M. Provisions, Contingent liabilities and Contingent assets
A provision is recognised when the Company has a present obligation as a result of a past event and it is
probable that an outflow of embodying economic benefits will be required to settle the obligation and there is a
reliable estimate of the amount of the obligation. Provisions are measured at the best estimate of the expenditure
required to settle the present obligation at the Balance sheet date and are not discounted to its present value.
Contingent liabilities are not recognised but are disclosed in the notes. Contingent assets are neither recognised
nor disclosed in the financial statements.
N. Cash Flow Statement
Cash flows are reported using the indirect method, prescribed in Ind AS 7, whereby profit / (loss) before
extraordinary items 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 the available information.
O. Segment Reporting
The Company operates in a single business segment of "investing", with its operating results regularly reviewed
by the Chief Operating Decision Maker for resource allocation and performance assessment, based on available
financial information. Further, other business segments do not exceed the quantitative thresholds defined under
Ind AS 108 on 'Operating Segments.' Therefore, no separate reportable segments are required as per Ind AS 108.
The Company operates in a single geographical segment, i.e., domestic.
15.4. Terms/rights attached to equity shares:
The Company has only one class of equity shares having a par value of '10 per share. Each holder of equity shares is
entitled to one vote per share. The dividend recommended by the Board of Directors and approved by the shareholders
in the Annual General Meeting is paid in Indian Rupees. 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. The distribution will be in proportion to the number of equity shares held by the shareholders.
Risk management framework
The Company's Board of Directors holds overall responsibility for establishing the risk management framework
and, through its Audit Committee, oversees its implementation. The Board has authorised senior management to
establish the necessary processes, ensuring that executive management effectively controls risks through a well-
defined framework. The Audit Committee is supported in its oversight role by an independent chartered accountant
firm conducting internal audits. The internal auditor conducts regular reviews of risk management controls and
procedures, with the findings reported to the Audit Committee through its Internal Audit Report.
28.5.1. Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to
meet its contractual obligations, and arises principally from the Company's receivables from customers and loans
and advances. The maximum exposure to credit risks is represented by the total carrying amount of these financial
28.5.2. Liquidity risk
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 the funds are available for use as per requirements.
The Company consistently generated sufficient cash flows from operations to meet its financial obligations as and
when they fall due.
(a) Maturities of financial liabilities:
The tables below analyses the Company's financial liabilities into relevant maturity groupings based on their
contractual maturities for all non-derivative financial liabilities. The amounts disclosed in the table are the
contractual undiscounted cash flows. Balances due within 12 months equal their carrying balances as the
impact of discounting is not significant.
30. Capital management
For the purpose of the Company's capital management, capital includes issued equity capital and all other equity
reserves attributable to the equity holders of the Company.
The Company's objective for capital management is to maximise shareholder value, safeguard business continuity and
support the growth of the Company. The Company determines the capital requirement based on annual operating
plans and long-term and other strategic investment plans. The funding requirements are met through equity and
operating cash flows generated. The Company is not subject to any externally imposed capital requirements.
31. Employee benefits plan
31.1. Provident fund
Provident fund benefit is a defined contribution plan under which the Company pays fixed contributions into funds
established under Employees Provident Fund and Miscellaneous Provisions Act, 1952. The Company has no legal
or constructive obligations to pay further contributions after payment of the fixed contribution. The contributions
recognised in respect of defined contribution plans are expensed as and when they accrue. Liabilities and assets may
be recognised if underpayment or prepayment has occurred and are included in current liabilities or current assets,
respectively, as they are normally of a short term nature.
31.2. Compensated absence
The Company provides for liability of accumulated compensated absences for eligible employees on the basis of an
independent actuarial valuation carried out at the end of the year and as may be required from time to time, using
the projected unit credit method. Actuarial gains and losses are recognised in the Statement of Profit and Loss for the
period in which they occur.
31.3. Gratuity
Gratuity liability is defined benefit obligation and is provided for on the basis of an actuarial valuation on Project Unit
Credit Method as per Ind AS 19 made at the end of each financial year. The gratuity plan is governed by the Payment
of Gratuity Act, 1972. Every employee who has completed five years or more of service gets a gratuity on departure at
15 days salary (last drawn salary) for each completed year of service. The scheme is unfunded.
32. Segment reporting
The Company operates in a single reportable segment i.e., investing. Since the nature of the investments are exposed
to similar risk and return profiles hence they are collectively operating under a single segment. The Company operates
in a single geographical segment i.e., domestic.
33. Transfer of financial assets
The Company has not transferred any assets that are derecognised in their entirety where the Company continues to
have continuing involvement.
34. Contingent liabilities and commitments
Contingent liability is a possible obligation arising from past events and whose existence will be confirmed only by
the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the entity
or a present obligation that arises from past events but is not recognised because it is not probable that an outflow of
resources embodying economic benefits will be required to settle the obligation or the amount of the obligation cannot
be measured with sufficient reliability.
35. New effective or amended standards
Ministry of Corporate Affairs ("MCA") notified new standard or amendments to the existing standards under
Companies (Indian Accounting Standards) Rules as issued from time to time. On March 31, 2023, MCA amended the
Companies (Indian Accounting Standards) Amendment Rules, 2023, as below:
a) Ind AS 1 - Presentation of Financial Statements
This amendment requires the entities to disclose their material accounting policies rather than their significant
accounting policies. The effective date for adoption of this amendment is annual periods beginning on or after
April 01, 2023. The Company has evaluated the amendment and the impact of the amendment is insignificant
in the financial statements.
b) Ind AS 8 - Accounting Policies, Changes in Accounting Estimates and Errors
This amendment has introduced a definition of 'accounting estimates' and included amendments to Ind AS 8
to help entities distinguish changes in accounting policies from changes in accounting estimates. The effective
date for adoption of this amendment is annual periods beginning on or after April 01, 2023. The Company has
evaluated the amendment and there is no impact on its financial statements.
c) Ind AS 12 - Income Taxes
This amendment has narrowed the scope of the initial recognition exemption ("IRE") so that it does not apply to
transactions that give rise to equal and offsetting temporary differences. The effective date for adoption of this
amendment is annual periods beginning on or after April 01, 2023. The Company has evaluated the amendment
and there is no impact on its financial statement.
36. Compliance with audit trail requirements
In compliance with the requirements prescribed by the Ministry of Corporate Affairs (MCA), the Company has
maintained its books of account using an accounting software that has a feature of recording an audit trail (edit log). The
audit trail feature has been operated throughout the year ended March 31, 2025, and the records have been preserved
as per applicable statutory requirements for record retention.
39. Additional Regulatory and Other Information
i) The Company does not hold any Immovable Property in the name of the Company.
ii) The Company has not done any revaluation of Immovable Property.
iii) The Company has not given any Loans or Advances in the nature of loans are granted to promoters, Directors,
KMPs and the related parties (as defined under Companies Act, 2013) either severally or jointly with any other
person.
iv) The Company does not have any Capital Work-in-Progress.
v) The Company does not hold any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of
1988) and the rules made thereunder and no proceeding have been initiated or pending the company under the
said Act.
vi) As the Company is classified as NBFC-BL (Base Layer) in accordance with Master Direction - Reserve Bank
of India (Non-Banking Financial Company - Scale Based Regulation) Directions, 2023 ("RBI Scale-Based
Regulation"), the Company is exempted from the requirement of maintaining CRAR.
vii) In accordance with RBI Scale-Based Regulation, the Liquidity Coverage Ratio (LCR) is not applicable as the
Company is non-deposit taking and the asset size is less than '5,000 crores.
viii) 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 any other person(s) or entity(ies), including foreign entities (intermediaries)
with the understanding (whether recorded in writing or otherwise) 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.
ix) Unhedged foreign currency exposure of the Company as on March 31, 2025: Nil (and as on March 31, 2024: Nil).
x) The Company has no transactions with the companies struck off under section 248 of the Companies Act, 2013
or section 560 of Companies Act, 1956.
xi) The Company has not traded or invested in Crypto currency or Virtual currency during the year ended March
31, 2025.
xii) The Company did not have any transactions which had not been recorded in the books of accounts that had
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).
xiii) The Company has not raised any moneys by way of initial public offer or further public offer (including debt
instruments) during the year. Also, the Company has not made any preferential allotment or private placement
of shares or fully or partly convertible debentures during the year.
xiv) There has been no fraud by the Company or against the Company during the year ended March 31, 2025.
Also, no report under sub-section (12) of section 143 of the Companies Act has been filed by the auditors in
Form ADT-4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central
Government.
xv) Transactions with the related parties are in compliance with section 177 and 188 of Companies Act, 2013 and the
details have been disclosed in the Financial Statements as required by the applicable accounting standards.
xvi) The Company has not entered into non-cash transactions with Directors or persons connected with him as
restricted in section 192 of Companies Act, 2013.
xvii) The Company has no pending litigations that would impact the financial position of the financial statements.
xviii) The accounts have been prepared on the assumption that the Company is a going concern.
xix) The Company does not have any subsidiaries and thus complies with the restriction on the number of layers as
prescribed under clause (87) of section 2 of the Companies Act, 2013.
xx) The Company does not meet any of the criteria specified under Section 135(1) of the Companies Act, 2013, for
the preceding financial year 2023-24. Hence, the provisions of Corporate Social Responsibility (CSR) are not
applicable for the current financial year 2024-25.
40. Borrowings
a) The Company has not borrowed in any form (including term loans) from any banks or financial institutions
during the year. There are no charges outstanding in Company's name with the Registrar of Companies.
Additionally, it has not defaulted on the repayment of loans, other borrowings, or the payment of interest to
any lender.
b) The Company has not been declared as wilful defaulter by any bank or financial institution or any other lender.
c) The Company has not taken any funds from any entity or person on account of or to meet the obligations of its
associate companies.
d) No Scheme of Arrangements has been approved by the Competent Authority in terms of Sections 230 to 237 of
the Companies Act, 2013.
e) 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.
41. Previous year's figures have been regrouped/rearranged, wherever necessary to conform to current year's classifications/
disclosures.
42. Note on Change in the Management/Promoter/Director during the year ended March 31, 2024, and subsequent
updates
a) The Company filed an application dated November 15, 2022 with the Reserve Bank of India ("RBI") seeking
approval for the change in management and transfer of control from Mrs. Vijay Rathee and Mr. Kuldeep Singh
Rathee ("Seller/ outgoing promoter") to Dr. Bhaskara Rao Bollineni and Mr. Bhavanam Ruthvik Reddy ("Acquirer/
New Promoter"). The Company received the RBI approval dated May 11, 2023 for the abovementioned change
and transfer.
b) Pursuant to the Share Purchase Agreement ("SPA") dated November 09, 2022, executed between the Seller and
Acquirer, a public announcement dated November 09, 2022, was made by the Acquirer in terms of (Substantial
Acquisition of Shares and Takeover) Regulation 2011. The Acquirer has acquired 69,41,050 equity shares
(representing 69.36% of the total equity capital of the Company) which includes 69,39,650 equity shares held by
the Seller. The SPA was consummated at the Board Meeting held on July 21, 2023.
c) Further, according to the consummation of SPA, the Board at its meeting held on July 21, 2023, subject to
the approval of shareholders had appointed Dr. Bhaskara Rao Bollineni (Non-Executive Chairperson), Mr.
Bhavanam Ruthvik Reddy (Executive), and Mr. Subba Rao Veeravenkata Meka (Executive) as Additional
Directors of the Company. Subsequently, at the Board Meeting held on September 12, 2023, Mr. Bhavanam
Ruthvik Reddy was appointed as Chief Executive Officer and Whole Time Director for three years effective from
September 12, 2023, Mr. Subba Rao Veeravenkata Meka was appointed as Managing Director for three years
effective from September 12, 2023, and Ms. Jayanthi Talluri was appointed as Independent (Women) Director
for two years effective from September 12, 2023. The said appointments were approved by the shareholders of
the Company through postal ballot vide resolutions dated October 19, 2023.
d) The Company vide its letter dated September 23, 2023, had requested approval from the BSE Limited (the
"Stock Exchange") for the reclassification of the Promoter/Promoter Group under Regulation 31A(10) of the
SEBI (LODR) Regulations, 2015 i.e., to reclassify (i) "outgoing promoters" i.e., Mrs. Vijay Rathee and Mr.
Kuldeep Singh Rathee as "Public" and (ii) Dr. Bhaskara Rao Bollineni and Mr. Bhavanam Ruthvik Reddy as the
"Promoter" of the Company. The Stock Exchange approved these reclassifications of Promoter vide its letter
dated March 28, 2024.
e) Pursuant to the No Objection of RBI's letter dated January 25, 2024, and Special Resolution passed by the
shareholders by way of postal ballot on March 14, 2024, the Company had applied to Regional Director,
Northern Region, Ministry of Corporate Affairs, New Delhi, for shifting of Registered Office from 'National
Capital Territory (NCT) of Delhi' to the 'State of Telangana'. The Company received this approval vide
Company Application no. AA7280752/13(4)/RD(NR)/2024/3298, and order dated June 24, 2024. Subsequently,
post receiving the necessary approvals, the Registered Office has been shifted to "8-2-502/1/A, Ground Floor,
JIVI Towers, Road No.7, Banjara Hills, Hyderabad, Telangana - 500034".
f) Consequent to the abovementioned changes, the Company obtained new CIN (L65921TS1993PLC188494), GST
no. (36AADCS6583N1ZN), and Certificate of Registration from the RBI (bearing no. 'N-09.00492') during the
year ended 2024-25.
43. Proposed Rights Issue of the Company
Pursuant to the approval of the Board of Directors at its meeting held on November 05, 2024, the Company is in the
process of raising equity share capital of up to '5,000 lakhs by way of a rights issue. In this regard, the Company has
filed its Draft Letter of Offer with BSE Limited and received its in-principle approval dated May 20, 2025.
44. Authorisation of financial statements
The financial statements for the year ended March 31, 2025 were approved by the Board of Directors on May 28, 2025.
As per our report of even date
For D.S. Talwar & Co. For and on behalf of the Board of Directors of
Chartered Accountants Som Datt Finance Corporation Limited
Firm's Registration No.: 000993N
Sd/- Sd/- Sd/-
Shradha Talwar Subba Rao Veeravenkata Meka Bhavanam Ruthvik Reddy
Partner (Venkat Subbarao) Whole Time Director & CEO
Membership No.: 514698 Managing Director DIN: 08372627
DIN: 07173955
Place: New Delhi Place: Hyderabad Place: Hyderabad
Date: May 28, 2025 Date: May 28, 2025 Date: May 28, 2025
Sd/- Sd/-
Shashank Shankpal Neha Agarwal
Chief Financial Officer Company Secretary &
PAN: BNKPS4919J Compliance Officer
Membership No.: A22107
Place: Hyderabad Place: Hyderabad
Date: May 28, 2025 Date: May 28, 2025
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