A provision is recognized when the Company hasa present obligation (Legal or Constructive) as aresult of past events, if it is probable that an outflowof resources embodying economic benefits willbe required to settle the obligation and a reliableestimate can be made of the amount of theobligation. These estimates are reviewed at eachBalance Sheet date and adjusted to reflect thecurrent best estimates.
If the effect of the time value of money is material,provisions are discounted using a current pre¬tax rate that reflects, when appropriate, the risksspecific to the liability. When discounting is used,the increase in the provision due to the passageof time is recognised as a finance cost.
The Chief Operational Decision Maker monitorsthe operating results of its business Segmentsseparately for the purpose of making decisionsabout resource allocation and performanceassessment. Segment performance is evaluatedbased on profit or loss and is measuredconsistently with profit or loss in the financialstatements.
The Operating segments have been identifiedbased on geographical location of the vessel.The operating segments have been disclosedbased on revenues within India and outsideIndia."
Basic earnings per share are calculated bydividing the net profit/ loss for the year attributableto equity shareholders by the weighted averagenumber of equity shares outstanding during theyear.
For the purpose of calculating diluted earningsper share, the net profit for the year attributableto equity shareholders and the weighted averagenumber of shares outstanding during the year areadjusted for the effects of diluted potential equityshares, if any.
A contingent liability is a possible obligation thatarises from past events whose existence will beconfirmed by the occurrence or non-occurrenceof one or more uncertain future events beyond thecontrol of the Company or a present obligationthat is not recognized because it is not probablethat an outflow of resources will be required tosettle the obligation. A contingent liability alsoarises in extremely rare cases where there is aliability that cannot be recognized because itcannot be measured reliably. The Companydoes not recognize a contingent liability butdiscloses its existence in the financial statements.
Borrowing costs directly attributable to theacquisition and construction of an asset whichtakes a substantial period of time to get readyfor its intended use, are capitalized as a part ofthe cost of such assets, until such time the assetis substantially ready for its intended use. All otherborrowing costs are recognized in the Statementof Profit and Loss in the year in which they occur.
Borrowing costs consist of interest and othercosts incurred in connection with borrowing offunds. Borrowing cost also includes exchangedifferences to the extent regarded as anadjustment to the borrowing costs.
A financial instrument is any contract that givesrise to a financial asset of one entity and afinancial liability or equity instrument of anotherentity.
Initial recognition and measurement:
All financial assets are recognised initially atfair value plus, in the case of financial assetsnot recorded at fair value through profit or loss,transaction costs that are attributable to theacquisition of the financial asset. Purchases orsales of financial assets that require deliveryof assets within a time frame established byregulation or convention in the market place(regular way trades) are recognised on the tradedate, i.e., the date that the Company commitsto purchase or sell the asset.
For purposes of subsequent measurement,financial assets are classified in four categories:
(i) Debt instruments at amortised cost
(ii) Debt instruments at fair value through othercomprehensive income (FVTOCI).
(iii) Debt instruments at fair value through profitor loss (FVTPL).
(iv) Equity instruments measured at fair valuethrough other comprehensive income(FVTOCI)."
A 'debt instrument' is measured at the amortisedcost if both the following conditions are met:
a) The asset is held within a business modelwhose objective is to hold assets forcollecting contractual cash flows,
and
b) Contractual terms of the asset give rise onspecified dates to cash flows that are solelypayments of principal and interest (SPPI) onthe principal amount outstanding.
After initial measurement, such financialassets are subsequently measured atamortised cost using the effective interestrate (EIR) method. Amortised cost iscalculated by taking into account anydiscount or premium on acquisition and
fees or costs that are an integral part ofthe EIR. The EIR amortisation is included inother income in the statement of profit andloss. The losses arising from impairment arerecognised in the profit or loss. This categorygenerally applies to trade and otherreceivables.
FVTPL is a residual category for debtinstruments. Any debt instrument, which doesnot meet the criteria for categorization as atamortized cost or as FVTOCI, is classified asat FVTPL.
In addition, the company may elect todesignate a debt instrument, which otherwisemeets amortized cost or FVTOCI criteria, asat FVTPL. However, such election is allowedonly if doing so reduces or eliminates ameasurement or recognition inconsistency(referred to as 'Accounting mismatch'). Thecompany has not designated any debtinstrument as at FVTPL.
Debt instruments included within the FVTPLcategory are measured at fair value with allchanges recognized in the profit and loss.
A financial asset is primarily derecognisedwhen:
The rights to receive cash flows from theasset have expired, or
The company has transferred its rights toreceive cash flows from the asset or hasassumed an obligation to pay the receivedcash flows in full without material delayto a third party under a 'pass-through'arrangement and either
(a) the company has transferredsubstantially all the risks and rewardsof the asset, or (b) the companyhas neither transferred nor retainedsubstantially all the risks and rewards ofthe asset, but has transferred control ofthe asset.
When the company has transferredits rights to receive cash flows from
an asset or has entered into a pass¬through arrangement, it evaluates ifand to what extent it has retained therisks and rewards of ownership. Whenit has neither transferred nor retainedsubstantially all of the risks and rewardsof the asset, nor transferred control ofthe asset, the company continues torecognise the transferred asset to theextent of the company's continuinginvolvement. In that case, the companyalso recognises an associated liability.The transferred asset and the associatedliability are measured on a basis thatreflects the rights and obligations thatthe company has retained.
Continuing involvement that takesthe form of a guarantee over thetransferred asset is measured at thelower of the original carrying amount ofthe asset and the maximum amount ofconsideration that the company couldbe required to repay.
In accordance with Ind AS 109, thecompany applies expected credit loss(ECL) model for measurement andrecognition of impairment loss on thefollowing financial assets and credit riskexposure:
Financial assets that are debtinstruments, and are measured atamortised cost e.g., loans, debtsecurities, deposits, trade receivablesand bank balance.
The company follows 'simplifiedapproach' for recognition ofimpairment loss allowance on tradereceivables.
The application of simplified approachdoes not require the company totrack changes in credit risk. Rather, itrecognises impairment loss allowancebased on lifetime ECLs at eachreporting date, right from its initialrecognition.
For recognition of impairment loss onother financial assets and risk exposure,the company determines that whetherthere has been a significant increase inthe credit risk since initial recognition.If credit risk has not increasedsignificantly, 12-month ECL is used toprovide for impairment loss. However,if credit risk has increased significantly,lifetime ECL is used. If, in a subsequentyear, credit quality of the instrumentimproves such that there is no longera significant increase in credit risk sinceinitial recognition, then the companyreverts to recognising impairment lossallowance based on 12-month ECL.Lifetime ECL are the expected creditlosses resulting from all possible defaultevents over the expected life of afinancial instrument. The 12-month ECLis a portion of the lifetime ECL whichresults from default events that arepossible within 1 2 months after thereporting date. ECL is the differencebetween all contractual cash flowsthat are due to the company inaccordance with the contract and allthe cash flows that the entity expectsto receive (i.e., all cash shortfalls),discounted at the original EIR. Whenestimating the cash flows, an companyis required to consider:
All contractual terms of the financialinstrument (including prepayment,extension, call and similar options)over the expected life of the financialinstrument. However, in rare caseswhen the expected life of the financialinstrument cannot be estimatedreliably, then the entity is required to usethe remaining contractual term of thefinancial instrument
Cash flows from the sale of collateralheld or other credit enhancements thatare integral to the contractual terms.
As a practical expedient, the companyuses a provision matrix to determineimpairment loss allowance on portfolioof its trade receivables. The provision
matrix is based on its historicallyobserved default rates over theexpected life of the trade receivablesand is adjusted for forward-lookingestimates. At every reporting date,these historical observed defaultrates are updated and changes inthe forward-looking estimates areanalysed.
ECL impairment loss allowance (orreversal) recognized during the yearis recognized as income/ expense inthe statement of profit and loss. Thisamount is reflected under the head'other expenses' in the statement ofprofit and loss. The balance sheetpresentation for various financialinstruments is described below:
Financial assets measured as atamortised cost: ECL is presented asan allowance, i.e., as an integral partof the measurement of those assetsin the balance sheet. The allowancereduces the net carrying amount. Untilthe asset meets write-off criteria, thecompany does not reduce impairmentallowance from the gross carryingamount.
Initial recognition and measurement
Financial liabilities are classified, at initialrecognition, as loans and borrowings, orpayables, as appropriate. All financialliabilities are recognised initially atfair value and, in the case of loansand borrowings and payables, net ofdirectly attributable transaction costs.
The company's financial liabilitiesinclude trade and other payables,loans and borrowings including bankoverdrafts.
The measurement of financial liabilitiesdepends on their classification, asdescribed below:
Financial liabilities at fair value throughprofit or loss:
Financial liabilities at fair value throughprofit or loss include financial liabilitiesheld for trading and financial liabilitiesdesignated upon initial recognitionas at fair value through profit or loss.Financial liabilities are classified as heldfor trading if they are incurred for thepurpose of repurchasing in the nearterm. Gains or losses on liabilities heldfor trading are recognised in the profitor loss.
After initial recognition, interest-bearingloans and borrowings are subsequentlymeasured at amortised cost usingthe EIR method. Gains and losses arerecognised in profit or loss when theliabilities are derecognised as well asthrough the EIR amortisation process.Amortised cost is calculated by takinginto account any discount or premiumon acquisition and fees or costs thatare an integral part of the EIR. The EIRamortisation is included as financecosts in the statement of profit and loss.
A financial liability is derecognisedwhen the obligation under the liabilityis 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 treatedas the derecognition of the originalliability and the recognition of a newliability. The difference in the respectivecarrying amounts is recognised in thestatement of profit or loss."
The company determines classificationof financial assets and liabilities on initialrecognition. After initial recognition, no
reclassification is made for financialassets which are equity instrumentsand financial liabilities. For financialassets which are debt instruments, areclassification is made only if thereis a change in the business model formanaging those assets. Changes tothe business model are expected tobe infrequent. The company's seniormanagement determines changein the business model as a result ofexternal or internal changes whichare significant to the company'soperations. Such changes are evidentto external parties. A change in thebusiness model occurs when thecompany either begins or ceases toperform an activity that is significantto its operations. If the companyreclassifies financial assets, it appliesthe reclassification prospectively fromthe reclassification date which is the firstday of the immediately next reportingperiod following the change in businessmodel. The company does not restateany previously recognised gains, losses(including impairment gains or losses)or interest.
Financial assets and financial liabilitiesare offset and the net amount isreported in the balance sheet if thereis a currently enforceable legal rightto offset the recognised amounts andthere is an intention to settle on a netbasis, to realise the assets and settlethe liabilities simultaneously.
(v) Unbilled Revenue and Billing in excess ofrevenue
Unbilled revenue represents the aggregateof costs chargeable and margin earnedunder projects in progress as of the balancesheet date. Such amounts become billableaccording to the contract terms whichusually consider the passage of time,
achievement of certain milestones orcompletion of the project.
Contract revenue earned in excess of billinghas been reflected under "Other CurrentAssets" and billing in excess of contractrevenue is reflected under "Other CurrentLiabilities" in the balance sheet.
The Company measures financial instruments atfair value each balance sheet date.
Fair value is the price that would be received to sellan asset or paid to transfer a liability in an orderlytransaction between market participants at themeasurement date. The fair value measurementis based on the presumption that the transactionto sell the asset or transfer the liability takes placeeither:
(a) In the principal market for the asset or liability,or
(b) In the absence of a principal market, in themost advantageous market for the asset orliability.
The principal or the most advantageousmarket must be accessible by the Company.
The fair value of an asset or a liability ismeasured using the assumptions thatmarket participants would use when pricingthe asset or liability, assuming that marketparticipants act in their economic bestinterest.
A fair value measurement of a non¬financial asset takes into account a marketparticipant's ability to generate economicbenefits by using the asset in its highest andbest use or by selling it to another marketparticipant that would use the asset in itshighest and best use.
The Company uses valuation techniquesthat are appropriate in the circumstancesand for which sufficient data are available
to measure fair value, maximising the use ofrelevant observable inputs and minimisingthe use of unobservable inputs.
All assets and liabilities for which fair valueis measured or disclosed in the financialstatements are categorised within the fairvalue hierarchy, described as follows, basedon the lowest level input that is significant tothe fair value measurement as a whole:
Level 1 — Quoted (unadjusted) marketprices in active markets for identical assetsor liabilities
Level 2 — Valuation techniques for which thelowest level input that is significant to the fairvalue measurement is directly or indirectlyobservable.
Level 3 — Valuation techniques for which thelowest level input that is significant to the fairvalue measurement is unobservable.
The Management determines the policiesand procedures for both recurring fair valuemeasurement, such as unquoted financialassets measured at fair value, and for non¬recurring measurement, such as assets heldfor distribution in discontinued operations.The Management comprises of the head
of the investment properties segment,heads of the Company's internal mergersand acquisitions team, the head of therisk management department, financialcontrollers and chief finance officer.
For assets and liabilities that are recognisedin the financial statements on a recurringbasis, the Company determines whethertransfers have occurred between levels inthe hierarchy by re-assessing categorisation(based on the lowest level input that issignificant to the fair value measurementas a whole) at the end of each reportingperiod.
Ministry of Corporate Affairs ("MCA") notifiesnew standards or amendments to the existingstandards under Companies (Indian AccountingStandards) Rules as issued from time to time.For the year ended March 31, 2025, MCA hasnotified Ind AS - 117 Insurance contract andamendments to Ind AS 116 - Leases, relating tosale and leaseback transactions , applicable tothe Company w.e.f. April 1, 2024. The Companyhas reviewed the new pronouncement basedon its evaluation has determined that it doesnot have any significant impact in its financialstatements.
The Company has only one class of equity shares having par value of '10 per share. Each holder of equity sharesis entitled to one vote per share. The Company declares and pays dividends in Indian rupees.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remainingassets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to thenumber of equity shares held by the shareholders.
Out of equity shares issued by the Company, shares held by its holding Company are as below:
Capital redemption reserve was created upon buy back of equity shares. The Company may utilise this reservein compliance with the provisions of the Companies Act 2013.
General reserve represents appropriation of retained earnings and are available for distribution to shareholdersin compliance with the provisions of the Companies Act 2013.
A tonnage tax company shall, subject to and in accordance with the provisions of section 115VT of the IncomeTax Act, 1961, on yearly basis credit to tonnage tax reserve account, an amount not less than twenty percentof the book profit derived from the activities referred to in clauses (i) and (ii) of sub-section (1) of section 115V-I ofthe Income Tax Act, 1961.The Company can utilise this reserve as per provisions of Income Tax Act 1961.
Surplus in statement of profit & loss represents surplus / accumulated earnings of the Company and are availablefor distribution to shareholders.
(a) The Company has given Performance Bank Guarantee on behalf of its subsidiary Seamec Nirman Infra Limitedin favour of Larsen & Toubro Limited on 15th Oct 2022.
(b) The case against the Company alleging violation of Foreign Exchange Regulation Act, 1973 (FERA), related toacquisition of Land drilling Rig, is pending before the Hon'ble Mumbai High Court. The Company has furnished aBank Guarantee of ' 1,000 Lakhs to the Enforcement Directorate, FERA, towards penalty imposed, as directed bythe Hon'ble Mumbai High Court which was valid till March 31, 2023. The said bank guarantee is renewed duringthe year and now valid till March 31, 2026. No provision is considered necessary in respect of the said penaltyas the management believes, based on legal opinion, that there has been no contravention to FERA.
(c) During FY 2018-19 the Company has received assessment order from the Office of the Commissioner of GST &Central Excise regarding service tax payable amounting to ' 649.50 Lakhs (including penalty of ' 59.2 Lakhs)for FY2014-15 to FY 2015-16 towards liability of service tax on free supply of fuel by client. Against the aboveorder the Company has filed appeal before Hon'ble CESTAT. During FY 2019-20 Company has received showcause notice cum demand notice for ' 225.34 Lakhs for FY 2016-17 and April 2017 to June 2017 towardsliability of service tax on free supply of fuel by client against which decision passed in favour of the Company inFeb. 2021 by Principal Commissioner GST and Central Excise, Mumbai East Commissionerate. In June 2021, TheCommittee of Chief Commissioners has reviewed the case and directed The Principal Commissioner GST andCentral Excise, Mumbai East Commissionerate to appeal to the CESTAT, Mumbai against the order passed byhim. No provision is considered necessary in respect of the said demand based on above order passed in ourfavour and opinion received from consultants.
(d) Against the Directorate of Revenue Intelligence (DRI) Show Cause Notice in July - August 2012, the adjudicationproceedings was conducted by Commissioner of Customs (Import) who vide order dated March 28, 2013imposed duty of ' 3,500 Lakhs, penalty for equivalent amount, interest and confiscation and made appropriationof ' 1,260 Lakhs paid in 2011 under protest. Accordingly, total demand was ' 11,970 Lakhs. The Company hasfurnished a Bank Guarantee of ' 820.90 Lakhs to Commissioner of Customs which was valid till March 31, 2023.The said bank guarantee is renewed during the year and now valid till March 31, 2026.
Against the above adjudication order, the Company filed appeal before Hon'ble CESTAT for stay of the order aswell as appeal. Stay was granted while appeal was disposed off vide order of Hon'ble CESTAT dated 6th December,2017.
Being aggrieved, Company as a legal recourse, had filed Rectification of Mistake (ROM) before designatedforum of CESTAT. The Hon'ble CESTAT vide order dated February 27, 2018 remanded the matter to the originalauthority, setting aside the demand, duty, penalty and confiscation with a specific direction of commencementof adjudication subject to settlement of jurisdiction issue by the Hon'ble Supreme Court.
During FY 2018-19, Commissioner of Customs (Import) has filed appeal before Hon'ble Bombay High Courtagainst the order dated February 27, 2018 ROM application which has been admitted however no stay hasbeen granted. At present no demand exists with regard to aforesaid matter and such contingent liability can notbe quantified due to open remand.
(i) The Company does not expect any reimbursement in respect of the above contingent liabilities.
(ii) It is not practicable to estimate the timing of cash flows, if any, in respect of matters at (a) to (d) above,pending resolution of the proceedings.
41. CommitmentsCapital Commitments
Estimated amount of contracts remaining to be executed on capital account and not provided for ' 80,619 Lakhs(31.03.2024 : ' 9,825.76 Lakhs).
(a) Trade Receivables from Swiber Offshore Constructions Pte Ltd, Singapore (SOC) and Swiber Offshore India PrivateLtd. (SOI) is ' 11,347.45 Lakhs. These outstanding are arising out of the services rendered by the Company toabove Swiber entities towards the contract awarded by ONGC to them. SOC as per the Hon'ble High Court,Singapore is under the Judicial Management. The Company initially initiated legal recourse against SOI in Hon'bleBombay High Court under the terms of the Contract The matter before Singapore High Court is pending. In Indiathe legal recourse has been kept in abeyance as SOI has no visible Assets. ONGC, The principal Contractorhad suspended the Contract of Swiber and stepped into contractual commitment of Swiber for completionof balance work. The Company along with large number of affected Vendors are pursuing with the ONGC forrecovery of outstanding. The full provisions have already been made in the accounts to the above receivables.
(b) The Company has long outstanding receivables of ' 1,153 Lakhs from POSH India Offshore Private Limited relatingto charter hire for a vessel for which provisions amounting to ' 100 Lakhs has been created during the FY 2022¬23 and ' 205 lakhs created in FY 2021-22 and same has been subsequently received and reversed during FY2023-24 amounting to ' 305 Lakhs.
(c) The company has long outstanding receivable of ' 239.71 Lakhs from Larsen & Tubro limited relating towardsbow string lowering job under PRP - VII through vessel Seamec Princess. The outstanding is due to technical matterfor which provision has been created during FY 2023-2024 and subsequently received in FY 2024-25 amountingto ' 239.71 lakhs.
(d) The company has outstanding receivable of ' 448.73 Lakhs from Zamil Ofshores Company Limited relating toCharter hire for a vessel of which provision amounting to '188.10 lakhs has been created during the current year.
The change in allowance for uncollectible trade receivables is as follows:
For management purposes, the company is organised into business units based on its services and has two reportablesegments i.e. Domestic and Overseas.
The chief operational decision maker monitors the operating results of its Business Segments separately for the purposeof making decisions about resource allocation and performance assessment. Segment performance is evaluatedbased on profit or loss and is measured consistently with profit or loss in the financial statements. The Operatingsegments have been identified based on geographical location of the vessel. The operating segments have beendisclosed based on revenues within India and outside India.
The nature of services and its disclosure of timing of satisfaction of performance obligation mentioned in NoteNo. 3.
Contract assets in the balance sheet constitutes unbilled accounts to customers representing the company'sright to consideration for the services transferred to date. Any amount previously recognised as contract assets isreclassified to trade receivable at the time it is invoiced to the customer.
Contract liabilities in the balance sheet constitutes advance payments and billings in excess of revenuerecognised, the company expects to recognise such revenue in the next financial year.
There were no significant change in contract assets and contract liability during the reporting period exceptamount as mentioned in the table and the explanation given above.
Under the payment terms generally applicable to company's revenue generating activities, prepayments arereceived only to a limited extent. Typically, payment is due upon or after completion of the services.
The amount required to be spent by the Company during the year is ' 178 lakhs (previous year ' 133 lakhs). Noamount was spent during the year towards construction/acquisition of any asset relating to CSR expenditure and thereare no outstanding amounts payables towards any other purposes.
As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend atleast 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility(CSR) activities. Pursuant to said provision , The Company has constituted the CSR committee in earlier years. The fundsare utilized throughout the year on the activities which are specified in Schedule VII of the Act. The utilization is primarilydone by way of contribution to various Trusts for Eradicating hunger, poverty and malnutrition, promoting health careincluding preventive health care and sanitation including contribution to the Swachh Bharat Kosh set-up by the CentralGovernment for the promotion of sanitation and making available safe drinking water, Rural Development Projects,Promoting education, including special education and employment enhancing vocation skills especially amongchildren, women, elderly and the differently abled and livelihood enhancement projects, Ensuring environmentalsustainability, ecological balance, protection of flora and fauna, animal welfare, agroforestry, conservation of naturalresources and maintaining quality of soil, air and water including contribution to the Clean Ganga Fund set-up by theCentral Government for rejuvenation of river Ganga.
Amount of ' 204.16 Lakhs (31.03.2024 : ' 137.31 Lakhs) is recognized as an expense and included in EmployeeBenefit Expense (refer note 35) in statement of profit and Loss, which includes provident fund and super annuationfund.
The Company has a defined benefit gratuity plan. Every employee (other than crew who have covered underseparate scheme) who has completed five years or more of service gets a gratuity on departure at 15 dayssalary (last drawn salary) for each completed year of service. The scheme is funded with an insurance Companyin the form of a qualifying insurance policy.
The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completedfive years of service is entitled to specific benefit. The level of benefits provided depends on the member'slength of service and salary at retirement age. The fund has the form of a trust and it is governed by the Boardof Trustees, which consists of an equal number of employer and employee representatives. The Board of Trusteesis responsible for the administration of the plan assets and for the definition of the investment strategy.
Each year, the Board of Trustees reviews the level of funding in the India gratuity plan. Such a review includesthe asset-liability matching strategy and investment risk management policy. The Board of Trustees decides itscontribution based on the results of this annual review.
The Obligation of the Company is limited to the amount contributed and it has no further contractual nor anyconstructive obligation.
The following tables summaries the components of net benefit expense recognized in the statement of profitand loss and other comprehensive income the funded status and amounts recognized in the balance sheet forthe respective plans.
Net employee benefit expense (recognized in contribution to provident, gratuity fund and other funds)
The Company's principal financial liabilities, comprise loans and borrowings, trade and other payables. The mainpurpose of these financial liabilities is to finance the Company's operations. The Company's principal financial assetsinclude loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations.
The Company is exposed to market risk, credit risk and liquidity risk. The Company's senior management oversees themanagement of these risks. The management assures that the Company's financial risk activities are governed byappropriate policies and procedures and that financial risks are identified, measured and managed in accordancewith the Company's policies and risk objectives.
The Board of Directors reviews and agrees policies for managing each of these risks, which are summarized below:
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 other pricerisk, such as equity price risk and commodity risk. Financial instruments affected by market risk include loans andborrowings.
The below assumption has been made in calculating the sensitivity analysis:
(1) The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective marketrisks. This is based on the financial assets and financial liabilities held at March 31, 2025 and March 31,2024.
Interest rate risk is the risk that the fair value or future cash flows of financial instrument will fluctuate due to changein market interest rates. The company is not exposed to any significant interest rate risk as at the respectivereporting dates.
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because ofchanges in foreign exchange rates. The company's exposure to the risk of changes in foreign exchange ratesrelates primarily to the company's operating activities (when revenue or expense is denominated in a foreigncurrency). Currency risk arises when future commercial transactions and recognized assets and liabilities aredenominated in a currency that is not the company's functional currency. The company's foreign currencytransactions are mainly in United State Dollars (USD).
The Company manages its foreign currency risk by natural hedging.
The following tables demonstrate the sensitivity to a reasonably possible change in USD and other exchangerates, with all other variables held constant. The impact on the company's profit before tax is due to changes inthe fair value of monetary assets and liabilities.
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customercontract, leading to a financial loss. The Company is exposed to credit risk from its operating activities primarilytrade receivables and from it's financing activities, including deposits with banks, foreign exchange transactionsand other financial instruments.
Outstanding customer receivables are regularly monitored. An impairment analysis is performed at each reportingdate on an individual basis for major clients. In addition, a large number of minor receivables are grouped intohomogenous groups and assessed for impairment collectively. The calculation is based on exchange losseshistorical data. The maximum exposure to credit risk at the reporting date is the carrying value of each class offinancial assets.
Credit risk from balances with banks is managed by the company's senior management. The company'smaximum exposure to credit risk for the components of the balance sheet at March 31, 2025, March 31,2024is the carrying amounts as illustrated in respective notes.
Liquidity risk is the risk that an enterprise will encounter difficulty in raising funds to meet commitments associatedwith financial instruments. Liquidity risk may result from inability to sell a financial asset quickly at close to its fairvalue. Liquidity risk is managed by monitoring on a regular basis that sufficient funds are available to meet anyfuture commitments.
The table below summarizes the maturity profile of the company's financial liabilities based on contractualundiscounted payments. 31 March 2025
For the purpose of the Company's capital management, capital includes issued equity capital, share premium andall other equity reserves attributable to the equity holders of the company. The primary objective of the company'scapital management is to maximize the shareholder value.
The company manages its capital structure and makes adjustments to it, in light of changes in economic conditions.To maintain or adjust the capital structure, the company may adjust the dividend payment to shareholders, returncapital to shareholders or issue new shares. The company monitors capital using debt equity ratio, The debt equityratio as on March 31, 2025 is 18% (March 31, 2024: 26%). In the opinion of the board, the current assets, loan andadvances are approximately of the value stated, if realized in the ordinary course of the business.
1. (a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf
of the Company (Ultimate Beneficiaries) or (b) provide any guarantee, security or the like to or on behalf of theUltimate Beneficiaries except Company has given loan/made investment of INR 3.33 Crores during FY 24-25comprising of loan of INR 2.24 Crores on 09/09/2024 and INR 1.09 Crores on 09/01/2025, (FY 23-24 INR 207.88Crores comprising equity investment of INR 55.48 Crores (INR 2.65 Crore on 15/05/2023 and INR 52.83 Crores on22/06/2023) and Loan of INR 152.40 Crores (148.27 Crores on 03/07/2023 and INR 4.13 Crores on 22/09/2023)to Seamec International UK Limited (Seamec UK) (wholly owned subsidiary of the company situated at 60 Coxlane, Unit 1 Chessington Trade park, Chessington England, KT9 1TW) with the understanding that the Seamec UKwill provide these funds for purchase of property for Global Office cum Guest House in the name of FountainHouse Combined Limited (FCL), wholly owned stepdown subsidiary of Seamec UK (held through Fountain House74 Limited and Fountain House 84 Limited, wholly owned subsidiaries of Seamac UK). Seamec UK has used totalamount of GBP 21.45 million (equivalent to INR 223.25 Crores) for purchase of above-mentioned property duringFY 23-24 and also incurred expenses amounting to GBP 0.5 million (equivalent to INR 5.17 Crores of which INR 3Crores related to FY 24-25 and INR 2.17 Crores related to FY 23-24) relating to said property and operation.
The company has complied the relevant provisions of the Foreign Exchange Management Act, 1999 (42 of1999) and Companies Act for above transactions and the transactions are not violative of the Prevention ofMoney-Laundering act, 2002.
2. 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 Group shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalfof the Funding Party (Ultimate Beneficiaries) or (b) provide any guarantee, security or the like on behalf of theUltimate Beneficiaries.
(i) The Company does not have any Benami property, where any proceeding has been initiated or pending againstthe Company for holding any Benami property.
(ii) The Company does not have any transactions with companies struck off.
(iii) Quarterly returns of statement of current asset filed by the company with banks are in agreement with the booksof account as on the date of submission of said return or statement.
(iv) The Company has not traded or invested in Crypto currency or Virtual currency during the financial year.
(v) The Company does not have any such transaction which is not recorded in the books of accounts that has beensurrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (suchas, search or survey or any other relevant provisions of the Income Tax Act, 1961).
(vi) The Company has not been declared as Wilful defaulter by any Banks, Financial institution or Other lenders.
(vii) The Company has complied with the number of layers prescribed under clause (87) of Section 2 of theCompanies Act, 2013 read with the Companies (Restriction on number of Layers) Rules, 2017.
(viii) The Company has used the borrowings from banks and financial institutions for the specific purpose for whichthey were obtained.
(ix) The Company does not have any charge or satisfaction which is yet to be registered with ROC beyond thestatutory period except loan taken from HDFC bank for Swordfish.
Previous year figures have regrouped / reclassified, where necessary, to conform to this year's classification.
As per our report of even date
Chartered Accountants
Firm registration No. 006711N/N500028
Pramod Tilwani Naveen Mohta Rajeev Goel
Partner Whole Time Director Director
Membership No: 076650 (DIN 07027180) (DIN 02312655)
Vinay Kumar Agarwal S N Mohanty
Chief Financial Officer President - Corporate Affairs,
Legal & Company Secretary
Place: Mumbai Place: Mumbai
Date : May 27, 2025 Date : May 27, 2025