2.12 Provisions, Contingent Liabilities and Contingent Assets
Provisions involving substantial degree of estimation in measurement are recognized when there is a present obligation as a result of past events and it is probable that there will be an outflow of resources to settle the obligation in respect of which reliable estimate can be made as on the balance sheet date.
Contingent Liabilities are present obligations arising from a past event, when it is not probable / probability is remote that an outflow of resources will be required to settle the obligation and they are not recognized but are disclosed in the notes.
Contingent Assets are neither recognized nor disclosed in the financial statements except where it has become virtually certain that an inflow of economic benefit will arise, the asset and the related income are recognized in financial statements of the period in which the change occurs Provisions for Contingent Liabilities and Contingent Assets are reviewed at the end of Balance Sheet date.
2.13 Foreign Currency Transactions and Translation
The reporting currency of the company is Indian Rupee. Foreign Currency Transactions are translated at the functional currency spot rates prevailing on the date of transactions.
Monetary assets and current liabilities related to foreign currency transactions remaining unsettled are translated at the functional currency spot rates prevailing on the balance sheet date. The difference in translation of monetary assets and liabilities and realized gains and losses on foreign exchange transactions are recognized in the Statement of Profit and Loss.
Non-monetary foreign currency items are carried
at historical cost denominated in a foreign currency are reported using the exchange rate at the date of the transaction.
2.14 Employee Benefits
Payments to Defined Contribution schemes are charged as an expense as they fall due. Company's contribution to provident fund in respect of certain employees is made to a government administrated fund and charged as an expense to the Statement of Profit and Loss.
Liability for employee benefits, both short and long term, for present and past service which are due as per the terms of employment are recorded in accordance with Indian Accounting Standard 19 "Employee Benefits" issued by the Companies (Accounting Standard) Rules, 2015. Re¬ measurement gains /losses on post-employment defined benefits comprising gains/ losses is reflected immediately in the balance sheet with a charge or credit to other comprehensive income in the period in which it arises.
i) Gratuity
In accordance with the Payment of Gratuity Act, 1972 the Company provides for Gratuity covering eligible employees. The liability on account of Gratuity is provided on the basis of valuation of the liability by an independent actuary as at the year end.
ii) Provident Fund
In accordance with applicable local laws, eligible employees of the Company are entitled to receive benefits under the provident fund, a defined contribution plan to which both the employee and employer contributes monthly at a determined rate (currently up to 12% of an employee's salary). These contributions are either made to the respective Regional Provident Fund Commissioner, or the Central Provident Fund under the State Pension Scheme, and are recognized as expenses incurred.
iii) Compensated Absences
The employees are entitled to accumulate leave subject to certain limits, for future encashment and availment, as per the policy of the Company.
The liability towards such unutilized leave
as at the end of each balance sheet date is determined based on independent actuarial valuation and recognized in the Statement of Profit and Loss.
2.15 Deferred Revenue Expenditure
Projects and other related expenditure incurred up to 31st March, 2025, the benefit of which is spread over more than one year is accounted as Project Promotion Expenses grouped under Other Advances and is amortized over the period in which benefits would be derived.
2.16 Leases
Assets taken on lease are accounted as right-of- use assets and the corresponding lease liability is accounted at the lease commencement date. Initially the right-of-use asset is measured at cost which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.
The lease liability is initially measured at the present value of the lease payments, discounted using the Company's incremental borrowing rate. It is re-measured when there is a change in future lease payments arising from a change in an index or a rate, or a change in the estimate of the guaranteed residual value, or a change in the assessment of purchase, extension or termination option. When the lease liability is re-measured in this way, a corresponding adjustment is made to the carrying amount of the right of-use asset, or is recorded in the Statement of Profit and Loss if the carrying amount of the right-of-use asset has been reduced to zero.
The right-of-use asset is measured by applying cost model i.e., right-of-use asset at cost less accumulated depreciation and cumulative impairment, if any. The right-of-use asset is depreciated using the straight-line method from the commencement date to the end of the lease term or useful life of the underlying asset whichever is earlier. Carrying amount of lease liability is increased by interest on lease liability and reduced by lease payments made.
Lease payments associated with following leases are recognised as expense on straight-line basis:
(i) Low value leases; and
(ii) Leases which are short-term.
2.17 Earnings per Share (EPS)
In arriving at the EPS, the Company's Net Profit After Tax, is divided by the weighted average number of equity shares outstanding. The EPS thus arrived at is known as 'Basic EPS'. To arrive at the diluted EPS, the net profit after tax, referred above, is divided by the weighted average number of equity shares, as computed above and the weighted average number of equity share that could have been issued on conversion of shares having potential dilutive effect subject to the terms of issue of those potential shares. The date(s) of issue of such potential shares determine the amount of the weighted average number of potential equity shares.
2.18 Taxation
i) Current Tax
Provision for Current tax is made based on the liability computed in accordance with the relevant tax rates and provisions of Income Tax Act, 1961 as at the balance sheet date and any adjustments to taxes in respect of the previous years, penalties if any related to income tax are included in the current tax expense.
ii) Deferred Taxes
Deferred Tax is the tax expected to be payable or recoverable on differences between the carrying amount of the assets and liabilities for financial reporting purpose and the corresponding tax bases used in computation of taxable profit. Deferred tax assets are recognized and carried forward only to the extent that there is a reasonable certainty that sufficient future taxable income will be available against which such Deferred Tax Assets can be realized.
Current and deferred tax is recognized in profit or loss, except to the extent that it related to items recognized in other comprehensive income or directly in equity. In this case, the tax is also recognized in other comprehensive income or directly in equity, respectively.
2.19 Commitments
Commitments are future liabilities for contractual expenditure.
Commitments are classified and disclosed as follows:
a. Estimated amount of contracts remaining to be executed on capital account and not provided for;
b. Uncalled liability on shares and other investments partly paid;
c. Funding related commitment to subsidiary, associate and joint venture companies and
d. Other non-cancellable commitments, if any, to the extent they are considered material and relevant in the opinion of management.
Other commitments related to sales/ procurements made in the normal course of business are not disclosed to avoid excessive details.
2.20 Operating cycle for current and non-current classification
Operating cycle for the business activities of the Company covers the duration of the specific project/contract including the defect liability period, wherever applicable and extends up to the realization of receivables (including retention monies) within the agreed credit period normally applicable to the respective lines of business.
2.21 Statement of Cash Flows
Statement of Cash Flows is prepared segregating the cash flows from operating, investing and financing activities. Cash flow from operating activities is reported using indirect method. Under the indirect method, the net profit is adjusted for
the effects of:
i. transactions of a non-cash nature;
ii. any deferrals or accruals of past or future operating cash receipts or payments;
iii. items of income or expense associated from investing or financing cash flows; and
Cash and cash equivalents (including bank balances) are reflected as such in the Statement of Cash Flows.
2.22 Exceptional Items:
Items of income and expenditure within profit and loss from such activities other than ordinary business activities which are of such size, nature or incidence that their disclosure is relevant to explain the performance of the enterprise for the period, the nature and amount of such items are disclosed separately as Exceptional Items.
2.23 Borrowing Cost
Borrowing costs net of any investment income from the temporary investment of related borrowings, that are attributable to the acquisition or construction of a qualifying asset are capitalized as part of cost of such asset till such time the asset is ready for its intended use or sale. A qualifying asset is an asset that necessarily requires a substantial period of time to get ready for its intended use or sale. All other borrowing costs are charged to the Statement of Profit and Loss in the period in which they are incurred. Borrowing costs include interest expense calculated using the effective interest method, finance charges in respect of assets acquired on finance lease and exchange differences arising on foreign currency borrowings to the extent they are regarded as an adjustment to interest costs.
4.1) 6,23,00,000 Equity shares of Gayatri Highways limited (GHL) have been pledged to Il&FS Securities Services Limited (Security Trustee) for the credit facilities availed by GHL from IL&FS Financial Services Limited.
4.2) 48,27,482 Equity shares Gayatri Energy Ventures Private Limited have been pledged to IDBI Trusteeship Services Limited for the credit facilities availed by the company from consortium lenders.
4.3) 25,500 Equity shares of Bhandara Thermal Power Corporation Limited have been pledged to IL & FS is yet to be released by the IL & FS as the loan is repaid by the step-down subsidiary company.
4.4) 16,77,00,300 9% Non Convertible Cumulative Redeemable Preference Shares held by the Company in M/s. Gayatri Highways Limited have been pledged to IDBI Trusteeship Services Limited for the credit facilities availed by the company from consortium lenders.
4.5) 7,82,87,796 4% Compulsorily Convertible Cumulative Preferential Shares held by the Company in Gayatri Hi¬ Tech Hotels Ltd have been pledged to IDBI Trusteeship Services Limited for the credit facilities availed by the company from consortium lenders.
20.1 Equipment Loans from Banks and Others
The Equipment loans are secured by hypothecation of specific equipments acquired out of the said loans and all these loans are guaranteed by the promoter directors. The rate of interest on these loans varies between 11% to 15%.
20.2 Term loans
The secured term loans are secured by hypothecation of construction equipments not specifically charged to other banks, equitable mortgage of immovable properties of group companies, pledge of unencumbered equity shares of promoters in Gayatri Projects Ltd and personal guarantees of the promoter Directors. The rate of interest varies between 11% to 13% with an average yield of 12.04% p.a.
20.3 Vehicle Loans:
The Vehicle loans availed are secured by hypothecation of specific vehicles purchased out of the said loans. The vehicle loans carry interest rate between 11% to 15% p.a.
20.4 Working Capital Facilities (Secured)
The working capital facilities from the consortium of Banks are secured by:
• Hypothecation against first charge on stocks, book debts and other current assets of the Company both present and future ranking paripassu with consortium banks.
• Hypothecation against first charge on all unencumbered fixed assets of the Company both present and future ranking paripassu with consortium banks.
• Equitable mortgage of properties belonging to promoters, directors, group companies.
• Personal guarantee of promoter directors and relatives. Corporate guarantees of entities in which KMPs are interested.
20.5 Short Term Loan (COVID FITL)
• Hypothecation against first charge on stocks, book debts and other current assets of the Company both present and future ranking paripassu with consortium banks.
• Hypothecation against first charge on all unencumbered fixed assets of the Company both present and future ranking paripassu with consortium banks.
• Equitable mortgage of properties belonging to promoters, directors, group companies.
• Personal guarantee of promoter directors and relatives. Corporate guarantees of entities in which KMPs are interested.
20.6 Secured Inter Corporate Loan from Others
The secured Intercorporate loans are secured by equitable mortagage of Land of Group Company and personal guarantees of the Managing Director. The rate of interest is 16.00% p.a.
20.7 Un-secured Inter Corporate Loan from Others
The unsecured Intercorporate loans rate of interest is 18.00% p.a.
20.8 Amount of default as on the Balance Sheet date in repayment of borrowings including interest thereon:
The company has defaulted in repayment of the dues to the lenders and the accounts have been declared as NPA and further Corporate Insolvency Process having been commenced w.e.f. 15-11-2022 (Refer note no. 1). In the absence of loan statements / information from the lenders, the actual date of default of various loans / financial facilities was not available with the company as there was adjustment of margin money deposits, repayments from TRA account against outstanding dues on different dates. Accordingly, the date of declaring the account as NPA/ recalling of the loans is considered as default date for the purpose of reporting in this clause.
20.9 Unsecured Loans from Promoters is due to shares held by promoters given as collateral sold by lenders of the company during the year.
20.10 Unsecured Loans from step down subsidiary is interest free with no fixed repayment schedule.
20.11 As per the information available with the company the lenders of the company had sent notices to the company as to why the company and its directors/gurantors shall not be declared as "willful defaulters”. The company and the directors/gurantors had responded to the various notices received and as on 31/03/2025, none of the lenders have conclusively declared the company and its directors/gurantors as "Wilful Defaulters". As on date of signing these financial statements certain lenders have declared the company, directors/gurnators as wilful defaulters, however, the said parties have approached the Hon'ble Courts and got appropriate reliefs. Further, As a part of the OTS u/s 12A of the IBC 2016 in order to facilitate the OTS, the diretors/ promoters/ gurantors had asked the lenders to withdraw the proceedings for "Wilful Default" and the same has been accepted by the lenders subject to payment of amounts as per the OTS. In view of payment of entire fund based amounts as per OTS U/s.12A, the Company is in active correspondence with the lenders to withdraw the willfull defaluter proceedings.
20.12 During the Financial year 2022-23, Corporate Insolvency Resolution process ("CIRP") was initiated against the company w.e.f 15th November, 2022 as per the order of the Hon'ble National Company Law Tribunal ("the NCLT"), Hyderabad Bench. Consequently during the Financial Year 2024-25 the company has not submitted quarterly returns/statements to its lenders.
20.13 (A) To the best of the knowledge and belief the management has not advanced or loaned or invested funds of the Company 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 on or 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 management has not received for the company funds 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 company (Ultimate Beneficiaries), or
b) Provide any guarantee, security, or the like to or on behalf of the ultimate beneficiaries.
d) Details of claims filed by the lenders in respect of Bank guarantees (BGs) and Corporate Guarantees, Amount of claims filed and admitted by the Resolution Professional during the CIRP period of the company and status of the same as on 31st March, 2025:-
a. During the course of the CIRP, the lenders have filed claims before the resolution professional in respect of Bank guarantees (BGs) given by the company towards Performance and Contractual commitments despite the fact that these BGs were not invoked by the BG beneficiary / holder. The Resolution professional has admitted the claims in respect of these BGs though the liability is not established in this case. As the BGs were not invoked and liability is not established in respect of these claims pertaining to BGs, the same cannot be disclosed under borrowings or loans and hence the same is disclosed as contingent liabilities amounting to C 65,244.42 Lakhs in the audited standalone Financial Statements for the year ending 31st March, 2025. In respect of the above contingent liabilities the promoters of the company have submitted a One-time full & final debt settlement (OTS) proposal with the lenders. The OTS proposal was accepted by 97.20% COC members (lenders) and thereafter, the application filed under section 12A of the Insolvency and Bankruptcy Code, 2016 has been approved by the Hon'ble NCLT as the Company Petition IB/308/ HDB/2022 under Section 7 is allowed to be withdrawn. Accordingly, the CIRP against the company is also withdrawn. As per the said OTS proposal the company has to safeguard invoked Bank guarantees given towards performance and contractual commitments
b. Details of claims filed by the lenders in respect of Corporate Guarantees given by the company and the details as on 31st March, 2025 are as follows:-
i. During the course of the CIRP, the lenders of the associate company have filed claims of C 6,800.00 lakhs in respect of the corporate guarantee given by the company and the same was admitted by the resolution professional even though the corporate guarantee was not invoked and the liability is not established and hence the same is disclosed as a contingent liability in the audited standalone Financial Statements for the year ended 31st March, 2025.
ii. During the course of the CIRP, the lenders of SMTL have filed claims before the Resolution professional for an amount of C 2,15,018.00 Lakhs which was admitted by the Resolution professional even though the corporate guarantee was not invoked by the lenders of SMTL and the liability is not established. However, the company as approved in its board meeting, has given corporate guarantee for C 1,82,735.00 Lakhs only and accordingly, C 1,82,735.00 Lakhs only is disclosed as a contingent liability in the audited standalone Financial Statements for the year ended 31st March, 2025.
iii. During the course of the CIRP, the Lenders of IDTL have filed claims before the Resolution Professional (RP) amounting to C 60,068.00 Lakhs which was admitted by the Resolution professional even though the corporate guarantee was not invoked by the lenders of IDTL and the liability is not established and hence the same is disclosed as a contingent liability in the audited standalone Financial Statements for the year ended 31st March, 2025.
iv. In respect of the above corporate guarantee which are disclosed as contingent liabilities the promoters of the company have submitted One time full & final debt settlement (OTS) proposal with the lenders including above stated CGs & BGs holders / lenders. The OTS proposal was accepted by 97.20% COC members (lenders) and thereafter, the application filed under section 12A of the Insolvency and Bankruptcy Code, 2016 has been approved by the Hon'ble NCLT as the Company Petition IB/308/HDB/2022 under Section 7 is allowed to be withdrawn. Accordingly, the CIRP against the company is also withdrawn. As per the aforesaid OTS proposal an amount of C 500 lakhs is assigned against the above stated CGs holders and the impact of the same shall be recognized in the financial statements during the financial year 2025-26 or subsequent years in which the payment is made. Accordingly, in the opinion of the management, in view of the above settlement for C 500 lakhs for CG holders which will be accounted in subsequent years upon payment, the accounting of admitted claims as loans / borrowings in the books is not required in the audited standalone Financial Statements for the year ended 31st March, 2025.
The promoters of the company have submitted One time full & final debt settlement (OTS) proposal in respect of the above corporate guarantees which are disclosed as contingent liabilities, with the lenders including above stated CGs & BGs holders / lenders. The OTS proposal was accepted by 97.20% COC members (lenders) and thereafter, the application filed under section 12A of the Insolvency and Bankruptcy Code, 2016 has been approved by the Hon'ble NCLT as the Company Petition IB/308/HDB/2022 under Section 7 is allowed to be withdrawn. Accordingly, the CIRP against the company is also withdrawn. As per the aforesaid OTS proposal, an amount of C 500 lakhs is assigned against the above stated CGs holders and the impact of the same shall be recognized in the financial statements during the financial year 2025-26 or subsequent years in which the payment is made. Accordingly, in the opinion of the management, in view of the above settlement for C 500 lakhs for CG holders which will be accounted in subsequent years upon payment, the accounting of admitted claims as loans / borrowings in the books is not required in the Standalone Audited Financial Statements for the year ended 31st March, 2025.
34.4 Disclosure pursuant to Indian Accounting Standard (Ind AS) - 19 "Employee's Benefits":
The summarized position of post-employment benefits and long-term employee benefits recognized in the statement of Profit & Loss and Balance Sheet as required in accordance with Indian Accounting Standard - 19 are as under: -
Employees of the Company receive benefits from a provident fund, which is a defined benefit plan. Both, the employees and the Company make monthly contributions to the provident fund plan equal to a specified percentage of the covered employee's salary. The Company contributed C 61.45 Lakhs and C 92.34 Lakhs during the years ended 31st March, 2025 and 31st March, 2024 respectively and the same has been recognized in the Statement of Profit and Loss under the head employee benefit expenses.
(f) The entire present value of gratuity and leave encashment at the year-end is unfunded and hence, fair value of assets is not furnished.
34.5 Segment Reporting
The Company's operations predominantly consist of construction/project activities. Hence, there are no reportable segments under Ind AS - 108. During the year under report, the Company's business has been carried out only in India. The conditions prevailing in India are uniform, no separate geographical disclosures are considered necessary.
34.6 Leases
The Company has taken on lease various assets such as plant & equipment, and vehicles. Details in respect of right of use of assets:
iii) Total cash outflow for leases amounts to C Nil (lakhs) including cash outflow of short-term and low value leases.
iv) Company is recognizing the lease liability, lease assets and depreciation thereon as per the Indian accounting standards.
v) As stated in Note No. 1, all lease liabilities have been settled under the OTS proposal and the impact of the same will be accounted and recognized in the year in which payment is made to the lessors.
As the company was undergoing CIRP during the financial year 2024-25, no Deferred Tax Asset has been recognized for the financial year as there is no enviable probability that the temporary difference will reverse in the foreseeable future and taxable profit will be available against which the deductible temporary difference can be utilised, based on the status of the company as on 31st March, 2025. However, as stated in note no. 1 the OTS proposal is accepted by the lenders during the financial year 2025-26 and the company will evaluate and analyse the effect of deductible temporary differences arising from investments in subsidiaries, branches and associates, and interests in joint ventures and also the impact of OTS proposal and accordingly, the company shall make any adjustment to the DTA/DTL in the F.Y. 2025-26 or subsequent years.
34.9 The Code on Social Security, 2020 became effective from 21st November. 2025. The Company will assess the impact of the Code on employee benefit obligations and account for the same in F.Y. 2025-26, as applicable.
34.10 There are no amounts due and outstanding to be credited to the Investors Education & Protection Fund as on 31-03-2025 and amounts which are required to be transferred to such funds have been transferred.
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 strives to safeguard its ability to continue as a going concern so that they can maximize returns for the shareholders and benefits for other stakeholders. The aim is to maintain an optimal capital structure and minimize the cost of capital.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may return capital to shareholders, issue new shares or adjust the dividend payment to shareholders (if permitted). Consistent with other entities in the industry, the Company monitors its capital using the gearing ratio which is net debt divided by total equity.
The Company's activities expose to a variety of financial risks like market risk, credit risk and liquidity risks. The Company's focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance.
(i) 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, currency risk and other price risk, such as equity price risk. Major financial instruments affected by market risk, includes loans and borrowings.
a. Interest rate risk
As the company had defaulted in repayment of loans/financial facilities, the interest rate risk is very limited to the Company at present.
b. Foreign Currency Risk:
• The Company's foreign Currency exposure details are as follows:
Credit risk is the risk that a customer or a counterparty to a financial instrument fails to perform or pay amounts causing financial loss to the company. The maximum exposure of the financial assets is contributed by trade receivables, investments, work-in-progress/ unbilled revenue, cash and cash equivalents and receivables/loans from group and other companies, sub-contractor advances.
Credit risk on trade receivables, work in progress/unbilled revenue is limited as the customers of the company mainly consist of the Government promoted entities, having strong credit worthiness. The company takes into account ageing of accounts receivables and the company's historical experience of the customers and financial conditions of the customers. During the current year the company had identified credit risk on certain financial instruments as below.
(iii) Liquidity Risk:
Liquidity Risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at a reasonable price. For the reasons stated in Note No. 1 and on account of initiation of CIRP against the company, the company faces liquidity risk and there is Material uncertainty about
the going concern of the company for the year ended 31.03.2025. The Company's management and finance department is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by the senior management. However, in view of the acceptance of OTS proposal u/s 12A by the COC, the company foresees the liquidity risk as a temporary event.
34.16 Pursuant to the introduction of the Goods and Service Tax (GST) applicable indirect taxes have got subsumed into GST. The company has executed various Construction Contracts/projects of NHAI /other state and central government Departments and in majority of the cases, the work orders for these contracts were issued under the erstwhile previous tax laws and the additional impact on account of GST including the impact of change in GST rate/change in law during the year on works contract is recognized as other receivables under "Other Current Assets". During the previous years the company had retained certain amounts against receivables and the balance is receivable in due course.
34.17 The Company has an investment in Gayatri Hi-tech Hotels Limited ("Investee Company") amounting to C 19,571.95 lakhs as at 31st March, 2025, in the form of 4% Compulsorily Convertible Cumulative Preferential Shares ("CCCPS") which is convertible into equity shares of the investee company during the financial year 2027-28. As per the audited financials of the said investee company it has incurred substantial losses and there is a complete erosion in net worth of the investee company. However, as per the unaudited financials of the said investee company for the period ended as on 30th September, 2025 and further as per the information available with the company, the business operations of the investee company have substantially improved, the net-worth of the investee company has turned positive and investee company is able to meet its financial obligations independently. In view of the above and also based on the managements internal evaluations/ assessments done on the investment and also the fact that the CCCPS are convertible into equity shares of the investee company during the financial year 2027-28 which is a long period for realization of the investment or to analyze the actual investment value, the company has opined that no provision for diminution / impairment for carrying value of the investment is required in the audited standalone Financial Statements for the year ended 31st March, 2025.
34.18 Gayatri Highways Limited, an associate company in which the company made investments during the previous financial years and the balance of these investments as at 31st March, 2025 are C 16,770.03 Lakhs in the form of Non-Convertible Preference Shares ('NCPS'), Equity Share Capital investment C 1,248.00 Lakhs, subordinate debt C 17,967.01 Lakhs and unsecured loan C 7,858.37 lakhs. As stated in the audited financial statements of the Associate Company, it has been incurring operating losses during the past few years. However, the financial statements of the said associate company have been prepared on a going concern basis as the promoters of the associate company have guaranteed support to the company and its management believes that its investments in several road projects will generate sufficient cash flows to support the company in foreseeable future. As per the representations and explanations given by the management of the associate company till the F.Y. 2021-22, the said associate company is holding portfolio in several road projects and further they had stated that the future cash flows of the said associate company from the road projects on account of various claims filed, annuities, Toll collections receivable, and arbitration awards awarded will be sufficient to repay the amounts invested/advanced to the associate company and hence, no provision was made in respect of NCPS investments made by the company and unsecured loan/subordinate debt receivable by the company from the said associate till the year ended 31st March, 2022.
Upon initiation of CIRP against the company as stated in Note No. 1 above, the management of the affairs of the Company is vested with the Interim Resolution Professional / Resolution Professional appointed by the Hon'ble NCLT during the financial year 2022-23. During the course of CIRP, the Resolution Professional (RP) on behalf of the company had sent a demand notice to the associate company asking them to repay the entire unsecured loan and sub-ordinate debt. In response to such notice, the associate company has confirmed that the amounts due to the company are towards preference shares of C 16,770.03 lakhs and unsecured loans as at 31st March, 2023, but surprisingly, the associate company had stated that during the financial year 2022-23 it has written-off an amount of C 17,967.01
Lakhs being the subordinate debt payable to the company citing the reason that the subordinate debt was given by the company to the associate company towards funding of shortfalls in two major road projects i.e., SMTL and IDTL, and as the said road projects owned by SMTL and IDTL have incurred significant losses and were terminated by NHAI and on account of this, the associate company has incurred significant losses which cannot be recovered in future and accordingly, the associate company has unilaterally written off the subordinate amount of C 17,967.01 Lakhs deeming the same as no longer payable to the company as there will be no surplus cash flows to the associate company from the said road projects. As per the information available with the company, the resolution professional has neither responded nor taken proper recourse to recover the sub¬ ordinate debt receivable from the said associate company. In these circumstances, as stated in Note No. 1 above, the One Time Debt Settlement proposal was accepted and the management affairs of the company are vested back with the promoters of the company w.e.f. 16th September, 2025. The management of the company has corresponded with the associate company asking the associate company to confirm on the outstanding subordinate debt payable to the company and in response to such letter , GHL vide its letter dated 29th November, 2025 has stated that the amount are no longer payable to the company citing the reason that the subordinate debt was given by the company to the associate company towards funding of shortfalls in two major road projects i.e., SMTL and IDTL, and as the said road projects owned by SMTL and IDTL have incurred significant losses and were terminated by NHAI and on account of this, the associate company has incurred significant losses which cannot be recovered in future. The company is in the process of deciding the future steps to be taken against the associate company in order to recover its dues. As per the information made available to the company, the associate company may receive the claims awards in its favour and substantial amounts from sale of investments held by the associate company and the same shall be utilized to repay amounts due to the company. However, based on the prudence concept of accounting and the fact that the subordinate debt of C 17,967.01 Lakhs has been already being
unilaterally written off by the associate company in the financial year 2022-23 as not payable to the company, the management of the company has made a provision in respect of subordinate debt of C 17,967.01 lakhs and accordingly this provision was disclosed as an exceptional item (Net of Expected Credit Loss) in the Standalone Audited Financial Statements for the year ended 31st March, 2023. It is further viewed that if this amount is recovered in future years, the same shall be accounted in the year of recovery in the books of account and in the financial statements. Further, as on date of these results GHL has paid an amount of C 2,962.16 Lakhs against the unsecured loan and accordingly, the management of the company is of the view that remaining dues receivable in the form of NCPS and unsecured loan are fully recoverable and hence, no provision is required to be made in the Audited Standalone Financial Statements for the year ended 31st March, 2025 for the NCPS investments made by the company and unsecured loan receivable by the company from the said associate company.
34.19 During the previous financial years, in the ordinary course of business, the Company had given Contract Advances to a sub-contractor which on mutual consent was converted into an interest-bearing inter-corporate loan. The said Inter corporate loan of C 8,849.39 Lakhs and interest thereon of C 25,555.00 Lakhs is pending for recovery as at 31st March, 2025. The recovery of this loan along with interest thereon is delayed due to extraneous reasons like changes in government policies, delays in execution of projects, etc. In the preceding financial years, the company had recovered considerable amounts from the said sub-contractor against the loan and the same was adjusted to the principal amount of the Inter corporate loan (ICL). In order to expedite the recovery of the balance amounts during the preceding Financial Years, the said sub-contractor had given an undertaking to the company, wherein they had agreed to assign proceeds from sale of immovable properties to the company for repayment of the Intercorporate loan and interest thereon. During the F.Y. 2023-24 and the current financial year i.e. 2024-25, the Sub-contractor had based on the aforesaid undertaking paid an cumulative amount of C 9,826.75 Lakhs and the same was adjusted against the principal amount of the loan. During the current financial year, the
Inter Corporate Loan along with interest thereon was due for payment as per the terms of the ICL agreement. However, as the company was under CIRP no steps were taken to renew/extend the loan agreement neither were any steps taking during the year to recover the balance amounts due. In these circumstances as stated in Note No.1 above, the OTS proposal was accepted and the management affairs of the company are vested back with the promoters with effect from 16th September, 2025. The management of the company has corresponded with the sub¬ contractor for recovery of the balance amount due and is hopeful of a positive outcome in the best interest of the company and pending outcome of the same the management of the company is of the view that no interest income shall be accounted during the year on the ICL. In view of the above, given the fact that the said sub-contractor has paid an cumulative amount of C 9,826.75 Lakhs to the company during the F.Y. 2023-24 & 2024-25 against its dues. The management of the company is of the view that no provision for the same is required to be made in the Audited Standalone Financial Statements for the year ended 31st March, 2025.
34.20 One of the subsidiaries of the associate company (hereinafter called as "concessionaire company" or Sai Matarani Tollways Limited "SMTL"), which has been awarded a Build-Operate-Transfer (BOT) work for the construction of Four Laning of Panikoili-Rimuli section of NH-215 Road. The company has an EPC receivable of C 23,715.65 Lakhs from M/s. Sai Matarani Tollways Limited "SMTL" as at 31th March, 2025. Additionally, the company had given an irrevocable and unconditional Corporate Guarantee of C 1,82,735.00 Lakhs to the lenders of SMTL. SMTL had given termination notice to the National Highways Authority of India (NHAI) due to irreparable loss of toll revenue from the road project and requested for termination payment of C 2,29,667.00 Lakhs. Apart from the above-said termination payment, it had filed claims including EPC claims with the NHAI under Concessionaire's right to recover losses/ damages from the Authority on account of material default of the Authority. SMTL Road Project was terminated by the NHAI on 28th January, 2020 and toll collection rights were handed over to the NHAI from 30th January, 2020. SMTL had requested the NHAI for referring the disputes such as Termination
Payment and Claims to the Conciliation Committee of Independent Experts ("CCIE") as per NHAI policy. The CCIE has suggested that there should be a give and take policy for both parties SMTL and accordingly, the termination payment was finalized to C 79,650.00 Lakhs by NHAI. SMTL has requested its lenders to accept the above¬ said payment of C 79,650.00 Lakhs towards full and final settlement of all existing past and future dues etc. Upon acceptance of the above stated proposal, the said lenders shall waive all future claims against SMTL and its guarantors including corporate guarantor i.e., Gayatri Projects Limited and drop all legal proceedings. In addition to above termination payment finalized by NHAI which will be utilized for payment of lenders dues, SMTL had filed EPC claims before NHAI and the amount of claim is C 974.49 crores as per initial assessment before CCIE. The management of the SMTL was confident of getting claims from NHAI and assured to repay entire dues to the company till 31/03/2022. In these circumstances, during the Financial year 2022-23, the management of the company had informed its board that as a part of SMTL settlement with its lenders and for release of Corporate guarantee given by the company to the lenders of SMTL, the company was directed to waive its EPC receivable of C 23,715.65 Lakhs from SMTL which was considered by the board of the company in its board meeting but the same was subject to approval of the consortium of the lenders of the Company. Subsequently, CIRP proceedings were initiated against the company and during the CIRP, the resolution professional of the company had written a letter to SMTL asking them to pay the EPC dues immediately. In response to the letter, SMTL had responded stating that there were shortfalls in the EPC executed by the company which all led to termination of Toll project by NHAI and the same had ultimately caused huge loss the SMTL and accordingly SMTL had stated that the amounts are no longer payable and had written off the same during the financial year 2022-23. As per the information available with the company, the RP has neither responded to the letter received from SMTL nor taken proper recourse to recover the EPC receivable from SMTL. Subsequently, as per the information available with the company during the F.Y. 2022¬ 23, based on the settlement agreement between NHAI and SMTL, the EPC claim amount receivable
from NHAI was settled to C 171.53 crores as against initial claim assessment before CCIE of C 974.49 crores and further, this claim amount of C 171.53 crores was recovered /adjusted by the lenders of SMTL over and above the agreed settlement amount of C 79,650.00 Lakhs. Subsequently, SMTL was admitted into CIRP as per the application filed by its lenders before the Hon'ble NCLT. In view of the above matters, during the financial year 2022¬ 23 the company has made a full provision for bad and doubtful debts against the EPC receivable and during the current financial year 2024-25 in the quarter ended 31st March, 2025 the company has written off the entire EPC receivable from SMTL. However, no provision is required to be made in respect of corporate guarantee given by the company to the lenders of SMTL for the detailed reasons explained in Note No. 34.1b above.
34.21 An amount of C 3,620.49 Lakhs was receivable from M/s Western UP Tollways Limited ('Erstwhile Associate Company or WUTPL') operating Meerut and Muzaffarnagar Section of NH-58 Road on BOT basis against the EPC works executed by the company during the previous years and the amounts were to be recovered out of claims amounts received by the erstwhile associate company from NHAI. During the previous financial years, the Arbitration Tribunal has pronounced arbitration award of C 12,443.03 Lakhs which includes interest thereon of C 6,405.00 Lakhs and extension of concession period by 348 days. In order to avoid future disputes and litigations in higher courts, at the request of the M/s. Western UP Tollways Limited, the above awarded claims and the termination payment have been referred to the Conciliation Committee of Independent Experts ("CCIE") as per NHAI policy. During the course of CIRP of the company, the CCIE has arrived a final settlement amount of C 9,850.00 Lakhs and the same was accepted by the company for which the Resolution Professional on behalf of the company has entered into a settlement agreement with NHAI, GHL, and WUPTL, wherein the Resolution Professional of the company had accepted an amount of C 1,133.08 Lakhs, as full and final settlement against its receivables and the same was paid by NHAI on 27/08/2024 during the course of CIRP. Accordingly, the management of the company has written of the balance EPC receivable of C 2,487.40 Lakhs during the
current financial year and the same is disclosed as an exceptional item in the audited standalone Financial Statements.
34.22 The Advances to Suppliers, Sub-contractors and others as at 31st March, 2025, includes an amount of C 14,722.65 Lakhs given to one sub- contractor in the normal course of business during previous years. The recovery of this advance is delayed due to certain extraneous factors not attributable to the sub-contractor. During the previous financial years, the company had recovered C 18,000.00 Lakhs from the sub-contractor. However, for the conditions stated in note no. 34.25 below and the company got admitted into CIRP, the contract works awarded to the company got transferred or cancelled by the contractees and in this process, the works awarded to the company which were allotted to this sub-contractor also got cancelled and due to the same the company anticipates a delay in recovery of amounts from the said sub¬ contractor. In view of the delayed recovery, in order to comply with the Accounting Standards requirement, the company has till date provided an expected credit loss of C 6,580.92 Lakhs. The management of the company is in the process of corresponding with the sub-contractor and evaluating the effect of cancellation of work the company and sub-contractor and analyzing the possibility to make claims in this regard in order to recover the dues at the earliest in the best interest of the business operations of the company.
34.23 Gayatri Energy Ventures Private Limited (GEVPL), a wholly owned subsidiary company incorporated for the purpose of investment in power projects, in which the Company had invested Equity Share Capital of C 63,983.28 Lakhs and also funded as and when required in the form of unsecured loan, the balance loan as at 31st March, 2025 is C 3,691.53 Lakhs (including BG encashment of C 2,421.00 Lakhs). During the previous financial year, the bank guarantee given by the company in favour of western Coalfields Limited (WCL) for C 2,421.00 Lakhs on behalf of Jinbhuvish Power Generation Private Limited (JPGPL) was arbitrarily, illegally invoked and en-cashed by WCL. As against this illegal encashment of the bank guarantee, the company has taken necessary legal recourse against WCL at the appropriate Hon'ble Court which is pending for disposal. The company is confident of recovering this BG
amounts based on legal opinion and merits of the matter. During the previous financial years, the subsidiary company has incurred a loss of C 7,204.35 Lakhs, on account of impairments of its assets/receivables. Additionally, the step-down subsidiary of the company i.e. Bhandara Thermal Power corporation limited (BTPCL) has received SARFARESI notices from the lenders of GPL as the land held by BTPCL was given as a collateral for the loans taken by GPL and as per the information available with the company, during the financial year 2025-26, the said lenders have sold the land and recovered dues of GPL. During the current financial year 2024-25, the subsidiary company has received the earnouts amount of C 19,103.43 Lakhs due to occurrence of liquidity event in SEIL Energy India Limited (SEIL) pursuant to the "Share Purchase Agreement" entered for the sale of the Investment. In view of the above, the management of the company is of the opinion that the company shall recover the BG amount en-cashed by WCL and the earn out amounts received from SEIL are sufficient to cover the erosion in net-worth of GEVPL and accordingly, no impairment on its investment made in GEVPL is required to be made in audited standalone Financial Statements for the year ended 31st March, 2025.
34.24The recovery of work and other advances and receivables from one sub-contractor amounting to C 7,483.05 Lakhs as at 31st March, 2025 got delayed due to mis-match in cash flows of the sub-contractor and non-extension of adequate financial facilities. During the previous financial years, the said sub-contractor had arranged a payment of C 2,452.80 Lakhs, to the lenders of the company, and accordingly the management is confident of recovery of the balances amounts and is of the opinion that no provision is required to be made in the audited Standalone Financial Statements for the year ended 31st March, 2025.
34.25 Due to changes in business conditions on account of the Covid-19 pandemic, there has been delay in recovery of Trade Receivables from various parties including state governments, central government, NHAI, increase in materials cost and increase in cost of services, non-availability of adequate working capital to execute the contract works on hand, non-awarding of fresh contract works due to lenders reluctant to provide bank guarantee or other facilities, etc., have severely
affected the business operations and billing cycle (raising of RA bills on the contractors) of the company which have resulted that the Company defaulted in repayment of dues to its lenders and devolvement of significant Non-Fund based facilities and most of the lenders have recalled their financial facilities extended to the company. The loans and other facilities sanctioned to the company have been classified by the lenders as Non-Performing Assets (NPA) and the interest/ finance cost on financial liabilities up to the period of initiation of CIRP has been recognized on the basis of the loan/credit facilities sanction letters and other documents available with the company. In these circumstances, forensic audit on the accounts of the company has been initiated and completed as per the directions of the lenders and the management of the company has submitted detailed replies to the observations made in the said forensic audit report. Without considering the submissions made by the company, certain lenders have taken unilateral decisions which have affected the business operations of the company. As aggrieved with the unilateral decisions, the management / company has approached Hon'ble courts and got appropriate reliefs. As stated in Note No. 1, the Corporate Insolvency Resolution process ("CIRP") has been initiated against the company w.e.f. 15th November, 2022 as per the order of the Hon'ble National Company Law Tribunal ("the NCLT"), Hyderabad Bench vide its Order dated 15th November, 2022. As stated in Note No. 1, the promoters of the company have submitted One time full & final debt settlement proposal with the lenders of the company which was accepted by 97.20% COC members (lenders). Thereafter, the application filed under section 12A of the Insolvency and Bankruptcy Code, 2016 has been approved by the Hon'ble NCLT vide its order dated 10th September, 2025 as the Company Petition IB/308/HDB/2022 under Section 7 is allowed to be withdrawn. Accordingly, the CIRP against the company is also withdrawn. The company has paid the entire fund-based amount as stated in the approved 12A plan as on the date of these audited standalone Financial Statements.
34.26 The Cabinet Committee on Economic Affairs (CCEA) vide its "measure to revive construction sector - reg" had approved partial (75%) interim payment of challenged arbitral awards
by the Government entities to contractors/ concessionaires against a bank guarantee. Pursuant to such measures announced, the company had received a sum of C 21,044.83 lakhs as partial (75%) interim payment towards an arbitration amount and the amount so received during the previous financial years has been reduced from the outstanding claims receivables disclosed in other current assets.
34.27 During the previous year, the company has assigned some of its contract works on back-to- back basis to sub-contractors / other contractors as the company is unable to achieve the work progress targets due to working capital issue and non-availability of funds for the detailed reasons stated in note no. 34.25. The assignment of these contract works to sub-contractors / other contractors is done in the best interest of the company in order to avoid huge termination penalties and other hindered consequences. Due to assignment of contract works to sub¬ contractors / other contractors, the company could not raise bill for contract work executed till the date of assignment which has resulted in reduction of contract revenue and thereby caused huge losses.
34.28 During the financial year 2024-25, the company has incurred a loss of C 6,879.61 Lakhs and as on 31st March, 2025 the company has accumulated losses of C 2,00,993.96 Lakhs for the detailed reasons stated in the note no. 34.25 and 34.27, and there is complete erosion in the net worth of the company on account of huge losses incurred. The company has defaulted in repayment of outstanding loans to its lenders and the company bank accounts are declared as NPA and the CIRP initiated against the company as per the order of the Hon'ble NCLT w.e.f 15th November, 2022. As on 31st March, 2025, the current liabilities exceed the current assets by C 2,36,891.28 Lakhs. The audited standalone financial statements have been prepared on a Going-Concern basis as the Hon'ble NCLT has directed to continue the operations on a going concern basis. Further as on the date of these audited standalone financial statements, the One¬ time full & final debt settlement proposal submitted by the promoters of the company with the lenders of the company was accepted by 97.20% COC members (lenders) and the application filed under section 12A of the Insolvency and Bankruptcy
Code, 2016 has been approved by the Hon'ble NCLT vide its order dated 10th September, 2025 as the Company Petition IB/308/HDB/2022 under Section 7 is allowed to be withdrawn. Accordingly, the CIRP against the company is also withdrawn. The company has paid the entire fund-based amount as stated in the approved 12A plan as on the date of these audited standalone financial statements. Therefore, in view of the above, the management of the company has opined that the company will continue as a going concern and there is no uncertainty in this. Accordingly, the audited standalone financial statements of the company are prepared on Going-Concern basis.
34.29 During the year ended 31st March, 2025, NHAI has arbitrarily invoked Performance Bank Guarantees amounting to C 330.43 Lakhs due to slow progress of works for the detailed reasons stated in Note No. 34.25 and 34.27, and the same was charged to the Statement of Profit and Loss as exceptional items.
34.30 Due to matters stated at note 34.27, several project sites which were terminated/given on back-to-back basis, the Property, Plant and Equipment (PPE) situated at such sites were handed over to the sub-contractors for completion of the project works and, in some cases, the said equipment was given on Hire basis. As the company was under CIRP during the year, the company could not conduct the physical verification of the PPE. As on date of signing of these financial statements, the company is in the process of conducting the physical verification of the PPE and any impact of the same shall be recognized in the subsequent financial years.
34.31 Corporate Social Responsibility:
The amount required to be spent by the Company as per the provisions of section 135(5) of Companies Act, 2013 on Corporate Social Responsibility (CSR) related activities during the year is C NIL (previous year: C Nil Lakhs).
The amount recognised as expense in the Statement of Profit and Loss on CSR related activities is (previous year: C Nil Lakhs), which comprises: -
34.33 The company was under CIRP process for the year ended 31st March, 2025 and the management affairs of the company were vested with the Resolution professional appointed by the Hon'ble NCLT. Lenders and most of the creditors have filed claims with the company. Certain works got either cancelled or transferred and receivables in respect of contract work were directly taken by them from the contractees. Therefore, the balances of receivables, loans & advances, creditors as at 31st March, 2025 are subject to reconciliation and receipt of confirmation.
Note on Ratios: Substantial Variances noted above in the Ratios is due to corporate insolvency as the Net worth of the Company is eroded substantially and the Company has overdue to the financial creditors as well as operational creditors.
34.35 Previous year figures are regrouped/reclassified to match with the current year presentation.
34.36 Additional Regulatory Information as required by Schedule III of the Companies Act, 2013:
a) No charges are pending for registration with Registrar of Companies (ROC) beyond the statutory period.
b) No transactions made with the Struck off Companies in the current year and previous year.
c) The Company has not traded or invested in Crypto Currency or Virtual Currency during the current or previous year.
d) There is no income surrendered or disclosed as income during the current or previous year in the tax assessments under the Income Tax Act, 1961, that has not been recorded in the books of account.
e) The Company has not entered into any Scheme of Arrangement in terms of sections 230 to 237 of the Companies Act, 2013. Hence there will be no accounting impact on the current or previous financial year.
f) The Company has complied with clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017.
34.37 All amounts are rounded off to the nearest Thousands.
For Atmakuri & Co For and on behalf of the Board
Chartered Accountants
T.Vivekananda Reddy T.V.Sandeep Kumar Reddy T.Sarita Reddy
Partner Chairman & Managing Director Executive Director
DIN: 00 005573 DIN: 00017122
Place: Hyderabad N.Seshagiri Rao Shashank Jain
Date: 29th December, 2025 Chief Financial Officer Company Secretary
& Compliance Officer
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