2.17. Provisions and Contingencies:
Provisions are recognized when the Company has a presentobligation as a result of a past event and it is probable thatan outflow of resources embodying economic benefits willbe required to settle the obligation and a reliable estimatecan be made of the amount of the obligation.
Contingent liability is:
(a) a possible obligation arising from past eventsand whose existence will be confirmed only bythe occurrence or non-occurrence of one or moreuncertain future events not wholly within the controlof the entity or
(b) a present obligation that arises from past events butis not recognized because;
- it is not probable that an outflow of resourcesembodying economic benefits will be requiredto settle the obligation, or
- the amount of the obligation cannot bemeasured with sufficient reliability.
The Company does not recognize a contingentliability but discloses its existence and other requireddisclosures in notes to the financial statements,unless the possibility of any outflow in settlementis remote.
2.18. Share based payments:
Equity- settled share-based payments to employees aremeasured at the fair value of the employee stock optionsat the grant date.
The fair value of option at the grant date is expensed overthe vesting period in which the service conditions arefulfilled in employee benefits expense with a correspondingincrease in equity as "Share Based Payment Reserve”. Incase of forfeiture of unvested option, portion of amountalready expensed is reversed. In a situation where thevested option forfeited or expires unexercised, therelated balance standing to the credit of the "Share BasedPayment Reserve” are transferred to the "General Reserve”.When the options are exercised, the Company issues new
fully paid up equity shares of the Company. The proceedsreceived and the related balance standing to credit of theShare Based Payment Reserve, are credited to equity sharecapital (nominal value) and Securities Premium.(Refer note:52)
2.19. Segment Reporting:
Segments are identified based on the manner in which theChief Operating Decision Maker ('CODM’) decides aboutresource allocation and reviews performance. Segmentresults that are reported to the CODM include itemsdirectly attributable to a segment as well as those thatcan be allocated on a reasonable basis. Segment capitalexpenditure is the total cost incurred during the period toacquire property and equipment and intangible assetsother than goodwill.
2.20. Climate Related Matters:
The Company considers climate-related matters inestimates and assumptions, where appropriate. Thisassessment includes a wide range of possible impactson the Company due to both physical and transition risks.Even though the Company believes its business modeland products will still be viable after the transition to alow-carbon economy, climate-related matters increasethe uncertainty in estimates and assumptions. Eventhough climate-related risks might not currently have asignificant impact on measurement, the Company isclosely monitoring relevant changes and developments,such as new climate-related legislation.
2.21. Earnings per share:
(i) Basic earnings per share
Basic earnings per share are calculated by dividing thenet profit or loss before other comprehensive Incomefor the period attributable to equity shareholders ofparent by the weighted average number of equityshares outstanding during the period.
Diluted earnings per share adjust the figures used inthe determination of basic earnings per share to takeinto account:
• The after income tax effect of interest andother financing costs associated with dilutivepotential equity shares, and
• The weighted average number of additionalequity shares that would have been outstandingassuming the conversion of all dilutive potentialequity shares.
2.22. New and amended standards
The Ministry of Corporate Affairs (MCA) notified the Ind AS117, Insurance Contracts, vide notification dated 12 August2024, under the Companies (Indian Accounting Standards)Amendment Rules, 2024, which is effective from annualreporting periods beginning on or after 1 April 2024.
i. Ind AS 117 Insurance Contracts is a comprehensivenew accounting standard for insurance contractscovering recognition and measurement, presentation
and disclosure. Ind AS 117 replaces Ind AS 104Insurance Contracts. Ind AS 117 applies to all types ofinsurance contracts, regardless of the type of entitiesthat issue them as well as to certain guarantees andfinancial instruments with discretionary participationfeatures; a few scope exceptions will apply. Ind AS 117is based on a general model, supplemented by:
• A specific adaptation for contracts withdirect participation features (the variable feeapproach)
• A simplified approach (the premium allocationapproach) mainly for short-duration contracts
The application of Ind AS 117 does not have materialimpact on the Company’s separate financialstatements as the Company has not entered anycontracts in the nature of insurance contractscovered under Ind AS 117.
The MCA notified the Companies (Indian AccountingStandards) Second Amendment Rules, 2024, whichamend Ind AS 116, Leases, with respect to LeaseLiability in a Sale and Leaseback.
The amendment specifies the requirements that aseller-lessee uses in measuring the lease liabilityarising in a sale and leaseback transaction, to ensurethe seller-lessee does not recognise any amountof the gain or loss that relates to the right of use itretains.
The amendment is effective for annual reportingperiods beginning on or after 1 April 2024 and mustbe applied retrospectively to sale and leasebacktransactions entered into after the date of initialapplication of Ind AS 116.
The amendments do not have a material impact onthe Company’s financial statements, as the companynot have any sale and lease back transactions.
2.23. Significant accounting judgements, estimates andassumptions:
The preparation of the Company financial statementsrequires management to make judgements, estimates andassumptions that affect the reported amounts of revenues,expenses, assets and liabilities, and the accompanyingdisclosures, and the disclosure of contingent liabilities.Uncertainty about these assumptions and estimates couldresult in outcomes that require a material adjustment to thecarrying amount of assets or liabilities affected in futureperiods. Some of the significant accounting judgementand estimates are given below
The cost of the defined benefit gratuity plan and thepresent value of the gratuity obligation are determinedusing actuarial valuations. An actuarial valuationinvolves making various assumptions that may differ
from actual developments in the future. These includethe determination of the discount rate, future salaryincreases and mortality rates. All assumptions arereviewed at each reporting date. The parameter mostsubject to change is the discount rate. In determiningthe appropriate discount rate for plans operated inIndia, the management considers the interest rates ofgovernment bonds in currencies consistent with thecurrencies of the post-employment benefit obligation.
Future salary increases and gratuity increases arebased on expected future inflation rates for therespective countries. The mortality rate is based onpublicly available mortality tables for the specificcountries. Those mortality tables tend to change onlyat interval in response to demographic changes
When the fair values of financial assets and financialliabilities recorded in the balance sheet cannot bemeasured based on quoted prices in active markets,their fair value is measured using valuation techniquesincluding the discounted cash flow (DCF) model. Theinputs to these models are taken from observablemarkets where possible, but where this is not feasible,a degree of judgement is required in establishingfair values. Judgements include considerations ofinputs such as liquidity risk, credit risk and volatility.Changes in assumptions about these factors couldaffect the reported fair value of financial instruments.Refer Note 37 for further disclosures.
The Company cannot readily determine the interestrate implicit in the lease, therefore, it uses itsincremental borrowing rate (IBR) to measure leaseliabilities. The IBR is the rate of interest that theCompany would have to pay to borrow over a similarterm, and with a similar security, the funds necessaryto obtain an asset of a similar value to the right-of-use asset in a similar economic environment. The IBRtherefore reflects what the Company 'would have topay’, which requires estimation when no observablerates are available. The Company estimates the IBRusing observable inputs (such as market interestrates) when available and is required to make certainentity-specific estimates (such as the credit rating).
Property, plant and equipment represent a significantproportion of the asset base of the Company. Thecharge in respect of periodic depreciation is derivedafter determining an estimate of an asset's expecteduseful life and the expected residual value at the endof its life. The useful lives and residual values of theCompany assets are determined by managementat the time the asset is acquired and reviewedperiodically, including at the end of each financialyear. The lives are based on historical experiencewith similar assets.
A The description, nature, purpose and movement of each reserve under other equity are as follows:-
a) Securities Premium :
Securities premium represents the premium on issue of equity shares. The same can be utilised in accordance with theprovisions of the Companies Act, 2013.
General reserve is the retained earnings of the Company, which are kept aside out of the Company's profit to meet futureobligations, if any.
Capital Reserve includes amount received on allotment of convertible warrants was forfeited and transferred to CapitalReserve Account.
This reserve is a statutory reserve which is created and will be utilized in accordance with the provisions of Section 115VTof Income tax Act 1961 to comply with the provisions of 'Tonnage Tax Scheme’ under Chapter XII-G.
The Hon’ble Andhra Pradesh High Court, approved the Scheme of Arrangement for amalgamation. ("The Scheme”) videits Order dated March 19, 2013 which interalia, permits creation of a capital reserve to be called Special Reserve to whichshall be credited excess of value of assets over value of liabilities on amalgamation of the subsidiaries amounting to' 55,554 Lakhs to be utilized by the Company to adjust therefrom any capital losses arising from transfer of assets andcertain other losses, any balance remaining in the Special Reserve shall be available for adjustment against any futurepermanent diminution in the value of assets and exceptional items etc. as specified in the Scheme as the Board ofdirectors may deem fit.
f) Retained Earnings:
Retained earnings comprise of net accumulated profit/(loss) of the Company, after declaration of dividend.
The share based payment reserve is used to record the value of equity-settled share based payment transactions withemployees. The amount recorded in this reserve is transferred to securities premium upon exercise of stock appreciationrights by employees. The amount outstanding in the "Share based payment reserve" will be transferred to "GeneralReserve", when the options are lapsed / cancelled.
The Exceptional items (non-recurring) represents :
a) In January 2016, the Company had issued a Corporate Guarantee to IDFC Bank Limited ('IDFC’) on behalf of GI HydroPrivate Limited (formerly GATI Infrastructure Private Limited ('GIPL’)). In FY 2017-18, the Company recorded a liability of' 2,360 lakhs due to the invocation of the Corporate Guarantee by IDFC. Subsequently, IDFC assigned all rights, title, andinterests in financial assistance of GIPL to Edelweiss Asset Reconstruction Company Limited ('Edelweiss’) under theSARFAESI Act, 2002.
During the Previous financial year, GIPL has raised funds by issuing bonds and repaid its debts to Edelweiss and thereby onJanuary 12, 2024, Edelweiss has issued no-due certificate relinquishing the Corporate Guarantee issued by the Company.Accordingly, the Company has reassessed its exposure and reversed the liability of ' 2,360 lakhs. This has been treatedas exceptional item (gain). Further the legal matters associated with this guarantee are disposed off during the Previousfinancial year.
b) Gati Import Export Trading Limited (GIETL), a wholly owned subsidiary of the Company, has discontinued its operationsin FY 2021. Company’s investment in GIETL has been provided to extent of ' 192 lakhs as on March 31, 2025, out of this' 4 lakhs was provided in financial year 2023-24 and further ' 5 lakhs is provided in the current financial year.
c) The Company has recorded a net gain of ' 555Lakhs from sale of its Non core Assets. Out of this, Net gain on sale ofassets which are disclosed under "Assets held for Sale” in the previous year is ' 289 lakhs (March 31, 2024 - Gain ' 308lakhs).
d) A loss on write off in Property, Plant and Equipment is on account of discardment of Property, Plant and Equipment whichhave outlived their useful life and those which are no longer required for business operations was Nil as on March 31, 2025(March 31, 2024 - ' 1 lakhs).
e) During the financial year an impairment allowance of ' 193 lakhs has been provided in books on account of diminution inthe fair value of Property, plant & Equipment (March 31, 2024 - ' Nil).”
A) Neera Children Trust ('NCT') Vs. Gati Limited. & 29 Ors. (NCLT 535 of 2019), NCLT Hyderabad
Neera Children Trust (NCT) has filed a case alleging oppression and mismanagement against Gati Limited, its promoters, anddirectors, with the case currently under the purview of the National Company Law Tribunal (NCLT) in Hyderabad. Various InterimApplications (IAs) have been submitted by different parties during the proceedings, addressing matters such as maintainability,waiver, the legality of postal ballots, shifting the registered office, and adding other respondents. In one significant development,Gati Limited filed an IA requesting the relocation of its registered office from Telangana to Maharashtra, which was grantedby the NCLT on April 25, 2023.
As the litigation proceeds, Gati Limited's counter to the interim reliefs sought by NCT has been recorded.The case has seensix IAs filed by various parties, focusing on issues of maintainability, waiver, the legality of the postal ballot, the shifting ofthe head office, and the addition of other respondents. The Company’s counter to the interim reliefs sought by NCT has beentaken on record. Post the final hearing on November 7, 2024 the petition is posted for arguments by petitioner on June 12,2025. According to the assessment by the learned counsel, there is a high possibility of obtaining a favorable order in this case.However, the final resolution and its potential impact on Gati Limited's financial position depend on the NCLT's final verdict.
Until the NCLT reaches a decision, the ultimate impact on Gati Limited's financial standing cannot be determined with certainty.The company is committed to monitoring the proceedings closely and will assess any potential financial implications as theyarise.
Defined benefits - Gratuity
The Company provides gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are incontinuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/ terminationis the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number ofyears of service. The gratuity plan is a funded plan and the company makes contributions to recognised funds in India.
These defined benefit plans expose the Company to actuarial risks, such as currency risk, interest risk and market (investment)risk.
The Company expects ' 20 lakhs to contribute to Gratuity Fund in the next year.
Defined benefits - Compensated absences
The Company provides for accumulation of leaves by certain categories of its employees. These employees can carry forwarda portion of the unutilised leaves and utilise them in future periods or receive cash in lieu thereof as per the Company’s policy.The Company records a liability for such leaves in the period in which the employee renders the services that increases thisentitlement. The total liability recorded by the Company towards this obligation is ' 6 lakhs and ' 14 lakhs as at March 31, 2025and March 31, 2024, respectively.
Inherent risk
The plan is defined benefit in nature which is sponsored by the Company and hence it underwrites all the risk pertaining tothe plan. In particular, this exposes the Company, to actuarial risk such as adverse salary growth, change in demographicexperience, inadequate return on underlying plan assets. This may result in an increase in cost of providing these benefits toemployees in future. Since the benefits are lump sum in nature, the plan is not subject to longevity risk.
The following tables analyse present value of defined benefit obligations, expense recognised in Statement of Profit and Loss,actuarial assumptions and other information.
C. Financial risk management
The Company has exposure to the following risks arising from financial instruments:
(i) Credit risk
(ii) Liquidity risk
(iii) Market risk
The Company’s principal financial liabilities includes borrowings, Lease liabilities, trade payable and other financial liabilities.The main purpose of these financial liabilities is to finance the Company’s operations. The Company’s principal financial assetsinclude Loans, trade receivables, cash and cash equivalents and other financial assets that derive directly from its operations.
The Company’s activities expose it to credit risk, liquidity risk and market risk. The Company’s primary risk management focusis to minimise potential adverse effects of market risk on its financial performance. The Company's exposure to credit risk isinfluenced mainly by the individual characteristic of each customer and the concentration of risk from the top few customers.The Company’s risk management assessment and policies and processes are established to identify and analyse the risksfaced by the Company, to set appropriate risk limits and controls, and to monitor such risks and compliance with the same.Risk assessment and management policies and processes are reviewed regularly to reflect changes in market conditions andthe Company’s activities.
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails tomeet its contractual obligations, and arises principally from the Company’s receivables from customers and loans given.Credit risk arises from cash held with banks and financial institutions, as well as credit exposure to customers, includingoutstanding accounts receivables. The maximum exposure to credit risk is equal to the carrying value of the financialassets. The objective of managing counterparty credit risk is to prevent losses in financial assets. The Company assessesthe credit quality of the counterparties, taking into account their financial position, past experience and other factors.
As per simplified approach, the Company makes provision of expected credit losses on trade receivables using a provisionmatrix to mitigate the risk of default payments and makes appropriate provisions at each reporting date whenever is forlonger period and involves higher risk. The Company uses expected credit loss model to assess the impairment loss orgain in accordance with Ind AS 109. The Company uses a provision matrix to compute the credit loss allowance for tradereceivables.
Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at reasonableprice. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availabilityof funding through an adequate amount of credit facilities to meet obligations when due. The Company's finance teamis responsible for liquidity, funding as well as settlement management. In addition, processes and policies related tosuch risks are overseen by senior management. Management monitors the Company's liquidity position through rollingforecasts on the basis of expected cash flows. Besides , it generally has certain undrawn credit facilities which can beaccessed as and when required ; such credit facilities are reviewed at regular intervals. Thus , no liquidity risk is perceivedat present.
The Company's approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meetits liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses orrisking damage to the Company's reputation.
The table below provides details regarding the remaining contractual maturities of financial liabilities at the reporting datebased on contractual undiscounted payments.
Floating exchange rate
Floating exchange rate with reference to Market risk is the risk that changes in market prices - such as foreign exchangerates and interest rates - will affect the Company’s income or the value of its holdings of financial instruments. Theobjective of market risk management is to manage and control market risk exposures within acceptable parameters,while optimising the return.
Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes inforeign exchange rates. The total unhedged foreign currency exposure at the year end towards Trade Receivable & TradePayable is ' 10 Lakhs (Previous year ' 9 Lakhs) and ' 11 Lakhs (Previous Year ' 24 Lakhs) respectively. The Company doesnot have significant foreign currency exposure and hence, is not exposed to any significant foreign currency risk.
Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because ofchanges in market interest rates. The Company exposure to the risk of changes in market interest rates relates primarilyto the Company's long term and short term borrowing with floating interest rates. The Company constantly monitors thecredit markets and rebalances its financing strategies to achieve an optimal maturity profile and financing cost.
Sensitivity analysis
Fixed rate instruments that are carried at amortised cost are not subject to interest rate risk for the purpose of sensitiveanalysis.
Equity risk
The Company’s quoted equity instruments are susceptible to market price risk arising from uncertainties about futurevalues of the investment securities. The reports on the equity portfolio are submitted to the Company’s senior managementon a regular basis. The senior management reviews and approves all equity investment decisions.
The Company’s policy is to maintain a stable and strong capital structure with a focus on total equity so as to maintain investors,creditors and market confidence and to sustain future development and growth of its business. In order to maintain the capitalstructure the Company monitors the return on capital, as well as the level of dividends to equity shareholders. The Companyaims to manage its capital efficiently so as to safeguard its ability to continue as a going concern and to optimise returns to allits shareholders. For the purpose of the Company’s capital management, capital includes issued capital and all other equityreserves attributable to the equity holders and debt includes borrowings and lease liabilities.
A Basis for segmentation
An operating segment is a component of the Company that engages in business activities from which it may earn revenuesand incur expenses, including revenues and expenses that relate to transactions with any of the Company’s other components,and for which discrete financial information is available. All operating segments’ operating results are reviewed regularly bythe Company’s Chief Operating Decision Maker (CODM) to make decisions about resources to be allocated to the segmentsand assess their performance.
The Company has two reportable segments, as described below, which is the Company’s primary business segment. Thesebusiness units are managed separately because they require different marketing strategies. For these business the Company’sCODM (designation of the person who reviews) reviews internal management reports at quarterly basis.
Reportable segments - Operations
Continued Operations - Express Distribution ( Covers integrated E-commerce cargo logistics)
Discontinued Operations - Fuel Stations (Covers fuel stations dealing in petrol, diesel and lubricants, etc.)
B Information about reportable segments
Information regarding the results of each reportable segment is included below. Performance is measured based on segmentprofit (before tax), as included in the internal management reports that are reviewed by the Company's CODM. Segment profitis used to measure performance as management believes that such information is the most relevant in evaluating the resultsof certain segments relative to other entities that operate within these industries. Inter-segment pricing is determined on anarm’s length basis.
(i) This is to confirm that the above transactions are
(a) comprehensive and have been reviewed by Internal Auditors of the Company;
(b) in the ordinary course of Business and at arm's length;
(c) in compliance with applicable regulatory / statutory requirements including the Company's policy on Related PartyTransactions.
(ii) The Management confirms that requisite test to determine the arms length has been done and documented and where requiredconfirmation from the external experts has been obtained for such determination.
(iii) Related Party Transactions for which approval of the Audit Committee has been taken are well within the ambit of OmnibusApproval given by the Audit committee.
(iv) The amounts outstanding are unsecured and will be settled in cash. No guarantees have been given in FY 2024-25.
(v) The remuneration of directors is determined by the Nomination & Remuneration Committee having regard to the performanceof individuals and market trends.
(vi) Wherever amounts are ""0"", the value is less than rupees fifty thousand.
(vii) Post employment benefits are actuarially determined on overall basis and hence not seperately provided.
Services are rendered to related parties on the same terms as applicable to third parties in an arm’s length transaction andin the ordinary course of business. Such services generally include payment terms requiring related party to make paymentwithin 30 days from the date of invoice.
Trade receivables outstanding balances are unsecured, interest free and require settlement in cash. No guarantee or othersecurity has been received against these receivables. The amounts are recoverable within 30 days from the invoice date (31March 2024: 30 days from the invoice date). For the year ended 31 March 2025, the Group has not recorded any impairment onreceivables due from related parties (31 March 2024: Nil).
Trade payables outstanding balances are unsecured, interest free and require settlement in cash. No guarantee or other securityhas been given against these payables. The amounts are payable within 30 days from the reporting date (31 March 2024: 30days from the reporting date).
The Company has given loan to its holding, subsidiary and fellow subsidiary to repayment of borrowings. The loan is unsecured,repayable within 365 days and carries interest rates at the rate of 7.88% per annum. For the year ended 31 March 2025, theGroup has not recorded any impairment on loans due from the subsidiary (31 March 2024: Nil).
The amounts disclosed in the table are the amounts recognised as an expense during the financial year related to KMP. Theamounts do not include expense, if any, recognised toward post-employment benefits and other long-term benefits of keymanagerial personnel. Such expenses are measured based on an actuarial valuation done for each Company in the Group asa whole. Hence, amounts attributable to KMPs are not separately determinable.
43. During the previous year, Company had signed an out ofcourt settlement with AIR India, pertaining to an ongoinglegal matter before the Hon'ble Delhi High Court. As aresult, Company has received a sum of ' 42 lakhs towardsthe final settlement, which has been recognised as OtherIncome. Pursuant to the settlement, the Hon'ble Delhi HighCourt accepted the Company's petition for withdrawalof the case and released the original bank guarantee,amounting to 2,200 lakhs, which is equivalent to thedisputed arbitral award. The mentioned bank guaranteehas been released by the banking partner.
44. During the previous year, Allcargo Logistics Limited("Parent Company”) has acquired a 30% stake (1,50,000Equity Shares) in Gati Express & Supply Chain PrivateLimited" (formerly known as Gati Kintetsu Express PrivateLimited), a material subsidiary. The acquisition comprises1,30,000 Equity Shares (26% stake) from KWE-KintetsuWorld Express (S) Pte Ltd and 20,000 Equity Shares(4% stake) from KWE Kintetsu Express (India) PrivateLimited. The name of the Subsidiary Company " GatiKintetsu Express Private Limited" has been changed to"Gati Express & Supply Chain Private Limited" w.e.f. July27, 2023, duly approved by the Registrar of Companies,Mumbai, Ministry of Corporate Affairs.
45. During the previous year, the name of Company hasbeen changed to "Allcargo Gati Limited", pursuant to theapproval of the Board of Directors vide their Meeting heldon August 04, 2023 and the shareholders of the Companyat the Annual General Meeting held on September 04,2023. The Registrar of Companies, Telangana, approvedand accordingly issued fresh certificate of incorporationpursuant to the change of the name w.e.f. October 19,2023.
46. Disclosure pursuant to Securities Exchange Board ofIndia (Listing Obligation and Disclosure Requirement andRegulation 2015) and Section 186 of The Companies Act,2013.
The Loans in the nature of loan to subsidiaries are asfollows; -(All amounts in Indian Rupees Lakhs, unless otherwise stated)
(1) The Company had given interest free loan to a whollyowned subsidiary "Gati Logistics Parks Limited (GLPL)”amounting to 2,001 Lakhs towards financing a project inan earlier year, where the operation is yet to commence.During the earlier financial year, the company has receivedrepayment of loan amount to the tune of 558 lakhs andbalance loan receivable amount of 1,443 lakhs had beenprovided as provision.
(2) Gati Limited has extended an inter-corporate deposits(ICDs) of ' 12,384 Lakhs to Gati Express and Supply ChainPrivate Limited (formerly known as Gati Kintetsu ExpressPrivate Limited) at an interest rate of 7.85% per annum, withinterest payable at the end of the 12 months tenure,' 6500Lakhs to Allcargo Logistics Limited (Holding company) atan interest rate of 7.95% per annum, with interest payableat the end of the 12 months tenure and ' 3000 Lakhs toAllcargo Supply Chain Private Limited(Fellow Subsidiary)at an interest rate of 7.88% per annum, with interest payableat the end of the 12 months tenure.
47. The management has decided to discontinue thebusiness of Fuel stations, which meets the criteria forclassification as a discontinued operation under Ind AS105 - Non-current Assets Held for Sale and DiscontinuedOperations. Accordingly, the amounts pertaining tofuel stations segment have been disclosed under"Discontinued Operations" in the financial statements,and the corresponding figures for previous periods havebeen restated. Corporate costs have not been allocated tothe discontinued operations.( Refer Note 39)
48. The Company completed the process of QualifiedInstitution Placement ("QIP") during the year. Theplacement document was filed on June 27, 2024 and afterreceipt of proceeds of ' 16,928 lakhs, 16,760,800 equityshares were allotted on June 28, 2024. The objective ofraising funds through QIP issue was to invest in materialsubsidiary for repayment, in part, of certain outstandingborrowings availed by the material subsidiary, buildingnew/ upgradation of operating units and fundingdevelopment of proprietary technology and any otherpurposes as may be permissible under applicable law. Apart of the amount was used for the purpose for whichit was raised and the balance amount is invested in fixeddeposit pending utilization
49. The Board of Directors of the company have notrecommended any dividend for the current financial yearwith an objective to conserve cash.
1. The increase in the current ratio is primarily due to a rise in current assets, particularly intercorporate deposits andunutilised bank balance post receipt on account of Qualified Institutional Placements.
2. The debt service coverage ratio has improved as a result of higher earnings and a significant reduction in debt.
3. The decline in return on equity is attributable to decline in profitability and issuance of equity share capital through a
Qualified Institutional Placement (QIP).
4. The inventory turnover ratio has reduced due to a reduction in average inventory compared to the previous year.
5. The increase in the trade payables turnover ratio is due to a decrease in account payables compared to the previous year.
6. The drop in the net capital turnover ratio is linked to increase in current assets.
7. The net profit ratio has decreased owing to lower net profits compared to the previous year.
8. The return on capital employed has fallen due to a decline in profitability and increase in capital employeed.
9. Increase in ROI is attributed to new investments in mutual funds and unutilized QIP funds investment in Fixed DepositsDefinitions:
(a) Earning for available for debt service = Net Profit after taxes Non-cash operating expenses like depreciation and otheramortisations Interest other adjustments like loss on sale of Fixed assets etc.
(b) Debt service = Interest & Lease Payments Principal Repayments
(c) Average inventory = (Opening inventory balance Closing inventory balance) / 2
(d) Net sales = Net sales consist of gross sales minus sales return
(e) Average trade receivables = (Opening trade receivables balance Closing trade receivables balance) / 2
(f) Net purchases = Net purchases consist of gross purchases minus purchase return
(f) Net credit purchases = Net credit purchases consist of gross credit purchases minus purchase return
(h) Working capital = Current assets - Current liabilities.
(i) Earning before interest and taxes = Profit before exeptional items and tax Finance costs
(j) Capital Employed = Total Equity Total Debt
(k) Return on Investment(MV(T1) - MV(T0) - Sum [C(t)])
(MV(T0) Sum [W(t) * C(t)])
where,
T1 = End of time period ,T0 = Beginning of time period, t = Specific date falling between T1 and T0MV(T1) = Market Value at T1, MV(T0) = Market Value at T0C(t) = Cash inflow, cash outflow on specific date
W(t) = Weight of the net cash flow (i.e. either net inflow or net outflow) on day 't’, calculated as [T1 - t] / T1
(i) The Company does not have any transactions with companies struck off during current or previous financial year.
(ii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory periodduring current or previous financial year.
(iii) The Company has not traded or invested in Crypto currency or Virtual Currency during current or previous financial year.
(iv) The Company has not been declared wilful defaulter by any bank or financial institution or government or any governmentauthority during current or previous financial year.
(v) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities(Intermediaries) during current or previous financial year with the understanding that the Intermediary shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalfof the company (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
(vi) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) duringcurrent or previous financial year with the understanding (whether recorded in writing or otherwise) that the companyshall:
(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 the Ultimate Beneficiaries
(vii) The Company does not have any transaction which is not recorded in the books of accounts that has been surrenderedor disclosed as income during current or previous financial year in the tax assessments under the Income Tax Act, 1961(such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.
(ix) The Company has not revalued it’s Property, Plant and Equipment (including Right of use assets) or intangible assets orboth during current or previous financial year.
(x) No proceedings have been initiated or are pending against the Company for holding any Benami property under the BenamiTransactions (Prohibition) Act, 1988 and rules made thereunder.
The Company has formulated employee share-based payment schemes with objective to attract and retain talent and align theinterest of employees with the Company as well as to motivate them to contribute to its growth and profitability. The Companyviews employee stock options as instruments that would enable the employees to share the value they create for the Companyin the years to come. For the year ended March 31, 2025 the Company recognised total expenses of ' (51) lakhs (March 31,2024 - ' 43 lakhs) related to Share based Payment schemes.
The Nomination and Remuneration Committee of the Board of Directors of the Company during the FY 2024-25 have granted8,50,000 ESARs to the Employees of its Holding Company and Subsidiary Company. The necessary accounting for the abovehas been made in the books of accounts in the respective years. At present, following employee share-based payment schemeis in operation, details of which are given below:
13 The volatility used in the Black-Scholes option-pricing model is the annualized standard deviation of the continuouslycompounded rates of return on the stock over a period of time. The period considered for the working is commensurate withthe expected life of the options and is based on the daily volatility of the Company’s stock price on NSE.
14 There are no market conditions attached to the grant and vest.
53. The Company has used four accounting softwares for maintaining its books of account which has a feature of recording audittrail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software,except in case of one software (Fuel Plus) audit trail is not enabled at the database level. Further, there are no instance ofaudit trail feature being tampered with. Additionally, the audit trail of prior years has been preserved by the Company as perthe statutory requirements for record retention
There is no instance of audit trail feature being tampered with was noted in respect of the above accounting softwares.
54. The Board of Directors in their meeting held on December 21, 2023 had considered and approved the Scheme of Arrangementinvolving Allcargo Logistics Limited (Parent Company), Allcargo ECU Limited (Fellow Subsidiary), Allcargo Gati Limited(the Company), Gati Express & Supply Chain Private Limited (Subsidiary) and Allcargo Supply Chain Private Limited (FellowSubsidiary).
The Scheme involves merger of fellow subsidiary and subsidiary with the Company effective from appointed date of October01, 2023 and the merger of the Company (post-merger of fellow subsidiary and subsidiary) with the Parent Company on thedate the Scheme becomes effective.
The Company had received approval from BSE and NSE post which the Company had made filings with the NCLT for approval.As directed by the NCLT shareholders meeting has been held on February 18, 2025 and the scheme was approved by theshareholders and scheme is currently pending for approval of NCLT Mumbai for final approval.
55. Subsequent to the reporting date, in April 2025, the Company completed the sale of land pertaining to its Indore Fuel Stationfor a consideration of 750 lakhs. The transaction resulted in a profit of 709 lakhs. Since the sale was concluded after thebalance sheet date, the financial impact of this transaction has not been recognized in the financial statements for the yearended March 31, 2025
56. During the Year Ended March 31, 2025, Income-Tax Authorities conducted search on the Company and its Subsidiariesbusiness premises and at the residence of one of its key management personnel. The Company extended full cooperationto the Income-tax officials during the search and has provided all the requested information during search and is continuingto provide information as and when sought by the authorities. Management has made necessary disclosures to the stockexchanges in this regard on February 12, 2025. As on the date of issuance of these financial results, the Company has notreceived any communication from the Income-Tax Authorities regarding the findings of their investigation. Pending finaloutcome of update on this matter, no adjustments have been recognised in the Standalone financial statements.
(formerly known as Gati Limited)
CIN: L63011MH1995PLC420155
For S.R. BATLIBOI & ASSOCIATES LLP Shashi Kiran Shetty Ravi Jakhar
Chartered Accountants Chairman & Managing Director Director
ICAI Firm Registration No: 101049W/ DIN: 00012754 DIN: 02188690
E300004
Per Aniket A Sohani Deepak Jagdish Pareek Piyush Khandelwal
Partner Chief Financial Officer Company Secretary
Membership no: 117142 M. No.104166 M No. A65318
Place: Chicago, USA Place: Mumbai Place: Mumbai
Date: 15th May 2025 Date: 15th May 2025 Date: 15th May 2025