C) Goodwill

(i) Goodwill is arising in the Financial Statement through the following acquisitions:

(a) Century Textiles and Industries Limited (Century Business):

The Company had acquired cement business of Century Textiles and Industries Limited at an enterprise value of ' 8,387.71 Crores and accounted as per Ind AS 103 - Business Combinations with effect from May 20, 2018 as per order dated July 3, 2019 by National Company Law Tribunal. The Company had recognised a goodwill of ' 2,208.82 Crores based on the difference between the fair value of consideration transferred and fair value of net assets acquired. The carrying amount of goodwill as at March 31, 2025 is ' 2,208.82 Crores (March 31, 2024 : ' 2,208.82 Crores).

(b) Binani Cement Limited (BCL):

The Company had acquired Binani Cement Limited at an enterprise value of ' 7,899.75 Crores and accounted as per Ind AS 103 - Business Combinations with effect from November 20, 2018 as per order dated November 14, 2018 by National Company Law Tribunal. The Company had recognised a goodwill of ' 2,925.12 Crores based on the difference between the fair value of consideration transferred and fair value of net assets acquired. The carrying amount of goodwill as at March 31, 2025 is ' 2,925.12 Crores (March 31, 2024 :

' 2,925.12 Crores).

(c) Kesoram Industries Limited (KIL) (Refer Note 37):

The Company has acquired Cement Business of Kesoram Industries Limited at an enterprise value of ' 7,765.05 Crores and accounted as per Ind AS 103 - Business Combinations with effect from April 1, 2024. The Scheme was approved by the National Company Law Tribunal, Mumbai and Kolkata Benches as per order dated November 26, 2024 and November 14, 2024 respectively. The Company has recognised a goodwill of ' 755.76 Crores based on the difference between the fair value of consideration transferred and fair value of net assets acquired. The carrying amount of goodwill as at March 31, 2025 is ' 755.76 Crores.

(ii) Goodwill arising out of business combinations has been allocated to the acquired businesses as Cash Generating Unit (CGU). Goodwill is tested for impairment annually or more frequently if indicators of impairment exist. Potential impairment is identified by comparing the recoverable value of a CGU to its carrying value.

The recoverable amount has been determined based on value in use. Value in use has been determined based on future cash flows, after considering current economic conditions, industry trends, estimated future operating results, growth rates and anticipated future economic conditions. As at March 31, 2025, the estimated cash flows for a period of 5 years were developed using internal forecasts, and a weighted average cost of capital of ~12% (March 31, 2024: ~ 12%). The cash flows beyond 5 years have been extrapolated assuming nil long-term growth rates. While determining the cashflows, Company has considered the factors such as cement sales volume growth, price per bag, input cost expectation etc. As per the current business operation, Company expects stable state on the factors and same is supported by the cement industry outlook.

Based on our impairment testing, the recoverable amount of the CGU's exceeds its carrying amount including goodwill. Therefore, no impairment loss was recognized during the year ended March 31, 2025. Sensitivity analysis with 1% change in growth rate and weighted average cost of capital also indicates that no impairment required on carrying amount of goodwill.

(iv) Income from subleasing of Right to use assets is for the year ended March 31, 2025 is ' 101.22 Crores (March 31, 2024'107.28 Crores).

(v) Impact of Ind AS 116 has resulted in lower expenses in Power and Fuel, Freight and Forwarding and Other Expenses by ' 201.52 Crores (March 31, 2024'190.24 Crores) whereas Finance Costs and Depreciation and amortisation expenses are higher by ' 63.56 Crores (March 31, 2024'62.28 Crores) and ' 149.55 Crores (March 31, 2024'141.90 Crores) respectively.

(C) The Company as a Lessor:

The Company has subleased its Leased Ships as an Intermediate lessor which is shown in Note 3 (A) Right of Use Assets. Also, the Company has leased Owned Railway wagons to Railways on rent, the wagons were recognised as assets in "Property, Plant and Equipment" Schedule in Note 2. Both the arrangements qualifies to be recognised as Operating lease arrangement.

The period for such leases ranges from 1 year to 5 years depending upon terms and conditions of each lease arrangements.

(f) Rights, Preferences and Restrictions attached to shares:

The Company has only one class of Equity Shares having a par value of ' 10 per share. Each shareholder is eligible for one vote per share held except for Global Depository Receipts. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

The Description of the nature and purpose of each reserve within equity is as follows:

a) Capital Reserve: Company's capital reserve is mainly on account of acquisition of cement business of Larsen & Toubro Ltd., Gujarat Units of Jaypee Cement Corporation Ltd (JCCL) and cement capacities of 21.2 MTPA of Jaiprakash Associates Ltd (JAL) and JCCL, being excess of the net assets acquired over the consideration paid.

b) Securities Premium: Securities premium is credited when shares are issued at premium. It is utilised in accordance with the provisions of the Act, to issue bonus shares, to provide for premium on redemption of shares or debentures, equity related expenses like underwriting costs, etc.

c) Debenture Redemption Reserve (DRR): The Company has issued redeemable non-convertible debentures. Accordingly, the Companies (Share capital and Debentures) Rules, 2014 (as amended), requires the company to create DRR out of profits of the company available for payment of dividend. DRR is required to be created for an amount which is equal to 25% of the value of debentures issued. However, this requirement is no more applicable w.e.f. April 1, 2018 as per the amendment in the Companies (Share capital and Debentures) Rules, 2014 vide dated August 16, 2019; accordingly the Company has not made any new addition in the said reserve and accounted the reversal of outstanding reserve linked to payment of specific non-convertible debentures.

d) General Reserve: The Company has transferred a portion of the net profit of the Company before declaring dividend to general reserve pursuant to the earlier provision of Companies Act, 1956. Mandatory transfer to general reserve is not required under the Companies Act, 2013.

e) Shares Options Outstanding Reserve: The Company has three share option schemes under which options to subscribe for the Company's shares have been granted to certain executives and senior employees. The share-based payment reserve is used to recognise the value of equity-settled share-based payments provided to employees, including key management personnel, as part of their remuneration.

f) Treasury Shares: The Company has formed an Employee Welfare Trust for purchasing Company's shares to be allotted to eligible employees under Employees Stock Options Scheme, 2018 (ESOS 2018). As per Ind AS 32 -Financial Instruments: Presentation, Reacquired equity shares of the Company are called Treasury Shares and deducted from equity.

g) Equity Instruments Fair Valued Through Other Comprehensive Income: It represents the cumulative gains/ (losses) arising on the fair valuation of Equity Shares measured at Fair Value through Other Comprehensive Income, net of amounts reclassified to Retained Earnings on disposal/transfer of such investments.

h) Cashflow Hedge Reserve: The Company has designated its hedging instruments as cash flow hedges and any effective portion of cashflow hedge is maintained in the said reserve. In case the hedging becomes ineffective, the amount is recognised in the Statement of Profit and Loss.

(a) Pursuant to the Composite Scheme of Arrangement with KIL, the Company has issued 63,50,883 fully paid up 7.3% Non-Convertible Redeemable Preference Shares of ' 100 each redeemable at par after 3 months from the date of allotment i.e from the Effective Date March 13, 2025 to the preference shareholders of KIL.

(b) Cash Credit and Working Capital Borrowings taken from Banks: tenure is less than twelve months bearing an average interest rate for March 31, 2025: 6.79 % (March 31, 2024 : 6.59 %).

Note 21.1:

Supplier's Credit represents the extended interest bearing credit offered by the supplier which is secured against Usance Letter of Credit (LC). Under this arrangement, the supplier is eligible to receive payment from negotiating with bank prior to the expiry of the extended credit period. The interest of the extended credit period payable to the bank on maturity of the LC has been presented under Finance Cost.

As on March 31, 2025, confirmed supplier's invoice that are outstanding and subject to the above arrangement included in Other Trade Payables is ' 902.87 Crores (March 31, 2024'1,046.29 Crores).

Cash outflows for the above are determinable only on receipt of judgments pending at various forums / authorities.

(b) The Company (including the erstwhile UltraTech Nathdwara Cement Limited) had filed appeals against the orders of the Competition Commission of India (CCI) dated August 31, 2016 (Penalty of ' 1,616.83 Crores) and January

19, 2017 (Penalty of ' 68.30 Crores). Upon the National Company Law Appellate Tribunal ("NCLAT") disallowing its appeals against the CCI order dated August 31, 2016, the Company filed appeals before the Hon'ble Supreme Court which has, by its order dated October 5, 2018, granted a stay against the NCLAT order. Consequently, the Company has deposited an amount of ' 161.68 Crores equivalent to 10% of the penalty of ' 1,616.83 Crores. The Company, backed by legal opinions, believes that it has a good case in the matters and accordingly no provision has been recognised in the financial statements.

(c) Guarantees:

The Company has issued corporate guarantees as under:

In favour of the Banks / Lenders on behalf of some of its Subsidiaries and Joint Venture (JV), as mentioned below, for the purposes of replacing old loans, acquisition financing, working capital and other general corporate purposes:

i. Bhaskarpara Coal Company Limited (JV) ' 1.70 Crores (March 31, 2024'1.70 Crores).

ii. UltraTech Cement Middle East Investment Limited and its subsidiaries: USD 252.00 Million (Equivalent to ' 2,153.97 Crores) {March 31, 2024 USD 340.50 Million (Equivalent to ' 2,839.90 Crores)}.

(These Corporate Guarantees are issued in different currencies viz. Indian Rupee, USD and UAE Dirham.)

Note 35 - Capital and other commitments:

Estimated amount of contracts remaining to be executed on capital account, not provided for (net of advances)

' 4,064.42 Crores (March 31, 2024'4,697.45 Crores).

Note 36

The Supreme Court of India has allowed an appeal filed by the State of Rajasthan in a matter relating to transfer of mining lease in the name of the Company's wholly owned subsidiary, Gotan Lime Stone Khanij Udyog Private Limited ("GKUPL") and has directed the State of Rajasthan to frame and notify its policy relating to transfer of mining lease and thereafter pass appropriate order in respect of the mining lease of GKUPL. State Government has notified the new policy related to transfer of new mining lease, based on which the Company has requested the State Government to consider reinstatement of the mines in its favour.

Note 37 - Composite Scheme of Arrangement for Cement Business of Kesoram Industries Limited (Ind AS 103):

A. The National Company Law Tribunal, Kolkata and Mumbai Benches ("NCLT") have approved the Composite Scheme of Arrangement between Kesoram Industries Limited ("Kesoram"/ "KIL"), the Company and their respective shareholders and creditors, in compliance with sections 230 to 232 and other applicable provisions of the Companies Act, 2013 ("Scheme") by its Order dated November 14, 2024 and November 26, 2024 respectively. The Scheme is made effective from March 01, 2025, and the Appointed date of the Scheme is April 01, 2024.

Upon the Scheme becoming effective and with effect from the Appointed Date, the Cement Business Division of Kesoram ("the Demerged Undertaking") as defined in the Scheme stands transferred to and vested in the Company as a going concern.

Consequently, the Company has included the financial statements/ information of the Demerged Undertaking in its standalone financial statements with effect from April 01, 2024 (which is deemed to be the acquisition date for purpose of Ind AS 103 - Business Combinations) to include the financial results/ information of the acquired Cement Business Division of KIL ("the Demerged Undertaking"). Therefore, financial statements for the year ended March 31, 2025 are not strictly comparable with the previous year's financial statement.

The Assets of Cement Business of KIL consists of two integrated cement units at Sedam (Karnataka) and Basantnagar (Telangana) with a total installed capacity of 10.75 MTPA and 0.66 MTPA packing plant at Solapur, Maharashtra at a purchase consideration of ' 5,887.95 Crores based on Appointed date of the Scheme i.e. April 01, 2024. As per Ind AS 103 - Business Combinations, if effective date i.e. March 01, 2025 is considered as acquisition date, the purchase consideration increases by ' 226.5 Crores.

The acquisition of the Demerged undertaking creates value for shareholders as the acquisition provides ready to use assets to create operational efficiencies and support the Company to further strengthen its presence in the Western & the Southern markets. It also provide synergies in manufacture and distribution process and logistics alignment leading to economies of scale and creation of efficiency by reducing time to market and benefiting customers.

B. The Fair Value of identifiable assets acquired, and liabilities assumed as on the acquisition date:

As per Ind AS 103 - Business Combinations, purchase consideration has been allocated on provisional basis of fair valuation determined by an independent valuer. Against the total enterprise value of ' 7,765.05 Crores, the Company has taken over borrowings of ' 2,037.59 Crores from KIL.

After taking these liabilities into account, effective purchase consideration of ' 5,887.95 Crores had been discharged on March 13, 2025, being the Record Date in terms of the Scheme by:

(a) Issue of 1 (one) equity share of the Company of face value ' 10/- each for every 52 (Fifty- Two) equity shares of KIL of face value ' 10/- each to the shareholders of KIL. The Fair value of the shares issued is ' 5,824.44 Crores which had been determined based on the last closing price prior to the Appointed Date.

(b) Issue of 54,86,608 (Fifty Four Lakhs Eighty Six Thousand Six Hundred Eight) fully paid up 7.3% NonConvertible Redeemable Preference Shares (RPS) of ' 100 each amounting to ' 54.87 Crores for 90,00,000 5% Cumulative Non-Convertible Redeemable Preference Shares (NCRPS) of ' 100 each of KIL held by the preference shareholders of KIL. The RPS are redeemable after three months from the date of allotment.

F. Contingent Liabilities:

The Company has assumed all the contingent liabilities of the Demerged Undertaking as per the Scheme. Total contingent liability transferred to the Company was ' 266.14 Crores.

G. Acquisition related costs:

Acquisition related costs of ' 13.92 Crores had been recognised under Miscellaneous Expenses and Rates and Taxes in the Statement of Profit and Loss.

The stamp duty paid / payable on transfer of the assets amounting to ' 120.58 Crores had been charged to the Statement of Profit and Loss and shown as an exceptional item.

H. Impact of acquisition on the financial statements:

Since the acquisition date i.e April 1, 2024, the Company has recognised Revenue from Operations of ' 2,890.03 Crore and Profit/(Loss) Before Tax of ' (514.89) Crore has been included in the statement of profit and loss.

Note 38 - Merger of UltraTech Nathdwara Cement Limited (UNCL) (a wholly-owned subsidiary of the Company) and its wholly-owned subsidiaries viz. Swiss Merchandise Infrastructure Limited and Merit Plaza Limited (Ind AS 103):

The National Company Law Tribunal ("NCLT"), Mumbai and Kolkata Benches have by their order dated December 18, 2023 and April 3, 2024 approved the Scheme of Amalgamation ("Scheme") of UltraTech Nathdwara Cement Limited (UNCL) (a wholly-owned subsidiary of the Company) and its wholly-owned subsidiaries viz. Swiss Merchandise Infrastructure Limited ("Swiss") and Merit Plaza Limited ("Merit") with the Company. The Appointed date of the Scheme was April 01, 2023. The said scheme has been made effective from April 20, 2024. Consequently, the above mentioned wholly owned subsidiaries of the Company stand dissolved without winding up.

Since the amalgamated entities are under common control, the accounting of the said amalgamation had been done applying Pooling of Interest method as prescribed in Appendix C of Ind AS 103 'Business Combinations'. While applying Pooling of Interest method, the Company had recorded all assets, liabilities and reserves attributable to the wholly owned subsidiaries at their carrying values as appearing in the consolidated financial statements of the Company. Consequently, in the previous year ended March 31, 2024 the figures had been restated considering that the amalgamation has taken place from the beginning of the preceding period i.e. April 01, 2022 as required under Appendix C of Ind AS 103.

Consequent to the amalgamation of the wholly owned subsidiaries into the Company, the Company recognised Deffered Tax Assets on the unabsorbed depreciation, business losses and other temporary differences in the current year as the scheme has been made effective from April 20, 2024. Costs relating to the amalgamation (including stamp duty on assets transferred) have been charged to the Statement of Profit and Loss, shown under Exceptional items.

Note 39 - Employee Benefits (Ind AS 19):

{A} Defined Benefit Plans:

(a) Gratuity:

The gratuity payable to employees is based on the employee's service and last drawn salary at the time of leaving the services of the Company and is in accordance with the Rules of the Company for payment of gratuity.

Inherent Risk

The plan is defined benefit in nature which is sponsored by the Company and hence it underwrites all the risks pertaining to the plan. In particular, this exposes the Company to actuarial risk such as adverse salary growth, change in demographic experience, inadequate return on underlying plan assets. This may result in an increase in cost of providing these benefits to employees in future. Since the benefits are lump sum in nature, the plan is not subject to any longevity risks.

(b) Pension:

The Company considers pension for some of its employees at senior management based on the period of service and contribution for the Company. There is no material risk associated with this plan.

(c) Post-Retirement Medical Benefits:

The Company provides post-retirement medical benefits to certain ex-employees who were transferred under the Scheme of arrangement for acquiring Larsen & Toubro cement business and eligible for such benefits from earlier Company. There is no material risk associated with this plan.

(xii) Discount Rate:

The discount rate is based on the prevailing market rates of Indian government securities for the estimated term of obligations.

(xiii) Salary Escalation Rate:

The estimates of future salary increases are considered taking into account inflation, seniority, promotion and other relevant factors.

(xiv) Asset Liability matching strategy:

The money contributed by the Company to the Gratuity fund to finance the liabilities of the plan has to be invested.

The trustees of the plan have outsourced the investment management of the fund to an insurance Company. The insurance Company in turn manages these funds as per the mandate provided to them by the trustees and the asset allocation which is within the permissible limits prescribed in the insurance regulations. Due to the restrictions in the type of investments that can be held by the fund, it is not possible to explicitly follow an asset liability matching strategy.

There is no compulsion on the part of the Company to fully prefund the liability of the Plan. The Company's philosophy is to fund these benefits based on its own liquidity and the level of underfunding of the plan.

(xv) The Company's expected contribution during next year is ' Nil (March 31, 2024'1.94 Crores).

(d) Provident Fund:

The Company is liable for any shortfall in the fund assets based on the Government specified rate of return. Such shortfall, if any, is recognised in the Statement of Profit and Loss as an expense in the year of incurring the same.

Amount recognized as an expense under the head "Contribution to Provident and other Funds" of Statement of Profit and Loss ' 122.08 Crores (March 31, 2024'107.37 Crores).

The actuary has provided for a valuation and based on the below provided assumptions there is Nil shortfall as at March 31, 2025 (March 31, 2024 : Nil).

(e) Contribution to Other Funds:

Amount recognized as an expense under the head "Contribution to Other Funds" of Statement of Profit and Loss ' 36.16 Crores (March 31, 2024: ' 33.11 Crores).

{B} Amount recognized as an expense in respect of Compensated Absences is ' 57.92 Crores (March 31, 2024:

' 58.04 Crores).

{C} Amount recognized as an expense for other long-term employee benefits is ' 1.71 Crores (March 31, 2024:

' 1.42 Crores).

Note 40 - Segment Reporting (Ind AS 108):

The Company has presented segment information in the consolidated financial statements. Accordingly, as per Ind AS 108 'Operating Segments', no disclosures related to segments are presented in these financial statements.

Based on the recommendation of the Nomination, Remuneration and Compensation Committee, all decisions relating to the remuneration of the Directors are taken by the Board of Directors of the Company, in accordance with shareholders' approval, wherever necessary.

Terms and Conditions of transactions with Related Parties:

The sales to and purchases from related parties including property, plant and equipment are made in the normal course of business and on terms equivalent to those that prevail in arm's length transactions. Outstanding balances at the year-end are unsecured and interest free and settlement occurs in cash.

As per Ind AS 36, An entity shall assess at the end of each reporting period whether there is any indication that an asset may be impaired. If any such indication exists, the entity shall estimate the recoverable amount of the asset.During the previous year ended March 31, 2024, the Company has recorded an impairment of ' 2.50 Crs on investment done in Bhaskarpara Coal Company Limited (BCCL), a Joint Venture. This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates.

Note 47 - (B) Fair Value measurements (Ind AS 113):

The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in an orderly transaction in the principal (or most advantageous) market at measurement date under the current market condition regardless of whether that price is directly observable or estimated using other valuation techniques.

The Company has established the following fair value hierarchy that categorizes the values into 3 levels. The inputs to valuation techniques used to measure fair value of financial instruments are:

Level 1: This hierarchy uses quoted (unadjusted) prices in active markets for identical assets or liabilities. The fair value of all bonds which are traded in the stock exchanges is valued using the closing price or dealer quotations as at the reporting date.

Level 2: The fair value of financial instruments that are not traded in an active market (For example traded bonds, over the counter derivatives) is determined using valuation techniques which maximize the use of observable market data and rely as little as possible on company specific estimates. The mutual fund units are valued using the closing Net Asset Value. If all significant inputs required to fair value an instrument are observable, the instrument is included in Level 2.

(f) The fair value of the remaining financial instruments is determined using discounted cash flow analysis. The discount rates used is based on management estimates.

The management assessed that cash and bank balances, trade receivables, loans, trade payables, cash credits,

commercial papers and other financial assets and liabilities approximate their carrying amounts largely due to the

short-term maturities of these instruments.

The following methods and assumptions were used to estimate the fair values:

(a) The fair values of the quoted investments/units of mutual fund schemes are based on market price/net asset value at the reporting date.

(b) The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves and an appropriate discount factor.

(c) The fair value of forward foreign exchange contracts is calculated as the present value determined using forward exchange rates and interest rate curve of the respective currencies.

(d) The fair value of currency swap is calculated as the present value determined using forward exchange rates, currency basis spreads between the respective currencies, interest rate curves and an appropriate discount factor.

(e) The fair value of foreign currency option contracts is determined using the Black Scholes valuation model.

Note 48 - Financial Risk Management Objectives (Ind AS 107):

The Company's principal financial liabilities, other than derivatives, comprises of borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company's operations. The Company's principal financial assets, other than derivatives include trade and other receivables, investments and cash and cash equivalents that derive directly from its operations.

The Company's activities expose it to market risk, liquidity risk and credit risk. The Company's overall risk management focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Company. The Company uses derivative financial instruments, such as foreign exchange forward contracts, foreign currency option contracts, principal only swaps, cross currency swaps that are entered to hedge foreign currency risk exposure, interest rate swaps, coupon only swaps to hedge variable interest rate exposure and commodity fixed price swaps to hedge commodity price risks. Derivatives are used exclusively for hedging purposes and not as trading or speculative instruments.

When a derivative is entered into for the purpose of being a hedge, the Company negotiates the terms of those derivatives to match the terms of the hedged exposure.

The Company evaluates exchange rate exposure arising from foreign currency transactions. The Company follows established risk management policies and standard operating procedures. It uses derivative instruments like foreign currency swaps, options and forwards to hedge exposure to foreign currency risk.

The Company has standard operating procedures and investment policy for deployment of surplus liquidity, which allows investment in debt securities, fixed deposits and mutual fund schemes of debt categories only and restricts the exposure in equity markets.

Compliances of these policies and principles are reviewed by the internal auditors/internal risk management committee on periodical basis.

The Corporate Treasury team updates the Audit Committee on a quarterly basis about the implementation of the above policies. It also updates the Risk Management Committee of the Company on periodical basis about the various risks to the business and status of various activities planned to mitigate the risks.

(I) Market Risk:

Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, commodity prices, equity prices and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including investments and deposits, foreign currency receivables, payables and borrowings.

(A) Foreign Currency Risk:

Foreign currency risk is the risk of impact related to fair value or future cash flows of an exposure in foreign currency, which fluctuate due to changes in foreign exchange rates. The Company's exposure to the risk of changes in foreign exchange rates relates primarily to the foreign currency borrowings, import of fuels, raw materials and spare parts, capital expenditure, exports of cement and the Company's net investments in foreign subsidiaries.

(B) Interest rate risk:

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company's exposure to the risk of changes in market interest rates relates primarily to the Company's borrowing with floating interest rates. For all long-term borrowings with floating rates, the risk of variation in the interest rates is mitigated through interest rate swaps. The Company constantly monitors the credit markets and rebalances its financing strategies to achieve an optimal maturity profile and financing cost.

(B) Cash Flow Hedges:

The Company has foreign currency external commercial borrowings and to mitigate the risk of foreign currency and floating interest rates the Company has taken forward contracts, currency options, currency swaps, interest rates swaps and principal only swaps. The Company is following hedge accounting for all the foreign currency borrowings raised on or after April 01, 2015 based on qualitative approach.

The Company assesses hedge effectiveness based on following criteria:

(i) an economic relationship between the hedged item and the hedging instrument;

(ii) the effect of credit risk; and

(iii) Assessment of the hedge ratio

The Company designates the derivatives to hedge its currency risk and generally applies a hedge ratio of 1:1. The Company's policy is to match the critical terms of the forward exchange contracts to match with the hedged item.

(C) Commodity price risk management:

Commodity price risk for the Company is mainly related to fluctuations in coal and pet coke prices linked to various external factors, which can affect the production cost of the Company. Since the Energy costs is one of the primary costs drivers, any adverse fluctuation in fuel prices can lead to drop in operating margin. To manage this risk, the Company enters into fixed price swaps/other derivatives for imported coal, enter into long-term supply agreement for pet coke, identifying new sources of supply etc. While fixed price swaps/ other derivatives are available in the markets for coal but in case of pet coke no such derivative is available; it has to be procured at spot prices. Additionally, processes and policies related to such risks are reviewed and controlled by senior management and fuel requirement are monitored by the central procurement team.

(II) Credit Risk Management:

Credit risk arises when a customer or counterparty does not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing / investing activities, including deposits with banks/financial institutions, mutual fund investments, and investments in debt securities, foreign exchange transactions and financial guarantees. The Company has no significant concentration of credit risk with any counterparty.

Trade receivables

Trade receivables are consisting of a large number of customers. The Company has credit evaluation policy for each customer and based on the evaluation credit limit of each customer is defined. Wherever the Company assesses the credit risk as high the exposure is backed by either bank guarantee / letter of credit or security deposits.

Total Trade receivables as on March 31, 2025 is ' 4,377.82 Crores (March 31, 2024: ' 3,496.54 Crores).The Company does not have higher concentration of credit risks to a single customer. A single largest customer has total exposure in sales of 1.49% (March 31, 2024: 2.56%) and in receivables of 3.91% (March 31, 2024: 5.73%).

As per simplified approach, the Company makes provision of expected credit losses on trade receivables using a provision matrix to mitigate the risk of default payments and makes appropriate provision at each reporting date wherever outstanding is for longer period and involves higher risk.

As per policy, receivables are classified into different buckets based on the overdue period ranging from 6 months - one year to more than two years. There are different provisioning norms for each bucket which are ranging from 25% to 100%.

Investments of surplus funds are made only with approved Financial Institutions / Counterparty. Investments primarily include investment in units of mutual funds, quoted Bonds, Non-Convertible Debentures issued by Government / Semi Government Agencies / PSU Bonds / High Investment grade corporates etc. These Mutual Funds and Counterparties have low credit risk.

Total Non-current and current investments excluding Subsidiaries, Joint Ventures and Associates as on March 31, 2025 is ' 3,503.92 Crores (March 31, 2024'7,015.90 Crores).

Financial Guarantees

The Company has given corporate guarantees amounting to ' 2,155.67 Crores (March 31, 2024'2,841.60 Crores) in favour of its subsidiaries and joint ventures (Refer note 34 (c)).

(III) Liquidity risk management:

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at reasonable price. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of credit facilities to meet obligations when due. The Company's treasury team is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior management. Management monitors the Company's liquidity position through rolling forecasts on the basis of expected cash flows.

Investments, Derivative Instruments, Cash and Cash Equivalent and Deposits with Banks/Financial Institutions

Credit Risk on cash and cash equivalent, deposits with the banks / financial institutions is generally low as the said deposits have been made with the banks / financial institutions who have been assigned high credit rating by international and domestic rating agencies.

Credit Risk on Derivative Instruments are generally low as Company enters into the Derivative Contracts with the reputed Banks and Financial Institutions.

The Capital management objective of the Company is to (a) maximise shareholder value and provide benefits to other stakeholders and (b) maintain an optimal capital structure to reduce the cost of capital.

For the purposes of the Company's capital management, capital/equity includes issued equity share capital, share premium and all other equity.

The amount spent under CSR which is shown in different heads of financial statements is mainly for projects relating to school education, preventive health care, agriculture, rural infrastructure development, promotion of sports and culture, disaster relief programmes and protection of heritage art and culture.

Note 54 - Government Grant (Ind AS 20):

(a) Other Operating Revenues include Incentives against capital investments, under State Investment Promotion Scheme of ' 646.78 Crores (March 31, 2024'684.72 Crores).

(b) Sales Tax deferment loan granted under State Investment Promotion Scheme has been considered as a government grant and the difference between the fair value and nominal value as on date is recognised as an income. Accordingly, an amount of ' 48.50 Crores (March 31, 2024'13.42 Crores) has been recognised as an income. Every year change in fair value is accounted for as an interest expense.

(a) The Company has identified certain assets which are not useful anymore as they are not productive and are not giving the desired results like Land, Diesel Generator Sets etc. which are available for sale in its present condition. The Company is committed to plan the sale of asset and an active programme to locate a buyer and complete the plan have been initiated. The Company expects to dispose off these assets in the due course.

(b) The Investment in the Company's subsidiary Bhumi Resources PTE Limited is classified as 'Held for Disposal' as they meet the criteria laid out under Ind AS 105. Further the company has made a provision for impairment of investments in the subsidiary.

Note 56 - Revenue from Contract with Customers (Ind AS 115):

(A) The Company is primarily in the Business of manufacture and sale of cement and cement related products. The product shelf life being short, all sales are made at a point in time and revenue recognised upon satisfaction of the performance obligations which is typically upon dispatch/ delivery. The Company has a credit evaluation policy based on which the credit limits for the trade receivables are established, the Company does not give significant credit period resulting in no significant financing component. The Credit period on an average ranges from 15 to 60 days.

Note 57

In terms of a Scheme of Arrangement between Jaiprakash Associates Limited (JAL); Jaypee Cement Corporation Limited (JCCL), the Company ("the Parties") and their respective shareholders and creditors, sanctioned by the National Company Law Tribunal, Mumbai and Allahabad bench, together with necessary approvals from the stock exchanges, Securities and Exchange Board of India (SEBI), and the Competition Commission of India; the Company had on June 27, 2017, issued Series A Redeemable Preference Shares of ' 1,000 crores to JAL (Series A RPS) for a period of 5 years or such longer period as may be agreed by the Parties (the ''Term"). The Series A RPS were held in escrow until satisfaction of certain conditions precedent in relation to the Dalla Super Plant and mines situated in the state of Uttar Pradesh (Earlier known as JP Super), to be redeemed post the expiry of the Term as per the agreement between the Parties. Upon expiry of the Term, the Company offered redemption of the Series A RPS within the stipulated number of days, post adjustment of certain costs pertaining to the conditions precedent, as per the terms of the agreement entered into between the Parties. Redemption of the Series A RPS was subject to issuance of a joint notice to the escrow agent. The Series A RPS could not be redeemed due to inaction on the part of JAL in signing the joint instruction notice. This matter has since been referred to arbitration and the proceedings are pending. the Company has classified the series A RPS to Other financial liabilities as Liability for Capital Goods.

Note 60 - Acquisition of The India Cements Limited (ICEM)

On December 24, 2024, the Company completed the acquisition of control over India Cements Limited (ICEM) through a step acquisition. Initially, on June 27, 2024, the Company acquired a non-controlling stake of 7,05,64,656 equity shares representing 22.77% of the equity share capital of ICEM. Subsequently on December 24, 2024, the Company acquired an additional 10,13,91,231 equity shares representing 32.72% of the equity share capital of ICEM; thereby the Company's total shareholding increased to 17,19,55,887 equity shares representing 55.49% of ICEM's equity share capital, resulting in ICEM becoming a subsidiary of the Company with effect from December 24, 2024. The Company also has become the promoter of ICEM in accordance with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

As required under the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 ("SEBI Takeover Regulations"), following the acquisition of control, the Company was obligated to make a public open offer to the remaining shareholders of ICEM. The open offer was successfully completed on January 21, 2025, with a final acquisition of 8,05,73,273 equity shares representing 26% of the shares of ICEM under the open offer at price of ' 390/- per share. Total shareholding of the Company in ICEM post-acquisition of shares from public shareholders through open offer accumulates to 25,25,29,160 equity shares representing 81.49%.

For the non-controlling stake of 22.77% acquired on June 27, 2024, the Company did not execute significant influence or control over decision of ICEM so it was not being construed as an Associate company. Thus, the Company measured

this equity investment as per Indian Accounting Standard 109 - Financial Instruments (Ind AS 109) and at initial recognition, made an irrevocable election to present in Other Comprehensive Income (OCI) subsequent changes in its fair value.

India Cements has a total capacity of 14.45 mtpa of grey cement. Of this, 12.95 mtpa is in the South and 1.5 mtpa is in Rajasthan. The acquisition of controlling stake in ICEM provides the Company an opportunity to extend its footprint and presence in the highly fragmented, competitive and fast-growing Southern market in the country. This will also create value for shareholders on account of operational efficiencies arising out of ready to use assets reducing time to markets, availability of land and mining leases leading to overall operating costs advantage.

Pursuant to completion of the Open Offer, the shareholding of the public shareholders in ICEM has fallen below the minimum public shareholding requirement as per Rule 19A of the SCRR read with SEBI (LODR) Regulations.

The Company will ensure that ICEM satisfies the minimum public shareholding set out in Rule 19A of the SCRR in compliance with applicable laws, within a period of 12 (twelve) months from the completion of the Open Offer.

Note 61 - Other Statutory Information:

(i) As on March 31, 2025 there is no unutilised amounts in respect of any issue of securities and long term borrowings from banks and financial institutions. The borrowed funds have been utilised for the specific purpose for which the funds were raised.

(ii) The Company does not have any charges or satisfaction, which is yet to be registered with Registrar of Companies beyond the statutory period.

(iii) 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.

(iv) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

(v) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

(vi) The Company has not advanced or loaned or invested funds (either from borrowed funds or share premium or any other sources or kind of funds) to or in any other person(s) or entity(ies), including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries"); or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

(vii) The Company has not received any funds from any person(s) or entity(ies), including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall:

(a) directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Parties ("Ultimate Beneficiaries"); or

(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(viii) The Company has not surrendered or disclosed any such transaction which is not recorded in the books of accounts as income during the 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).

Note 62 - Changes in Indian Accounting Standards w.e.f April 1, 2024:

Ministry of Corporate Affairs ("MCA") notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. For the year ended March 31, 2025, MCA has notified Ind AS-117 Insurance Contracts. The Company has reviewed the new pronouncements and based on its evaluation has determined that it does not have significant impact in its financial statements