(1) During the year company has incorporated a wholly owned subsidiary in Dubai, under the name Lloyds Global Resources FZCO having paid up share capital of AED 4,99,000 (499 fully paid equity shares at AED 1000 each).
(2) On 27th June, 2025, Company has subscribe to 22,341 (Twenty-two Thousand three hundred and forty One Only) equity shares, representing 17.45% of the total issued, subscribed and paid-up equity share capital of Hexa Energy MH3 Private Limited (Hexa MH3), for an aggregate consideration of R 3,15,00,000 (Rupees Three Crore Fifteen Lakhs Only).
(3) On 12th June 2025, Company has acquired 10,74,074 (Ten lakhs Seventy-four Thousand and seventy-four Only) equity shares, representing 26.82% of the total issued, subscribed and paid-up equity share capital of HR Godavari Private Limited (HR Godavari), for an aggregate consideration of R 24,50,0000 (Rupees Twenty-four Crore Fifty Lakhs Only).
(4) The Company has subscribed 10,39,500 (Ten lakhs Thirty Nine Thousand five hundred Only) equity shares, representing 29.23% of the total shareholding in Hexa Energy W2 Private Limited. The equity shares in the said company were subscribed by way of private placement on June 27, 2025 and January 21, 2026, for an aggregate consideration of R 8,32,00,000 (Rupees Eight Crore Thirty two Lakhs Only).
(5) On June 27, 2025, the company has subscribe to 1,64,90,000 (One Crore Sixty-Four Lakhs Ninety Thousand Only) equity shares, representing 19.40% of the total issued, subscribed and paid-up equity share capital of Mandovi River Pellets Private Limited (MRPPL), for an aggregate consideration of R 16,49,00,000 (Rupees Sixteen Crore Forty-Nine Lakhs Only).
(6) On July 19, 2025, Thriveni Transport and Logistics Private Limited (Fomerly know as Lloyds Surya Private Limited) has allotted 56,60,37,736 (Fifty-Six Crore Sixty Lakh Thirty-Seven Thousand Seven Hundred Thirty-Six) equity shares of face value R1 each, at an issue price of R1.06 per share (comprising R1 face value and R0.06 as share premium), aggregating to a total consideration of R60,00,00,000 (Rupees Sixty Crore only). The shares were allotted to Thriveni Earthmovers and Infra Private Limited on a preferential basis through private placement. As a result of this transaction, Lloyds Surya Private Limited has ceased to be a subsidiary of the Company and become step down subsidiary.
(7) The Company has entered into the share subscription agreement dated February 17, 2025 between the Company and Thriveni Earthmovers and Infra Private Limited (TEIPL) for the acquisition of 70,00,00,000 equity shares, representing 79.82% of the total issued, subscribed and paid-up equity share capital of TEIL by the Company, for an aggregate consideration of R 70,00,00,000 (Rupees Seventy Crores Only) (Share Subscription Agreement). Pursuant to share subscription agreement, TEIL has allotted shares to LMEL on dated 1st July, 2025. As on 31st March 2026 issued holding percentage diluted from 79.82% to 75.62% due to further isuue of equity share to outsider by TEIPL.
(8) On 21st October 2025, the Company has acquired 49.99% Equity Stake in Thriveni Pellets Private Limited (TPPL) by purchasing 88,24,900 (Eighty-Eight Lakh Twenty-Four Thousand Nine Hundred Only) equity shares, representing 49% (Forty Nine percent) of the total issued, subscribed and paid-up equity share capital of TPPL from Adler Industrial Services Private Limited (AISPL), for an aggregate cash consideration of R 200,00,00,000 (Rupees Two Hundred Crores) and non-cash consideration of R 2,85,88,67,409 (Rupees Two Hundred Eighty-Five Crore Eighty-Eight Lakh Sixty-Seven Thousand Four Hundred Nine) by swap of shares by way of issuance and allotment of 19,57,458 (Nineteen Lakh Fifty-Seven Thousand Four Hundred Fifty-Eight) equity shares of the Company on a preferential basis for R 1,460.50 (Rupees One Thousand Four Hundred and Sixty and Fifty Paise) having face value of R 1 (Rupee One) per equity share to AISPL and 1,78,299 (One Lakh Seventy Eight Thousand Two Hundred and Ninety Nine) equity shares, representing 0.99% (Point Nine Nine) of the total issued, subscribed and paid up equity share capital of TPPL by the Company from Thriveni Earthmovers Private Limited (TEMPL) for an aggregate cash consideration of R 9,81,68,953 (Rupees Nine Crore Eighty-One Lakh Sixty-Eight Thousand Nine Hundred Fifty Three).
(9) The Company has subscribed 2,500 (Two Thousand Five Hundred Only) equity shares, representing 20% (Twenty percent) of the total issued, subscribed and paid-up equity share capital of LT Gondwana Skill Hub Private Limited (LT Gondwana), for an aggregate consideration of R 25,000 (Rupees Twenty-Five Thousand Only).
(10) The Company incorporated a Wholly Owned Subsidiary, Lloyds Ferra Forge Global Private Limited, on February 28, 2026. As at March 31, 2026, no capital has been infused into the subsidiary and the Company's investment stands at Nil. The subsidiary is yet to commence its commercial operations.
A) During the financial year, the Company allotted 1,957,458 equity shares of face value ^ 1 each at an issue price of ^ 1,460.50 to Adler Industrial Services Private Limited as part of purchase consideration for the acquisition of shares in Thriven i Pellets Private Limited on 19-Oct-2025.
B) During the financial year, the Company allotted 36,795,000 equity shares of face value ^ 1 each to Promoters and NonPromoters who were holders of warrants and have exercised their option to convert 36,795,000 Warrants into an equivalent number of Equity Shares. These were issued at a price of ^ 740 per equity share (including a share premium of ^ 739 per share). The allotments were made as follows: 3,100,000 shares on 12-Aug-25; 15,268,950 shares on 31-Dec-25; 805,500 shares on 28-Feb-26; and 17,620,550 shares on 31-Mar-26.
C) The Company has allotted 7,90,685 (Previous Year 4,88,410) Equity Shares to the Lloyds Employees Welfare Trust under Lloyds Metals and Energy Limited Employee Stock Option Plan - 2017.
(B) Terms/Rights attached to equity shares
The Company has only one class of equity shares having a face value of R 1/- each. Each holder of equity share is entitled to one vote per share. The company declares and pays dividends in Indian Rupees. In the event of liquidation of the company, the equity shareholders 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.
The Company is subject to income tax in India on the basis of its financial statements. The Company can claim tax exemptions/ deductions under specific sections of the Income Tax Act, 1961 subject to fulfilment of prescribed conditions, as may be applicable. The Company during the year ended March 31, 2021 had opted for the new tax regime under Section 115BAA of the Act, which provides a domestic company with an option to pay tax at a rate of 22% (effective rate of 25.168%). The lower rate shall be applicable subject to certain conditions, including that the total income should be computed without claiming specific deduction or exemptions.
As per the tax laws, business loss can be carried forward for a maximum period of eight assessment years immediately succeeding the assessment year to which the loss pertains. Unabsorbed depreciation can be carried forward for an indefinite period. The reconciliation of estimated income tax to income tax expense is as below:
QffllQ Disclosure as required by the Ind AS -19 “Employees Benefit" is given below:
Defined benefit plan: The Company operates one defined benefit plan, viz., gratuity & Leave Encashment benefit, for its employees. The Gratuity & Leave Encashment plan provides for a lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to 15 days basic salary payable for each completed year of service. The company does not have any fund for gratuity liability or Leave liability and the same is accounted for as provision.
Under the other long term employee benefit plan, the company extends the benefit of compensated absences to the employees, whereby they are eligible to carry forward their entitlement of earned leave for encashment upon retirement / separation or during tenure of service. The Plan is not funded by the company.
The above sensitivity analysis is determined based on a method that extrapolates the impact on the net defined benefit obligations, as a result of reasonable possible changes in the significant actuarial assumptions.
Further, the above sensitivity analysis is based on a reasonably possible change in a particular under-lying actuarial assumption, while assuming all other assumptions to be constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated.
(b) Leave encashment
The leave encashment amounting to ^ 5.82 crore is charged to Profit and loss account. (Previous year: ^ 4.27 crore).
Note: 35 Financial instrument and risk managementFair values
1. The carrying amounts of trade payables, other financial liabilities (current), borrowings (current), trade receivables, cash and cash equivalents, other bank balances and loans are considered to be the same as fair value due to their short term nature.
2. Borrowings (non-current) consists of loans from banks and NBFC payable after 1 year, other financial liabilities (non-current) consists of Lease liabilities, where the fair value is considered based on the discounted cash flow.
3. The fair value of forward foreign exchange contracts is calculated as the present value determined using forward exchange rates, currency basis spreads between the respective currencies and interest rate curves.
The fair value of financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.
Fair value Hierarchy:
Level 1: Quoted prices (unadjusted) in active market for identical assets or liabilities.
Level 2: Inputs other than quoted price included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
The fair value of financial instruments that are not traded in an active market is determined using market approach and valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If significant inputs required to fair value an instrument are observable, the instrument is included in Level 2.
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
If one or more of the significant inputs is not based on observable market data, the fair value is determined using generally accepted pricing models based on a discounted cash flow analysis, with the most significant inputs being the discount rate that reflects the credit risk of counterparty.
The fair value of trade receivables, trade payables and other current financial assets and liabilities is considered to be equal to the carrying amounts of these items due to their short-term nature. Where such items are non-current in nature, the same has been classified as Level 3 and fair value determined using discounted cash flow basis. Similarly, unquoted equity instruments where most recent information to measure fair value is insufficient, or if there is a wide range of possible fair value measurements, cost has been considered as the best estimate of fair value.
There has been no change in the valuation methodology for Level 3 inputs during the year. The Company has not classified any material financial instruments under Level 3 of the fair value hierarchy. There were no transfers between Level 1 and Level 2 during the year.
Note: 36 Financial risk and capital risk managementA) Financial Risk
The business activities of the Company expose it to a variety of financial risks, namely market risks (that is, foreign exchange risk, interest rate risk and price risk), credit risk and liquidity risk. The Company's risk management strategies focus on the unpredictability of these elements and seek to minimize the potential adverse effects on its financial performance.
The financial risk management for the Company is driven by the Company's senior management and internal/ external experts subject to necessary supervision.
The Company does not undertake any speculative transactions either through derivatives or otherwise. The senior management is accountable to the Board of Directors and Audit Committee. They ensure that the Company's financial risk-taking activities are governed by appropriate financial risk governance framework, policies and procedures. The Board of Directors periodically reviews the exposures to financial risks, and the measures taken for risk mitigation and the results thereof.
B) Foreign currency Risk
Foreign exchange risk arises on all recognised monetary assets and liabilities and on highly probable forecasted transactions which are denominated in a currency other than the functional currency of the Company. The Company does not have any foreign currency trade payables and receivables.
The foreign exchange risk management policy of the Company requires it to manage the foreign exchange risk by transacting as far as possible in the functional currency.
No Forward contracts were outstanding at the end of the current year or previous years.
i) Price risk
The Company uses surplus funds in operations and for further growth of the company. Hence, there is no price risk associated with such activity.
ii) Credit risk
Credit risk refers to the risk of default on its obligation by the counter party the risk of deterioration of creditworthiness of the counterparty as well as concentration risks of financial assets, and thereby exposing the Company to potential financial losses. The Company is exposed to credit risk mainly with respect to trade receivables.
Trade receivables
The Trade receivables of the Company are typically non-interest bearing un-secured. As there is no independent credit rating of the customers available with the Company, the management reviews the credit-worthiness of its customers based on their financial position, past experience and other factors. The credit risk related to the trade receivables is managed / mitigated by the concerned team based on the Company's established policy and procedures and by setting.
The Company performs on-going credit evaluations of its customers' financial condition and monitors the credit-worthiness of its customers to which it grants credit in its ordinary course of business. The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there is no realistic prospect of recovery. This is generally the case when the Company determines that the debtor does not have assets or sources of income that could generate sufficient cash flows to repay the amount due or there are some disputes which in the opinion of the management is not in the Company's favor. Where the financial asset has been written-off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognised in profit and loss.
iii) Liquidity risk
Ultimate responsibility for liquidity risk management rests with the board of directors, which has in place an appropriate policy for the management of the Company's periodic funding and liquidity management requirements. The company manages liquidity risk by maintaining banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.
iv) Interest rate risk management
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. In order to optimize the Group's position with regard to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate risk management by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio.
C) Capital Risk
The Company's objective while managing capital is to safeguard its ability to continue as a going concern (so that it is enabled to provide returns and create value for its shareholders, and benefits for other stakeholders), support business stability and growth, ensure adherence to the covenants and restrictions imposed by lenders and/ or relevant laws and regulations, and maintain an optimal and efficient capital structure so as to reduce the cost of capital. However, the key objective of the Company's capital management is to, ensure that it maintains a stable capital structure with the focus on total equity, uphold investor; creditor and customer confidence, and ensure future development of its business activities. In order to maintain or adjust the capital structure, the Company may issue new shares, declare dividends, return capital to shareholders, etc.
The Company manages its capital structure and makes adjustments to it, in light of changes in economic conditions or its business requirements.
Note: 37 Capital Management
Capital management and Gearing Ratio:
For the purpose of the Company's capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders. The primary objective of the company's capital management is to maximise shareholder value.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. The Company monitors capital using a gearing ratio, which is debt divided by total capital. The Company includes within debt, interest bearing loans and borrowings.
Terms and conditions of transactions with related parties
1 The Company has been entering into transactions with related parties for its business purposes. Related party vendors are selected competitively in line with other unrelated parties having regard to strict adherence to quality, timely servicing and cost advantage. Further related party vendors provide additional advantages in terms of:
(a) Supplying products primarily to the Company,
(b) Advanced and innovative technology
(c) Customisation of products to suit the Company's specific requi rements, and
(d) Enhancement of the Company's purchase cycle and assurance of just in time supply with resultant benefits-notably on working capital.
2 The purchases from and sales to related parties are made on terms equivalent to and those applicable to all unrelated parties on arm's length transactions. Outstanding balances payable and receivable at the year-end are unsecured, interest free and will be settled in business transactions.
|
OggES Contingent Liability
|
|
( ^ in Crores)
|
|
Particulars
|
For the year ended 1 31st March, 2026
|
For the year ended 31st March, 2025
|
|
(a) Letter of Credit/Guarantees issued by Banks
|
118.63
|
227.53
|
|
(b) Disputed claims of Excise
|
16.16
|
16.16
|
|
(c) Demand notice by Income tax
|
-
|
4.13
|
|
(d) Claims against the Company not acknowledged as Debts
|
1.83
|
3.21
|
|
(e) Guarantees issued to Related companies
|
6,758
|
1,755
|
HSSSjPJ Segment reporting under Ind AS - 108
Disclosures as required by the Ind AS - 108 on "Segment Reporting" are given below:
For management purposes, the Company is organized into business units based on its services and has two reportable segments, as follows:
i) The Mining Segment which includes production and manufacturing of Iron Ore
ii) The steel and related value added products segment which includes manufacturing of Sponge Iron, production of pellet and generation of power.
Social Security Code 2020
The Code on Social Security 2020 (‘the Code') relating to employee benefits, during the employment and postemployment, has received Presidential assent on September 28, 2020. The Code has been published in the Gazette of India. Further, the Ministry of Labour and Employment has released draft rules for the Code on November 13, 2020. However, the effective date from which the changes are applicable is yet to be notified and rules for quantifying the financial impact are also not yet issued.
The Company will assess the impact of the Code and will give appropriate impact in the financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.
QlllllS Crypto Currency
The Company has not traded /Invested in crypto currency or virtual currency for the financial year ended March 31, 2026 and March 31, 2025.
QllllQ Compliance with number of layers of companies
The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017.
QlllllS Undisclosed Income with respect to Components Incorporated in India
The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income tax Act, 1961.
Wilful Defaulter
The Components incorporated in India under the group has not been declared as Wilful Defaulter by any bank or financial institution or any lender.
QllilS Disclosure for struck off companies:
The Components incorporated in India under the company does not have any transactions / balances outstanding in respect of transactions undertaken with a company struck-off under section 248 of the Companies Act, 2013.
QlllllB Benami Property with respect to Components Incorporated in India
There is no proceedings initiated/pending against the company for holding benami property as at March 31, 2026 and March 31, 2025.
QI9I9 Dividend
The Board of Directors, at their meeting held on May 5, 2026 proposed a final dividend of ^ 1 per equity share for the year ended March 31, 2026, subject to approval of shareholders. On approval, the total dividend outgo is expected to be ^ 56.28 Crore based on number of shares outstanding as on March 31, 2026.
QI9I9 Regrouping
Previous year's figures are regrouped and rearranged wherever necessary.
QllllS Approval of Financial Statements
The financial statements were approved by the Board of Directors on 5th May 2026.
| 