13.2 Rights attached to Equity Shareholders:
The Company has only one class of equity shares having a par value of ' 10/- per share. Each shareholder is eligible for one vote per share. The dividend proposed by the Board of Directors is subject to the approval of the shareholders. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the company, after distribution of all preferential amount, in proportion to their shareholdings.
18.1 The amount sanctioned by the Bank is ' 5.00 Crore, towards "Cent Business Overdraft" vide central bank overdraft (Cent Business) agreement dated 20.07.2020 excluding the existing non fund based bank guarantee limit of ' 3.06 Crores.
18.2 "Cent Business Overdraft" is secured by First Charge on the entire Land & Buildings & Immovable Assets of the Company situated at No. 146, Dr. Radhakrishnan Road, Chennai - 600004.
18.3 The rate of interest charged by the Bank (as at the date of the Balance Sheet) is 9.35% per annum.
21.1 Unpaid dividend does not include any amounts outstanding which requries to be tranferred to Investor Education and Protection Fund.
21.2 The Company has spent ' 1.75 lakhs towards the unspent CSR liability by depositing to the PM National Relief Fund / PM Cares Fund on 24th May 2024 i.e., within the allowed period of six months from the end of the financial year 2023-24 as per Section 135 of the Companies Act, 2013 and schedule VII of the Companies Act, 2013 and Companies (CSR Policies) Rules, 2014. (Also refer note 42(v))
25.1 Assets held for sale includes parcel of land owned by the Company situated at Coco Beach, Nemilichery, Chengalpet District which is proposed to be sold and the Company had entered into an agreement to sell vide agreement dated 8th March 2024 for a consideration of ' 575 Lakhs. The Market Value of the said property as valued by a registered valuer vide their valutaion dated 25th January 2024 (report dated 03rd February 2024) is ' 491.00 Lakhs . The Company has received a sum of ' 287.50 lakhs from the proposed buyer as an advance against the said land and is included under Liabilities against asset as held for sale.
35 Financial Instruments:
i. Financial Risk Management:
The Board takes the responsibility in overseeing the risk management plan for the company. The Risk Management Policy facilitates in identifying the risks associated with the operations of the company and in giving the suitable measures/solutions to mitigate the same. Major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuous basis.
The Financial Risks in a Business Entity can be classified as Market Risk, Credit Risk and Liquidity Risk. The status of these Risks at the Company is as brought out hereunder:
a) Market Risk :
Market risk is the risk that the changes in market prices such as foreign exchange rates, interest rates and equity prices will affect the Company’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return. The Market risk consists of Foreign Currency Risk and Interest rate Risk. The company is not exposed to Foreign Currency Risk. The interest rate risk is the risk from the possibility that changes in interest rates will affect future cash flows of a financial instrument, principally financial debt. As on 31st March 2024, the company has eight Hire purchase loans. The Company is not exposed to any interest rate risk as the interest rate on Hire purchase loan is fixed and not a floating rate.
b) Credit Risk :
Credit risk arises from the possibility that customers or counterparty to financial instruments may not be able to meet their obligations. To manage this, the Company periodically assesses the financial reliability of customers, taking into account the financial condition, current economic trends, analysis of historical bad debts and ageing of accounts receivable. Credit risks arises from cash and cash equivalents, deposits with banks, financial institutions and others, as well as credit exposures to customers, including outstanding receivables. The Company’s policy is to place cash and cash equivalents and short term deposits with reputable banks and financial institutions. There are no significant concentrations of credit risk within the company. The debtors outstanding as at the Balance Sheet date is less than 180 days from the date of billing.
Trade Receivables
The Company applies expected credit loss (ECL) model for measurement and recognition of loss allowance for Trade receivables.lt follows a simplified approach wherein an amount equal to lifetime ECL is measured and recognised as loss allowance. Lifetime ECL are the expected credit losses resulting from all possible default events over the expected life of a financial asset. ECL are measured in a manner that they reflect unbiased and probability weighted amounts determined by a range of outcomes, taking into account the time value of money and other reasonable information available as a result of past events, current conditions and forecasts of future economic conditions.
As a practical expedient, the Company uses a provision matrix to measure lifetime ECL on its portfolio of trade receivables. The provision matrix is prepared based on historically observed default rates over the expected life of trade receivables and is adjusted for forward-looking estimates. ECL allowance recognised (or reversed) during the period is recognised as income/ expense in the statement of profit and loss. The movement of Allowance for Expected Credit Loss are provided herein under:-
c) 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 have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to Company’s reputation.
ii. Fair Values Hierarchy
A. Financial assets and Financial liabilities measured at fair value in the statement of financial position are categorized into three levels of a fair value hierarchy. The three levels are defined based on the observability of significant inputs to the measurement, as follows:
Level 1 - Quoted Prices (unadjusted) in active markets for financial instruments Level 2 - The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximize the use of observable market data rely as little as possible on entity specific estimates.
Level 3 - If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
B. Valuation Techniques:
a. The Carrying value of financial assets and liabilities with maturities less than 12 months are considered to be representative of their fair value.
b. Fair value of fixed interest rate financial assets and liabilities carried at amortised cost is determined by discounting the cash flows using a discounting rate equivalent to market rate applicable to similar assets and liabilities as at the balance sheet date.
C. 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.
iv. Capital Management:
The Company's capital management objectives are:
- to ensure the Company's ability to continue as a going concern
- to provide an adequate return to shareholders
The Company monitors capital on the basis of the carrying amount of equity less cash and cash equivalents as presented on the face of Balance Sheet.
Management assesses the Company's capital management in order to maintain an efficient overall financing structure while avoiding excessive leverage. This takes into account the subordination levels of the Company's various classes of debt. The Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares, or sell assets to reduce debt.
v. Dividends:
Dividends paid during the year ended March 31,2024 out of Retained Earnings was ' 3 per equity share for the year ended March 31,2023 aggregating to '357.84 lakhs.
On 29th May 2024, the Board of directors of the Company have proposed a Final Dividend of ' 3 per equity share in respect of the year ended 31st March 2024 subject to the approval of shareholders in the ensuing Annual General Meeting. If approved, the dividend would result in a cash outflow of ' 357.84 lakhs.
36 Employee Benefits:
The disclosure required by Indian Accounting Standard 19, “Employee Benefits” is as follows:
The Company’s obligation towards Gratuity being Defined Benefit Plans have been actuarially valued, the details of which as on 31st March 2024 and 31st March 2023 are given below:
B. Balances of some of the Trade Receivables, Other Assets, Trade and Other Payables are subject to confirmation/reconciliation and consequential adjustment, if any. Reconciliations are carried out on on-going basis. Provisions, wherever considered necessary, have been made. However, management does not expect any material financial impact on account of such pending confirmation/reconciliation.
iii. Managerial remuneration has been paid in excess of 11% of Net profits computed as per the provisions of section 198 of the Companies Act, 2013 after passing special resolution as required under the first proviso to section 197 of the Act for the year ended 31st March 2024.
B. Contingent Liabilities :
A contingent liability is a possible obligation that arises from past events and the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the enterprise.
(a) Income Tax Matters:
(a) Income Tax - The appeal of the Company for the assessment year 2018-19 is pending with the Commissioner of Income Tax (Appeals) against which a demand was raised for a sum of ? 26.11 lakhs vide the order dated 23/11/22. The demand of the Company are fully paid as on the date. The Company have been advised fair chance of success by its tax consultants. However, on account of prudence during the current year the disputed taxes are charged off to earlier year taxes in the statement of profit and loss account.
(b) Charges Payable to TANGEDCO :
The Company had entered into an Energy Wheeling Agreement on 15th December 2014 with M/s. Clarion Wind Farm Private Limited (CWFPL) to draw power approximately 3,50,000 units per month @ ' 5.90 per unit. Later the Company cancelled the earlier agreement and entered into a new Energy Wheeling Agreement on 30th November 2019 with M/s. Clarion Wind Farm Private Limited (CWFPL) to draw power approximately 2,77,500 units per month @ ' 6.00 per unit. Futher during the year 2022-23, two supplementary agreements to the orginal agreement dated 30th November 2019 were entered wherein the drawing power was revised to 25 lakh units per annum and the rate was revised to ' 7.45 per unit. During the current year, the rate was futher revised to ' 7.60 per unit with effect from 01st July 2023 via third supplementary agreement dated 11th August 2023. Tamil Nadu Generating & Distributing Corporation Limited (TANGEDCO) issued a show-cause notice directing the company to furnish documents to substantiate the company’s claim that the power drawn under the Energy Wheeling Agreement is under “captive consumer status” and the “captive generator status” to CWFPL failing which a cross subsidy surcharge would be levied on the company amounting to ' 216.06 lakhs for the years 2014-15, 2015-16 and 2016-17.
The Company has responded to the show cause notice and submitted the necessary documents to prove its captive consumer status and also requested CWFPL to submit the necessary documents as required by the TANGEDCO to prove the Captive Generator Status. The Company has also obtained an undertaking from CWFPL vide their letter dated 26th April 2019 that the CWFPL would bear cross subsidy surcharge, if any imposed by the TANGEDCO on the Company, if the Captive Generator Plant norms are not complied with due to the default by CWFPL. In view of the undertaking by CWFPL there will not be any contingent liability on the Company, since liability if any would be borne by captive generator i.e. CWFPL. ii. Disclosure pursuant to Ind AS 115:
A. Disaggregation of Revenue:
The Company has disaggregated revenue into various categories in the following table which is intended to depict how the nature, amount, timing and uncertainty of revenue and cash flows affected by economic date. It has disaggregated by major services and timing of revenue recognition.
C. Practical Expedient used in the adoption of Ind AS 115:
The Company has applied:
(i) Para 63 (non-applicability of significant financing component) as the period between the Company's promise to transfer services to a customer and its payments is one year or less.
(ii) Para 121 (non-disclosure of amount of transaction price for unsatisfied performance obligations) as the Company recognises revenue from the satisfaction of the performance obligation in accordance with paragraph B16.
The Company has spent ' 1.75 lakhs towards the unspent CSR liability by depositing to the PM National Relief Fund / PM Cares Fund on 24th May 2024 i.e., within the allowed period of six months from the end of the financial year 2023-24 as per Section 135 of the Companies Act, 2013 and schedule VII of the Companies Act, 2013 and Companies (CSR Policies) Rules, 2014.
vi. Exceptional Items:
Exceptional items for the year ended 31st March 2024 is NIL (Previous Year ' 268.04 lakhs pertaining to Sale of Land at Coimbatore).
vii. Segment Reporting:
The Company’s only business is Hotelliering and hence disclosure of segment wise information is not applicable under Ind AS 108 “Operating Segments”. There is no Geographical segment to be reported since all the operations are undertaken in one geographical area.
Explanations to Variance in Ratios
1 Debt service coverage ratio decreased due to increase in payments of interest and principal amounts during the year consistent with higher level of debt.
2 Return on Equity / Net profit ratios have reduced due to a gain on sale of land which has been classified as an exceptional item in the previous year.
3 Trade Receivables Turnover Ratio have increased due to increase in credit sales.
4 Return on investments increased with increase in yields of the investment portfolio.
ix. During the year the Company had entered into a power purchase agreement for a period of five years with M/s. Sooriya Hospital for consumption of electricity vide agreement dated 23/11/2023. The Company has made a refundable (interest free) security deposit of ' 10 lakhs (undiscounted value).
x. Other Statutory Information:
a) The Company has not defaulted on loans payable and have not been declared as wilful defaulter.
b) The Company does not have any Benami property, where any proceeding has been initiated or pending against the company.
c) The Company does not have any transactions with companies struck off.
d) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period
e) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
f) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority
g) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies) including foreign entities (Intermediaries) with the understanding that the intermediary shall :
(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
h) The Company has not received any fund from any person(s) or entity(ies),including foreign entities (Funding party) with the understanding (whether recorded in writing or otherwise) that the company shall:
(i) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funded party (Ultimate Beneficiaries) or
(ii) Provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
i) The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered, disclosed as income during the year in the tax assessments under the income tax act,1961 (such as, search or survey or any of the relevant provisions of the Income Tax Act,1961.
j) There are no Scheme of Arrangements approved by the Competent Authority in terms of sections 230 to 237 of the Companies Act, 2013 during the year.
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