o) Provisions, contingent liabilities and contingent asset

Provisions

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

Provisions are discounted, if the effect of the time value of money is material, using pretax rates that reflects the risks specific to the liability. When discounting is used, an increase in the provisions due to the passage of time is recognised as finance cost. These provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimates.

Necessary provision for doubtful debts, claims, etc., are made, if realisation of money is doubtful in the judgement of the Management.

Contingent liabilities

A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or nonoccurrence of one or more uncertain future events beyond the control of the Company or a present obligation that is not recognized because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognized because it cannot be measured reliably. Contingent liabilities are disclosed separately.

Contingent assets

Where an inflow of economic benefits is probable, the Company discloses a brief description of the nature of the contingent assets at the end of the reporting period, and, where practicable, an estimate of their financial effect.

Contingent assets are disclosed but not recognised in the Financial Statements.

p) Cash and cash equivalents

Cash comprises cash on hand and demand deposits with banks. Cash equivalents are shortterm balances with original maturity of less than 3 months, highly liquid investments that are readily convertible into cash, which are subject to insignificant risk of changes in value.

q) Cash Flow Statement

Cash flows are reported using the indirect method, whereby profit for the year is adjusted for the effects of transactions of a non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or expenses associated with investing or financing cash flows. The cash flows from operating, investing and financing activities of the Company are segregated.

Bank borrowings are generally considered to be financing activities.

r) Earnings per share

The basic earnings per share are computed by dividing the net profit for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period.

Diluted EPS is computed by dividing the net profit after tax by the weighted average number of equity shares considered for deriving basic EPS and also weighted average number of equity shares that could have been issued upon conversion of all dilutive potential equity shares. Dilutive potential equity shares are deemed converted as of the beginning of the period, unless issued at a later date. Dilutive potential equity shares are determined independently for each period presented. The number of equity shares and potentially dilutive equity shares are adjusted for bonus shares, as appropriate.

11 (iv) Terms and rights attached to equity shares:

(a) The company has only one class of equity shares having a par value of ' 10/- each. The equity shares of the Company ranks pari passu in all aspects including rights and entitlement to dividend. The Equity shareholders are entitled to one vote per share. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the company in proportion to their shareholding.

(b) Dividend proposed by Board of Directors (' 18/- per Equity Share) (PY - ' 16/- per Equity Share) for the Financial Year 2023-24 for Face value of ' 10/- is subject to approval of Shareholders in ensuing Annual General Meeting

11(vi) Out of Equity and Preference shares issued by the Company, shares held by its holding company, ultimate holding company and their subsidiaries/associates are as below: Nil

11(vii) Share Warrants:

Equity shares reserved for issue under options and contracts or commitments for the sale of shares or disinvestment, including the terms and amounts:

Share resevred (in Nos.): 5,00,000

Total Amount (in ' Lakhs): 6,460

Terms: 5,00,000 Share Warrants @ ' 1,292/- per warrant issued to promoters on preferential basis with option to exercise their right within 18 months from the date of issue of warrants (13.03.2024) to be issued at ' 10/- per share at a premium of ' 1,282/- per share.

Till the balance sheet date, an amount of ' 1,615 lakhs has been received from subscribers of the warrants and the warrant holders have not exercised their right. The amount is disclosed under other equity as Money Received under Share Warrant in Note No.12 to the financial statements.

Rights: The share warrants shall not carry any voting rights untill they are converted into equity shares and the warrants by itself, until excercised and converted into equity shares, shall not give the warrant holders any rights with respect to that of an equity shareholder of the company.

Nature and Purpose of the Reserve:

Securities premium:

Securities premium is used to record the premium on issue of shares. The reserve is utilised in accordance withthe provisions of the Companies Act, 2013 Money received against Share warrants

Money received against Share warrants represents amount received towards share warrants issued by the company. The Company shall transfer amounts from this reserve to equity share capital and securities premium on allotment of shares against the said warrants.

General reserve:

This is available for distribution to shareholders.

Other Comprehensive Income:

The Company has elected to recognise changes in the fair value of certain investments in equity securities in other comprehensive income. These changes are accumulated within the FVOCI equity investments reserve within equity. The Company transfers amounts from this reserve to retained earnings when the relevant equity securities are derecognised.

Retained earnings:

Company’s share of cumulative earnings since its formation minus the dividends/capitalisation and earnings transferred to general reserve.

(i) Fair value hierarchy

This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each level follows underneath the table.

Level 1:

This level of hierarchy includes financial assets that are measured by reference to quoted prices (unadjusted) in active markets for identical assets or liabilities. This category consists of investment in quoted equity shares

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 maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3:

This level of hierarchy includes financial assets and liabilities measured using inputs that are not based on observable market data (unobservable inputs). Fair value is determined in whole or in part, using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data. This Level includes investment in unquoted equity shares.

There are no transfers between levels 1, 2 and 3 during the year.

The company’s policy is to recognise transfers into and transfers out of fair value hierarchy levels as at the end of the reporting period.

(ii) Valuation technique used to determine fair value

Specific valuation techniques used to value financial instruments include:

- the use of quoted market prices or dealer quotes for similar instruments

- the fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date.

- the fair value of the remaining financial instruments is determined using discounted cash flow analysis.

All of the resulting fair value estimates are included in level 2 except for unlisted equity securities where the fair values have been determined based on book value per share as per the latest available financial statements.

Management uses its best judgement in estimating the fair value of its financial instruments. However, there are inherent limitations in any estimation technique. Therefore, for substantially all financial instruments, the fair value estimates presented above are not necessarily indicative of the amounts that the Company could have realised or paid in sale transactions as of respective dates.

Financial risk Management objectives

The treasury function provides services to the business, co-ordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations through internal risk reports which analyse exposures by degree and magnitude of risks. These risks include market risk (including currency risk, interest rate risk and other price risk), credit risk and liquidity risk.

The Company seeks to minimise the effects of these risks by using natural hedging financial instruments to hedge risk exposures. The use of financial derivatives is governed by the Company’s policies approved by the board of Directors, which provide written principles on foreign exchange risk, the use of financial derivatives, and the investment of excess liquidity. The Company does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes.

Market risk

Market risk is the risk of any loss in future earnings, in realizable fair values or in future cash flows that may result from a change in the price of a financial instrument. The Company’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. The Company actively manages its

currency and interest rate exposures through its finance division and uses derivative instruments such as forward contracts and currency swaps, wherever required, to mitigate the risks from such exposures. The use of derivative instruments is subject to limits and regular monitoring by appropriate levels of Management.

Foreign currency risk Management

The Company undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. The Company actively manages its currency rate exposures and uses natural hedging principles to mitigate the risks from such exposures. The use of derivative instruments, if any, is subject to limits and regular monitoring by appropriate levels of management.

liability and the liability during the year is not material to the company, hence it is considered that the company is not exposed materially to the interest rate changes.

Credit risk management

Credit risk is the risk of financial loss arising from counterparty failure to repay or service debt according to the contractual terms or obligations. Credit risk encompasses both the direct risk of default and the risk of deterioration of credit worthiness as well as concentration risks.

Exposure to credit risk

Financial instruments that are subject to credit risk and concentration thereof principally consist of trade receivables, loans receivables, balances with bank, bank deposits provided by the Company. None of the financial instruments of the Company result in material concentration of credit risk.

Offsetting related disclosures

Offsetting of cash and cash equivalents to borrowings as per the consortium agreement is available only to the bank in the event of a default. Company does not have the right to offset in case of the counter party’s bankruptcy, therefore, these disclosures are not required.

Liquidity risk Management

Liquidity risk refers to the risk that the Company cannot meet its financial obligations. The objective of liquidity risk Management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements. The Company invests its surplus funds in bank fixed deposit . The Company also constantly monitors funding options available in the debt and capital markets with a view to maintaining financial flexibility.

Liquidity tables

The following tables detail the Company’s remaining contractual maturity for its non-derivative financial liabilities with agreed repayment periods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Company can be required to pay.

In management’s opinion, the sensitivity analysis is unrepresentative of the inherent foreign exchange risk because the exposure at the end of the reporting period does not reflect the exposure during the year.

Interest rate risk Management

The Company is exposed to interest rate risk because it borrow funds at both fixed and floating interest rates. The risk is managed by the Company by maintaining an appropriate mix between fixed and floating rate borrowings.

For details of the Company’s long-term and short-term loans and borrowings, including interest rate profiles, refer to Note 13 and 15 of these financial statements.

Interest rate sensitivity analysis

Fixed Rate Instruments

The company’s fixed rate borrowings are carried at amortised cost. They are therefore not subject to interest rate risk as defined in IND AS 107, since neither the carrying amount nor the future cash flow will fluctuate because of a change in market interest rates.

Variable Rate Instruments

A reasonably possible change of 100 basis points in interest rates at the reporting date would have increased / decreased equity and profit or loss. The company as at the Balance Sheet date doesn’t have any floating rate

34 EMPLOYEE BENEFIT PLANS Defined Contribution plans:

The Company makes Providend Fund and Superannuation Fund contributions to defined contribution plans for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognized ' 1170.79 Lakhs (PY - ' 1,129.66 Lakhs) for Providend Fund contributions and ' 25.75 Lakhs (PY - ' 18.02 Lakhs) for Superannuation Fund contributions in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at rates specified in the rules of the Schemes.

State plans:

The Company makes ESI contributions to Employees State Insurance Scheme. Under the Scheme, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognised ' 205.36 Lakhs (PY - ' 213.61 Lakhs) in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at rates specified in the rules of the Scheme.

Defined Benefit Plan - Gratuity:

The Company provides gratuity benefit (included as part of employees contribution to funds in Note 23 Employee benefits expense) to all eligible employees, which is funded with Life Insurance Corporation of India.

The following table sets out the funded status of the defined benefit schemes and the amount recognised in the financial statements

45 The Company’s borrowings from banks or financial institutions on the basis of security of current assets and the quarterly returns or statements of current assets filed by the Company with banks or financial institutions are in agreement with the books of accounts.

46 The company is not declared as a wilful defaulter by any bank or financial institution.

47 The company has no relationship with struck-off companies.

48 The company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017.

49 The company has not advanced or loaned or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to or in any other person or entity, including foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise) that the Intermediary shall whether, 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 provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

50 The company has not been received any funds from any person or entity, including foreign entity (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, 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 provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

51 The company has no income which has been surrendered or disclosed as income during the year in any of the tax assessments under the Income Tax Act 1961.

52 The company has not traded/invested in crypto currency/ virtual currency during the financial year.

53 There are no charges or satisfaction of charges that are yet to be registered with Registrar of Companies beyond the statutory period.

54 The company has not issued any securities for a specific purpose.

55 The company has utilised the borrowings from banks and financial institutions for the purpose for which it was availed.

56 There were no significant events that occurred after the Balance Sheet date apart from the ones mentioned in “Material Changes and commitments affecting the financial position between the end of the fiscal and date of the report’ in the Board’s report

57 Since the Company prepares consolidated financial statements, segment information as revised by IND AS 108 “Operating Segments” has been disclosed in consolidated financial statements.

58 Exceptional item represents subsidy received and the loss on sale of Fixed Assets.

59 Recent Accounting pronouncements:

As at the date of issue of financial statements, there are no new standards or amendments which have been notified by the MCA but not yet adopted by the Company. Hence, the disclosure is not applicable.

60 Previous year figures have been regrouped and reclassified, wherever necessary, to correspond with the current year’s classification/disclosure.

61 The Code on Social Security 2020 has been notified in the Official Gazette on 29^th September 2020. The effective date from which the changes are applicable is yet to be notified and the rules are yet to be framed. Impact, if any of the change will be assessed and accounted in the period in which the said Code becomes effective and the rules framed thereunder are published.

62 The Company has made preferential allotment of shares warrants to its Promoter and Promoter Group in compliance with Section 42 and Section 62 of the Companies Act, 2013. The funds raised through the preferential allotment of share warrants which remains unutilized as on the balance sheet date and held in a separate bank account.

63 The Company had acquired M/s RSAL Steel Private Limited (“RSAL”) through Corporate Insolvency Resolution Process approved by the Hon’ble National Company Law Tribunal vide its order dated 09.01.2024 for a consideration of ' 3,636.77 Lakhs. Consequently RSAL has become a wholly owned subsidiary with effect from that date.

64 Related party disclosure

a) List of parties having significant influence Subsidiaries

LGB USA INC. - 96%

Step Down Subsidiaries

GFM ACCQUISITION LLC. - Holding by LGB USA - 98.47%

GFM LLC - Holding by GFM Acquisition LLC - 100%

Wholly Owned Subsidiaries

RSAL Steel Private Limited w.e.f. 13-02-2024

^{As per our report of even date attached} For and on behalf of the Board of Directors

For SURI & CO.

Chartered Accountants B. VIJAYAKUMAR P. PRABAKARAN

Firm Registration No.: 004283S Executive Chairman Managing Director

M. SIVARAM DIN: 00015583 DIN : 01709564

^Partner N. RENGARAJ M. LAKSHMI KANTH JOSHI

^{Membership N}°.²¹¹⁹¹⁶ Chief Financial Officer Senior General Manager

(Legal) and Company

^Place : ^Coimbatore Secretary ACS NO. A14273

Date : 29.04.2023