3.10 Provisions, contingent liabilities and contingent assets Provision
Provisions are recognised when the Company has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated. Provisions are not recognised for future operating losses. Provision are measured at the present value of management's best estimate of the expenditure required to settle the present obligation at the end of the reporting period. Provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimates.
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognised as finance cost.
Contingent liabilities and contingent assets
Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle or a reliable estimate of the amount cannot be made. Information on contingent liability is disclosed in the notes to the standalone financial statements.
Contingent assets are not recognized in the standalone financial statements. However, it is disclosed only when an inflow of economic benefits is probable.
3.11 Borrowing costs
Borrowing costs are interest and other costs (including exchange differences relating to foreign currency borrowings to the extent that they are regarded as an adjustment to interest costs) incurred in connection with the borrowing of funds.
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which
are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.
Interest income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation.
All other borrowing costs are recognised in the statement of profit and loss in the period in which they are incurred.
3.12 Employee benefits Short-term employee benefits:
All employee benefits payable wholly within twelve months of rendering the service are classified as short¬ term employee benefits. These benefits include salary, wages, short-term compensated absences, performance incentives, etc. The undiscounted amount of short -term employee benefits expected to be paid in exchange for the services rendered by employees is recognized during the period of rendering of service by the employee.
Long-term employee benefits:
(i) Defined contribution plans:
The Company's contribution to provident fund, superannuation fund, employee state insurance scheme and labour welfare fund are considered as defined contribution plans. The Company's contribution paid / payable under the plans are recognised as an expense in the standalone statement of profit and loss during the period in which the employee renders the related service.
(ii) Defined benefits plan:
Post-employment benefit:
The Company's gratuity scheme is a defined benefit plan. The Company's net obligation in respect of the gratuity benefit scheme is calculated by estimating the amount of future benefit that employees have earned in return for their service in the current and prior periods; that benefit is discounted to determine its present value. The present value of the obligation under such defined benefit plan is determined based on independent actuarial valuation at the balance sheet date using the Projected Unit Credit Method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation. The obligation is measured at the present value of the estimated future cash flows. The discount rates used for determining the present value of the obligation under defined benefit plan are based on the market yields on Government securities as at the balance sheet date. Actuarial gains and losses are recognized immediately in the standalone statement of profit and loss.
Other long-term employment benefit:
The employees can carry-forward a portion of the unutilised accrued compensated absences and utilise it in future service periods or receive encashment on termination of employment. Since the compensated absences do not fall due wholly within twelve months after the end of the period in which the employees render the related service and are also not expected to be utilized wholly within twelve months after the end of such period, the benefit is classified as a long-term employee benefit. The Company records an obligation for such compensated absences in the period in which the employee renders the services that increase this entitlement. The obligation is measured on the basis of independent actuarial valuation using the projected unit credit method.
3.13 Leases
At inception of contract, the Company assesses whether the Contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for
consideration. At inception or on reassessment of a contract that contains a lease component, the Company allocates consideration in the contract to each lease component on the basis of their relative standalone price.
As a lessee:
Leases are recognised as a Right-of-Use (ROU) asset at cost with a corresponding lease liability, except for leases with term of less than twelve months (short term) and low-value assets in accordance with Ind AS 116 ‘Leases'.
The cost of the right-of-use assets comprises the amount of the initial measurement of the lease liability, any lease payments made at or before the inception date of the lease plus any initial direct costs etc.
Subsequently, the right-of-use asset is measured at cost less any accumulated depreciation and accumulated impairment losses, if any. The right-of-use asset is depreciated using the straight-line method from the commencement date over the shorter of lease term or useful life of right-of-use assets.
For lease liabilities at the commencement date, the Company measures the lease liability at the present value of the lease payments that are not paid at that date. The lease payments are discounted using the interest rate implicit in the lease, if that rate is readily determined, if that rate is not readily determined, the lease payments are discounted using the incremental borrowing rate.
For short-term and low value leases, the Company recognizes the lease payments as an operating expense in the Statement of Profit and Loss on a straight-line basis over the lease term.
As a lessor:
Leases in which the Company does not transfer substantially all the risks and rewards incidental to ownership of an asset are classified as operating leases. Rental income on such operating leases are recognised in the statement of profit and loss on an accrual basis in accordance with the lease agreement. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised over the lease term on the same basis as rental income. Contingent rents are recognised as revenue in the period in which they are earned.
3.14 Borrowings
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in the statement of profit and loss over the period of the borrowings using the effective interest method.
Borrowings are removed from the balance sheet when the obligation specified in the contract is discharged, cancelled or expired. The difference between the carrying amount of a financial liability that has been extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in the statement of profit and loss as other gains/(losses).
Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least 12 months after the reporting period.
3.15 Earnings per share
Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares.
3.16 Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (“CODM”) of the Company.
iv) (a) During the year, the holding of the Company in Evigo Charge Private Limited ("Evigo") has changed from 99.44% to 91.74% on account of various events like allotment of 2,77,000 sweat equity shares by Evigo, allotment of 11,18,382 equity shares to the Company pursuant to conversion of its loan (including interest) and acquisition of 2,500 equity shares by the Company from other shareholders of Evigo.
During the previous year, on 17 November 2023, Board of Directors of Evigo considered and approved allotment of 10,27,777 equity shares of face value of Rs. 10 each on right issue basis by conversion of loan (including interest) amounting to Rs. 102.78 lakhs given by the Company to Evigo. Post the allotment of shares pursuant to conversion of loan, the shareholding of the Company in Evigo increased from 98.88% to 99.44%.
(b) During the previous year, the Company made further investment in 12,00,000 equity shares of Eltech Engineers Madras Private Limited ("Eltech"), at face value of Rs. 10 each on 01 June 2023. The said investment was approved by the Board of Directors in their meeting held on 13 February 2023. Post this investment, the shareholding of the Company in Eltech increased from 70.00% to 94.00%.
(c) During the previous year, 59 no. of equity shares of AED 1500 each were issued by MEL Power Systems FZC ("MEL") for a total consideration of Rs. 399.98 lakhs (including premium) on 08 January 2024. Post allotment of these additional equity shares, the shareholding of the Company in MEL increased from 90.00% to 93.71%.
(d) During the previous year, the Company incorporated a subsidiary company named as Xanatech Synergies Private Limited ("Xanatech") on 22 January 2024 consequent to the joint venture agreement with its foreign subsidiary (Xanatos Marine Limited) and subscribed 7,400 equity shares of Xanatech of face value of Rs. 10 each amounting to Rs. 0.74 lakhs comprising 74% stake in Xanatech.
v) (a) During the year, as approved by the board of directors in their meeting held on 12 February 2025, the Company has sold its entire 50% equity stake in Athmar India Private Limited ("Athmar") on 31 March 2025 comprising of 5,000 equity shares of Rs. 10 each for an aggregate consideration of Rs. 0.50 lakhs.
During the previous year, the Company incorporated Athmar on 07 February 2024 and subscribed 5,000 equity shares of face value of Rs. 10 each amounting to Rs. 0.50 lakhs comprising 50% stake in Athmar. As at 31 March 2024, Athmar did not commence its business operations.
(b) During the previous year, the Board of Directors of the Company at its meeting held on 16 October 2023 accorded its consent to acquire 49.20% of issued and paid-up equity share capital of Marks Marine Radio Private Limited ("Marks Marine") by way of acquiring of 2,460 equity shares from its shareholders for total consideration amounting to Rs. 235.18 lakhs. The transfer of shares related to the acquisition were approved by the Board of Marks Marine at its meeting held on 25 October 2023. Post completion of acquisition, Marks Marine has become associate of the Company w.e.f. 25 October 2023.
(a) During the year, on 10 September 2024, the board of directors of the Company approved allotment of 52,79,160 equity shares on a preferential basis at a price of Rs. 205 each (including premium of Rs. 203 per share) in accordance with the regulations for preferential issue contained in Chapter V of the SEBI (ICDR) Regulations ("ICDR Regulations").
The Board on 10 September 2024 also allotted 20,00,000 convertible warrants carrying an entitlement to subscribe to an equivalent number of equity shares of face value of Rs. 2 each at price of Rs. 205 per warrant (including premium of Rs. 203 per warrant), being price not lower than the minimum price calculated in
accordance with the ICDR Regulations to the Promoter and Non-Promoters allotees. Each warrant is convertible into one equity share within a period of 18 months from the date of allotment at the option of warrant holder. As per the terms of allotment, the Company has received subscription money equivalent to 25% of the issue price and the balance 75% shall be paid by the warrant holder at the time of allotment of equity shares pursuant to exercise of option.
(b) During the previous year, 63,50,000 convertible warrants, carrying an entitlement to subscribe to an equivalent number of equity shares of face value of Rs. 2 each at price of Rs. 29.25 per warrant (including premium of Rs. 27.25 per warrant), were converted into equivalent number of equity shares by the Promoters/Non-Promoters. As per the terms of allotment, balance 75% subscription money payable by the warrant holder at the time of allotment of equity shares pursuant to exercise of option was received by the Company. 15,00,000 equity shares issued on conversion of warrants were reflected in Benpos report of the Company subsequent to previous year end.
b) Rights, preference and restrictions attached to the equity shares:
The Company has single class of equity shares having a par value of Rs. 2 each. Each holder of equity shares is entitled to one vote per share.
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 equity shares held by the shareholders.
(a) Indian rupee vehicle loan from ICICI Bank Limited carrying value of Rs. Nil as at 31 March 2025 (31 March 2024: Rs. 0.53 lakhs) was secured against hypothecation of vehicle repaid in 60 monthly installments. The loan carry interest of NA (31 March 2024: 9.75% p.a.).
(b) Indian rupee vehicle loan from HDFC Bank Limited carrying value of Rs. 8.45 lakhs as at 31 March 2025 (31 March 2024: Rs. 12.00 lakhs) secured against hypothecation of vehicle is repayable in 39 monthly installments. The loan carry interest of 8.80% p.a. (31 March 2024: 8.80% p.a.).
(c) Indian rupee vehicle loan from HDFC Bank Limited carrying value of Rs. 19.79 lakhs as at 31 March 2025 (31 March 2024: Rs. Nil) secured against hypothecation of vehicle is repayable in 39 monthly installments. The loan carry an interest of 9.60% p.a. (31 March 2024: NA).
(d) Indian rupee vehicle loan from IndusInd Bank Limited carrying value of Rs. 4.72 lakhs as at 31 March 2025 (31 March 2024: Rs. Nil) secured against hypothecation of vehicle is repayable in 23 monthly installments. The loan carry an interest of 10.56% p.a. (31 March 2024: NA).
(e) Indian rupee term loan from The Karur Vysya Bank Limited carrying value of Rs. 1,112.06 lakhs as at 31 March 2025 (31 March 2024: Rs. 1,274.69 lakhs) is primarily secured by mortgage of commercial land and building situated at ground 2 upper floors, road no.9, MIDC Marol, Plot No.16, Village Mulgaon, Andheri East, Mumbai - 400093. The loan is repayable in 120 monthly installments. The loan carries an interest of 3 months MCL rate of the bank Spread of 0.10% p.a. (31 March 2024: 3 months MCL rate of the bank Spread of 0.10% p.a.). The loan is backed by personal guarantee of Mr. Venkatesh Uchil & Mr. Vinay Uchil and corporate guarantee of KDU Enterprises Private Limited.
(f) Indian rupee term loan from Kotak Mahindra Bank Limited under Guaranteed Emergency Credit Line (GECL) under ECLGS scheme carrying value of Rs. Nil as at 31 March 2025 (31 March 2024: Rs. 33.28 lakhs) was secured by equitable mortgage of industrial property at plot no. 54, 57, 55 and 56, Verna Industrial Estate, Phase IV, Salcete, Goa. The loan was repayable in 48 monthly installments including moratorium of 12 months. The loan was carrying an interest of NA (31 March 2024: 8.00% p.a.). The loan was backed by personal guarantee of Mr. Venkatesh Uchil & Mr. Vinay Uchil and corporate guarantee of KDU Enterprises Private Limited. The loan has been repaid by the Company during the year.
(g) Indian rupee term loan from Kotak Mahindra Bank Limited carrying value of Rs. Nil as at 31 March 2025 (31 March 2024: Rs. 508.02 lakhs) was primarily secured by equitable mortgage of industrial property at plot no. 54, 57, 55 and 56, Verna Industrial Estate, Phase IV, Salcete, Goa. The loan was repayable in 60 monthly installments. The loan was carrying an interest of NA (31 March 2024: Repo Rate Spread of 3.25% p.a.). The loan was backed by corporate guarantee of KDU Enterprises Private Limited. The loan has been repaid by the Company during the year.
(h) Indian rupee term loan from Kotak Mahindra Bank Limited carrying value of Rs. Nil as at 31 March 2025 (31 March 2024: Rs. 692.90 lakhs) was primarily secured by equitable mortgage of industrial property at plot no. 54, 57, 55 and 56, Verna Industrial Estate, Phase IV, Salcete, Goa. The loan was repayable in 120 monthly installments. The loan was carrying an interest of NA (31 March 2024: Repo Rate Spread of 2.50% p.a.). The loan was backed by corporate guarantee of KDU Enterprises Private Limited. The loan has been repaid by the Company during the year.
(i) Indian rupee vehicle loan from Kotak Mahindra Prime Limited carrying value of Rs. 5.15 lakhs as at 31 March 2025 (31 March 2024: Rs. 9.54 lakhs) secured against hypothecation of vehicle is repayable in 60 monthly installments. The loan carry an interest of 7.72% p.a. (31 March 2024: 7.72% p.a.).
(j) Indian rupee vehicle loan from Kotak Mahindra Prime Limited carrying value of Rs. 16.73 lakhs as at 31 March 2025 (31 March 2024: Rs. 25.64 lakhs) secured against hypothecation of vehicle is repayable in 36 monthly installments. The loan carry an interest of 8.97% p.a. (31 March 2024: 8.97% p.a.).
(k) Indian rupee vehicle loan from Mercedes-Benz Financial Services India Private Limited carrying value of Rs. 33.31 lakhs as at 31 March 2025 (31 March 2024: Rs. 48.77 lakhs) secured against hypothecation of vehicle is repayable in 36 monthly installments. The loan carry an interest of 8.02% p.a. (31 March 2024: 8.02% p.a.).
(l) Indian rupee vehicle loan from Mercedes-Benz Financial Services India Private Limited carrying value of Rs. 111.87 lakhs as at 31 March 2025 (31 March 2024: Rs. Nil) secured against hypothecation of vehicle is repayable in 60 monthly installments. The loan carry an interest of 8.72% p.a. (31 March 2024: NA).
(a) Cash credit facility from State Bank of India outstanding of Rs. Nil as at 31 March 2025 (31 March 2024: Rs. 2,768.73 lakhs). There is a debit balance in the account of Rs. 999.48 lakhs as at 31 March 2025 which is disclosed as balances with banks under cash and cash equivalents in note 17. The facility carries interest of 1.70% above 6 M MCLR (31 March 2024: 2% above 6M MCLR) and is repayable on demand. These are secured by first pari passu charge by way of hypothecation over entire current assets viz. inventory, book debts and other receivables etc. and all movable fixed assets, wherever situated, both present & future at Mumbai & Goa plants. The facility is collaterally secured by:
i. Equitable / Registered Mortgage on Unit No B-1, Ground Floor, Industrial Computer and Software Premises Co. Op. Soc. Ltd., Udyog Sadan-3, Plot no-F4, F5, F6, MIDC, Andheri (E), Mumbai owned by the Company.
ii. Equitable / Registered Mortgage on factory land & buildings bearing Survey No.30, plot no. 17 & 18, Verna Industrial Estate, Phase-I, Verna Electronic City, Salcete, Goa owned by the Company.
iii. Hypothecation of all Plant & Machinery, present and future, at plants located in (a) B-1, Industrial Computer and Software Premises Co. Op. Soc. Ltd., Udyog Sadan-3, Plot no-F4, F5, F6, MIDC, Andheri (E) and (b) Survey No.30, plot no. 17 & 18, Verna Industrial Estate, Phase-I, Verna Electronic City, Salcete, Goa.
iv. Equitable / Registered Mortgage on Unit No A-2, Ground Floor, Industrial Computer and Software Premises Co. Op. Soc. Ltd., Udyog Sadan No.3, Central Road, Near Seepz Bus Depot, Andheri (E), Mumbai owned by M/s Philins Industrial Corporation.
v. Equitable / Registered Mortgage on Unit No B-2, D-1 & B-3 Ground Floor, Industrial Computer and Software Premises Co. Op. Soc. Ltd., Udyog Sadan No.3, Central Road, Near Seepz Bus Depot, Andheri (E), Mumbai owned by KDU Enterprises Private Limited.
vi. Equitable / Registered Mortgage on 502/A and 502/B, Fifth Floor, Heritage, Hiranandani gardens, CTS Nos. 20(pt), 21(pt), 22(pt) and 30(pt), Powai, Mumbai - 400076 owned by Mr. Venkatesh Uchil.
The facility is backed by personal guarantee of Mr. Venkatesh Uchil & Mr. Vinay Uchil and corporate guarantee of KDU Enterprises Private Limited and Philins Industrial Corporation.
(b) Cash credit facility from IndusInd Bank Limited outstanding of Rs. 757.92 lakhs as at 31 March 2025 (31 March 2024: Rs. 1,154.99 lakhs) carrying interest of Repo Rate 3.40% p.a (31 March 2024: 6M MCLR 0.75% p.a.) is repayable on demand. These are secured by first pari-passu charge on current assets and moveable fixed assets of the Company, both present and future. The facility is collaterally secured against fixed deposit of Rs. 2,034.32 lakhs (31 March 2024: Rs. 1,911.00 lakhs). The facility is backed by personal guarantee of Mr. Venkatesh Uchil & Mr. Vinay Uchil & corporate guarantee of KDU Enterprises Private Limited.
(c) Cash credit facility from Kotak Mahindra Bank Limited outstanding of Rs. 611.53 lakhs as at 31 March 2025 (31 March 2024: Rs. 948.84 lakhs) carrying interest of 3M Repo rate 3.1% (31 March 2024: 3M Repo rate 3.1%) is repayable on demand. These are secured by first pari passu hypothecation charge on all existing and future receivables/current assets/ moveable assets/moveable fixed assets of the Company. The facility is collaterally secured by exclusive charge on land and building at plot no N-51, 52, 59 and 60, Phase IV, Verna Industrial Estate, Salcete, Goa owned by the Company. The facility is backed by personal guarantee of Mr. Venkatesh Uchil & Mr. Vinay Uchil and corporate guarantee of KDU Enterprises Private Limited.
(d) Cash credit facility from Yes Bank Limited outstanding of Rs. 201.35 lakhs as at 31 March 2025 (31 March 2024: Rs. Nil) carrying interest of TBILL 3M 2.68% (31 March 2024: NA) is repayable on demand. These are secured by first pari passu hypothecation charge on current assets of the Company. The facility is collaterally secured by exclusive charge on property located at plot no N-54, 55, 56 and 57, Phase IV, Verna Industrial Estate, Salcete, Goa. The facility is backed by personal guarantee of Mr. Venkatesh Uchil & Mr. Vinay Uchil and corporate guarantee of KDU Enterprises Private Limited.
(e) The quarterly returns/ statements read with subsequent revisions, if any, filed by the Company with the banks are in agreement with the books of accounts.
Note:
(a) During the year, on 10 September 2024, the board of directors of the Company approved allotment of 52,79,160 equity shares on a preferential basis at a price of Rs. 205 each (including premium of Rs. 203 per share) in accordance with the regulations for preferential issue contained in Chapter V of the SEBI (ICDR) Regulations ("ICDR Regulations").
The Board on 10 September 2024 also allotted 20,00,000 convertible warrants carrying an entitlement to subscribe to an equivalent number of equity shares of face value of Rs. 2 each at price of Rs. 205 per warrant (including premium of Rs. 203 per warrant), being price not lower than the minimum price calculated in accordance with the ICDR Regulations to the Promoter and Non-Promoters allotees. Each warrant is convertible into one equity share within a period of 18 months from the date of allotment at the option of warrant holder. As per the terms of allotment, the Company has received subscription money equivalent to 25% of the issue price and the balance 75% shall be paid by the warrant holder at the time of allotment of equity shares pursuant to exercise of option.
(b) During the previous year, 63,50,000 convertible warrants, carrying an entitlement to subscribe to an equivalent number of equity shares of face value of Rs. 2 each at price of Rs. 29.25 per warrant (including premium of Rs. 27.25 per warrant), were converted into equivalent number of equity shares by the Promoters/Non-Promoters. As per the terms of allotment, balance 75% subscription money payable by the warrant holder at the time of allotment of equity shares pursuant to exercise of option was received by the Company.
46 Employee benefits
(i) Defined contribution plans:
The Company makes contributions, determined as a specified percentage of employees salaries, in respect of qualifying employees towards provident fund, employees state insurance scheme and labour welfare scheme, which are defined contribution plans. The obligation of the Company is limited to the amount contributed and it has no further contractual nor any constructive obligation. The contributions are charged to the statement of profit and loss as they accrue. The amount recognized as an expense towards contribution to provident and other funds for the year aggregated to Rs. 161.31 lakhs (31 March 2024: Rs 171.24 lakhs).
(ii) Defined benefit plans:
The Company operates an unfunded post-employment defined benefit plan that provides for gratuity benefit. The gratuity plan entitles an employee, who has rendered at least five years of continuous service, to receive gratuity at 15 days salary (salary last drawn) for each completed years of service at the time of retirement / exit.
The Company determines the gratuity liability based on the actuarial valuation using Projected Unit Credit Method by an Independent firm of Actuaries that is registered with The Institute of Actuaries of India.
The following table summarizes the position of obligation relating to gratuity plan:
There are no financial instruments that have been classified as Fair Value through Profit and Loss (FVTPL) and Fair Value through Other Comprehensive Income (FVTOCI).
A Fair values for these financial instruments have not been disclosed because their carrying amount are a reasonable approximation of their fair values.
Fair value hierarchy
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs). Financial instruments - risk management
The Company has exposure to the following risks arising from financial instruments: credit risk (refer note (b) below); liquidity risk (refer note (c) below) and market risk (refer note (d) below):
(a) Risk management framework
The Company's board of directors has overall responsibility for the establishment and oversight of the Company's risk management framework. The Company's risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company's activities.
The Company's board oversees how management monitors compliance with the Company's risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.
(b) Credit risk
Credit risk is the risk that a counter party fails to discharge its obligation to the Company. The maximum credit risk comprises the carrying amounts of the financial assets. The Company's exposure to credit risk arises mainly from cash and cash equivalents, other bank balances, trade receivables, loans and other financial assets. The Company continuously monitors defaults of customers and other counterparties and incorporates this information into its credit risk controls.
(i) Credit risk management
Credit risk rating
The Company assesses and manages credit risk of financial assets based on following categories arrived on the basis of assumptions, inputs and factors specific to the class of financial assets.
(ii) Credit risk exposure
Cash and cash equivalents and other bank balances
Credit risk related to cash and cash equivalents and other bank balances is managed by accepting highly rated banks and diversifying bank deposits and accounts in different banks. Management does not expect any losses from non-performance by these counterparties.
Loans and other financial assets measured at amortized cost
Loans and other financial assets measured at amortized cost includes deposits, staff advances, interest accrued on loans/deposits, unbilled revenue, loans and other receivables. Credit risk related to these is managed by monitoring the recoverability of such amounts continuously, while at the same time internal control system in place ensures that amounts are within defined limits. The expected credit loss on these financial instruments is expected to be insignificant.
Trade receivables
Credit risk arise from possibility that customer may default on its obligation to make timely payments, resulting into financial loss. The maximum exposure to the credit risk is primarily from trade receivables. The expected credit loss allowance is based on the ageing of the days for which the receivables are due and the expected loss rates.
(c) Liquidity risk
Liquidity risk is the risk that the Company will not be able to settle or meet its obligations on time. The Company's primary sources of liquidity are cash generated from operations. The cash flows from operating activities are driven primarily by operating results and changes in the working capital requirements.
The Company believe that its liquidity position is adequate to fund the operating and investing needs and to provide with flexibility to respond to further changes in the business environment.
The Company is contesting the demands and the management, including its tax advisors, believe that its position will likely be upheld in the appellate process. No tax expense has been accrued in the standalone financial statements for the tax demand raised. The management believes that the ultimate outcome of this proceedings will not have a material adverse effect on the Company's financial position and results of operations.
(ii) The Company has received a demand order dated 31.08.2020 from the office of The Commissioner of Customs raising a demand of Rs. 120.62 lakhs on the Company u/s 28(8) of the Customs Act, 1962 read with section 5(1) of IGST Act, 2017 with regards to classification under incorrect CTH of copper busbar imported by the Company during the period from 13.08.2014 to 30.10.2018. The order also imposes a penalty of Rs. 12 lakhs on the Company and interest u/s 28AA of the Customs Act, 1962. The amount disclosed above is exclusive of interest as the same is not currently quantifiable. The Company has filed an appeal against the said order on 23.10.2020. Based on the legal opinion obtained by the Company from an independent firm of advocates, the management believes that the ultimate outcome of the proceedings will not have an adverse effect on the Company's financial position.
(iii) The Company in the year 2017 was awarded a contract for setting up a 50 MW capacity solar power project (the "Project") in Tamil Nadu. The Company subcontracted the EPC portion to a sub-contractor. The obligations of the sub-contractor for the project were not completely fulfilled by the sub-contractor leading to dispute and arbitration between the Company and the sub-contractor. The Company received a final arbitration award on 1 August 2024, directing payment of Rs. 2,134 lakhs plus interest to the sub contractor. The Company has admitted part of the claim at Rs. 85.37 lakhs and has paid the admitted amount along with interest of Rs. 55.10 lakhs which have been charged to standalone statement of profit and loss in the current financial year. On the balance part of the award, based on the legal advice received from the legal advisors who are of the considered opinion that the Company has a reasonably good prospect of securing a favourable outcome, the Company has subsequently filed application with the Bombay High Court on 24 October 2024 to set aside the arbitration award and the outcome is awaited. Considering the uncertainty and potential outcome, the Company has further made a prudent provision of Rs. 1,077.51 lakhs during the current financial year.
(iv) During the FY 2021-22, pursuant to inspection by GST Department, the Company paid Rs. 120.14 lakhs towards GST on bank guarantee invocation. The Company during FY 2022-23 filed application for refund of the said amount which was rejected by the Department vide its order dated 27 January 2023. The Company has filed an appeal against the rejection order with the appellate authorities on 06 March 2023. Pending final outcome, the Company continues to carry the amount paid as balance with government authorities. The management believes that the ultimate outcome of the proceedings will not have an adverse effect on the Company's financial position.
61 Events after the reporting period
As approved by the board of directors in their meeting held on 12 February 2025, the Company subsequent to year end on 12 May 2025 has completed acquisition of additional 10% equity shares of Marks Marine Radio Private Limited (''MMRPL") for a consideration of Rs 50 lakhs thereby increasing its stake from 49.2% to 59.23%. Post this acquisition, MMRPL has became a subsidiary of the Company.
62 Additional regulatory information required by Schedule III
i) Details of benami property held:
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) Wilful defaulter:
The Company is not declared wilful defaulter by any bank or financial institution or other lender during the year.
iii) Relationship with struck off companies:
The Company does not have any transactions with companies struck off.
iv) Registration of charges or satisfaction with Registrar of Companies (ROC):
The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
v) Utilisation of borrowed funds and share premium:
A. The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
B. The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) 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 Party (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
vi) Compliance with number of layers of companies:
The Company has complied with the requirements of the number of layers prescribed under clause (87) of section 2 of the Companies Act, 2013 read with Companies (Restriction on number of Layers) Rules, 2017.
vii) Valuation of Property, Plant and Equipment (including Right-of-use assets) and Intangible assets:
The Company has not revalued its property, plant and equipment (including Right-of-use assets) or intangible assets or both during the current or previous year.
viii) Compliance with approved Scheme of Arrangement:
The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year.
63 Details of crypto currency or virtual currency:
The Company has not traded or invested in Crypto currency or Virtual currency during the financial year ended 31 March, 2025. Further, the Company has also not received any deposits or advances from any person for the purpose of trading or investing in crypto currency or virtual currency.
64 Undisclosed income:
The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed 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).
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