3.14 Provisions & Contingent Liabilities/ Assets:
Provisions are recognized for known liabilities that can be measured where the Company has a present obligation as a result of past event. It is probable that the Company will be required to settle the obligation, and a reliable estimate can be made of the amount of obligation.
Contingent Liabilities are disclosed for possible obligation which will be confirmed only by future events not wholly within the control of the Company or present obligations arising from past events where it is not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount of the obligation cannot be made. Contingent assets are not recognized in the financial statements.
3.15 Earnings per share
Basic earnings per share is computed by dividing the profit / (loss) after tax by the weighted average number of equity shares outstanding during the year. Diluted earnings per share is computed by dividing the profit / (loss) after tax as adjusted for dividend, interest and other charges to expenses or income related to the dilutive potential equity shares by the weighted average number of equity shares considered for basic earnings per share and the weighted average number of equity shares including those which could have been issued on the conversion of all dilutive potential equity shares.
3.16 Cash flow statement
Cash flows are reported using the indirect method, whereby the profit/ (loss) and tax is adjusted for the effects of transactions of non-cash nature and any deferrals or accruals of past or future cash receipts or payments. The Cash flows from operating,
investing and financing activities of the Company are segregated based on available information.
For this purpose, cash comprises of cash on hand and demand deposits with banks. Cash equivalents are short term balances with original maturity of three months or less from the date of acquisition, highly liquid investments that are readily convertible into known amounts of cash and which are subject to insignificant risk of changes in value.
3.17 Financial instruments
Financial assets and liabilities are recognized where the Company becomes a party to the contractual provisions of the instruments. They are initially measured at fair value.
All regular purchases or sale of financial assets are recognized or derecognized on a trade date basis.
All recognized financial assets are subsequently measured in their entirety at either amortised cost or fair value, depending on the classification of the financial assets.
Debt and equity instruments issued by a Company are classified as either financial liabilities or equity in accordance with the substance of the contractual arrangements and the definition of financial liabilities and equity instrument.
3.18 Operating cycle
Based on the nature of activities of the Company and the normal time between acquisition of assets and their realization into cash/cash equivalents, the operating cycle has been determined as 12 months for the purpose of classification of its assets and liabilities.
The Plant and Equipment assets are revalued as a whole, in place and asa part of of an operating business and are stated at revalued amounts.There was a gain on revaluation assetsvwas Rs. 315.96 lakhs which is added to the P&E assets. The disclosure details are as below:
a) The effective date of revaluation is 28th February, 2025
b) An Independent valuer was involved in connducting the revauation.
c) For each revalued class of property , plant and equipment , the carrying amount that would have been recognized and the assets had been carried under the cost model is Rs.
d) The revaluation surplus has been presented including the change for the period and any restrictions on the distribution of balance to the shareholders.
Assets pledged as security
Property, Plant and Equipment have been pledged as security for loan from Bank.
Capitalised borrowing cost :
No Borrrowing cost has been capitalised on property, plant and equipment for the year ended 31st March 2024 & 31st March 2025
NOTE 4 B RIGHT OF USE ASSETS
The company has adopted Ind AS 116 retrospectively from April 1, 2019, however the Company does not have any lease or right of use asset for a tenure exceeding 12 months and hence there is no impact on account of adoption of AS 116.
b. Terms/rights attached to equity shares :
The company has only one class of equity shares having a par value of Rs. 10/- per share. Each holder of equity shares is entitled to one vote per share. The dividend, if proposed by the Board of Directors, is subject to approval of the shareholders in the ensuing annual general meeting. In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts.
Capital Reserve includes the amounts received as Capital subsidy from Government of Tamil Nadu and those arising out of amalgamation in earlier years
General Reserve is a free reserve, retained from Company's profits and can be utilised upon fulfilling certain conditions in accordance with the Companies Act, 2013
Securities Premium account represents the premium received towards allotment of 16,47,390 Rights issue shares in 2008-09 and 2,99,38,818 Rights issue shares in 2013-14 , net of utilisation for permitted purposes under Companies Act.
Balance will be utilised in accordance of provisions of Section 52 and Section 68 of the Companies Act.
Balance in Retained earnings , when positive, can be distributed by the Company as dividends to its equity shareholders, in compliance of the Companies Act and depending on the financial position and dividend policy of the Company.
Reserve for equity instruments represents the cumulative gains and losses arising on the revaluation of equity instruments measured at fair value through Other Comprehensive income.
a) Defined Contribution plans :
The Company operates defined contribution retirement benefit plans for all qualifying employees. The assets of the plans are held separately from those of the Company under the control of trustees. When any employee leaves the plans before full vesting of contributions,the contributions payable by the Company are reduced by the amount of contributions forfeited by said employee.
b) Defined benefit plans :
The Company offers funded defined benefit plans for employees. Under the plans, the employees are entitled to post-retirement benefits amounting to 57.69% of last drawn monthly salary for each year of completed service until retirement age or resignation, subject to having specified years of service with the Company. The defined benefit plans are administered by separate funds, independent of the Company.
The above plans expose the Company to actuarial risks such as Investment, Interest rate, salary and longevity risk. These risks typically arise out of movement in market yields, interest rate movements, rate of increase in salary of participants and their tenure with the Company. Some of the risks are partially offset by counter gains of the fund.
No other Post-retirement benefits are provided to the employees.
The actuarial valuation of the plan assets and present value of defined benefit obligation were carried out as at 31st March, 2025 by a certified actuary of the Institute of Actuaries of India. The present value of defined benefit obligation and the related current service cost and past service cost, were measured using the projected unit credit method.
Note 40
Financial Instruments
a) Capital management
For the purpose of the Company's capital management, capital includes issued equity capital, securities premium and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company's capital management is to maximise the shareholder value.
The Company's approach on capital management are a) Protecting the ability to continue as a going concern, so that return to shareholders and benefits to other stakeholders can be continuously provided b) Maintain capital structure in such a manner to minimise the weighted average cost of capital.
c) Financial risk management objectives
Based on the Company's activities, it is exposed to market risk, liquidity risk and credit risk. The following explains the manner in which the Company manages the risk.
i) Market risk arising from interest rate movement on long term borrowings are monitored through trend and sensitivity analysis and managed through negotiations
ii) Liquidity risk on account of borrowings and other liabilities are monitored through cash flow analysis and managed through having adequate sanctioned undrawn funded and non funded facilities. This addresses the financial liabilities portion.
iii) Credit risk on account of trade receivables and financial assets measured at amortised cost are measured through ageing analysis, counter party risk analysis and financial analysis, managed through review of credit limits, follow up and secured mode of payment.
The Company does not have any risk associated with foreign currency transactions or price risk from current
investments.
Fair Value measurements
The Company measures some of the financial assets and liabilities at fair value at the end of the reporting period. The
following gives the information on how the fair valuation is done :
NOTE 41
EVENTS AFTER THE REPORTING PERIOD
Subsequent to the end of the financial year, the Company undertook certain events impacting its capital structure and financial position:
1. Preferential Issue of Equity Shares
The Company proposed the issue of 66,72,722 equity shares of face value '10 each at a price of '40.05 per share (including a premium of '30.05 per share) on a preferential basis to certain identified allottees from both Promoter and Non-Promoter groups. The proposal was approved by the shareholders through postal ballot on March 27, 2025, and in-principle approval was received from BSE Limited on April 23, 2025. Pursuant to these approvals, the Company allotted 16,49,840 equity shares aggregating to '6,60,76,092 on 8th May 2025, and listing approval for the same was received from BSE Limited on July 16, 2025.
2. Sub-division of Preference Shares
The Company approved the sub-division of each preference share of face value '100 into ten preference shares of face value '10 each, to facilitate greater flexibility in capital structuring.
3. Reclassification of Authorized Share Capital
The authorised share capital of the Company was reclassified from '72,00,00,000 divided into 4,00,00,000 equity shares of '10 each and 3,20,00,000 preference shares of '10 each, to '72,00,00,000 divided into 5,20,00,000 equity shares of '10 each and 2,00,00,000 preference shares of '10 each. Accordingly, Clause V of the Memorandum of Association was amended.
NOTE 43
No proceeding has been initiated or are pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.
NOTE 44
The Company has not been declared wilful defaulter by any bank or financial institution or any other lender.
NOTE 45
The Company has not had any transactions with companies struck off under Section 248 of the Companies Act,2013 or Section 560 of the Companies Act,1956
NOTE 46
There are no charges or satisfaction pending to be registered with Registrar of Companies beyond the statutory time limit
NOTE 47
The Company does not have any layers prescribed under clause (87) of section 2 of the Companies Act, 2013, read with the Companies (Restriction on number of Layers) Rules, 2017.
NOTE 48
The Company does not have any transaction 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.
NOTE 49
The Company has not traded or invested in Crypto Currency or Virtual Currency during the year.
NOTE 50
Utilisation of borrowed funds and share premium:
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:
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 to or on behalf of the ultimate beneficiaries.
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:
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
a. Provide any guarantee, security or the like on behalf of the ultimate beneficiaries.
NOTE 51
The Company does not have any Core Investment Companies in the group.
NOTE 52
APPROVAL OF FINANCIAL STATEMENTS
The Financial statements were reviewed and recommended by the Audit committee and has been approved by the Board of Directors in their respective meeting held on 20th May 2025.
NOTE 53
The company maintains proper books of account as required by the law. The books of account are also electronically maintained by the company. The backup is maintained in servers located in India. The accounting software has the feature of recording audit trail of each and every transaction.
The accompanying notes are an integral part of the financial statements.
As per our report of even date For & on Behalf of the Board
For CNGSN & Associates LLP Chartered Accountants F.R.No.004915S
Sonali Khatod M Ennarasu Karunesan G V Manimaran
Partner Director Chairman & Managing Director
Membership No.254938 DIN: 00200432 DIN: 09707546
UDIN : 25254938BMOYTD3191
Chennai Sneha Jain A K Babu Ismath Razack
20th May, 2025 Company Secretary Chief Financial Officer
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