (as on March 2024 is Rs. 7,76,44,124/-). The Company has assets which are expected to be realized within 12 months Rs.33,054/- as on March 2025 (as on March 2024 is Rs. 1,02,451/-). Hence Company had a working capital of Rs. (72,927,164/-) as on March 2025 (as on March 2024 is Rs. (77,609,324/-).
Risk Management
Company's entire net worth erosion, hence Company can borrow only from directors and other related whenever working capital is required. Management monitors rolling forecasts of Company's liquidity position and cash and cash equivalent on the basis of expected cash flows.
The management has assessed that the carrying amount of the Financial Assets/ Liabilities at amortised cost approximate their fair value largely due to their short-term nature.
23. Capital management
For the purpose of the Company's capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the company. The primary objective of the Company's capital management is to maximize the shareholder value and maintain an optimal capital structure to reduce the cost of capital.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions. Company entire net worth erosion, hence Company can borrow only from directors and other related whenever working capital is required. Company in Process to find out a solution which maximum the shareholder wealth and reduce debt.
24. Employee benefits
As per Ind AS "Employee Benefits" (Ind AS - 19), the disclosures of Employee Benefits as defined in the Standard are given below:
1. Defined contribution plans
a. Employer's contribution to Provident Fund
b. Employer's contribution to Employee's state insurance
c. Reconciliation of Statement of Cash Flow
There is no adjustments to the statement of Cash Flows as reported under the previous GAAP.
26. Significant accounting judgments, estimates and assumptions
The preparation of the Company's financial statements requires management to make judgments, estimates and assumptions as described below that affect the reported amounts and the accompanying disclosures. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.
a. Assumptions
The cost of the defined benefit plans and the present value of the defined benefitobligations are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. For further details refer to note 26.
b. Estimates
The estimates used by the company to present the amount in accordance with Ind AS reflect conditions as at the transition date and as of March 31, 2017.
27. Previous year's figures have been regrouped and restated wherever necessary to make their classification comparable with that of the current year.