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S P Apparels Ltd. Notes to Accounts
Search Company 
You can view the entire text of Notes to accounts of the company for the latest year
Market Cap. (Rs.) 2330.12 Cr. P/BV 2.40 Book Value (Rs.) 386.64
52 Week High/Low (Rs.) 1222/600 FV/ML 10/1 P/E(X) 23.08
Bookclosure 04/09/2026 EPS (Rs.) 40.15 Div Yield (%) 0.32
Year End :2026-03 

11. Provisions

Provisions are recognized if, as a result of a past event, the
Company has a present legal or constructive obligation that
can be estimated reliably, and it is probable that an outflow of
economic benefits will be required to settle the obligation. If
the effect of the time value of money is material, provisions
are discounted using a current pre tax rate that reflects,
where appropriate, the risks specific to the liability. Where
discounting is used, the increase in the provision due to the
passage of time is recognized as a finance cost.

A provision for onerous contract is recognised when the
expected benefits to be derived by the Company from a
contract are lower than the unavoidable cost of meeting its
obligations under the contract. The provision is measured at
the present value of the lower the expected cost of terminating
the contract and the expected net cost of continuing with
the contract. Before a provision is established, the Company
recognises any impairment loss on the assets associated with
that contract.

12. Revenue Recognition

The Company earns revenue from export/domestic of
manufactured garments, sale of traded garments, sale of
products and services at spinning and processing division and
right to receive export incentives from Government.

The Company recognizes revenue when its customer obtains
control of promised goods or services, in an amount that
reflects the consideration which the entity expects to receive
in exchange for those goods or services excluding the amount
collected on behalf of third parties.

The revenue recognition in respect of the various streams of
revenue is described as follows

Export/Domestic sale of garments:-

Revenue is earned from manufacture and export/domestic

sale knitted garments for infants and children wear. Revenue
is recognised upon completion of performance obligation of
the Company.

Revenue is recognised at the transaction price agreed
with the customer through a sale order received from the
customers.

Sales of products and services at spinning and processing
division:-

Revenue is earned from sale of products and services.
Revenue is recognised upon completion of services or upon
transfer of control over the product to the customer.

Right to receive export incentives from Government: -

The Company has right to receive export incentives under
Duty Drawback Scheme, Scheme for Rebate for State and
Central Taxes and Levies [RoSCTL] and Remission of Duties
and Taxes on Export Products [RoDTEP] on export of garments
and made ups.

The Company recognizes export incentive upon fulfilling the
conditions established by respective regulations as applicable
to the Company and as amended from time to time.

Income is recognised at the value or rate prescribed by
respective regulations.

13. Interest Income and expense

Other income comprises of interest income on funds
invested, dividend income, and fair value gains on financial
assets at fair value through profit or loss. Interest income
is recognized as it accrues in Statement of Profit and Loss,
using the effective interest method. Dividend income is
recognized in Statement of Profit and Loss on the date when
the company’s right to receive payment is established, which
in the case of quoted securities is the ex-dividend date.

Finance expense comprises of interest expense on loans
and borrowings, bank charges, unwinding of discount on
provision, fair value losses on financial assets at fair value
through profit or loss that are recognized in Statement of
Profit and Loss. Fair value changes attributable to hedged
risk are recognised in Statement of Profit and Loss.

14. Government grants, subsidies and export incentives

Grants and subsidies from the government are recognised
when there is reasonable assurance that the grant/ subsidy

will be received and all attaching conditions will be complied
with. When the grant or subsidy relates to an expense item,it
is recognised as income over the periods necessary to match
them on a systematic basis to the costs,which is intended to
compensate. When the grant or subsidy relates to an asset,
its value is deducted in arriving at the carrying amount of the
related asset.

Export benefits are accounted for in the year of exports based
on eligibility and when there is no uncertainty in receiving
the same.

15. Borrowing Costs

Borrowing costs are interest and other costs (including
exchange difference relating to foreign currency borrowings
to the extent that they are regarded as an adjustment to
interest costs) incurred in connection with the borrowing of
funds. Interest expense is recognised using effective interest
method.

Borrowing costs that are directly attributable to the
acquisition, construction or production of a qualifying asset
are capitalized as part of the cost of that asset. Other
borrowing costs are recognized as expenses in the period in
which they are incurred. To the extent the Company borrows
funds generally and uses them for the purpose of obtaining
a qualifying asset, the Company determines the amount of
borrowings costs eligible for capitalization by applying a
capitalization rate to the expenditure incurred on such asset.
The capitalization rate is determined based on the weighted
average of borrowing costs applicable to the borrowings of
the Company which are outstanding during the period, other
than borrowings made specifically towards purchase of the
qualifying asset. The amount of borrowing costs that the
Company capitalizes during a period does not exceed the
amount of borrowing costs incurred during that period.

16. Income Taxes

Income tax expense comprises current and deferred tax.
Income tax expense is recognized in profit or loss except
to the extent that it relates to items recognized directly in
equity or in other comprehensive income. Current tax is the
expected tax payable on the taxable income for the year,
using tax rates enacted or substantively enacted at the
reporting date. Minimum Alternate Tax (MAT) is accounted
as current tax when the Company is subjected to such

provisions of the Income Tax Act. However, credit of such
MAT paid is available when the Company is subjected to tax
as per normal provisions in the future. Credit on account of
MAT is recognized as an asset based on the management’s
estimate of its recoverability in the future.

Deferred tax is recognized using the balance sheet method,
providing for temporary differences between the carrying
amount of assets and liabilities for financial reporting
purposes and the amounts used for taxation purposes.
Deferred tax is not recognized for the following temporary
differences:

(i) the initial recognition of assets or liabilities in a transaction
that is not a business combination and that affects neither
accounting nor taxable profit or loss, and

(ii) differences relating to investments in subsidiaries and
associates to the extent that it is probable that they will not
reverse in the foreseeable future.

(iii) Arising due to taxable temporary differences arising
on the initial recognition of goodwill, as the same is not
deductible for tax purposes.

Deferred tax is measured at the tax rates that are expected
to be applied to temporary differences when they reverse,
based on the laws that have been enacted or substantively
enacted by the reporting date. Deferred tax assets and
liabilities are offset if there is a legally enforceable right to
offset current tax liabilities and assets, and they relate to
income taxes levied by the same tax authority on the same
taxable entity, or on different tax entities, but they intend to
settle current tax liabilities and assets on a net basis or their
tax assets and liabilities will be realized simultaneously.

A deferred tax asset is recognized to the extent that it is
probable that future taxable profits will be available against
which the temporary difference can be utilized. Deferred tax
assets are reviewed at each reporting date and are reduced
to the extent that it is no longer probable that the related
tax benefit will be realized.

Deferred taxation arising on investments in subsidiaries and
associates is recognized except where the Company is able
to control the reversal of the temporary difference and it
is probable that the temporary difference will not reverse
in the foreseeable future. Deferred taxation on temporary

differences arising out of undistributed earnings of the
equity method accounted investee is recorded based on the
management’s intention. If the intention is to realize the
undistributed earnings through sale, deferred tax is measured
at the capital gains tax rates that are expected to be applied
to temporary differences when they reverse. However, when
the intention is to realize the undistributed earnings through
dividend, the company’s share of the income and expenses
of the equity method accounted investee is recorded in the
statement of income, after considering any taxes on dividend
payable by the equity method accounted investee and no
deferred tax is set up in the books as the tax liability is not
with the company.

17. Earnings per share

Basic earnings per share is computed by dividing the profit /
(loss) after tax (including the post tax effect of extraordinary
items, if any) by the weighted average number of equity
shares outstanding during the year. Diluted earnings per
share is computed by dividing the profit / (loss) after tax
(including the post tax effect of extraordinary items, if
any) as adjusted for dividend, interest and other charges to
expense or income (net of any attributable taxes) relating to
the dilutive potential equity shares, by the weighted average
number of equity shares considered for deriving basic earnings
per share and the weighted average number of equity shares
which could have been issued on the conversion of all dilutive
potential equity shares. Potential equity shares are deemed
to be dilutive only if their conversion to equity shares would
decrease the net profit per share from continuing ordinary
operations. Potential dilutive equity shares are deemed
to be converted as at the beginning of the period, unless
they have been issued at a later date. The dilutive potential
equity shares are adjusted for the proceeds receivable had
the shares been actually issued at fair value (i.e. average
market value of the outstanding shares). Dilutive potential
equity shares are determined independently for each period
presented. The number of equity shares and potentially
dilutive equity shares are adjusted for share splits / reverse
share splits and bonus shares, as appropriate.

18. Fair value measurement

A number of the Company’s accounting policies and disclosures
require the determination of fair value, for both financial

and non-financial assets and liabilities. Fair value is the price
that would be received to sell an asset or paid to transfer a
liability in an orderly transaction between market participants
at the measurement date. A fair value measurement assumes
that the transaction to sell the asset or transfer the liability
takes place either in the principal market for the asset or
liability or in the absence of a principal market, in the most
advantageous market for the asset or liability. The principal
market or the most advantageous market must be accessible
to the Company.

The fair value of an asset or a liability is measured using the
assumptions that market participants would use when pricing
the asset or liability, assuming that market participants act
in their economic best interest.

A fair value measurement of a non-financial asset takes into
account a market participant’s ability to generate economic
benefits by using the asset in its highest and best use or by
selling it to another market participant that would use the
asset in its highest and best use.

The Company uses valuation techniques that are appropriate
in the circumstances and for which sufficient data are
available to measure fair value, maximising the use of
relevant observable inputs and minimising the use of
unobservable inputs.

All assets and liabilities for which fair value is measured
or disclosed in the Standalone financial statements are
categorised within the fair value hierarchy based on the lowest
level input that is significant to the fair value measurement
as a whole. The fair value hierarchy is described as below:

Level 1 - unadjusted quoted prices in active markets for
identical assets and liabilities.

Level 2 - Inputs other than quoted prices included within
Level 1 that are observable for the asset or liability, either
directly or indirectly.

Level 3 - unobservable inputs for the asset or liability

For assets and liabilities that are recognised in the Standalone
financial statements at fair value on a recurring basis, the
Company determines whether transfers have occurred
between levels in the hierarchy by re-assessing categorisation
at the end of each reporting period.

For the purpose of fair value disclosures, the Company has
determined classes of assets and liabilities on the basis of
the nature, characteristics and risks of the asset or liability
and the level of fair value hierarchy.

Fair values have been determined for measurement and / or
disclosure purposes based on the following methods. When
applicable, further information about the assumptions made
in determining fair values is disclosed in the notes specific to
that asset or liability.

(i) Investments in equity and debt securities

The fair value is determined by reference to their quoted
price at the reporting date. In the absence of quoted price,
the fair value of the financial asset is measured using
valuation techniques.

(ii) Derivatives

The fair value of forward exchange contracts is based on their
quoted price, if available. If a quoted price is not available,
the fair value is estimated by discounting the difference
between the contractual forward price and the current
forward price for the residual maturity of the contract using
a risk free interest rate (based on government bonds). The
fair value of foreign currency option contracts is determined
based on the appropriate valuation techniques, considering
the terms of the contract. Fair values reflect the credit risk
of the instrument and include adjustments to take account
of the credit risk of the Company and the counter party when
appropriate.

(iii) Non derivative financial liabilities

Fair value, which is determined for disclosure purposes, is
calculated based on the present value of future principal and
interest cash flows, discounted at the market rate of interest
at the reporting date. For finance leases, the market rate
of interest is determined by reference to similar lease
agreements.

(iv) For financial assets and liabilities maturing within one
year from the Balance Sheet date and which are not carried
at fair value, the carrying amounts approximate fair value
due to the short maturity of these instruments.

19. Dividend distribution to Equity shareholders

Dividend distributed to Equity shareholders is recognised as
distribution to owners of capital in the Statement of Changes
in Equity, in the period in which it is paid.

20. Cash flow Statement

Cash flows are reported using the indirect method, whereby
profit for the year is adjusted for the effects of transactions
of a non-cash nature, any deferrals or accruals of past or
future operating cash receipts or payments and item of
income or expenses associated with investing or financing
cash flows. The cash flows from operating, investing and
financing activities of the Company are segregated. The
Company considers all highly liquid investments that are
readily convertible to known amounts of cash to be cash
equivalents. Cash and cash equivalents consist of balances
with banks and which are unrestricted for withdrawal and
usage.

21. Current/ non-current classification

An asset is classified as current if:

(a) it is expected to be realised or sold or consumed in the
Company’s normal operating cycle;

(b) it is held primarily for the purpose of trading;

(c) it is expected to be realised within twelve months after

the reporting period; or

(d) it is cash or a cash equivalent unless it is restricted from
being exchanged or used to settle a liability for at least
twelve months after the reporting period.

All other assets are classified as non-current.

A liability is classified as current if:

(a) it is expected to be settled in normal operating cycle;

(b) it is held primarily for the purpose of trading;

(c) it is expected to be settled within twelve months after
the reporting period;

(d) it has no unconditional right to defer the settlement of
the liability for at least twelve months after the reporting
period.

All other liabilities are classified as non-current.

The operating cycle is the time between acquisition of
assets for processing and their realisation in cash and cash
equivalents. The Company’s normal operating cycle is twelve
months.

Notes

i) Terms & Condition of Equity shares

The Company has only one class of equity shares having a par face value of Rs.10 per share. Each holder of equity shares
is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees.

In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive remaining assets
of the company, after settling the dues of preferential and other creditors as per priority. The distribution will be in
proportion to the number of equity shares held by the shareholders.

Security and Terms:

Security and Terms: The company has been sanctioned term loan of INR 600 Mn out of which, it has availed INR 590.24 Mn as
of March 31, 2026. It is secured by exclusive Charge on all Immovable and movable assets being acquired from Bannari Amman
under the MOU ie.1) Garment unit located at Palladam Hi-Tech Weaving Park, Palladam, Tamil Nadu and 2) 6.43 Acres of Land
with Building situated at Site No. R-44, SIPCOT, Perundurai. Personal Guarantee - of MR.P.Sundararajan and Mrs. S Latha

- Loan amounting to Rs. 534.22 Million (Previous year Rs. 287.61 Million)

- Interest rate relating to term loans from banks is 8.50%(Previous Year:8.50%)

- Tenure of 6 Years including 12 months of Moratorium repayable in equal monthly instalments.

- The Company has not defaulted in repayment of principal and interest during the year.

- Refer Note 1.18(b) for Current Maturities of Long Term Borrowings.

Discount rate: The discount rate is based on the prevailing market yields of Indian government securities as at the balance
sheet date for the estimated term of the obligations.

Expected rate of return on plan assets: This is based on the expectation of the average long term rate of return expected on
investments of the fund during the estimated term of the obligations.

Salary escalation rate: The estimates of future salary increases considered take into account the inflation, seniority,
promotion and other relevant factors.

Contributions: The Company expects to contribute Rs. 6.90 Millions to its gratuity fund during the year ending March 31,
2027. ( Previous year : Rs. 55.98 Millions)

Sensitivity analysis of significant actuarial assumptions

Significant actuarial assumptions for the determination of the defined benefit obligation are discount rate and expected
salary increase. The sensitivity analysis below have been determined based on reasonably possible changes of the assumptions
occurring at the end of the reporting period, while holding all other assumptions constant. The results of sensitivity analysis
is given below:

b. Contributions to defined contribution plans

i. Provident Fund

In accordance with Indian law, all employees receive benefits from a provident fund, which is defined contribution plan. Both
the employee and employer make monthly contributions to the plan, each equal to a specified percentage of employee’s basic
salary. The Company has no further obligations under the plan beyond its monthly contributions. The company contributed
Rs.70.23 Millions and Rs. 55.44 Millions during the year ended March 31, 2026 and March 31, 2025 respectively.

ii. Employee State Insurance

In accordance with Indian law, all employees receive benefits from a employee state insurance, which is defined contribution
plan. Both the employee and employer make monthly contributions to the plan, each equal to a specified percentage of
employee’s salary. The Company has no further obligations under the plan beyond its monthly contributions. The company
contributed Rs. 60.93 Millions and Rs. 55.01 Millions during the year ended March 31, 2026 and March 31, 2025 respectively.

3.6.1 Share based payments

a) Scheme details:-

On 26.09.2024, the shareholders of the Company approved a scheme for allotment of equity shares to employees i.e.
Employee Stock Option Plan 2024. 250,000 equity shares are reserved for this plan. Consequently, 186,030 options were
granted to the employees on January 27, 2025. Details of number of options to employees have been tabulated below:

b) Fair value on the grant date:-

The fair value at grant date is determined using “Black Scholes Model” which takes into account the exercise price, term of
the option, share price at grant date and expected price volatility of the underlying shares and the risk free interest rate for
the term of the option. Expected volatility of the option is based on the daily closing share prices of last 5 years(Standard
deviation of the natural algorithm of returns over the period). The risk-free rate is based on the 10-year Government Bonds
yield as on the Grant date. The stock price is the fair market value of equity share as on January 27, 2025 (Average of opening
and closing Market price on NSE)

3.7 Segment Reporting

The Company publishes this financial statement along with the consolidated financial statements. In accordance with Ind AS
108, Operating Segments, the Company has disclosed the segment information in the Consolidated Financial Statements.

3.8 Financial instruments

a. Derivative financial instruments
i. Forward and option contracts

Foreign exchange forward contracts and options are purchased to mitigate the risk of changes in foreign exchange rates
associated with receivables and forecasted transactions denominated in certain foreign currencies. These derivative
contracts are initially recognized at fair value on the date the contract is entered into and subsequently re-measured at their
fair value. Gains or losses arising from changes in the fair value of the derivative contracts are recognized immediately in
profit or loss. The counterparties for these contracts are generally banks or financial institutions. The details of outstanding
forward contracts as at March 31, 2026 and March 31, 2025 are given below:

The Company recognized a net gain/(loss) on the forward contracts of Rs. (66.56) Millions [Previous year : Rs. (41.22) Mil¬
lions] for the year ended March 31, 2026.

The forward exchange contracts and option contracts mature between one and twelve months. The table below summarizes
the notional amounts of derivative financial instruments into relevant maturity groupings based on the remaining period as
at the end of the year:

3.9 Financial risk management

The Company has exposure to the following risks from its use of financial instruments:

• Credit risk

• Liquidity risk

• Market risk

The Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management
framework. The Board of Directors has established a risk management policy to identify and analyze the risks faced by the
Company, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management systems
are reviewed periodically to reflect changes in market conditions and the Company’s activities. The Audit Committee oversees
how management monitors compliance with the Company’s risk management policies and procedures, and reviews the risk
management framework. The Audit Committee is assisted in its oversight role by Internal Audit. Internal Audit undertakes
reviews of risk management controls and procedures, the results of which are reported to the Audit Committee.

Credit risk:Trade and other receivables

The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. Management
considers that the demographics of the Company’s customer base, including the default risk of the industry and country in
which customers operate, has less of an influence on credit risk. The Company is not exposed to concentration of credit risk
to any one single customer since the services are provided to and products are sold to customers who are spread over to
number of customers and hence, the concentration of risk with respect to trade receivables is low. Credit risk is managed
through credit approvals, establishing credit limits and continuously monitoring the credit worthiness of the customers to
which the Company grants credit terms in the normal course of the business.

Cash and cash equivalents and other investments

In the area of treasury operations, the Company is presently exposed to counter-party risks relating to short term and
medium term deposits placed with public-sector banks, and also to investments made in mutual funds.

The Chief Financial Officer is responsible for monitoring the counterparty credit risk, and has been vested with the authority
to seek Board’s approval to hedge such risks in case of need.

The gross carrying amount of financial assets, net of any impairment losses recognized represents the maximum credit
exposure. The maximum exposure to credit risk as at March 31, 2026 and 2025 was as follows:

Financial assets that are past due but not impaired

There is no other class of financial assets that is past due but not impaired other than trade receivables. The age analysis of
trade receivables have been considered from the date of invoice. The ageing of trade receivables, net of allowances that
are past due, is given below:

Note:

Other financial assets and Loans of Rs.4,079.60 Millions as at March 31, 2026 (Rs.3,206.45 Millions as at March 31, 2025) has
not been impaired.

Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial
liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity
is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under normal
and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation. Typically
the Company ensures that it has sufficient cash on demand to meet expected operational expenses, servicing of financial
obligations. In addition, the Company has concluded arrangements with well reputed Banks, and has unused lines of credit
that could be drawn upon should there be a need. The Company is also in the process of negotiating additional facilities with
Banks for funding its requirements.

Market risk is the risk of loss of future earnings or fair values or future cash flows that may result from a change in the price
of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign
exchange rates and other market changes that affect market risk sensitive instruments. Market risk is attributable to all
market risk sensitive financial instruments including foreign currency receivables and payables. The Company is exposed
to market risk primarily related to foreign exchange rate risk (currency risk), interest rate risk and the market value of its
investments. Thus the Company’s exposure to market risk is a function of investing and borrowing activities and revenue
generating and operating activities in foreign currencies.

Currency risk:

The Company’s exposure in USD, GBP, Euro and other foreign currency denominated transactions gives rise to Exchange rate
fluctuation risk. Company’s policy in this regard incorporates:

- Forecasting inflows and outflows denominated in USD, GBP and EUR for a twelve-month period

- Estimating the net-exposure in foreign currency, in terms of timing and amount.

- Determining the extent to which exposure should be protected through one or more risk-mitigating instruments to maintain
the permissible limits of uncovered exposures.

- Carrying out a variance analysis between estimate and actual on an ongoing basis, subject to review by Audit Committee.

Interest rate risk:

Interest rate risk is the risk that an upward movement in interest rates would adversely affect the borrowing costs of the
Company.

Profile

At the reporting date the interest rate profile of the Company’s interest - bearing financial instruments were as
follows:

Fair value sensitivity for fixed rate instruments

The Company does not account for any fixed rate financial assets and liabilities at fair value through profit or loss. Therefore
a change in interest rates at the reporting date would not affect profit or loss.

Cash flow sensitivity for variable rate instruments

An increase of 100 basis points in interest rates at the reporting date would have increased / (decreased) equity and profit or
loss by the amounts shown below. This analysis assumes that all other variables, in particular foreign currency rates, remain
constant. The analysis has been performed on the same basis for 2025.

The Companies hedging policy only allows for effective hedge relationships to be established. Hedge effectiveness is
determined at the inception of the hedge relationship, and through periodic retrospective effectiveness assessments to
ensure that an economic relationship exists between the hedged item and hedging instrument.

The Company enters into hedge relationships where the critical terms of hedging instruments match exactly with the terms
of the hedged item and so qualitative assessment of effectiveness is performed.

Ineffectiveness is recognised on cash flow hedges where the cumulative changes in the designated component value of the
hedging instruments exceeds on an absolute basis the changes in value of the hedged item attributable to the hedged risk.

The ineffectiveness is recognised in statement of profit loss during March 2026 and March 2025 (refer note 2.9).

3.10 Capital management

The Company’s capital comprises equity share capital, share premium, retained earnings and other equity attributable to
equity holders. The primary objective of Company’s capital management is to maximise shareholders value. The Company
manages its capital and makes adjustment to it in light of the changes in economic and market conditions. The Company
does so by adjusting dividend paid to shareholders. The total equity as at March 31, 2026 is Rs. 9,394.44 Millions (Previous
Year: Rs. 8,597.53 Millions)

The Company monitors capital using gearing ratio, which is net debt divided by total capital plus net debt. Net debt
comprises of long term and short term borrowings less cash and cash equivalent (Including bank balances). Equity includes
equity share capital and reserves that are managed as capital. The gearing ratio at the end of the reporting period was as
follows:

3.14 Dues to micro and small enterprises

As per the Office memorandum issued by the Ministry of Micro, Small and Medium Enterprises dated August 26, 2008
recommends that the Micro and Small Enterprises should mention in their correspondence with its customer the Entrepreneurs
Memorandum Number as allocated after filing of the Memorandum in accordance with the ‘Micro ,Small and Medium
Enterprises Development Act,2006’(‘the Act’).Accordingly, disclosure in respect of amounts payable to such enterprises as at
March 31, 2026 and March 31, 2025 has been made in financial statements based on the information received and available
with the Company.

3.16 The Government of India has consolidated 29 existing labour legislations into a unified framework comprising four
labour codes, namely the Code on Wages, 2019; the Code on Social Security, 2020; the Industrial Relations Code, 2020 and
the Occupational Safety, Health and Working Conditions Code, 2020 (collectively referred to as the “Codes”). The Codes
have been made effective from November 21, 2025. The Ministry of Labour & Employment has published draft Central Rules
and FAQs to enable assessment of the financial impact arising from changes in regulations. The incremental impact of these
changes, as assessed by the Company, based on the provisions currently in force, consistent with the guidance provided by
the Institute of Chartered Accountants of India, do not have material impact on the standalone financial statements of the
Company.

3.17 Additional Regulatory Information:(i) Title deeds of Immovable Properties not held in name of the Company:

The company does not have the immovable properties (other than properties where the company is the lessee and the lease
agreements are duly executed in favour of the lessee) of which title deeds not held in the name of the company.

(ii) The Company does not have the investment property to disclose as to whether the fair value of such investment property
(as measured for disclosure purposes in the financial statements) is based on the valuation by a registered valuer as defined
under rule 2 of Companies ( Registered Valuers and Valuation) Rules, 2017.

(iii) The Company has not revalued its Property, Plant and Equipment (including Right-of-Use Assets)

(iv) The Company has not revalued its Intangible assets.

(v) The Company does not made any loans or advances in the nature of loans granted to promoters, directors, KMPs and the
related parties (as defined in the Companies Act, 2013), either severally or jointly with any other person.

Note: The Company does not have any CWIP which is overdue or has exceeded its cost compared to its original plan and
hence CWIP completion schedule is not applicable

(vii) Details of Benami Property held:

No proceedings has been initiated or pending against company for holding any benami property under the Benami Transactions
(Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

(viii) Where the Company has borrowings from bank or financial institutions on the basis of current assets:

During the year, the Company has been sanctioned working capital limits in excess of Rs. 50 million, in aggregate, from banks
on the basis of security of current assets. The Company has filed quarterly returns or statements with such banks, which are
in agreement with the books of account other than as set out below.

(ix) Willful Defaulter:

The company is not declared as willful defaulter by any bank or financial institution other lender.

(x) Relationship with Struck off Companies:

The Company has no transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of
Companies Act, 1956.

(xi) Registration of Charges or satisfaction with Registrar of Companies (ROC):

The Company do not have any charges or satisfaction which is yet to be registered with Registrar of Companies (‘ROC’)
beyond the statutory period.

(xii) Compliance with number of layers of companies:

The Company has no layers as stipulated under clause (87) of section 2 of the Act read with Companies (Restriction on
number of Layers) Rules, 2017.

(xiii) Compliance with approved Scheme(s) of Arrangements:

The Company has not entered into any arrangements which requires approval from the Competent Authority in terms of
section 230 to 237 of the Companies Act, 2013.

(i) 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

(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

(B) The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding
Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

(i) 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

(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(xvii) The Company have not any such 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 (such as, search or survey
or any other relevant provisions of the Income Tax Act, 1961).


 
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