A provision is recognized when an enterprise has apresent obligation as a result of past event and it isprobable that an outflow of resources will be requiredto settle the obligation in respect of which a reliableestimate can be made. Provisions are measured at thepresent value of management's best estimate of theexpenditure required to settle the present obligationsat the end of the reporting period. If the effect ofthe time value of money is material, provisions arediscounted using a current pre-tax rate that reflects,when appropriate, the risks specific to the liability.When discounting is used, the changes in the provisiondue to the passage of time are recognized as aninterest cost.
Contingent liabilities are disclosed in the case of:
a) a present obligation arising from the pastevents, when it is not probable that an outflow ofresources will be required to settle the obligation;
b) a present obligation arising from the past events,when no reliable estimate is possible; and
c) a possible obligation arising from past events,unless the probability of outflow of resources isremote.
Contingent assets are not recognized but disclosed inthe standalone financial statements when an inflow ofeconomic benefit is probable.
Retirement benefit in the form of contribution toprovident fund and pension fund are charged tostatement of Profit and Loss.
B. Defined Benefit Plan (Unfunded)
Gratuity is the nature of a defined benefit plan.Provision for gratuity is calculated on the basis ofactuarial valuation carried out at reporting date and ischarged to statement of Profit and Loss. The actuarialvaluation is computed using the projected unit creditmethod.
Re-measurements, comprising of actuarial gainsand losses, the effect of the asset ceiling, excludingamount included in net interest on the net defined
benefit liability and the return on plan assets (excludingamount included in net interest on the net definedbenefit liability) are recognized immediately in theBalance Sheet with a corresponding debit or credit toretained earnings through OCI in the period in whichthey occur. Re-measurement is not reclassified toprofit or loss in subsequent periods.
C. Other Employee Benefits (Unfunded)
Leave Encashment is recognized as an expense in thestatement of Profit and Loss account as and whenthey accrue. The Company determines the liabilityusing the projected unit credit method with actuarialvaluations carried out as at Balance Sheet date.
In accordance with Ind AS 115, the Companyrecognizes revenue from sale of products & servicesat a time when performance obligations are satisfiedand upon transfer of control of promised productsand services to the customer in an amount thatreflects the consideration, the Company expects toreceive in exchange for their products or services. TheCompany disaggregates the revenue based on natureof products.
Dividend income is recognized when the right to receiveis established and there is a reasonable certainty of itscollection.
Interest income is recognized using the effectiveinterest rate method. The effective interest rate isthe rate that exactly discounts estimated future cashreceipts through the expected life of the financial assetto the gross carrying amount of a financial asset. Whencalculating the effective interest rate, the Companyestimates the expected cash flows by consideringall the contractual terms of the financial instruments(for example, prepayment, extension, call and similaroptions) but does not consider the expected creditloss.
Income in respect of insurance claims recognized onacceptance basis or when there is reasonable certaintythat the ultimate collection will be made.
I ncome in respect of other claims and commissionsare measured at fair value and recognized when thereis reasonable certainty that the ultimate collection willbe made.
Income Tax expenses comprise current tax expensesand the net change in the deferred tax asset orliabilities during the year. Current and Deferred tax arerecognized in Statement of Profit and Loss, exceptwhen they relate to items that are recognized in OtherComprehensive Income or directly in equity, in whichcase, the current and deferred tax are also recognizedin Other Comprehensive Income or directly in equityrespectively.
Current Tax
The Company provides current tax based on theprovisions of the Income Tax Act, 1961 applicable tothe Company.
Deferred Tax
Deferred tax is recognized using the Balance Sheetapproach. Deferred tax assets and liabilities arerecognized for deductible and taxable temporarydifferences arising between the tax base of assets andliabilities and their carrying amount.
Deferred tax liabilities are recognized for all taxabletemporary differences.
Deferred tax assets are recognized for all deductibletemporary differences, the carry forward of unusedtax credits and any unused tax losses. Deferred taxassets are recognized to the extent that it is probablethat taxable profit will be available against whichthe deductible temporary differences, and the carryforward of unused tax credits and unused tax lossescan be utilized.
The carrying amount of deferred tax assets is reviewedat each reporting date and reduced to the extent that itis no longer probable that sufficient taxable profit willbe available to allow all or part of the deferred tax assetto be utilized. Unrecognized deferred tax assets are re¬assessed at each reporting date and are recognizedto the extent that it has become probable that futuretaxable profits will allow the deferred tax assets to berecovered.
Deferred tax assets and liabilities are measured atthe tax rates that are expected to apply in the yearwhen the asset is realized or liability is settled, basedon tax rates (and tax laws) that have been enacted orsubstantially enacted at the reporting date.
Deferred tax assets and deferred tax liabilities areoffset if a legally enforceable right exists to set offcurrent tax assets against current tax liabilities and thedeferred taxes relate to the same taxable entity and thesame taxation authority.
In accordance with Ind AS 116, the Companyrecognizes right of use assets representing its rightto use the underlying asset for the lease term at thelease commencement date. The cost of right of useasset measured at inception shall comprise of theamount of the initial measurement of the lease liabilityadjusted for any lease payments made at or beforecommencement date less any lease incentive receivedplus any initial direct cost incurred and an estimateof cost to be incurred by lessee in dismantling andremoving underlying asset or restoring the underlyingasset or site on which it is located. The right of use assetis subsequently measured at cost less accumulateddepreciation, accumulated impairment losses, if any,and adjusted for any re-measurement of lease liability.The right of use assets is depreciated using theStraight Line Method from the commencement dateover the shorter of lease term or useful life of right ofuse asset. The estimated useful lives of right of useassets are determined on the same basis as those ofProperty, Plant and Equipment. Right of use assets aretested for impairment whenever there is any indicationthat their carrying amounts may not be recoverable.Impairment loss, if any, is recognized in Statement ofProfit and Loss.
The Company measures the lease liability at thepresent value of the lease payments that are not paid atthe commencement date of lease. The lease paymentsare discounted using the interest rate implicit in thelease, if that rate can be readily determined. If thatrate cannot be readily determined, the Company usesincremental borrowing rate.
The lease liability is subsequently re-measured byincreasing the carrying amount to reflect intereston lease liability, reducing the carrying amount toreflect the lease payments made and re-measuringthe carrying amount to reflect any reassessment orlease modification or to reflect revised-in-substancefixed lease payments. The Company recognizesamount of re-measurement of lease liability due tomodification as an adjustment to write off use assetand statement of profit and loss depending upon thenature of modification. Where the carrying amountof right of use assets is reduced to zero and there isfurther reduction in measurement of lease liability, theCompany recognizes any remaining amount of the re¬measurement in Statement of Profit and Loss.
The Company has elected not to apply therequirements of Ind AS 116 to short term leases ofall assets that have a lease term of 12 months or lessunless renewable on long term basis and leases forwhich the underlying asset is of low value. The leasepayments associated with these leases are recognizedas an expense over lease term.
Foreign currency transactions are accounted for at theexchange rate prevailing on the date of the transaction.All monetary foreign currency assets and liabilitiesare converted at the exchange rates prevailing at thereporting date. All exchange differences arising ontranslation of monetary items are dealt with in theStatement of Profit and Loss.
The Company has Two types of Shares i.e. Equity Shares Capital and 9% Compulsorily Redeemable Preference shares.The Equity share capital is having face value of ' 1 each and Compulsorily Redeemable Preference share has face valueof ' 10 each. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividendsin Indian rupees.The dividend proposed by the Board of Directors is subject to the approval of the shareholders in theensuing Annual General Meeting. The Compulsorily Redeemable Preference shares have not been issuedThe repayment of Equity share capital in the event of Liquidation and buy back of Shares are possible subject to prevalentregulations. In the event of Liquidation, normally the equity shareholders are eligible to receive the remaining assets of theCompany after distribution of all preferential amount, in proportion of shareholding.
(e) During the year ended 31st March, 2024, the Company have issued 3,14,35,500 number of shares@ ' 5 each aggregate to' 1,571.78 Lakhs as Bonus Shares to the existing shareholders of the Company in ratio of 1:1.
2,69,35,500 Equity shares of ' 5 each aggregated to ' 1,346.78 Lakhs were issued to equity shareholder of KamdhenuLimited in previous financial year ended 31st March, 2023 as part of scheme of Demerger approved by Hon’ble NCLTChandigarh. Except above, the Company has not allotted any fully paid up shares pursuant to contract without paymentbeing received in cash. Except for Bonus shares issued in financial year 2023-24 as explained above, the Company hasneither allotted any fully paid up shares by way of bonus shares nor has brought back any class of shares during the periodof 5 years immediately preceding the balance sheet date.
(a) Other Reserve: Surplus arising on de-merger (being excess of deemed investment over aggregate face value of newequity and preference shares issued by the Company to the shareholders of Kamdhenu Limited (transferee Company) isother Reserve and is not available for distribution as dividend.
(b) Securities Premium Account: Securities Premium is the amount received in excess of face value of equity shares at thetime of issue of Capital and can be used for the purposes as mentioned in section 52(2) of the Companies Act, 2013.
(c) Retained Earnings: This represents accumulated earnings (losses) by the Company as at balance sheet date.
During the year ended 31st March, 2025, The Board of Directors of Company at their meeting held on 3rd April, 2024, hadconsidered and approved Sub-division/Split of Equity Shares of Company in the ratio of (1:5) that is each shareholder havingOne Equity Share of face value of ' 5 (Rupees Five) each shall get Five Equity Shares of face value of Re. 1 (Rupee One) each andthe aforesaid Sub-division/split was duly approved by the Shareholders of the Company by way of Postal Ballot on Saturday,11th May, 2024. Basic and diluted Earnings per share have been retrospectively adjusted for all previous period presented bygiving effect of such Sub-division/Split of Equity Shares.
Capital Commitments and obligation: NIL
There are no employees in the Company, hence, disclosure as per "Ind AS-19 Employees Benefits" have not been given.FINANCIAL RISK MANAGEMENT
The Company’s activities expose it to variety of financial risks viz. commodity price risk, credit risk, liquidity risk and capitalrisk. These risks are managed by the senior management of the Company supervised by the Board of Directors to minimizepotential adverse effects on the financial performance of the Company.
i) Commodity Risk
There is no commodity risk.
ii) Credit Risk
There is no credit risk element involved.
iii) Liquidity Risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financialliabilities that are settled by delivering cash and another financial asset. The Company’s approach to managing liquidity isto ensure as far as possible that it will have sufficient liquidity to meet its liabilities when they are due, under both normaland stressed condition, without incurring unacceptable losses or risking damage to the Company’s reputation.
The Company’s objective is to maintain a balance between continuity of funding and flexibility through the use of surplusfunds. The Company considers liquidity risk as low risk.
iv) Interest Rate Risk
Interest rate is the risk that fair value or future cash flows of a financial instrument will fluctate because of changes ininterest rate. The Company has not taken term loan and working capital limits from bank.
v) Exposure to liquidity risk
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are grossand undiscounted, and include estimated interest payments and exclude the impact of netting agreements.
The Company’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence andto sustain future development of the business.
The Company monitors capital using gearing ratio which is net debt divided by total equity. The Company do not have anyborrowing from bank/financial institutions hence there is no capital risk.
During the previous year ended 31st March, 2024, the Company issued 45,00,000 equity shares of ' 5 each to QualifiedInstitutional Buyers (QIBs) at the rate of ' 145 per share (i.e. at premium of ' 140/- per share) aggregated to ' 6,525 Lakhs. Theproceeds from issue of equity shares of ' 6,525 Lakhs have been utilized as under:-
During the previous year ended 31st March, 2024, the Company invested in 0.01% Optionally Convertible Redeemable PreferenceShares ("OCRPS") on rights basis issued by its subsidiary company namely Kamdhenu Colour and Coatings Limited at anissue price of ' 100 per OCRPS (including premium of ' 90 per OCRPS) aggregated to ' 5,776.00 Lakhs. The put option forredemption/conversion is available with Company subject to applicable provisions of Companies Act, 2013, after expiry of 3months from the date of allotment but before the expiry of tenure of 10 years from the date of allotment. The Company havenot exercised put option as at 31st March, 2025.
No funds have been advanced/loaned/invested (from borrowed fund or from share premium or from any other sources/kindof fund) by the Company to any other person(s) or entity(ies), including foreign entities(intermediaries), with the understanding(whether recorded in writing or otherwise) that the intermediary shall (i) directly or indirectly lend or invest in other peronor entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or (ii) provide anyguarantee, security or like to or on behalf of the Ultimate Beneficiaries.
No funds have been received by the Company from any person(s) or entity(ies), including foreign entities (funding Parties), withthe understanding (whether recorded in writing or otherwise) that the Company shall (i) directly or indirectly lend or invest inother persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
The Indian parliament has approved the Code of Social Security, 2020 which would impact the contribution by the Companytowards providend fund and gratuity. The Ministry of Labour and Employment has relesed draft rules for Code on Social Security,2020 on 13th November, 2020. The Company will assess the impact and its evaluation once the subject rules are notified. TheCompany will give appropriate impact in its financial statement in the period in which, the code become effective and the relatedrules to determine the financial impact are published.
1) Relationship with struck off Companies: The Company do not have any relationship with companies struck off undersection 248 of Companies Act 2013 or Section 560 of Companies Act 1956.
2) Details of Benami Property: No proceedings have been initiated or are pending against the Company for holding anyBenami property under Benami Transactions (Prohibition) Act 1988 and the Rules made thereunder.
3) Compliance with numbers of layer of Companies: The Company has complied with the number of layers prescribedunder Companies Act 2013.
4) Compliance with approved Scheme of Arrangement: There is no Scheme of arrangement approved by the CompetentAuthority in terms of section 230 to 237 of Companies Act 2023 in the current financial ended 31st March, 2025
5) Undisclosed Income: There is no income surrendered or disclosed as income during current or previous year in the taxassessment under the Income Tax Act 1961 that has not been recorded in books of accounts.
6) Details of Crypto Currency or Virtual Currency: The Company has not traded or invested in crypto currency or virtualcurrency during the current or previous year.
7) Registration of Charges: There are no charges or satisfaction of charge which are yet to be registered with ROC beyondthe statutory period.
8) Wilful Defaulter: The Company has not been declared a wilful defaulter by any bank or financial institution or governmentor any government authorities during the year ended 31st March, 2025.
9) Audit Trail: The Company has used an accounting software for maintaining its books of account for the financial yearended March 31,2025 which has a feature of recording audit trail (edit log) facility and the same has been operating for allrelevant transactions recorded in the software. Although, the accounting software has inherent limitation, there were noinstances of the audit trail feature been tempered and the audit trail has been preserved by the Company as per statutoryrequirements for record retention.
Previous year figures are regrouped or rearranged where necessary.
The accompanying notes are an integral part of the Standalone Financial Statements.
As per our separate report of even date annexed here with.
For M.C. BHANDARI & Co. For and on behalf of board of directors of
Chartered Accountants Kamdhenu Ventures Limited
FRN:303002E
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Ravindra Bhandari Sunil Kumar Agarwal Vineet Kumar Agarwal
Partner Chairman Chief Financial Officer
Membership Number: 097466 DIN: 00005973
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Date: 8th May, 2025 Nikhil Sukhija
Place: Gurugram Company Secretary