Provisions are recognised when the Company has a presentobligation (legal or constructive) as a result of a past event,it is probable that the Company will be required to settlethe obligation, and a reliable estimate can be made of theamount of the obligation.
The amount recognised as a provision is the best estimateof the consideration required to settle the present obligationat the end of the reporting period, taking into account therisks and uncertainties surrounding the obligation. Whena provision is measured using the cash flows estimatedto settle the present obligation, its carrying amount is the
present value of those cash flows. (when the effect of thetime value of money is material)
Contingent liabilities are disclosed when there is a possibleobligation arising from past events, the existence of whichwill be confirmed only by the occurrence or non occurrenceof one or more uncertain future events not wholly within thecontrol of the Company or a present obligation that arisesfrom past events where it is either not probable that anoutflow of resources will be required to settle or a reliableestimate of the amount cannot be made.
Financial assets and financial liabilities are recognised whenthe Company becomes a party to the contractual provisionsof the instruments.
Financial assets and financial liabilities are initially measuredat fair value. Transaction costs that are directly attributableto the acquisition or issue of financial assets and financialliabilities (other than financial assets and financial liabilitiesat fair value through profit or loss) are added to or deductedfrom the fair value of the financial assets or financialliabilities, as appropriate, on initial recognition. Transactioncosts directly attributable to the acquisition of financialassets or financial liabilities at fair value through profit orloss are recognised immediately in profit or loss.
All financial assets are recognised initially at fair value, plusin the case of financial assets not recorded at fair valuethrough profit or loss (FVTPL), transaction costs that areattributable to the acquisition of the financial asset. However,trade receivables that do not contain a significant financingcomponent are measured at transaction price. Purchasesor sales of financial assets that require delivery of assetswithin a time frame established by regulation or conventionin the marketplace (regular way trades) are recognised onthe trade date, i.e. the date that the Company commits topurchase or sell the asset.
All recognised financial assets are subsequently measured intheir entirety at either amortised cost or fair value, dependingon the classification of the financial assets.
The Company classifies its financial assets in the followingmeasurement categories:
- those to be measured subsequently at fair valuethrough other comprehensive income (FVOCI) or fairvalue through profit and loss (FVTPL), and
- those measured at amortised cost.
The classification depends on the entity’s business modelfor managing the financial assets and the contractual termsof the cash flows.
For assets measured at fair value, gains and losses willeither be recorded in the Statement of Profit or Loss orOther Comprehensive Income. For investments in debtinstruments, this will depend on the business model inwhich the investment is held. For investments in equityinstruments, this will depend on whether the Company hasmade an irrevocable election at the time of initial recognitionto account for the equity instrument at fair value throughOther Comprehensive Income.
The Company reclassifies debt investments when andonly when its business model for managing those assetschanges.
Financial assets that are held for collection of contractualcash flows, where those cash flows represent solelypayments of principal and interest, are measured atamortised cost.
Financial assets that are held for collection of contractualcash flows and for selling the financial assets, where theasset’s cash flows represent solely payments of principaland interest, are measured at FVOCI. All equity investmentsare measured at fair value through other comprehensiveincome, except for investments in subsidiary / associatewhich is measured at cost. Changes in the fair value offinancial assets are recognised in Statement of OtherComprehensive Income. In those cases, there is nosubsequent reclassification of fair value gains and losses toStatement of profit and loss.
Financial assets that do not meet the criteria for amortisedcost or FVOCI are measured at FVTPL. A gain or loss on suchfinancial assets that are subsequently measured at FVTPLand is recognised and presented net in the Statement ofprofit and loss within other income in the period in which itarises.
In accordance with Ind AS 109, the Company appliesExpected Credit Loss (ECL) model for measurement andrecognition of impairment loss on the following financialassets and credit risk exposure:
(a) Financial assets that are debt instruments, and aremeasured at amortised cost e.g., loans, debt securities,deposits, and bank balance.
(b) Trade receivables.
The Company follows 'simplified approach’ for recognitionof impairment loss allowance on trade receivables which donot contain a significant financing component.
The application of simplified approach does not require theCompany to track changes in credit risk. Rather, it recognisesimpairment loss allowance based on lifetime ECLs at each
reporting date, right from its initial recognition.
For other financial assets carried at amortised cost theCompany assesses, on a forward looking basis, the expectedcredit losses associated with such assets and recognisesthe same in profit or loss.
2.13.4 Derecognition of financial assetsThe Company derecognises a financial asset when thecontractual right to the cash flows from the financial assetexpire or it transfers substantially all risk and rewardsof ownership of the financial asset. A gain or loss onsuch financial assets that are subsequently measured atamortised cost is recognised in the Statement of Profit orLoss when the asset is derecognised.
Debt and equity instruments issued by a Company entityare classified as either financial liabilities or as equityin accordance with the substance of the contractualarrangements and the definitions of a financial liability andan equity instrument.
An equity instrument is any contract that evidences aresidual interest in the assets of an entity after deductingall of its liabilities. Equity instruments issued by a Companyare recognised at the proceeds received, net of direct issuecosts.
All financial liabilities are subsequently measured atamortised cost using the effective interest method or atFVTPL. (fair value through profit or loss)
Financial liabilities are classified, at initial recognition, asfinancial liabilities at fair value through profit or loss or atamortised cost (loans and borrowings, and payables). Allfinancial liabilities are recognised initially at fair value and,in the case of loans and borrowings and payables, net ofdirectly attributable transaction costs.
After initial recognition, interest-bearing loans andborrowings are subsequently measured at amortised costusing the EIR method. Gains and losses are recognisedin Statement of Profit and Loss when the liabilities arederecognised. Amortised cost is calculated by taking intoaccount any discount or premium on acquisition andfees or costs that are an integral part of the EIR. The EIRamortisation is included as finance costs in the Statement ofProfit and Loss. This category generally applies to interest¬bearing loans and borrowings.
A financial liability is derecognised when the obligation underthe liability is discharged or cancelled or expires. When anexisting financial liability is replaced by another from thesame lender on substantially different terms, or the termsof an existing liability are substantially modified, such anexchange or modification is treated as the derecognition ofthe original liability and the recognition of a new liability. Thedifference in the respective carrying amounts is recognisedin the Statement of Profit and Loss.
Financial assets and financial liabilities are offset, and thenet amount is reported in the Balance Sheet if there is acurrently enforceable legal right to offset the recognisedamounts and there is an intention to settle on a net basis,to realise the assets and settle the liabilities simultaneously.
Cash and cash equivalents includes cash and cheques onhand, current accounts and fixed deposits accounts withbanks with original maturities of three months or less thatare readily convertible to known amounts of cash (otherthan on lien) and which are subject to an insignificant risk ofchanges in value and book overdrafts. Bank overdrafts areshown within borrowings in current liabilities in the balancesheet.
Cash flows are reported using the indirect method, where bynet profit before tax is adjusted for the effects of transactionsof a non-cash nature, any deferrals or accruals of past orfuture operating cash receipts or payments and item ofincome or expenses associated with investing or financingcash flows. The cash flows from operating, investing andfinancing activities are segregated.
Fair value is the price that would be received to sell an assetor paid to transfer a liability in an orderly transaction betweenmarket participants at the measurement date. A fair valuemeasurement assumes that the transaction to sell the assetor transfer the liability takes place either in the principalmarket for the asset or liability or in the absence of a principalmarket, in the most advantageous market for the asset orliability. The principal market or the most advantageousmarket must be accessible to the Company. The fair valueof an asset or a liability is measured using the assumptionsthat market participants would use when pricing the assetor liability, assuming that market participants act in theireconomic best interest. A fair value measurement of a non¬financial asset takes into account a market participant'sability to generate economic benefits by using the asset in
its highest and best use or by selling it to another marketparticipant that would use the asset in its highest and bestuse. The Company uses valuation techniques that areappropriate in the circumstances and for which sufficientdata are available to measure fair value, maximising theuse of relevant observable inputs and minimising the use ofunobservable inputs. All assets and liabilities for which fairvalue is measured or disclosed in the Standalone FinancialStatements are categorised within the fair value hierarchybased on the lowest level input that is significant to the fairvalue measurement as a whole. The fair value hierarchy isdescribed as below:
Level 1 - Quoted (unadjusted) prices in active markets foridentical assets or liabilities.
Level 2 - Other techniques for which all inputs which have asignificant effect on the recorded fair value are observable,either directly or indirectly.
Level 3 - Techniques which use inputs that have a significanteffect on the recorded fair value that are not based onobservable market data.
For assets and liabilities that are recognised in theStandalone Financial Statements at fair value on a recurringbasis, the Company determines whether transfers haveoccurred between levels in the hierarchy by reassessingcategorisation at the end of each reporting period.
For the purpose of fair value disclosures, the Company hasdetermined classes of assets and liabilities on the basis ofthe nature, characteristics and risks of the asset or liabilityand the level of fair value hierarchy. Fair values have beendetermined for measurement and / or disclosure purposeusing methods as prescribed in "Ind AS 113 Fair ValueMeasurement".
The Company’s revenue majorly represents revenue fromsale of garments. The Company sells garments throughown stores and to business partners such as distributors,franchisees, large format stores and E-Commerce.
Revenue towards satisfaction of a performance obligationi.e. sale of traded goods is measured at the amount oftransaction price (net of variable consideration) allocated tothat performance obligation. The transaction price of goodssold and services rendered is net of variable considerationon account of various discounts and schemes offered by theCompany as part of the contract.
The Company derives revenue from sale of goods and revenueis recognised upon transfer of control of promised goods tocustomers in an amount that reflects the consideration theCompany expects to receive in exchange for those goods.To recognise revenues, the Company applies the following
five step approach:
(1) identify the contract with a customer,
(2) identify the performance obligations in the contract,
(3) determine the transaction price,
(4) allocate the transaction price to the performanceobligations in the contract, and
(5) recognise revenues when a performance obligation issatisfied.
The Company has concluded that it is principal in its revenuearrangements, because it typically controls the goods orservices before transferring them to the customer.
The Company has concluded with respect to arrangementswith its business partners, where the Company hasan unconditional right relating to unsold inventory, theCompany has concluded that these arrangements are alsoon principal to principal basis as the control is passed orright of consideration is established.
The transfer of control of promised goods as above, generallycoincides with the delivery of goods and collection of tenderto / from customers.
- For business partner acting as principal, revenue isrecognised upon sale to business partner.
Sales are recognised, net of returns and trade discounts,rebates, and Goods and Services Tax (GST).
Under the Company’s standard contract terms, the Companymay calls for return goods at the end of the seasons as perCompany’s policy. At the point of sale, a refund liability and acorresponding adjustment to revenue is recognised for thoseproducts expected to be returned. At the same time, theCompany has a right to recover the product when the returnoccurs; consequently, the Company recognises a right-to-returned-goods asset with a corresponding adjustment tocost of sales. The Company uses its accumulated historicalexperience to estimate the number of returns on a seasonalbasis using the expected value method. It is consideredhighly probable that a significant reversal in the cumulativerevenue recognised will not occur given the consistent levelof returns over previous years.
The Company under the schemes gives discount to its retailcustomers. Based on market trends, competitiveness inpricing, etc, the Company also negotiates and gives discountto its business partners / franchisee’s. These are reducedfrom the revenue being variable considerations.
The Company operates a loyalty program through whichretail customers accumulate points on purchases ofapparels that entitle them to discounts on future purchases.These points provide a discount to customers that theywould not receive without purchasing the apparels (i.e. it isa material right). The promise to provide the discount to the
customer is therefore a separate performance obligation.The transaction price is allocated between the sale ofapparels and the rights related to the loyalty points on arelative stand-alone selling price basis. The stand-aloneselling price per point is estimated based on the discount tobe given when the points are redeemed by the customer andthe likelihood of redemption, as evidenced by the Company’shistorical experience. A contract liability is recognisedfor revenue relating to the loyalty points at the time of theinitial sales transaction. Revenue from the loyalty points isrecognised when the points are redeemed by the customer.Revenue for points that are not expected to be redeemed isrecognised in proportion to the pattern of rights exercised bycustomers.
Interest income from a financial asset is recognised whenit is probable that the economic benefits will flow to theCompany and the amount of income can be measuredreliably. Interest income is accrued on a time basis, byreference to the principal outstanding and at the effectiveinterest rate applicable, which is the rate that exactlydiscounts estimated future cash receipts through theexpected life of the financial asset to that asset’s net carryingamount on initial recognition.
Other incomes are accounted on accrual basis and exceptinterest on delayed payment by debtors which are accountedon acceptance of the Company’s claim.
Transactions in foreign currency are translated into thefunctional currency using the exchange rates prevailing atthe dates of the transactions. Foreign exchange gains andlosses resulting from the settlement of such transactionsand from the translation at the exchange rates prevailing atreporting date of monetary assets and liabilities denominatedin foreign currencies are recognised in the profit or loss andreported within foreign exchange gains / (losses).
Company’s Employee benefit obligations include Short¬term obligations and Post-employment obligations whichincludes gratuity plan and contributions to provident fund.
Liabilities for wages and salaries, including non-monetarybenefits that are expected to be settled wholly within 12months after the end of the period in which the employeesrender the related service which are recognised in respect ofemployees services up to the end of the reporting period andare measured at the amounts expected to be paid when theliabilities are settled. The liabilities are presented as currentemployee benefit obligations in the balance sheet.
The Company has defined benefit plan namely gratuity,which is unfunded. The liability or asset recognised in thebalance sheet in respect of gratuity plan is the present valueof the defined benefit obligation at the end of the reportingperiod. The defined benefit obligation is calculated annuallyby actuary using the projected unit credit method.
The present value of the defined benefit obligation isdetermined by discounting the estimated future cashoutflows by reference to market yields at the end of thereporting period on government bonds that have termsapproximating to the terms of the related obligation.
The interest cost is calculated by applying the discount rateto the balance of the defined benefit obligation. This cost isincluded in employee benefit expense in the statement ofprofit and loss.
Re-measurement gains and losses arising from experienceadjustments and changes in actuarial assumptions arerecognised in the period in which they occur, directly inother comprehensive income. They are included in retainedearnings in the statement of changes in equity and in thebalance sheet.
Changes in the present value of the defined benefit obligationresulting from plan amendments or curtailments arerecognised immediately in profit or loss as past service cost.Defined contribution plans
The defined contribution plan is a post-employmentbenefit plan under which the Company contributes fixedcontribution to a Government Administered Fund andwill have no obligation to pay further contribution. TheCompany’s defined contribution plan comprises of ProvidentFund, Labour Welfare Fund, Employee State InsuranceScheme and Employee Pension Scheme. The Company’scontribution to defined contribution plans are recognised inthe Statement of Profit and Loss in the period in which theemployee renders the related service.
2.21 Share-based payment to employeesEquity-settled share-based payments to employeesproviding similar services are measured at the fair value ofthe equity instruments at the grant date. Details regardingthe determination of the fair value of equity-settled share-based transactions are set out in Note No. 37.
The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight¬line basis over the vesting period, based on the Company’sestimate of equity instruments that will eventually vest,with a corresponding increase in equity. At the end of eachreporting period, the Company revises its estimate of the
number of equity instruments expected to vest. The impactof the revision of the original estimates, if any, is recognisedin profit or loss such that the cumulative expense reflectsthe revised estimate, with a corresponding adjustment to theequity-settled employee benefits reserve.
Income tax expense represents the sum of the current taxand deferred tax.
The current tax is based on taxable profit for the year.Taxable profit differs from 'Profit Before Tax’ as reported inthe statement of profit and loss because of items of incomeor expense that are taxable or deductible in other years anditems that are never taxable or deductible. The Company’scurrent tax is calculated using tax rates applicable for therespective period.
Deferred tax is recognised on temporary differencesbetween the carrying amounts of assets and liabilitiesin the Standalone Financial Statements and their taxbases. Deferred tax liabilities are recognised for all taxabletemporary differences. Deferred tax assets are recognisedfor all deductible temporary differences and incurred taxlosses to the extent that it is probable that taxable profits willbe available against those deductible temporary differencescan be utilised. Such deferred tax assets and liabilities arenot recognised if the temporary difference arises from theinitial recognition (other than in a business combination) ofassets and liabilities in a transaction that affects neither thetaxable profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed atthe end of each reporting period and reduced to the extentthat it is no longer probable that sufficient taxable profits willbe available to allow all or part of the asset to be recovered.Deferred tax liabilities and assets are measured at the taxrates that are expected to apply in the period in which theliability is settled or the asset realised, based on tax rates(and tax laws) that have been enacted or substantivelyenacted by the end of the reporting period.
The measurement of deferred tax liabilities and assetsreflects the tax consequences that would follow from themanner in which the Company expects, at the end of thereporting period, to recover or settle the carrying amount ofits assets and liabilities.
Deferred tax assets and liabilities are offset when there isa legally enforceable right to offset current tax assets andliabilities and when the deferred tax balances relate to thesame taxation authority. Current tax assets and tax liabilitiesare offset where the entity has a legally enforceable right to
offset and intends either to settle on a net basis, or to realisethe asset and settle the liability simultaneously.
Current and deferred tax are recognised in profit or loss,except when they relate to items that are recognised in othercomprehensive income or directly in equity, in which case,the current and deferred tax are also recognised in othercomprehensive income or directly in equity respectively.
Operating segments are reported in a manner consistentwith the internal reporting provided to the chief operatingdecision-maker. The chief operating decision-maker, whois responsible for allocating resources and assessingperformance of the operating segments, has been identifiedas the Board of Directors that makes strategic decisions.
Basic earnings per share is computed by dividing the profit/ (loss) for the year attributable to the shareholders ofthe Company by the weighted average number of equityshares outstanding during the year. Diluted earnings pershare is computed by dividing the profit / (loss) for the yearattributable to the shareholders of the Company as adjustedfor dividend, interest and other charges to expense or income(net of any attributable taxes) relating to the dilutive potentialequity shares, by the weighted average number of equityshares considered for deriving basic earnings per shareand the weighted average number of equity shares whichcould have been issued on the conversion of all dilutivepotential equity shares. Potential equity shares are deemedto be dilutive only if their conversion to equity shares woulddecrease the net profit per share from continuing ordinaryoperations. Potential dilutive equity shares are deemedto be converted as at the beginning of the period, unlessthey have been issued at a later date. The dilutive potentialequity shares are adjusted for the proceeds receivable hadthe shares been actually issued at fair value (i.e. averagemarket value of the outstanding shares). Dilutive potentialequity shares are determined independently for each periodpresented. The number of equity shares and potentiallydilutive equity shares are adjusted for share splits / reverseshare splits and bonus shares, as appropriate.
Ministry of Corporate Affairs ("MCA") notifies new standardsor amendments to the existing standards under Companies(Indian Accounting Standards) Rules as issued from time totime. For the year ended March 31, 2025, the managementhas assessed that impact of the new amendments to theexisting standards or issuance of any new standard isimmaterial to the Company.
The preparation of Financial Information requiresthe management to make judgments, estimates andassumptions that affect the application of accountingpolicies and the reported amounts of assets, liabilities,income and expenses. Actual results may differ from theseestimates. Such judgments, estimates and associatedassumptions are evaluated based on historical experienceand various other factors, including estimation of theeffects of uncertain future events, which are believed to bereasonable under the circumstances.
Estimates and underlying assumptions are reviewed ona periodic basis. Revisions to accounting estimates arerecognised in the period in which the estimates are revisedand in any future periods affected.
In particular, information about significant areas ofestimation, uncertainty and critical judgments in applyingaccounting policies that have the most significant effecton the amounts recognised in the Financial Information aredisclosed below.
The charge in respect of periodic depreciation is derivedafter determining an estimate of an asset’s expected usefullife. The useful lives of the Company’s assets are determinedby the management at the time the asset is acquired andreviewed periodically, including at each financial year end.The lives are based on historical experience with similarassets as well as anticipation of future events, which mayimpact their life, such as changes in technology etc.
The Company determines the lease term in accordance withInd AS 116 which requires lessees to determine the leaseterm as the non-cancellable period of a lease adjustedwith any option to extend or terminate the lease, if the use
of such option is reasonably certain. The Company makesan assessment on the expected lease term on a lease-by¬lease basis and thereby assesses whether it is reasonablycertain that any options to extend or terminate the contractwill be exercised. In evaluating the lease term, the Companyconsiders factors such as any significant leaseholdimprovements undertaken over the lease term, costs relatingto the termination of the lease and the importance of theunderlying asset to Company’s operations.
The Company considers year and seasonality to whichinventory pertains for determining net realisable value forold inventories. Such old inventories are marked down toits estimated realisable value based on amount which theCompany has been able to realise on sale of old inventory.The management applies judgement in determining theappropriate provisions for slow moving and / or obsoletestock, based on the analysis of old season inventories, pastexperience, current trend and future expectations for theseinventories, depending upon the category of goods.
The cost of the defined benefit plan is determined byactuarial valuations using the projected unit credit method.An actuarial valuation involves making various assumptionsthat may differ from actual developments in the future.These include determination of discount rates, futuresalary increases, attrition and mortality rates. Due to thecomplexities involved in the valuation and its nature, a definedbenefit is highly sensitive to change in these assumptions.All assumptions are reviewed at each reporting period.
The Company recognises a provision for sales returnsbased on seasonal trends observed in prior years. Thisprovision is reviewed periodically to ensure its continuedrelevance in light of changing market conditions, based onmanagement’s assessment.
During the current financial year, KAPS Mercantile Private Limited ("KMPL", a wholly owned subsidiary of the Company) hadfiled an application for striking off it’s name from the Register of Companies, under Section 248(2) of the Companies Act, 2013,on January 21,2025. Subsequently, the name of KMPL has been struck off from the Register of Companies w.e.f. April 23, 2025as per the Form STK-7 received by the Company and KMPL is hence dissolved subsequent to the balance sheet date.
The value of the Investment held by the Company in KMPL, has already been fully impaired in the financial year 2022-23. Hence,there would be no financial impact in the books of account of the Company, although the investment shall be written off in thebooks of accounts in financial year 2025-26 being the year in which the actual Form STK-7 has been received giving effect tothe Strike Off and dissolution of KMPL.
(iii) The Company recognises allowance for expected credit loss on trade receivables, which are assessed for credit risk onindividual basis.
(iv) The management has established a credit policy under which customers are analysed for their creditworthiness.
(v) Trade receivables have been pledged against secured term loan and cash credit facility (Refer note 18)
(vi) There were no receivables due from directors or any of the officers of the Company.
(vii) No single customer represents 10% or more of the Company's total revenue for the year ended March 31,2025 and 2024,respectively.
(viii) Generally, customers remit sales consideration without specifying particular invoices in respect of which such remittancesare being made. Hence, such receipts from the customers are adjusted against their trade receivables on First in First out(FIFO) basis.
(ix) There are no disputed trade receivables as at March 31,2025 and March 31,2024.
(x) Relationship with Struck off Companies: During the current financial year, Company doesn't have any transactions andoutstanding balances with struck off Companies.
e. Rights, preferences and restrictions attached to equity shares
The Company has only one class of equity shares having a par value of ' 2 each (Refer note 16 g). Each holderof equity shares is entitled to one vote per share. In the event of liquidation of the Company, holder of equityshares will be entitled to receive remaining assets of the Company after distribution of all preferential amount.The distribution will be in proportion to the number of equity shares held by the shareholders. The dividendproposed by the Board of Directors is subject to the approval of the shareholders in the ensuing AnnualGeneral Meeting, except in case of interim dividend.
f. Bonus-issue of equity shares
The Company has allotted 96,45,282 fully paid-up shares of face value ' 10 each on April 07, 2023, pursuantto bonus issue approved by the shareholders in the Extraordinary General Meeting dated February 14, 2023.For the bonus issue, bonus share of three equity share for every one equity shares held, has been allotted.
g. Sub-division of equity shares
The Shareholders in their Extraordinary General Meeting dated April 18, 2023 approved sub-division of eachauthorised and issued equity shares of face value ' 10 into five equity shares of face value of ' 2 each.
(i) The Company has assessed all its pending litigation and proceedings and has adequately provided where provision arerequired. The Company has disclosed contingent liabilities wherever applicable. The resolution of these legal proceedingsis not likely to have a material and adverse effect on the results of operations or the financial position of the Company.
(ii) Other matters includes:
a) Bonus liability amounting to ' 3.87 millions for the 2014-15 is pending for settlement with judiciary authorities.
b) The vendors have raised claims amounting to ' 3.71 (as at March 31, 2024'3.74 millions) on account of non¬payment in accordance with the terms of the respective contracts. The Company has contested these claims,asserting that the vendors have not complied with certain contractual terms. The matters are currently pendingbefore the appropriate jurisdictional authorities.
(iii) Apart from the commitments disclosed above, the Company has no financial commitments other than those in the natureof regular business operations.
(iv) The Company did not have any long-term contracts including derivative contracts for which there were any materialforeseeable losses.
(v) Bank guarantee amounting to ' 27.50 millions given to Bombay Stock Exchange (BSE) in relation to Initial Public Offer(IPO).
The Company is primarily engaged in the business of retailing of men’s casual wear under its Brand MUFTI, which in theterms of Ind AS 108 on 'Operating Segments’, constitutes a single reporting business segment.
There are no material individual markets outside India and hence the same is not disclosed for geographical segmentsfor the segment revenues or results or assets. During the year ended March 31,2025 and March 31,2024, revenue fromtransactions with a single external customer did not amount to 10% or more of the Company’s revenues from the externalcustomers.
Disclosure on Retirement Benefits as required in Indian Accounting Standard (Ind AS) 19 on "Employee Benefits" are givenbelow:
The Company’s contribution to Provident & Other Funds is ' 4.42 millions for the year ended March 31,2025 (for the yearended March 31,2024: ' 4.43 millions), has been recognised in the Statement of Profit and Loss under the head employeebenefit expense.
Gratuity
(a) The Company offers to its employees unfunded defined-benefit plan in the form of a gratuity scheme. Benefits under theunfunded defined-benefit plans are based on years of service and the employees' compensation (immediately beforeretirement). Benefits payable to eligible employees of the Company with respect to gratuity, a defined benefit plan isaccounted for on the basis of an actuarial valuation as at the balance sheet date.
(b) This plan typically exposes the Company to actuarial risks such as: interest rate risk, longevity risk and salary risk.Interest Risk
A fall in the discount rate which is linked to the G.Sec. Rate will increase the present value of the liability requiring higherprovision.
Mortality risk:
Since the benefits under the plan is not payable for life time and payable till retirement age only, plan does not have anylongevity risk.
Salary Risk:
The present value of the defined benefit plan liability is calculated by reference to the future salaries of members. As such,an increase in the salary of the members more than assumed level will increase the plan's liability.
Asset Liability Matching Risk:
The plan faces the ALM risk as to the matching cash flow. entity has to manage pay-out based on pay as you go basisfrom own funds.
(c) Significant Actuarial Assumptions
The significant actuarial assumptions used for the purposes of the actuarial valuations were as follows:
I. The sensitivity analysis have been determined based on reasonably possible changes of the respective assumptionsoccurring at the end of the reporting period, while holding all other assumptions constant. The sensitivity analysispresented above may not be representative of the actual change in the Defined Benefit Obligation as it is unlikely thatthe change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.Furthermore, in presenting the above sensitivity analysis, the present value of the Defined Benefit Obligation has beencalculated using the projected unit credit method at the end of the reporting period, which is the same method as appliedin calculating the Defined Benefit Obligation as recognised in the balance sheet.
II. There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.
A. Credo stock option plan 2020
a. The shareholders of the Company, vide special resolution dated November 05, 2020, authorised the Board to grant optionsunder one or more stock option plans. Pursuant to the said approval from the shareholders the Board adopted Credo stockoption plan 2020 and granted options to the permanent employees of the Company for the first time on November 06,2020, second time on November 06, 2021 and third time on August 14, 2023.
The Company has used the Fair Value Method by applying Black and Scholes Option Pricing Model to measure share-based payments plan.
b. Options granted would vest over a maximum period of 5 years, while the exercise period is 10 years from the date of grant.Options vest on account of passage of time as well as on fulfilling certain performance criteria. The options exercisedwould be settled in Equity.
c. There were no modification to the awards during the year ended March 31,2025. Grant 1 issued on November 06, 2020has been fully exercised in the earlier years. Details and movement of the outstanding options as at the end of the financialyear are as follows:
Ensuring liquidity is sufficient to meet Company's operational requirements, the Company's management also monitorsand manages key financial risks relating to the operations of the Company by analysing exposures by degree andmagnitude of risks. These risks include market risk (including currency risk, interest risk and price risk), credit risk andliquidity risk.
Market risk is the risk or uncertainty arising from possible market price movements and their impact on the futureperformance of a business. Market risk includes currency risk, interest risk and price risk. There are no material marketrisk affecting the financial position of the Company.
Currency risk is the risk or uncertainty arising from possible currency movements and their impact on the futurecash flows of a business. There are no material currency risk affecting the financial position of the Company.
Interest risk is the risk or uncertainty arising from possible interest rate movements and their impact on thefuture obligation and cash flow of a business. There are no material interest risk affecting the financial positionof the Company.
Price risk is the risk or uncertainty arising from possible market price movements and their impact on the futureperformance of a business. There are no material price risk affecting the financial position of the Company.
The Company undertakes transactions denominated in different foreign currencies and consequently exposedto exchange rate fluctuations.
The carrying amounts of the Company’s foreign currency denominated monetary assets and monetary liabilitiesat the end of the year are as follows.
Credit risk is the risk that a 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 its financing activities, including deposits with banks and other financial instruments.The concentration of credit risk in relation to trade receivables is high. Credit risk has always been monitoredand managed by the Company through credit approvals, establishing credit limits and continuously monitoringthe credit worthiness of customers to which the Company grants credit terms in the normal course of business.Bank balances are held with reputed and creditworthy banking institutions.
Financial instrument and cash deposit
Credit risk is limited as the Company generally invests in deposits with banks and financial institutions withhigh credit ratings assigned by international and domestic credit rating agencies. Counterparty credit limits arereviewed by the Company periodically and the limits are set to minimise the concentration of risks and thereforemitigate financial loss through counterparty's potential failure to make payments.
The Company manages liquidity risk by maintaining sufficient cash and cash equivalents including bank depositsand availability of funding through an adequate amount of committed credit facilities to meet the obligationswhen due. Management monitors rolling forecasts of liquidity position and cash and cash equivalents on thebasis of expected cash flows. In addition, liquidity management also involves projecting cash flows consideringlevel of liquid assets necessary to meet obligations by matching the maturity profiles of financial assets &liabilities and monitoring balance sheet liquidity ratios.
The following tables detail the Company's remaining contractual maturity for its non-derivative financialliabilities with agreed repayment periods. The information included in the tables have been drawn up basedon the undiscounted cash flows of financial liabilities based on the earliest date on which the Company can berequired to pay. The tables include both interest and principal cash flows. The contractual maturity is based onthe earliest date on which the Company may be required to pay.
(i) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf ofthe Company (Ultimate beneficiaries)
or
(ii) Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
(h) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (funding party) withthe understanding (whether recorded in writing or otherwise) that it will,
(i) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf ofthe Company (ultimate beneficiaries)
(ii) Provide any guarantee, security or the like to or on behalf of the Ultimate beneficiaries.
(j) The Company does not have any such transaction which is not recorded in the books of accounts that has been surrenderedor disclosed as income during the period in the tax assessments under the Income Tax Act 1961.
(k) The Company has not entered into any scheme of arrangement which has an accounting impact on current period orprevious financial year.
(l) The Company has not traded or invested in crypto and virtual currency during the reporting periods.
(m) The Company has complied with the number of layers prescribed under the Companies Act, 2013, read with the Companies(Restriction on number of layers) Rules, 2017.
(n) The borrowings obtained by the Company from banks have been applied for the purposes for which such borrowings weretaken.
(a) The Company has declared and paid dividend amounting to ' 32.48 millions during the year ended March 31, 2025.(during the year ended March 31,2024, ' NIL)
(b) The Board of Directors has proposed a final dividend of ' 3 per share of face value of ' 2/- each for the financial year2024-25, subject to the approval of the Shareholders in the ensuing Annual General Meeting.
44 Ministry of Corporate Affairs (MCA) vide its notification number G.S.R. 206(E) dated March 24, 2021 (amended from timeto time) in reference to the proviso to Rule 3 (1) of the Companies (Accounts) Amendment Rules, 2021, introduced therequirement of only using such accounting software with effect from April 01, 2023 which has a feature of recordingaudit trail of each and every transaction, creating an edit log of each change made in the books of account along withthe date when such changes were made and ensuring that the audit trail cannot be disabled. The Institute of CharteredAccountants of India ("ICAI") issued an "Implementation guide on reporting on audit trial under rule 11(g) of the Companies(Audit and Auditors) Rules, 2014 (Revised 2024 edition)" in February 2024 relating to feature of recording audit trail.
The Company has used an accounting software for maintaining its books of account which has a feature of recordingaudit trail (edit log) facility, except that audit trail feature was not enabled at the database level in respect of an accountingsoftware to log any direct data changes.
Further, to the extent enabled, audit trail feature has operated throughout the year for all relevant transactions recordedin the accounting software(s). Also, we did not come across any instance of audit trail feature being tampered with.Additionally, the audit trail of prior year has been preserved by the Company as per the statutory requirements for recordretention to the extent it was enabled and recorded from October 01,2023.
The Code on Social Security, 2020 ('Code') relating to employee benefits during employment and post-employmentbenefits received Presidential assent in September 2020. The Code has been published in the Gazette of India. However,the date on which the Code will come in to effect has not been notified. The Company will assess the impact of the Codewhen it comes into effect and will record any related impact in the period when the Code becomes effective.
46 Figures for the previous year have been regrouped / reclassified wherever necessary to make them comparable.
For and on behalf of the Board of Directors
For M S K C & Associates LLP Credo Brands Marketing Limited
(Formerly known as M S K C & Associates) CIN: L18101MH1999PLC119669
Chartered Accountants(Firm Registration No. 001595S/S000168)
Ojas D. Joshi Kamal Khushlani Poonam Khushlani
(Partner) (Chairman and Managing Director) (Whole-time Director)
(Membership No. 109752) DIN: 00638929 DIN: 01179171
Rasik Mittal Sanjay Kumar Mutha
(Chief Financial Officer) (Company Secretary)
(M. No. ACS15884)
Place: Mumbai Place: Mumbai
Date: May 22, 2025 Date: May 22, 2025