O. PROVISIONS, CONTINGENT LIABILITIES
AND CONTINGENT ASSETS
The Company recognizes provisions when a
present obligation (legal or constructive) as a
result of a past event exists and it is probable
that an outflow of resources embodying
economic benefits will be required to settle
such obligation and the amount of such
obligation can be reliably estimated.
A disclosure for a contingent liability is made
when there is a possible obligation or a
present obligation that may, but probably will
not require an outflow of resources embodying
economic benefits or the amount of such
obligation cannot be measured reliably. When
there is a possible obligation or a present
obligation in respect of which likelihood of
outflow of resources embodying economic
benefits is remote, no provision or disclosure
is made. The Company does not recognize a
contingent liability but discloses its existence in
the financial statements.
Contingent assets are not recognised in
the financial statement; however, they are
disclosed where the inflow of economic benefits
is probable. When the realization of income is
virtually certain, then the related asset is no
longer a contingent asset and is recognised as
an asset.
Provisions and contingencies are reviewed
at each balance sheet date and adjusted to
reflect the correct management estimates.
P. EARNINGS PER SHARE
Earnings per share (EPS) is calculated by
dividing the net profit or loss (excluding
other comprehensive income) for the period
attributable to Equity Shareholders by the
weighted average number of Equity shares
outstanding during the period. Earnings
considered in ascertaining the EPS is the net
profit for the period and any attributable tax
thereto for the period. The company did not
have any potentially dilutive securities in any of
the years presented here in financial statement.
Q. CURRENT & NON-CURRENT CLASSIFICATION
All assets and liabilities have been classified as
current or non-current as per the Company's
normal operating cycle (twelve months) and
other criteria set out in Schedule III of the
companies act 2013.
The Company has only one class of equity shares having a face value of Rs.10/- per share. Each holder of equity
share is entitled to one vote per share.The equity shares are entitled to dividend proposed by Board of Directors
subject to approval of the share holders in the Annual General Meeting except in case of interim dividend. In
the event of liquidation of the Company, holder of equity shares are entitled to receive remaining assets of the
Company, after distribution of all preferential amounts in proportion to their share holding.
NATURE AND PURPOSE OF RESERVES
Security Premium
The amount received in excess of face value of the equity shares is recognised in securities premium. Value of
share is accounted as securities premium reserve. The reserve can be utilised only for limited purposessuch as
issuance of bonus shares in accordance with the provisions of the Companies Act, 2013.
General Reserve
General reserve are free reserves of the company which are kept aside out of company's profits to meet the future
requirements as and when they arise. The Company had transferred a portion of the profit after tax (PAT) to general
reserve pursuant to the earlier provisions of Companies Act, 1956. Mandatory transfer to general reserve is not
required under the Companies Act, 2013.
Retained Earnning
Retained earnings are the accumulated profits earned by the Company till date, less transfer to general reserves,
dividend (including dividend distribution tax) and other distributions made to the shareholders.
Revaluation Reserve
This Reserve represent the Gain arises out of revalution carried out on the Immovable Property i.e. Land in pursuant
to the option granted at the time of transition to Ind AS from the Accounting Standard. This reserve has been created
by valuing Land at its Market Value.
Equity instruments through other comprehensive income
This represents the cumulative gains and losses arising on fair valuation of equity instruments measured at fair
value through other comprehensive income under an irrevocable option. The balance in Other Comprehensive
Income is transferred to retained earnings on disposal of the investment.
Application Money received against Share Warrant
The Board of Directors and Shareholders of the Company at their meetings held on September 02, 2024 and October
25, 2024 respectively, has approved the issuance up to 800,000 share warrants carrying a right/ entitlement to
subscribe to equivalent number of Equity Shares of Rs. 10/-(Rupees Ten only) each of the Company on preferential
basis at an issue price of Rs. 150/- (Rupees One Hundred and Fifty Only) per Warrant (including premium of Rs.
140/- (Rupees One Hundred and Forty Only) per Warrant). The share warrants are issued to one of the Promoters
of the Company and certain persons belonging to non-Promoter category. Subsequently, on receipt of warrant
subscription price being Rs. 37.50/- per warrant equivalent to 25% of the Warrant Exercise Price i.e., Rs. 150 /- per
warrant, aggregating to Rs. 3 crores, the company has allotted such warrants, on preferential basis to aforesaid
entity/persons. Balance consideration of Rs. 112.50/- per warrant, being 75% of the Warrant Exercise Price shall be
payable within 18 months from the allotment date, at the time of exercising the warrants to apply for fully paid-up
equity share of Rs. 10/- each of the Company, against each warrant held by the warrant holders.
The sensitivity analysis have been determined based on reasonably possible changes of the respective assumptions
occurring at the end of the reporting period, while holding all other assumptions constant.
The sensitivity analysis presented above may not be representative of the actual change in the projected benefit
obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the
assumptions may be correlated.
Furthermore, in presenting the above sensitivity analysis, the present value of the projected benefit obligation has
been calculated using the projected unit credit method at the end of the reporting period, which is the same method
as applied in calculating the projected benefit obligation as recognised in the balance sheet.
NOTES:
1 Gratuity is payable as per the Payment of Gratuity Act, 1972.
2 Actuarial gains/losses are recognized in the period of occurrence under Other Comprehensive Income (OCI).
All above reported figures of OCI are gross of taxation. Opening liability, assets and assumptions are taken
from company's financials
3 Salary escalation & attrition rate are considered as advised by the company; they appear to be in line with the
industry practice considering promotion and demand & supply of the employees.
4 Maturity Analysis of Benefit Payments is undiscounted cashflows considering future salary, attrition & death in
respective year for members as mentioned above.
5 Average Expected Future Service represents Estimated Term of Post - Employment Benefit Obligation.
6 Value of asset provided by the management to its Actuary and it is considered as fair value of plan asset for the
period of reporting as same is not evaluated by us.
37 FINANCIAL RISK MANAGEMENT AND CAPITAL MANAGEMENT
i) FINANCIAL RISK MANAGEMENT
The Company's principal financial liabilities, comprise loans and 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 include investments, loans, trade and other receivables, and cash and cash equivalents that
derive directly from its operations.
The Company has exposure to (1) Market risk (2) Credit risk and (3) Liquidity risk. The Company's Board of
Directors has overall responsibility for the establishment and oversight of the Company's risk management
framework.
MARKET RISK
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of
changes in market prices. Market risk comprises three types of risk - interest rate risk, foreign currency risk
and other price risk such as equity price risk. Financial instruments affected by market risk include loans and
borrowings, deposits, other financial instruments.
Interest Rate Risk
Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate
risk is the risk of changes in fair value of fixed interest bearing investments because of fluctuations in the interest
rates. Cash flow interest rate risk is the risk that future cash flows of floating interest bearing investments will
vary because of fluctuations in interest rates.
Interest Rate Sensitivity
The borrowing of the Company includes vehicle loans which carries fixed coupon rate and hence the Company
is not exposed to interest rate risk, defined under Ind AS 107, since neither the carrying amount nor the future
cash flow will fluctuate because of change in market risk.
Currency Risk
The Company enters into transactions in currency other than its functional currency and is therefore exposed to
foreign currency risk. The Company analyses currency risk as to which balances outstanding in currency other
than the functional currency of that Company. The management has taken a position not to hedge this currency
risk. The Company undertakes transactions denominated in foreign currencies; consequently, exposures to
exchange rate fluctuations arise. Exchange rate exposures are not hedged considering the insignificant impact
and period involved on such exposure.
LIQUIDITY RISK
Liquidity Risk arises when the company is unable to meet its short term financial obligations as and when they
fall due.
The Company manages liquidity risk by continuously monitoring forecast and actual cash flows on daily, monthly
and yearly basis. In addition, processes and policies related to such risks are overseen by senior management.
The company maintains adequate liquidity in the system so as to meet its all financial liabilities timely. In
addition to this, the company's overall financial position is very strong so as to meet any eventuality of liquidity
tightness.
ii) CAPITAL MANAGEMENT
The Company aim to manages its capital efficiently so as to safeguard its ability to continue as a going concern
and to optimise returns to our shareholders.
The capital structure of the Company is based on management's judgement of the appropriate balance of key
elements in order to meet its strategic and day-to-day needs. We consider the amount of capital in proportion
to risk and manage the capital structure in light of changes ineconomic conditions and the risk characteristics
of the underlying assets.
38 CODE ON SOCIAL SECURITY
The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions
by the company towards Provident Fund and Gratuity. The Ministry of Labour and Employment has released
draft rules for the Code on Social Security, 2020 on November 13, 2020, and has invited suggestions from
stakeholders which are under active consideration by the Ministry. The Company will assess the impact and
its evaluation once the subject rules are notified and will give appropriate impact in its financial statements in
the period in which, the Code becomes effective and the related rules to determine the financial impact are
published.
39 DISCLOSURES UNDER IND AS 116 ON “LEASES”
The Company has adopted Ind AS 116, effective annual reporting period beginning April 1, 2019 and applied
modified retrospective approach.The company does not face the liquidity risk with regard to its lease liabilities
as the current assets are sufficient to meet the obligations related to lease liabilities as and when they fall due.
41 SEGMENT REPORTING AS PER IND AS 108 ON “OPERATING SEGMENTS”
The segment reporting of the Company has been prepared in accordance with Ind AS-108, “Operating Segment”
(specified under the section 133 of the Companies Act 2013 (the Act) read with Companies (Indian Accounting
Standards) Rule 2015 (as amended from time to time) and other relevant provision of the Act).
The Company is only one reportable segment in accordance with Ind AS 108. The company has 2 geographical
segments based upon the location of its customers, i.e. Within India and Outside India.
All Related Party Transactions entered during the year were in ordinary course of the business and on arm's
length basis. Outstanding balances at the year-end are unsecured.
*The Above does not include gratuity and leave encashment benefit since the same is computed actuarially for
all employees and amount attributable to the managerial person cannot be ascertained separately.
There have been no guarantees provided or received for any related party receivables or payables.
44 FAIR VALUE MEASUREMENTS
Carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value
hierarchy, are presented below. Financial assets and financial liabilities such as cash and cash equivalents, other
bank balances, trade receivables, loans, trade payables and unpaid dividends of which the carrying amount is a
reasonable approximation of fair value due to their short term nature, are disclosed at carrying value.
CATEGORIES OF FINANCIAL INSTRUMENTS AND FAIR VALUE THEREOF:
All the financial liability for current year and previous year has been valued at amortised cost.
For certain investments categorized under level 3, cost has been considered as an appropriate estimate of fair
value because of a wide range of possible fair value measurements and cost represent the best estimate of fair
value within that range.
Measurement of Fair Values:
The basis of measurement in respect to each class of financial asset, financial liability is disclosed in the accounting
policy of the financial statement. The fair value of liquid mutual funds and long term equity investment is based on
active market. Fair values of certain non-current investment are valued based on discounted cash flow/book value/
EBITDA multiple approach.
Additional regulatory information required by Schedule III of Companies Act, 2013:¬
48 The Company does not have any Benami property, where any proceeding has been initiated or pending against
the Company for holding any Benami property.
49 The Company does not have any transactions with companies struck off.
50 The company holds all the title deeds of immovable property in its name.
51 The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the
statutory period.
52 The Company have not traded or invested in Crypto currency or Virtual Currency during the year.
53 The Company have 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.
54 The Company have 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.
55 The Company do not have any such transaction which is not recorded in the books of accounts and 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).
56 The Company has been sanctioned with working capital facility against the Immovable Property of the Company
and hence the requirement relating to submitting the stock statement is not applicable to the company.
57 There is no Scheme of Arrangements approved by the Competent Authority in terms of sections 230 to 237 of
the Companies Act, 2013.
58 The company is not declared as wilful defaulter by any bank or financial Institution or other lender.
59 The Previous Year's figures haven been regrouped/reclassified, where necessary to confirm to current year's
classification.
60 The balance sheet has been prepared in absolute numbers and then converted into lacs to meet the presentation
requirement as per Companies Act, accordingly the variance on account of decimals rounding-off may exist.
As per our attached report of even date
For Shah Mehta & Bakshi For and on behalf of the Board of Directors
Chartered Accountants CIN: L99999MH1992PLC066412
Firm Registration No:103824W
Harshad Patel Ganesh Agrawal
Managing Director Chief Financial Officer
DIN 00164228
Himesh D. Gajjar Vandana Patel Sheela Ayyar
Partner Company Secretary Director
Membership No.: 177342 DIN 06656579
Vadodara May 20, 2025 Mumbai May 20, 2025
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