Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of apast event, it is probable that an outflow of resources embodying economic benefits will be required to settlethe obligation and a reliable estimate can be made of the amount of the obligation. If the effect of the time valueof money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, therisks specific to the liability.
Disclosure of contingent liability is made when there is a possible obligation arising from past events, theexistence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain futureevents not wholly within the control of the Company or a present obligation that arises from past events whereit is either not probable that an outflow of resources embodying economic benefits will be required to settle ora reliable estimate of amount cannot be made.
Where events occurring after the Balance Sheet date provide evidence of condition that existed at the end ofreporting period, the impact of such events is adjusted within the financial statements. Otherwise, events afterthe Balance Sheet date of material size or nature are only disclosed.
Non-current assets are classified as held for sale if their carrying amount will be recovered principally througha sale transaction rather than through continuing use and sale is considered highly probable.
A sale is considered as highly probable when decision has been made to sell, assets are available for immediatesale in its present condition, assets are being actively marketed and sale has been agreed or is expected to beconcluded within 12 months of the date of classification.
Non-current assets held for sale are neither depreciated nor amortised.
Assets and liabilities classified as held for sale are measured at the lower of their carrying amount and fair valueless cost of sale and are presented separately in the Balance Sheet.
Cash Flows Statements are reported using the method set out in the Ind AS - 7, "Cash Flow Statements", wherebythe Net Profit / (Loss) before tax is adjusted for the effects of the transactions of a Non-Cash nature, any deferralsor accrual of past or future operating cash receipts or payments and item of income or expenses associated withinvesting or financing cash flows. The cash flows from operating, investing and financing activities of theCompany are segregated.
Cash and cash equivalents in the balance sheet comprise of cash on hand, cash at banks, short-term depositsand short-term, highly liquid investments that are readily convertible to known amounts of cash and which aresubject to an insignificant risk of changes in value.
For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand,deposit held at call with financial institutions, other short - term, highly liquid investments with originalmaturities of three months or less that are readily convertible to known amounts of cash and which are subjectto an immaterial risk of changes in value, and bank overdrafts. Bank overdrafts are shown within borrowingsin current liabilities in the balance sheet.
Business combinations arising from transfers or interests in entities that are under the control of the shareholdersthat controls the Company are accounted for using the 'pooling of interests method', as if the acquisition hadoccurred at the beginning of the earliest comparative period presented or, if later, at the date that common controlwas established; for this purpose, comparatives are revised, if required. The assets and liabilities acquired arerecognised at their carrying amounts. The identity of the reserves is preserved and they appear in the standalonefinancial statements of the Company in the same form in which they appeared in the standalone financialstatements of the acquired entity. The difference, if any, between the net assets acquired and cancellation of sharecapital of the acquired entity is transferred to other equity.
Ministry of Corporate Affairs ("MCA") notifies new standards or amendments to the existing standards underCompanies (Indian Accounting Standards) Rules as issued from time to time. MCA has notified Ind AS - 117Insurance Contracts and amendments to Ind AS 116 - Leases, relating to sale and leaseback transactions,applicable to the Company w.e.f. April 1, 2024. The Company has reviewed the new pronouncements and basedon its evaluation has determined that it does not have any significant impact in its financial statements.
Note 3 : Critical Accounting Judgments and Key Sources of Estimation Uncertainty:
These financial statements are the standalone financial statements prepared in accordance with Indian AccountingStandard ("Ind AS") notified under the Companies Act, 2013 ("the Act") read with Rule 3 of the Companies (IndianAccounting Standards) Rules, 2015, as amended.
The Company's tax jurisdiction is in India. Significant judgments are involved in estimating budgeted profits forthe purpose of paying advance tax, determining the income tax provisions, including the amount expected to bepaid / recovered for uncertain.
Estimates are involved in determining the cost attributable to bringing the assets to the location and conditionnecessary for it to be capable of operating in the manner intended by the management. Property, Plant and
Equipment/Intangible Assets are depreciated/amortised over their estimated useful life, after taking into accountestimated residual value. Management reviews the estimated useful life and residual values of the assetsannually in order to determine the amount of depreciation/ amortisation to be recorded during any reportingperiod. The useful life and residual values are based on the Company's historical experience with similar assetsand take into account anticipated technological changes. The depreciation/amortisation for future periods isrevised if there are significant changes from previous estimates.
The costs of providing Gratuity and other post-employment benefits are charged to the Statement of Profit andLoss in accordance with Ind AS - 19, "Employee Benefits" over the period during which benefit is derived fromthe employees' services. It is determined by using the Actuarial Valuation and assessed on the basis of assumptionsselected by the management. An actuarial valuation involves making various assumptions that may differ fromactual developments in the future. These assumptions include salary escalation rate, discount rates, expectedrate of return on assets and mortality rates. Due to complexities involved in the valuation and its long term innature, a defined benefit obligation is highly sensitive to change in these assumptions. All assumptions arereviewed at each balance sheet date.
When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot bemeasured based on quoted prices in active markets, their fair value is measured using valuation techniques,including the discounted cash flow model, which involve various judgments and assumptions.
Judgments are required in assessing the recoverability of overdue trade receivables and determining whether a
provision against those receivables is required. Factors considered include the credit rating of the counterparty,the amount and timing of anticipated future payments and any possible actions that can be taken to mitigatethe risk of non-payment.
The timing of recognition and quantification of the liability (including litigations) requires the application ofjudgment to existing facts and circumstances, which can be subject to change. The carrying amounts of provisionsand liabilities are reviewed regularly and revised to take account of changing facts and circumstances.
The impairment provisions for Financial Assets are based on assumptions about risk of default and expectedcash loss rates. The Company uses judgment in making these assumptions and selecting the inputs to theimpairment calculation, based on Company's past history, existing market conditions as well as forward-lookingestimates at the end of each reporting period.
In case of non-financial assets company estimates asset's recoverable amount, which is higher of an asset's orCash Generating Units (CGU's) fair value less costs of disposal and its value in use.
In assessing value in use, the estimated future cash flows are discounted to their present value using pre-taxdiscount rate that reflects current market assessments of the time value of money and the risks specific to theasset. In determining fair value less costs of disposal, recent market transactions are taken into account, if nosuch transactions can be identified, an appropriate valuation model is used.
Deferred tax assets and liabilities are recognised for deductible temporary differences and unused tax losses forwhich there is probability of utilisation against the future taxable profit. The Company uses judgment todetermine the amount of deferred tax that can be recognised, based upon the likely timing and the level of futuretaxable profits and business developments.
Company participate in various supply chain finance programs under which participating suppliers may voluntarilyelect to sell some or all of their Company receivables to third-party financial institutions. Supplier participationin the programs is solely up to the supplier, and participating suppliers enter their arrangements directly withthe financial institutions. The Company derecognise financial liability when the obligation under the liability isdischarged or cancelled or expires. A significant amount of management judgment is involved in such arrangementsto determine when an existing financial liability is replaced by another on substantially different terms, or theterms of an existing liability are substantially modified, such an exchange or modification is treated as thederecognition of the original liability and the recognition of a new liability. (Further information are set out in
M nfo 30 1 ^
The Company has one class of equity shares having a par value of Rs. 10/- each. However in the preceding periodcompany had two class of equity shares having a par value of Rs. 10/- each (i) Equity shares with normal voting rightsand (ii) Equity Shares with Differential voting rights. Every share holder holding shares with normal voting rights hadon a show of hands or on a poll, 1 vote for every 1 share held by them and Every share holder holding shares withdifferential voting rights had on a show of hands or on a poll, 1 vote for every 100 shares held by them.
(a) Pursuant to the approval of NSE vide letter No. NSE/LIST/34624, dated 16th March 2023 and also approval ofShareholders of the Company at the Extra Ordinary General Meeting held on 24th March, 2023 and on the receiptof Rs. 1,391.00 Lakhs, being 25% of issue price / subscription money, the Board of Directors of the Company allotted52,00,000 Convertible Warrants at an issue price of Rs. 107/- per warrant, aggregating to Rs. 5,564.00 Lakhs by wayof preferential allotment to Promoters, Persons belonging to Promoters' Group and Person other than promotersand Persons belonging to Promoters' Group of the Company. In terms of allotment of such warrants, warrants shallbe convertible into equal number of fully paid-up Equity Shares of Rs. 10/- (at a premium of Rs. 97/-) each, at anoption of the Warrant Holders, at any time in one or more tranches, within 18 (Eighteen) months from the date ofallotment of warrants on payment of balance 75% amount due on such warrants, and to issue fresh Equity Shareson conversion of Warrants to the Allottees.
(b) As on 21st March, 2024, the Company has issued and allotted 15,00,000 Equity Shares of Rs. 10/- (at a premium
of Rs. 97/-) each on receipt of written request for exercising the option for conversion of 15,00,000 Convertible
warrants alongwith the balance 75% (i.e. Rs. 80.25/- per warrant) of the issue price of the convertible warrants tobe converted, i.e. Rs. 1,203.75 lakhs received by the company.
(c) As on 3rd Oct 2024, The company has issued and allotted 37,00,000 Equity Shares of face value of Rs. 10/- each
fully paid up at a price of Rs. 107/- per equity share (including share premium of Rs. 97/- per equity share) on receipt
of written request for exercising the option for conversion of 37,00,000 Convertible warrants along with the balance75% of the issue price of the convertible warrants to be converted, i.e 2969.25 lakhs received by the company.
(a) Pursuant to the approval of Shareholders of the Company at the Extra Ordinary General Meeting held on 24th March,
2023 and on the receipt of Rs. 1,391.00 Lakhs, being 25% of issue price / subscription money, the Board of Directorsof the Company allotted 52,00,000 Convertible Warrants at an issue price of Rs. 107/- per warrant, aggregating toRs. 5,564.00 Lakhs by way of preferential allotment to Promoters, Persons belonging to Promoters' Group and Personother than promoters and Persons belonging to Promoters' Group of the Company. In terms of allotment of suchwarrants, warrants shall be convertible into equal number of fully paid-up Equity Shares of Rs. 10/- (at a premiumof Rs. 97/-) each, at an option of the Warrant Holders, at any time in one or more tranches, within 18 (Eighteen)months from the date of allotment of warrants on payment of balance 75% amount due on such warrants, and toissue fresh Equity Shares on conversion of Warrants to the Allottees.
(b) As on 03rd October, 2024, the Company has issued and allotted 37,00,000 Equity Shares of Rs. 10/- (at a premium
of Rs. 97/-) each on receipt of written request for exercising the option for conversion of remaining 37,00,000
Convertible warrants(out of 52,00,000 Convertible Warrants) alongwith the balance 75% (i.e. Rs. 80.25/- per warrant)
of the issue price of the convertible warrants to be converted, i.e. Rs. 2,969.25 lakhs received by the company.
State Bank of India ,Punjab Nationa Bank Canara Bank and Indian Bank have sanctioned working capital facilities(Including ILC/FLC, BG & Credit Exposure Limited refer Note 22) of Rs. 21,000.00 Lakhs & State Bank of India, PunjabNational Bank , Canara Bank and Indian Bank have sanctioned term loan of Rs. Rs.2,000.00 Lakhs to the company underconsortium banking arrangement (SBI consortium) wherein SBI is a lead bank (Total credit limit Rs. 23,000 Lakhs), asper details given below:
(i) State Bank of India sanctioned Working capital limit of Rs. 9000 Lakhs (Fund based limit of Rs. 8,000 Lakhs andNon - Fund based Limit of Rs. 1,000 Lakhs).
(ii) Punjab National Bank sanctioned Working capital limit of Rs. 2,250 Lakhs (Fund based limit of Rs. 1,250 Lakhsand Non - Fund based Limit of Rs. 1,000 Lakhs).
(iii) Indian Bank sanctioned Working capital limit of Rs. 2,250 Lakhs (Fund based limit of Rs. 1,150 Lakhs and Non -Fund based Limit of Rs. 1,100 Lakhs).
(ii) Canara Bank sanctioned working capital limit of Rs. 7,500 Lakhs (Fund based limit of Rs. 6,100 Lakhs and Non -Fund based Limit of Rs. 1,400 Lakhs.)
SBI consortium has appointed PNB Investment Services Limited as "Security Trustee".
Charge in favor of PNB Investment Services Limited of Rs. 21,000 Lakhs.
Pari passu first charge by way of hypothecation over entire current assets (present & Future, except mentioned below)of the Company including Raw Material, Stock in Process, Stock in Transit, Finished Goods, Stores, Spares & Receivablesetc., kept at all owned/leased factory premises of the company or at any other place.
(i) Pari Passu first charge by way of hypothecation over Plant & Machinery procured out of Bank Term Loan (Existing& New P&M of Kapadvanj Plant and New P&M of Halol Plant).
(ii) Pari Passu First charge by way of Equitable Mortgage over non- agricultural land bearing Survey/Block No. 1025/3, admeasuring about 40,266 sq.mtrs., paiki southern side admeasuring about 17,805 sq.mtrs., (amalgamation ofold Survey Nos. 1025/3, admeasuring about 3,642 sq.mtrs., 1034/1, admeasuring about 8,093 sq.mtrs., 1035/1 2 3, admeasuring about 22,469 sq.mtrs., 1036/3, admeasuring about 6,070 sq.mtrs.) together with constructionof factory standing thereon of mouje & Taluka: Kapadvanj, District: Kheda, Gujarat.
Collateral Securities for both Working capital facilities of Rs. 21,000 Lakhs granted by SBI Consortium and Term Loan of
Rs. 2,000 Lakhs granted by SBI Consortium : Total limit Rs. 23,000 Lakhs.
As per sanction terms, charge on following collateral securities to be created:
(i) Pari Passu 1st charge by way of Equitable Mortgage over immovable property being Shop No. GF - 8, on ground
floor, admeasuring about 417 sq.mtrs., - Super built up, in the scheme known as "Himalaya Business Centre",
situated upon non-agricultural land bearing Survey No. 539 being allotted Final Plot No. 684 in the Town PlanningScheme No. 28 of mouje: Wadaj, Taluka: Sabarmati, District: Ahmedabad in the name of the Company.
(ii) Pari Passu 1st charge by way of Equitable Mortgage over immovable property being Plot No. 2348, admeasuringabout 28,328 sq.mts., togetherwith construction of factory sheds and building, admeasuring about 9,225.26 sq.mts.,standing thereon situated upon non - agricultural land bearing Survey No. 219 paiki of mouje: Chandrapur, TalukaHalol District: Panchmahal in the name of the Company.
(iii) Pari Passu 1st charge by way of Equitable Mortgage over industrial purpose non- agricultural land bearing Survey/Block No. 1025/A/2, admeasuring about 15,277 sq.mtrs., (amalgamation of old Survey Nos. 1025/A/2, admeasuringabout 5,665 sq.mtrs., 1032, admeasuring about 4,047 sq.mtrs., 1033, admeasuring about 5,767 sq.mtrs.,) ofmouje & Taluka: Kapadvanj, District: Kheda in the name of the Company.
(iv) Pari Passu 1st charge by way of Hypothecation charge over plant and machinery on land bearing Plot No. 2348
bearing S. No. 219 paiki at Chandrapur, Taluka Halol, District: Panchmahal, Gujarat in the name of Company.
First/exclusivly charge of Canara Bank by way of lien on fixed deposit of Rs. 750 Lakhs in the name of the Company.
The Company participates in various supply chain finance programs under which participating suppliers may voluntarilyelect to sell some or all of their Company receivables to third-party financial institutions. Supplier participation in theprograms is solely up to the supplier, and participating suppliers enter their arrangements directly with the financialinstitutions. The Company and its suppliers agree on the contractual terms for the goods and services it procure,including prices, quantities and payment terms, regardless of whether the supplier elects to participate in theseprograms. The suppliers' voluntary inclusion of invoices in these programs has no bearing on our payment terms. Further,the company has no economic interest in a supplier's decision to participate in these programs. As at 31-Mar-2025 and31-Mar-2024, confirmed supplier invoices that are outstanding and subject to the third-party programs included inaccounts payable on the balance sheets were Rs. 5,416.28 Lakhs and Rs.6,662.18 Lakhs, respectively. The Company donot believe that future changes in the availability of supply chain financing will have a significant impact on the
fnmnan\/'c I in 11 irl itv/
(i) The company administers its employees gratuity scheme unfunded liability. The present value of the liability forthe defined benefit plan of gratuity obligation is determined based on actuarial valuation by an independentactuary at the period end, which is calculated using the projected unit credit method, which recognises eachyear of service as giving rise to additional unit of employee benefit entitlement and measures each unitseparately to build up the final obligation.
Benefits Offered : 15 / 26 X Salary X Duration of Service
Salary Definition : Basic Salary Including Dearness Allowance (If Any)
Benefit Ceiling : Benefit Ceiling of Rs. 20 Lakhs (Not Applied)
Vesting Conditions : 5 Years of Continuous Service
(Not Applicable In Case of Death/ Disability)
Benefit Eligibility : Upon Death or Resignation or Withdrawal or RetirementRetirement Age : 58, 60, 62 or 65 Years
(iii) Risks associated to the defined benefit plan of gratuity:
(a) Investment / Interest Risk:
The present value of defined benefit plan liability is calcuated using discount rate determined with refenceto market yield on government bonds denominated in indian rupees. A decrease in the bond interest ratewill increase the plan liability.
(b) Longevity Risk:
The present value of the defined benefit plan liablity is calculated by reference to the best estimate of themortality of the plan participants both during and after their employment. An increase in the life exepectancyof the plan participants will increase the plan's liablity.
(c) Salary Risk:
The present value of the defined benefit plan liablity is calculated by reference to the future salaries ofthe plan participants. as such, an increase in the salary of the plan participants will increase the plan'sliability.
(d) Legislative Risk:
Risks of increase in the plan liabilities or reduction in plan assets due to change in legislation.
The Company has evaluated the impact of Supreme Court ("SC") judgement dated February 28, 2019 in the case ofRegional Provident Fund Commissioner (II) West Bengal v/s Vivekananda Vidyamandir and Others, in relation toexclusion of certain allowances from the definition of "basic wages" of the relevant employees for the purposes ofdetermining contribution to Provident Fund ("PF") under the Employees' Provident Fund & Miscellaneous Provisions Act,1952. There are interpretation issues relating to the said SC judgement. Based on such evaluation, management is ofthe view that since the matter is sub-judice, a contingent liability amounting to Rs. 1459.32 lakhs has been disclosedin accordance with Ind AS 37 - Provisions, Contingent Liabilities and Contingent Assets.
* Subsequent to the approval of the Resolution Plan by Hon'ble NCLT vide order no. 368 of 2021 dated 13-Dec-2021, twoOrders dated 24th June 2024 were passed by the Goods and Services Tax (GST) Department in the name of Agarwal MittalConcast Private Limited (a company duly merged with the Company), pertaining to the alleged incorrect carry forwardof Input Tax Credit in Form TRAN-1 under the transitional provisions of the GST regime.
The Orders are related to:
1. Section 140(5) of the CGST Act, 2017 - concerning credit related to capital goods for the tax period 2017-18amounting to Rs. 9.69 Lakhs, and
2. Section 140(1) of the CGST Act, 2017 - concerning credit related to other goods and services for the tax period 2017¬18 amounting to Rs. 12.99 Lakhs.
The Company has challenged the said actions of the GST Department before the Hon'ble National Company Law Tribunal(NCLT) to quash and set aside the orders and the demand stand extinguished pursuant to the approval of resolution planby Hon'ble NCLT vide order dated 13-Dec-2021, and to direct the respondant not to take any coercivre action for recoveryof its dues. The matter is currently pending for adjudication.
Further, the Company has evaluated the impact of the Hon'ble Supreme Court judgment dated April 13, 2021, in the matterof Ghanashyam Mishra and Sons (P) Ltd. v/s Edelweiss Asset Reconstruction Co. Ltd., wherein the Apex Court held thatonce a resolution plan is approved by the adjudicating authority under Section 31 of the Insolvency and Bankruptcy Code,2016, all claims, including statutory claims, not included in the plan shall stand extinguished.
Based on the legal assessment and internal evaluation, and taking into consideration the aforementioned judgment, theCompany is of the view that it has a strong legal position. However, since the matter is sub-judice, a contingent liabilityamounting to Rs.22.673 Lakhs has been disclosed in accordance with Ind AS 37 - Provisions, Contingent Liabilities andContingent Assets.
(a) The company has identified "Steel Products" viz Billets, Ingots, Forged Roundbars, Forged Bright Roundbars, Roundbars,RCS Bars, Brightbars and Seamless Pipes & Tubes, Electric Resistance Welded (ERW) Pipes & Tubes, which havesimilar risks and returns, as its sole primary business segment, accordingly, there are no separate reportablesegment.
(b) Geographical Information
The geographical information analyses the Company's revenues and Non - Current Assets by the company's countryof domicile (i.e., India) and other countries. In presenting the geographical information, segment revenue has beenbased on the geographical location of customers and segment assets have been based on the geographical locationof assets.
The Company's financial liabilities mainly comprise the loans and borrowings in foreign as well as domestic currency,money related to capital expenditures, lease liabilities, trade and other payables. The main purpose of these financialliabilities is to finance the Company's operations. The Company's financial assets comprise mainly of investments,security deposits, cash and cash equivalents, other balances with banks, trade and other receivables that derive directlyfrom its business operations.
The Company is exposed to the Market Risk, Credit Risk and Liquidity Risk from its financial instruments.
The Management of the Company has implemented a risk management system which is monitored by the Board ofDirectors of the Company. The general conditions for compliance with the requirements for proper and future-orientedrisk management within the Company are set out in the risk management principles. These principles aim at encouragingall members of staff to responsibly deal with risks as well as supporting a sustained process to improve risk awareness.The guidelines on risk management specify risk management processes, compulsory limitations, and the application offinancial instruments. The risk management system aims to identify, assess, mitigate the risks in order to minimize thepotential adverse effect on the Company's financial performance.
The following disclosures summarize the Company's exposure to the financial risks and the information regarding useof derivatives employed to manage the exposures to such risks. Quantitative Sensitivity Analysis has been provided toreflect the impact of reasonably possible changes in market rate on financial results, cash flows and financial positionsof the Company.
* Investment in subsidiaries are measured at cost as per Ind AS 27, "Separate financial statements", and hence notpresented here.
@ Fair value of financial assets and liabilities measured at amortized cost approximates their respective carryingvalues as the management has assessed that there is no significant movement in factor such as discount rates,interest rates, credit risk. The fair values are assessed by the management using Level 3 inputs.
# The financial instruments measured at FVTPL represents current investments and derivative assets having beenvalued using level 2 valuation hierarchy.
The fair value of financial instruments as referred to in note below has been classified into three categories depending
on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets
for identical assets or liabilities [Level 1 measurements] and lowest priority to unobservable inputs [Level 3 measurements].
Level 1: Quoted prices for identical instruments in an active market.
Level 2: Directly (i.e. as prices) or indirectly (i.e. derived from prices) observable market inputs, other than Level 1inputs; and
Level 3: Inputs which are not based on observable market data (unobservable inputs). Fair values are determined inwhole or in part using a net asset value or valuation model based on assumptions that are neither supportedby prices from observable current market transactions in the same instrument nor are they based on availablemarket data.
Note - 52 - Financial Instruments (Contd.....)
B Market Risk
Market Risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because ofchanges in market prices. Market Risk comprises three types of Risk: "Interest Rate Risk, Currency Risk and OtherPrice Risk". Financial instrument affected by the Market Risk includes loans and borrowings in foreign as well asdomestic currency, retention money related to capital expenditures, trade and other payables.
(a) Interest Rate Risk
Interest Rate Risk is the risk that fair value or future cash outflows of a financial instrument will fluctuatebecause of changes in market interest rates. An upward movement in the interest rate would adversely affectthe borrowing cost of the Company. The Company is exposed to long term and short - term borrowings. TheCompany manages interest rate risk by monitoring its mix of fixed and floating rate instruments and takingactions as necessary to maintain an appropriate balance. The Company has not used any interest rate derivatives.
Credit risk is the risk that a counterparty fails to discharge its obligation to the Company. The Company's exposureto credit risk is influenced mainly by cash and cash equivalents, trade receivables and other financial assetsmeasured at amortized cost. The Company continuously monitors defaults of customers and other counterpartiesand incorporates this information into its credit risk controls.The Company assesses and manages credit risk basedon internal credit rating system. Internal credit rating is performed for each class of financial instruments withdifferent characteristics. The Company assigns the following credit ratings to each class of financial assets basedon the assumptions, inputs and factors specific to the class of financial assets. (i) Low credit risk, (ii) Moderatecredit risk, (iii) High credit risk. Based on business environment in which the Company operates, a default on afinancial asset is considered when the counter party fails to make payments within the agreed time period as percontract. Loss rates reflecting defaults are based on actual credit loss experience and considering differencesbetween current and historical economic conditions.
Credit Risk related to cash and cash equivalents and bank balance is managed by only accepting highly ratedbanks and diversifying bank deposits and accounts in different banks.
Other financial assets measured at amortized cost includes export benefits receivables, bank deposits withmaturity of more than 12 months and other receivables. Credit risk related to these other financial assets ismanaged by monitoring the recoverability of such amounts continuously, while at the same time internal controlsystem in place ensure the amounts are within defined limits.
• Trade Receivables:
Life time expected credit loss is provided for trade receivables. Based on business environment in which theCompany operates, a default on a financial asset is considered when the counter party fails to make paymentswithin the agreed time period as per contract. Loss rates reflecting defaults are based on actual credit lossexperience and considering differences between current and historical economic conditions. Assets are writtenoff when there is no reasonable expectation of recovery, such as a debtor declaring bankruptcy or a litigationdecided against the Company. The Company continues to engage with parties whose balances are written off andattempts to enforce repayment. Recoveries made are recognized in statement of profit and loss.
• Expected Credit Losses:
Expected Credit Loss for Trade Receivables and Other Receivables under simplified approach:
The Company recognizes lifetime expected credit losses on trade receivables & other receivables using asimplified approach, wherein Company has defined percentage of provision by analyzing historical trend ofdefault based on the criteria defined below and such provision percentage determined have been considered torecognize life time expected credit losses on trade receivables/other receivables (other than those where defaultcriteria are met in which case the full expected loss against the amount recoverable is provided for). Further,the Company has evaluated recovery of receivables on a case to case basis. No provision on account of expectedcredit loss model has been considered for related party balances. The Company computes credit loss allowancebased on provision matrix. The provision matrix is prepared on historically observed default rate over theexpected life of trade receivable and is adjusted for forward - looking estimate.
The Company's capital management objectives are:
> To ensure the company's ability to continue as a going concern
> To provide an adequate return to share holders
The Company monitors capital on the basis of the carrying amount of equity less cash and cash equivalents aspresented on the face of balance sheet. Management assesses the Company's capital requirements in order tomaintain an efficient overall financing structure while avoiding excessive leverage. This takes into account thesubordination levels of the Company's various classes of debt. The Company manages the capital structure andmakes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlyingassets. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividend paidto shareholders, return capital to shareholders, issue new shares, or sell assets to reduce debt.
The Company monitors its capital using gearing ratio, which is net debt divided to total equity. Net debt includes,interest bearing loans and borrowings and lease liabilities less cash and cash equivalents, bank balances other thancash and cash equivalents.
H M Industrial Private Limited (HMIPL) (FY 2022-23)
(A) In the matter of H.M. Industrial Private Limited, a Corporate Debtor ('CD'/'HMIPL') an application for CIRP proceedingswas admitted by Hon'ble NCLT (NCLT), Ahmedabad under provisions of the Insolvency and Bankruptcy Code, 2016(Code) on 07-06-2019. Hon'ble NCLT had ordered for moratorium under section 14 of the Code. Vide order dated 07¬06-2019. Thereafter, Application for approval of Resolution Plan submitted by Mangalam Global Enterprise Limited,a group Company under the provisions of IBBI (Insolvency Resolution Process for Corporate Persons Regulations,2016) along with Scheme of Arrangement in the nature of demerger and amalgamation, under Section 230-232 ofthe Companies Act, 2013, has been approved by the Hon'ble NCLT (Adjudicating Authority), vide order dated 20-09¬2022.
(a) The approved 'Resolution Plan' shall become effective from the date of passing of this order (Date 20-09-2022)(Order).
(b) The order of moratorium dated 07-06-2019 passed by this Adjudicating Authority under Section 14 of IBC, 2016shall cease to have effect from the date of the order.
(c) The resolution applicant has sought for concessions and Reliefs, /Directions/ Specific -orders from NCLT requested/Prayed under the Resolution Plan.
(d) With regards to concessions and Reliefs,/Directions/ Specific -orders from NCLT requested/ Prayed under theResolution Plan, the NCLT has made following directions.
As far as reliefs and concessions claimed by the Resolution Applicant, the law has been well settled by the Hon'bleSupreme Court in the case of Ghanashyam Mishra and Sons Private Limited Vs. Edelweiss Asset ReconstructionCompany Limited and Ors. reported in MANU/SC/0273/2021 in the following words:
I. "The legislative intent behind this is, to freeze all the claims so that the resolution applicant starts on a cleanslate and is not flung with any surprise claims. If that is permitted, the very calculations on the basis of whichthe resolution applicant submits its plans, would go haywire and the plan would be unworkable.
II. We have no hesitation to say, that the word "other stakeholders" would squarely cover the Central Government,any State Government or any local authorities. The legislature, noticing that on account of obvious omission,certain tax authorities were not abiding by the mandate of I&B Code and continuing with the proceedings, hasbrought out the 2019 amendment so as to cure the said mischief..."
In view of the above, we hold that the Resolution Applicant cannot be saddled with any previous claim against theCorporate Debtor prior to initiation of its CIRP. For the permits, licenses, leases, or any other statutory right vestedin the Corporate Debtor shall remain with the Corporate Debtor and for the continuation of such statutory rights,the resolution applicant has to approach the concerned statutory authorities under relevant laws.
(B) Successful Resolution Applicant and Scheme of Arrangement
The adjudicating authority has approved the resolution plan submitted by M/s Mangalam Global Enterprise Limited(Successful Resolution Applicant), one of the group company, alongwith the Scheme of Arrangement in nature ofdemerger and amalgamation vide its order dated 20-09-2022.
As a part of Resolution Plan, a composite scheme of arrangement is proposed by Resolution Applicant, whereby itis proposed to demerge Steel Division of the Corporate Debtor (HMIPL) in to Mangalam Worldwide Limited and alsoamalgamation of remaining business of CD (HMIPL) into Mangalam Global Enterprise Limited (MGEL) (ResolutionApplicant).
On approval of Resolution Plan, the existing Board of Corporate Debtor is proposed to be replaced by MGEL nomineeson the Board to manage the company. MGEL shall identify and appoint a suitable professional to manage the affairsof the company on a day-to-day basis, with the support of the key managerial personnel of the company and withguidance from the Board of Directors.
(C) Payment and settlement of Claims/ Accounting of effect of Resolution Plan:
(a) The resolution plan is being given effect in to the present accounts. After approval of the resolution plan by theAdjudicating Authority, the Resolution Applicant filed Interlocutory Application (IA) for extension of time formaking payment of the last tranche to the Secured Financial Creditors which otherwise falls due on 19thDecember, 2022 under Resolution Plan. Thereafter, as per Adjudicating Authority order dated 21st February, 2023,the Company and Resolution Applicant had made the entire payment / last trench of payment on 24-02-2023,as per approved resolution plan, as per the details given below.
(c) All the liabilities/ Claims which are extinguished and not payable as per the approved resolution plan has beenwritten back and credited to Reserve and Surplus.
(d) Any asset which is identified and no longer exist is written off and debited to Profit & Loss account.
(e) Fixed Assets is continued at its carrying value after providing for depreciation as per accounting policy.
(f) Provision for diminuting in value of investment is made as per the information available and realisabilityestimation based on conservatism.
(g) Provision for doubtful debts and other current assets is made as per the information available and realisabilityestimation based on conservatism.
(i) The increase in Debt Equity Ratio reflects strategic borrowing to fund growth, while maintaining a balanced andprudent capital structure.
(ii) Inventory Turnover Ratio is declined due to increased inventory levels required for supporting new high valueproduct introductions that have a longer manufacturing cycle and also maintaining adequate inventory levels, whichhelps ensure smooth production and timely delivery.
(iii) The reduction in Trade Receivable Turnover Ratio reflects the company's strategy to offer extended credit terms,fostering stronger customer relationships and driving sales growth as part of its market expansion.
(iv) the decrease in Trade Payable Turnover Ratio arises from availing longer credit periods from suppliers, in line withmarket practices, Which improves the compnay's working capital management during its growth phases.
(v) Our main activity is manufacturing and trading; investment income is incidental and earned only on surplus fundsavailable beyond routine business needs.
* Earnings for Debt Service = Earnings before finance costs, depreciation and amortisation, exceptional items and tax(EBIDTA)/ (Finance cost for the year Principal repayment of long-term debt liabilities within one year.
The Group evaluates events and transactions that occur subsequent to the balance sheet date but Prior to approval ofthe financial statements to determine the necessity for recognition and/or reporting of any of these events and transactionsin the financial statements. There are no subsequent events to be recognized or reported that are not already disclosed.
The Company uses an accounting software for maintaining its books of account which has operated throughout the yearfor all relevant transactions recored in the accounting software. Further no instance of audit trail feature being tamperedwith was noted in respect of the accounting software.
The Indian Parliament has approved the Code on Social Security, 2020 ("Code") which may likely impact the obligationsof the Company for contribution to employees' provident fund and gratuity. The effective date from which the Code isapplicable and the rules to be framed under the Code are yet to be notified. In view of this, impact if any, of the changewill be assessed and accounted in the period in which the Code and the rules thereunder are notified.
(a) The title deeds of immovable properties (other than properties where the Company is the lessee and the leaseagreements are duly executed in favour of the lessee) are held in the name of the Company.
(b) The Company have investment property of an immovable property bearing GF-08, Himalaya Business Centre, 132ft. Ring Road, RTO Circle, Ahmedabad, amount of Rs. 366.70 Lakhs
(c) The Company has not revalued its Property, Plant and Equipment (including Right-of-Use Assets) and IntangibleAssets.
(d) There are no Loans or Advances in the nature of loans that are granted to Promoters, Directors, KMPs and theirRelated Parties (as defined under Companies act, 2013), either severally or jointly with any other person, that areoutstanding as on 31 March 2025:
(i) Repayable on Demand; or
(ii) Without specifying any terms or period of repayment
(e) There is no Capital Work in Progress as on 31st March 2025.
(f) There are no Intangible Assets under development As at 31-Mar-2025
(g) No Proceedings have been initiated or pending against the Company for holding any Benami Property under theBenami Transactions (Prohibition) Act, 1988 (45 of 1988) and the rules made thereunder.
(h) Borrowings Secured against Current Assets: Refer Note No. 27.1
(i) The Company is not declared Willful Defaulter by any Bank or Financial Institution or Other Lender.
(j) The Company has not undertaken any transactions with Companies Struck Off Under Section 248 of the companiesact, 2013 or section 560 of companies act, 1956.
(k) No Charges or satisfaction of charges are yet to be registered with registrar of companies beyond the statutoryperiod as on 31 March 2025.
(l) The Company has complied with the number of layers prescribed Under Clause (87) of Section 2 of the act readwith Companies (Restriction on Number of Layers) Rules, 2017.
(m) No Scheme of arrangements has been approved by the competent authority in terms of sections 230 to 237 of theCompanies Act, 2013 except as disclosed in Note No. 55
(n) The Company has not advanced or loaned or invested funds (either borrowed funds or share premium or any othersources or kind of funds) to 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 orinvest in other persons or entities identified in any manner whatsoever (ultimate beneficiaries) by or on behalf ofthe Company or provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
(o) 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 lendor invest in other persons or entities identified in any manner whatsoever (ultimate beneficiaries) by or on behalfof the funding party or provide any guarantee, security or the like on behalf of the ultimate beneficiaries.
(p) No Transactions has been surrendered or disclosed as income during the year in the tax assessment under theincome tax act, 1961. There are no such previously unrecorded income or related assets.
(q) Corporate Social Responsibility (CSR) : Refer Note No. 50
(r) The Company has not traded or invested in Crypto Currency or Virtual Currency during the financial year.
(s) As on 03rd February, 2025 the Company, Promoters/Directors and others have received a Show Cause Notice dated29th January 2025, in the matter of Mangalam Global Enterprise Limited issued under sections 11(1), 11(4), 11(4A),11B(1) and 11B(2) of the Securities and Exchange Board of India, 1992 (SEBI Act) by SEBI, alleging violation, inter-alia, of provisions of Section 12A (d) and (e) of SEBI Avt read with Regulation 3(a), (b), (c),(d), 4(1), 4(2)(a)(d) of SEBI(Prohibition of Fraudulent and Unfair Trade Practices relating to Securities Market) Regulations, 2003 (PFUTPRegulations). The Company, Promoters/Directors and others are in the process to comply with the same and hasfiled a preliminary response along with the settlement application with the SEBI in March 2025
Previous Year's figures have been regrouped, rearrange, reclassified & recasted wherever necessary to correspond withthe current year classification / disclosure.
The Financial Statements for the year ended 31st March 2025 were approved by the board of directors on 30th April,2025_
As our report of even date For and on behalf of the Board of Directors,
For, Keyur Shah & Co.
Chartered Accountants
Vipin Prakash Mangal Chandragupt Prakash Mangal
Keyur Shah Chairman (DIN:02825511) Managing Director (DIN:07408422)
Proprietor
M. No.: 153774 Mohit Kailash Agrawal Apexa Ajaykumar Panchal
FRN: 141173W WTD & CFO (DIN:09696637) Company Secretary (M. No.: A35725)
Place : AhmedabadDate : 30th April 2025