2.11 Provisions and Contingent Liabilities:
A provision is recognized when the Company has a present obligation as a result of a past event, and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.
Contingent liabilities are not provided for unless a reliable estimate of probable outflow to the Company exists as at the Balance Sheet date. Contingent assets are neither recognized nor disclosed in the standalone financial statements. The management board is not aware of any other commitments with any material effect on the financial position and performance of the Group.
2.12 Foreign Currency Items Transaction:
Foreign currency denominated monetary assets and liabilities are translated at exchange. The gains or losses resulting from such translations are included in the Statement of profit and loss. Non-monetary
assets and non-monetary liabilities denominated in a foreign currency and measured at fair value are translated at the exchange rate prevalent at the date when the fair value was determined. Non-monetary assets and non-monetary liabilities denominated in a foreign currency and measured at historical cost are translated at the exchange rate prevalent at the date of transaction
Revenue, expense and cash-flow items denominated in foreign currencies are translated using the exchange rate in effect on the date of the transaction. Transaction gains or losses realized upon settlement of foreign currency transactions are included in determining net profit for the period in which the transaction is settled.
2.13 Employee Benefits:
i) Defined Benefit Plan:
The obligation towards defined benefit plan has been determined using Projected Unit Credit Method. Actuarial valuation under the Projected Unit Credit Method has been carried out as at the end of each financial year.
ii) Post-Employment Benefits:
Provision for being the Defined Gratuity Obligation liability as on 31st March, 2024 has been made as per actuarial valuation based on Projected Unit Credit Method (discounted @7.20%).
iii) Leave Encashment:
The employees of the Company are entitled for leave encashment on yearly basis. The amount accumulated during the year is paid in the next year.
2.14 Cash and Cash Equivalents (for purposes of Cash Flow Statement):
Cash comprises cash on hand and demand deposits with banks. Cash equivalents are short-term balances (with an original maturity of three months or less from the date of acquisition), highly liquid investments that are readily convertible into known amounts of cash and which are subject to insignificant risk of changes in value.
2.15 Cash flow Statement:
Cash flows are reported using the indirect method, whereby profit / (loss) before extraordinary items and tax is adjusted for the effects of transactions of non¬ cash nature and any deferrals or accruals of past or future cash receipts or payments. The cash flows from operating, investing and financing activities of the Company are segregated based on the available information.
2.16 Segment Reporting:
The Company is primarily engaged in retail business of Electronic Gadgets and Electric Vehicles. Considering the provisions of Accounting Standard 17, the Company do not have any reportable segment.
j) For the period of five years immediately preceding the date as at which the Balance Sheet is prepared:
i) . Aggregate number and class of shares allotted as fully paid-up pursuant to contract(s) without payment being received in cash - NIL
ii) . Aggregate number and class of shares allotted as fully paid-up by way of Rights shares - 25,00,000 shares
iii) . Aggregate number and class of shares allotted as fully paid-up by way of Bonus shares - 54,20,000 shares
iv) . Aggregate number and class of shares bought back - NIL
Terms of any securities convertible into equity/preference shares issued along with the earliest date of conversion in ) descending order starting from the farthest such date - NIL
l) Calls unpaid (showing aggregate value of calls unpaid by directors and officers) - NIL
m) Forfeited shares (amount originally paid-up) - NIL
Term loan from Bank (Secured) includes:
(i) Term loan from Standard Chartered Bank outstanding as on 31st March 2025 is Nil (Sanction Amount of f 1040.00 Lakhs) (outstanding as on 31st March, 2024 of f 987.98 Lakhs carries interest at 9.50%). The said remaining term loan is to be fully repaid in the year. The said term loan was secured against property.
(ii) Vehicle loan from ICICI bank outstanding as on 31st March 2025 is f 12.34 Lakhs (Sanction Amount of f 37.00 Lakhs) (outstanding as on 31st March, 2024 of f 24.72 Lakhs) carry interest rate at 8.85%. The said remaining loan will be repaid in 11 equated monthly instalments by February, 2026 are secured by way of hypothecation cars.
(iii) Vehicle loan from Federal bank outstanding as on 31st March 2025 is of f 19.55 Lakhs (Sanction Amount of f 29.30 Lakhs) (outstanding as on 31st March, 2024 of f 28.54 Lakhs) carry interest rate at 8.55% (8.80% as of 31st March, 2024). The said remining loan will be repaid in 23 equated monthly instalments by February, 2027 are secured by way of hypothecation cars.
(iv) Term loan from HDFC Bank outstanding as on 31st March 2025 of f 43.03 Lakhs (Sanction Amount of f 46.28 Lakhs) (outstanding as on 31st March, 2024 of f 46.04 Lakhs) carries interest at 9.00%. The said remaining term loan is to be repaid in 107 Equated monthly instalments. The said term loan is secured against property.
a) The secured loan from bank includes:
(i) Working capital loan from Axis Bank outstanding as on 31st March 2025 of f 402.94 Lakhs (Sanction Amount of f 875.00 Lakhs) (outstanding as on 31st March, 2025 of f 84.97 Lakhs) carries interest rate at 8.75% (9.00% as of 31st March, 2024), is secured by way of fixed deposit of f 80.00 Lakhs. The same is repayable on demand.
(ii) Working capital loan from Axis Bank outstanding as on 31st March 2025 of f 2,007.63 Lakhs (Revised Sanction Amount of f 2,200.00 Lakhs) carries interest rate at 8.50% (outstanding as on 31st March, 2024 of f 2,820.28 Lakhs carries interest rate of 8.75 %, original sanction Amount of f 3,400.00 Lakhs). This loan is secured by way of hypothecation of stock and book debts of the company. The same is repayable on demand.
(iii) Working capital loan from HDFC Bank outstanding as on 31st March 2025 of f 1,900.59 Lakhs (Sanction Amount of f 2,000.00 Lakhs) carries interest rate at 8.75% (outstanding as on 31st March, 2024 is Nil).
b) The Unsecured loan from NBFC includes:
(i) Unsecured loan from Bajaj Finance outstanding as on 31st March 2025 of f 812.08 Lakhs (Sanction Amount of f 900.00 Lakhs) (outstanding as on 31st March, 2024 of f 83.42 Lakhs) and from IDFC First outstanding as on 31st March 2025 of f 213.86 Lakhs (Sanction Amount of f 396.00 Lakhs) (outstanding as on 31st March, 2024 of f 213.86 Lakhs) repayable on demand and carried interest rate at 12.00% and 12.00% respectively.
Note 34: Employee Benefits
(a) Short Term Employee Benefits :
Short Term Employee Benefits are recognized as an expense on an undiscounted basis in the statement of profit and loss for the year in which the related service is rendered.
(b) Post-employment defined benefit plan Gratuity
The Company provides for gratuity, a defined benefit retirement plan covering eligible employees. Every employee is entitled to a benefit equivalent to fifteen days salary last drawn for each completed year of service on terms not less than the provisions of the Payment of Gratuity Act, 1972. The benefits vest after five years of continuous service and once vested it is payable to the employees on retirement or termination of employment.
In respect of Gratuity plan, the most recent actuarial valuation of the plan assets and the present value of the defined benefit obligation were carried out as on 31st March, 2025. The present value of the defined benefit obligation, and the related current service cost and past service cost, were measured using the projected unit cost method. The following table sets forth the status of the Gratuity Plan of the Company and the amount recognised in the Balance Sheet and Statement of Profit and Loss.
Note 35 : Events occurring after the Balance sheet date
The Board of Directors of the Company at their meeting held on 29th May, 2025 has approved the proposal to sale 5,900 (59.00%) equity shares held by the Company in M/s. Hear More Techlife Private Limited (“Subsidiary”) subject to completion of all the legal and regulatory formalities and also subject to post execution of Share Sale Agreement. Post completion of this proposed transaction, M/s. Hear More Techlife Private Limited would no longer be Subsidiary of the Company.
Except as mentioned above, there are no other material changes and commitments affecting the financial position of the Company occurred between the end of the financial year to which the financial statements relate and the date of this report.
Note 36 : Disclosure u/s 22 of micro, small and medium enterprises development act 2006
The Company has outstanding amount to suppliers who are registered under the Micro, Small and Medium Enterprises Development Act, 2006. The information, as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006, has been determined to the extent such parties have been identified on the basis of information available with the company, the auditor has relied on the same. There are no overdue amount relating to amount unpaid at the year end together.
Note 38 :
In the opinion of the Board of Directors of the Company, the loans, advances and current assets have a value of realization in the ordinary course of business, at least equal to the amounts on which these are stated.
Note 39 :
The Balance of the Trade Receivables and Trade Payables are subject to confirmation. Any adjustment if required, will be made on receipt of the same.
Note 40 : Submission of returns with the Banks
The Company has working capital facilities from Banks which are secured by hypothecation of Inventory and Book Debts. The amount outstanding as at 31st March, 2025 is f 8,357.23 Lakhs (Previous Year - f 6,425.64 Lakhs). The quarterly returns or statement (as amended) of current assets filed by the Company with banks are in agreement with books of accounts.
Note 41 : Segment Reporting
The Company operates in a single segment with effect from 01.10.2024 i.e. Electronic Gadgets and therefore Segment Reporting as defined in Accounting Standard-17 is not applicable. Till 30.09.2024, the company is having business segment of Electronic Gadgets and Electric Vehicles. Considering the provisions of Accounting Standard 17, there was no reportable segment as of 31.03.2025.
Note 42: Indication of Impairment
In accordance with the Accounting Standard 28 “on Impairment of Assets” the company has assessed on the balance sheet date whether there are any indications (as listed in paragraph 8 to 10 of the Standard) with regard to the impairment of any of the assets. Based on such assessment, it has been ascertained that no potential loss is present and therefore formal estimate of recoverable amount has not been made. Accordingly, no impairment loss has been provided in the books of account.
Note 43: Other Statutory Information
(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(ii) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(iii) The Company is not declared as wilful defaulter by any bank or financial institution (as defined under the Companies Act, 2013) or consortium thereof or other lender in accordance with the guidelines on wilful defaulters issued by the Reserve Bank of India.
(iv) The Company does not have any transaction which are not recorded in the books of accounts that have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.
(v) The Company has not revalued any of its Property, Plant and Equipment during the year.
(vi) There are no charges or satisfaction yet to be registered with Registrar of Companies (ROC) beyond the statutory period.
(vii) There is no transaction with the stuck-off company during the year ended 31st March 2025.
(viii) The Company is not covered under Section 135 of the Companies Act, 2013 and is not required to make CSR contribution.
(ix) Contingent Liabilities:
The Company has given Bank Guarantee/ LC Discounting for which FDR margin money has been given to the bank as Security for an Amount of f 200.00 Lakhs (P.Y. - NIL).
(x) The company has not granted any loans to promoters, directors, KMPs and the related parties (as defined under Companies Act, 2013) either severally or jointly with any other person, that are repayable on demand or without specifying any terms or period of repayment.
(xi) There are no intangible assets under development so the ageing schedule for the same is not applicable.
(xii) The Company is in compliance with the number of layers prescribed under clause (87) of section 2 of the Companies Act read with the Companies ( Restriction on number of Layers) Rules, 2017.
(xiii) The company has not entered into any Scheme of Arrangements which has been approved by the Competent Authority in terms of sections 230 to 237 of the Companies Act, 2013.
(xiv) The Company has not incurred any Cash Loss during the year (P.Y. - NIL).
(xv) The Title Deeds of the Immovable properties (other than properties where the company is the lessee and the lease agreements are duly executed in favour of the lessee), disclosed in Note 12 of the financial statements are held in the name of the Company as at the Balance Sheet date.
Note 44 :
On 24th June, 2024, the Board has issued and allotted 2,50,000 (Two Lakh Fifty Thousand) Fully Convertible Warrants, each convertible into, or exchangeable for 1 (one) fully paid-up equity share of the Company of face value of f 10/- each (“Warrants”) at an Issue Price of f 399/- (Rupees Three Hundred Ninety Nine) including a premium of f 389/- (Rupees Three Hundred Eighty Nine) each (including the Warrants subscription price and Warrant exercise price), payable under preferential allotment basis for cash consideration through approval accorded by the shareholders of the Company at their Extra Ordinary General Meeting held on 05th June, 2024. The Company has received 25% of the Issue Price (i.e. f 99.75 per warrant), aggregating to f 249.37 lakhs, and balance 75% of the Issue Price (i.e. balance f 299.25 per warrant), aggregating to f 748.13 lakhs, will be received within a period of 18 months from the date allotment of Warrants in one or more tranches pursuant to exercise of conversion option against each such Warrants. The resulting equity shares shall rank pari-passu with the existing equity shares of the Company. fUfl
Note 45 :
All the values are rounded off to the nearest Rupees in Lakhs, except where otherwise indicated. The figures for corresponding previous year have been regrouped / reclassified wherever necessary to make them comparable.
Signatures to Significant Accounting Policies and Notes 1 to 45 to the Financial Statements As per our report of even date attached For and on behalf of Board of Directors
For M/s V C A N & Co. Jay Jalaram Technologies Limited
Chartered Accountants FRN: 125172W
CA Saurabh Jain Kamlesh Thakkar Mukeshkumar Bhatt
Partner Chairman & Managing Director Executive Director
Membership No.: 175015 DIN : 05132275 DIN: 07598386
UDIN : 25175015BMIBEE8597
Manish Thakkar Mukesh Prajapat
Chief Financial Officer Company Secretary
Membership No.: A39443
Place : Ahmedabad Place : Ahmedabad
Date : 29th May 2025 Date : 29th s May 2025
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