15.2 Rights, preferences and restrictions attached to the equity shares
The company has only one class of shares referred to as equity shares having face value of Rs. 10 /-. Each holder of equity share is entitled to one vote per share.
As per the Companies Act 2013, in the event of liquidation of the company, the holders of equity shares will be entitled to receive any of the remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of shares held by the shareholders.
16.1 Description of other equity Securities premium
In cases where the company issues shares at a premium, whether for cash or otherwise, a sum equal to the aggregate amount of the premium received on those shares has been transferred to "Securities Premium". The Company may issue fully paid-up bonus shares to its members out of the securities premium and to buy-back of shares.
Retained earnings
Retained earnings represents undistributed profit of the company which can be distributed to its equity shareholders in accordance with requirements of Companies Act, 2013.
17.1 Terms for secured loans and nature of securities
a. Term loan of SBI [Closing balance of Rs. 43.50 crores (PY Rs. 18.25 crores)] carries interest @ 9.25% p.a. The sanctioned limit is Rs. 53 crores as per sanction letter dated 08 March 2022 for construction and development of project Turquoise Grandeure. The loan is repayable in 12 EMI of Rs. 4.4167 crores commencing from April 2025.
The loan is secured by way of:
• Mortgage of Godhavi - Manipur, Taluka Sanand, District Ahmedabad property as primary security.
• Hypothecation of entire project current assets (present and future) including receivables and assets created out of bank finance as primary security.
• Exclusive charge on proposed projected cash flow (present and future) to be routed through RERA account as primary security.
• Turquoise III property as collateral security.
• Personal guarantee of directors and promoter of the company and corporate guarantee of Ratnabhumi Buildspace LLP.
b. Term loan from SBI [closing balance Rs. 44.31 crores (PY Rs. 21.60 crores)] carries interest @ 9.25% p.a. The sanctioned limit is Rs. 47 crores as per sanction letter dated 08 March 2022 for construction and development of project Turquoise Greenz. The loan is repayable in 12 EMI of Rs. 3.9167 crores commencing from April 2025.
The loan is secured by way of:
• Mortgage of Shela, Taluka Sanand, District Ahmedabad property as primary security.
• Hypothecation of entire project current assets (present and future) including receivables and assets created out of bank finance as primary security.
• Exclusive charge on proposed projected cash flow (present and future) to be routed through RERA account as primary security.
• Turquoise III property as collateral security.
• Personal guarantee of directors and promoter of the company and corporate guarantee of Ratnabhumi Buildspace LLP.
c. Term loan from Bajaj Housing Finance Limited [closing balance Rs. 4.68 crores (PY Rs. 7.41 crores)] carries interest @ 13.70% p.a. The sanctioned limit is Rs. 14 crores as per sanction letter dated 17 February 2022 for construction and development of project Turquoise Dreamz. The loan is repayable in 30 EMI of Rs. 0.47 crores commencing after principal standstill period of 30 months from the date of first disbursement of facility.
The loan is secured by way of:
• Mortgage of Shilaj Property as primary security.
• Hypothecation of entire project current assets (present and future) including receivables and assets created out of bank finance as primary security.
• Exclusive charge on proposed projected cash flow (present and future) of the project.
d. Term loan from Ratnafin Capital Private Limited [closing balance Rs. 4.55 crores (PY Rs. Nil)] carries interest @ 12.90% p.a. The loan amount is Rs. 4.5 crores as per sanction letter dated 24 August 2023 for the purpose of using the facility in the ordinary couse of business. The loan is repayable in 36 EMI of Rs. 0.15 crores commencing from July 2024.
The loan is secured by way of:
• Mortgage of land as a collateral security situated at Godhavi-Manipur, Sanand, Ahmedabad.
• Personal guarantee of directors and promoter of the company.
e. Term loan from Indian Bank [closing balance Rs. 6.78 crores (PY Rs. NIL)] carries interest @ 9.50% p.a. The loan amount is Rs. 6.75 crores as per the sacntion letter dated 29 January 2024 for the purpose of using the facility in the ordinary couse of business. The loan is repayable in 84 monthly instalments commencing from April 2024.
The loan is secured by way of:
• Simple mortgage of units of scheme - "Turquoise IV” situated at Sarkhej, Ahmedabad.
• Personal guarantee of director/ promoter of the company.
f. Unsecured loan from directors is repayable on demand and carries interest @ 9% p.a. (PY 9% p.a.)
g. Unsecured loan from subsidiary and other parties is repayable on demand and carries interest @ 12% p.a. (PY NIL)
31 Earnings per share (EPS)
Basic EPS amounts are calculated by dividing the profit for the year attributable to equity shareholders of the Company by the weighted average number of equity shares outstanding during the year.
Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential equity shares into equity shares.
Types of inputs are as under :_
Input Level I (Directly Observable) which includes quoted prices in active markets for identical assets such as quoted price for an equity security on Security Exchanges.
Input Level II (Indirectly Observable) which includes prices in active markets for similar assets such as quoted price for similar assets in active markets, valuation multiple derived from prices in observed transactions involving similar businesses etc.
Input Level III (Unobservable) which includes management's own assumptions for arriving at a fair value such as projected cash flows used to value a business etc.
B. Measurement of fair values
Valuation techniques and significant unobservable inputs Transfers between Levels 1 and 2
There have been no transfers between Level 1 and Level 2 during the reporting periods
Transfer out of Level 3
There were no transfers out of level 3 during the year 2022-23 and 2023-24.
C. Financial risk management
The company's principal financial liabilities comprises of loans & borrowings and trade & other payables. The main purpose of these financial liabilities is to finance the company operations and to provide guarantees to support its operations. The Company's principal financial assets include trade & other receivables, cash & cash equivalents and investments that are derived directly from its operations.The Company has exposure to the following risks arising from financial instruments:
i. Credit risk
ii. Liquidity risk
iii. Market risk
(i) Credit risk
Credit risk is the risk that a customer or counterparty to a financial instrument will fail to perform or fail to pay amounts due causing financial loss to the company. The potential activities where credit risks may arise include from cash and cash equivalents, derivative financial instruments and security deposits or other deposits and principally from credit exposures to customers relating to outstanding receivables. The maximum credit exposure associated with financial assets is equal to the carrying amount. Details of the credit risk specific to the company along with relevant mitigation procedures adopted have been enumerated below:
Trade receivables
The Company's exposure to credit risk is the exposure that company has on account of property sold or services rendered to a contractual counterparty or counterparties, whether with collateral or otherwise for which the contracted consideration is yet to be received. The company's customer base are commercial and residential.
Services are generally subject to security deposit and/or bank guarantee clauses to ensure that in the event of non-payment the company's receivables are secured. The company provides for allowance for impairment that represents its estimate of expected losses in respect of trade and other receivables.
The above receivables which are past due but not impaired are assessed on case-to-case basis. The instances pertain to third party customers which have a proven creditworthiness record. Management is of the view that these financial assets are not impaired as there has not been any adverse change in credit quality and are envisaged as recoverable based on the historical payment behaviour and extensive analysis of customer credit risk, including underlying customers' credit ratings, if they are available. Consequently, no additional provision has been created on account of expected credit loss on the receivables. There are no other classes of financial assets that are past due but not impaired. The provision for impairment of trade receivables, movement of which has been provided below, is not significant / material. The concentration of credit risk is limited due to fact that the customer base is large and unrelated.
Other financial assets
Other financial assets comprise of cash and cash equivalents, loans provided to employees and rent receivables, interest receivables and other financial assets.
Cash and cash equivalents and Bank deposits are placed with banks having good reputation and past track record with adequate credit rating. The Company reviews their credit-worthiness at regular intervals.
(ii) Liquidity risk
Liquidity risk is the risk that the company will encounter difficulty in meeting the obligations associated with its financial liabilities that are proposed to be settled by delivering cash or other financial asset. The company's financial planning has ensured, as far as possible, that there is sufficient liquidity to meet the liabilities whenever due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the company's reputation.
Exposure to liquidity risk
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross/undiscounted values and include estimated interest payments and exclude the impact of netting agreements.
(iii) Market risk
Market risk is the risk or uncertainty arising from possible market price movements and their impact on the present/future performance of a business. The market risks include price risk, currency risk and interest rate risk. The primary price risk for the company is commodity price risk i.e. price risk of that could adversely affect the value of the Company's financial assets, liabilities or expected future cash flows.
Interest rate risk
Interest rate risk is the risk that fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Interest risk arises to the Company mainly from borrowings with variable rates. The company measures risk through sensitivity analysis. The banks are now finance at variable rate only, which is the inherent business risk.
D. Capital management
The company defines capital as total equity including issued equity capital, share premium and all other equity reserves attributable to equity holders of the company (which is the company's net asset value). The primary objective of the company's financial framework is to support the pursuit of value growth for shareholders, while ensuring a secure financial base.
The company monitors capital using a ratio of 'adjusted net debt' to 'adjusted equity'. For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings and obligations under finance leases, less cash and cash equivalents. Adjusted equity comprises all components of equity.
35 In the opinion of the Board, current assets, loans and advances are approximately of the value stated if realized in the ordinary course of the business.
36 Other statutory disclosures
The Company does not have anything to report in respect of the following:
• Benami properties
• Trading or investment in crypto or virtual currency
• Giving/ receiving of any loan or advance or funds with the understanding that the recipient shall lend, invest, provide security or guarantee on behalf of the Company / funding party
• Transactions not recorded in books that were surrendered or disclosed as income during income-tax assessment
• Charges or satisfaction not registered with ROC beyond statutory period
• Title deeds in respect of freehold immovable properties not being held in the name of the Company.
• Transactions with struck-off companies
• Non-compliance with number of layers as prescribed under the Companies Act, 2013, read with Companies (Restriction on number of Layers) Rules, 2017.
• Wilful Defaulter by any bank or financial institution or other lender.
37 The balances of sundry debtors, creditors, loans & advances and deposits are subject to confirmation. Provision for all liabilities is adequate in opinion of the company.
38 Segment reporting
The company has single reportable business segment. Hence, no separate information for segment-wise disclosure is given in accordance with the requirements of Ind AS 108 - Operation Segments.
39 The Company has not received intimation from its vendor regarding their status under Micro, Small and Medium Enterprise Development Act, 2006, and hence, relevant disclosures has not been given.
41 Figures of previous years have been recasted/ restated where necessary. Notes to accounts form an integral part of the financial statements 1 to 41.
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