ii) Rights, preferences and restrictions attachedto Equityshares including declaration ofdividend:
The company has one class of equity shares having par value of Rs.2 per share. Equityshares are attached with one vote per share. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company in proportion to their shareholding, after discharging all preferential creditors. The equity shareholders are eligible to receive any dividend that is declared bytheCompanyas per provisions oftheCompanies Act, 2013
Footnotes:
Description ofnature and purpose ofeach reserve
a) Capital Reserve: Capital reserve mainlyconsists ofreserves transferred on amalgamation ofsubsidiaries in earlieryears.
b) Securities Premium: Securities premium represents the premium charged to the shareholders at the time of issuance of equity shares. Thesecurities premium can be utilised basedon the relevant requirements oftheCompanies Act, 2013.
c) General Reserve: General reserve was created from time to time by way of transfer of profits from retained earnings for appropriation purposes basedon the provisions ofthe Companies Act priorto its amendment.
(All amountsare Rs. in Lakhs.otherwisestated)
i) Term Loans from Banks:
a) Rs.18.75 crores (2023: Rs.41.53 crores) from HDFC Bank Ltd at an interest rate ofl year MCLR spread of 140 bps.viz. 10.35% p a is secured byfirst charge on all assets ofTaj Chandigarh, Chandigarh repayable in 32 equal quarterlyinstalments startingfrom 1st November 2016. The loan was sanctioned with a moratorium of 2yearsfrom the date of first disbursement, i.e. August 2014.
b) Rs.8.44 crores (2023: Rs.12.65 crores) of short term loan from HDFC Bank Ltd under the Emergency Credit Line Guarantee Scheme (ECLGS 2.0) notified by the Government of India, to meet the working capital requirement and repayable in 48 equated monthlyinstalments afteral2month moratorium from the date ofdisbursement, at an interest rate of9.25% p.a
c) Rs.15.82 crores (2023: Rs.16.87 crores) of short term loan from HDFC Bank Ltd under the Emergency Credit Line Guarantee Scheme (ECLGS 3.0) notified by the Government of India, to meet the working capital requirement and repayable in 48 equated monthlyinstalments aftera24 month moratorium from the date ofdisbursement, at an interest rate of9.25% p.a
d) Rs.8.16 crores (2023: Rs.12.29 crores) of short term loan from Federal Bank Ltd under the Emergency Credit Line Guarantee Scheme (ECLGS 2.0) notified by the Government of India, to meet the working capital requirements and repayable in 48 equated monthlyinstalments afteral2month moratorium from the date ofdisbursement, at an interest rate of9.25% p.a.
e) Rs.15.30 crores (2023: Rs.16.38 crores) of short term loan from Federal Bank Ltd under the Emergency Credit Line Guarantee Scheme (ECLGS 3.0) notified by the Government of India, to meet the working capital requirements and repayable in 48 equated monthlyinstalments after a 24 month moratorium from the date ofdisbursement, at an interest rate of9.25% p.a.
f) Federal Bank Limited has sanctioned a Rs.200 crores term loan limit to the Company towards construction of the Yelahanka Bengaluru hotel project with a tenure of 114 months including a 3year moratorium. The loan is secured by exclusive charge on leasehold rights of 2.35 acres of land at Yelahanka site and all assets of the Yelahanka hotel after construction as also additional charge on assets ofTaj Club House, Chennai andsecondcharge on current assets oftheCompany.
ii) Loans repayable on demandfrom Banks
a) Bank Overdraft limit was sanctioned by Federal Bank Ltd, drawn balance Rs .Nil as at 31.03.2024 (2023: Nil) secured by first charge on current assets ofthe Company.
22. Commitments and Contingent liabilities not provided for in respect of:
Commitments
Estimatedamountofcontracts remainingto be executedon capital account, net ofadvances Rs.4853.66 lakhs (2023: Rs. 5503.87lakhs). Contingent liabilities not providedforin respect of
Particulars
|
As at March 31, 2024 Rs. in lakhs
|
As at March 31, 2023 Rs. in lakhs
|
Value added tax matters (Rs.97.20 lakhs [2023: Rs.97.20 lakhs] paid under protest againstthe demands)
|
307.40
|
307.40
|
Income tax matters (Rs.102.30 lakhs [2023: Rs.102.30 lakhs] paid under protest againstthe demands)
|
56.33
|
107.91
|
Servicetax matters
|
2527.63
|
2527.63
|
Goods and Service tax matters
|
|
24.06
|
Probable customs duty payable on the Equipment Imported under Export Promotion Capital Goods Scheme
|
123.83
|
123.83
|
Demandfrom TSSPDCLtowards wheeling charges (Refer Note 23)
|
2129.97
|
2T29-97
|
BankGuarantees
|
41.00
|
-
|
23. The Company received notice during FY 2020-21, from TSSPDCL (Telangana State Southern Power Distribution Company Limited), pertaining to wheeling charges for FY 2002-2003 to FY 2018-2019 at Taj Krishna, Taj Deccan and Taj Banjara aggregating to Rs.21,29,97,589/-. The Company filed a Writ petition with the Honourable High Court of Telangana for a stay on the recovery of the demand and the Honourable High Court of Telangana vide Order dated 17/08/2020 granted stay on recovery and also directed TSSPDCL to not take any coercive action including that of disconnection of the power supply pending disposal of the writ petitions ofthe company.
24. Land under lease cum sale:
(a) Bangalore hotel project - The Company was allotted 7.22 acres of land at Shivanahalli village, Yelanhanka, Bangalore North for construction of a 5-star hotel. The land is under a sale-cum-lease agreement with KIADB, Bangalore and upon completion of the project as per the terms of allotment, the sale deed will be registered in favour ofthe Company by KIADB. The company has startedthe construction ofthe hotel during FY2022-2023 and expectto completethe project during lastquarterofFY25-26.
(b) Ginger hotel project - The Company was allotted 4255 sq.yds of land at Survey No.1/1, Hardware Park at Kancha Imarat Village, Maheshwaram mandal, RR Disctrict, Telangana for construction of a Ginger brand hotel. The land is under agreement for sale from TSIIC, Hyderabad and upon completion of the project as per the terms of allotment, the sale deed will be registered by TSIIC. TheCompany requestedTSIICto granttime forcompletion ofthe project. We expect a favorable decision atthe earliest.
25. The licence agreement for Taj Banjara hotel, Hyderabad has expired and the Taj Banjara hotel was closed for renovation during February 2023. The commercial terms for renewal ofthe Taj Banjara License Agreement with Hotel Banjara Limited (Owners of Hotel Taj Banjara) could not be finalized. Hence, the company has completed the formalities as per the License agreement and handedoverthe hotel backto M/s Hotel Banjara Limited, New Delhi in the thirdquarterof the financial year, includingtransfer/ saleof assets for a consideration of Rs._98 lakhs againstthe carryingvalue of transferred assets of Rs.1.75 Crores. Theturnover of theCompanyinthe previousyearfrom Taj Banjara Hotel uptoto the closure ofhotel for renovation was Rs.21 crores.
26. In respect of the year ended Mar 31, 2023, the Board of directors recommended a final dividend of Rs.l per share be paid on fully paid equity shares of Rs.2 each, which was approved by the shareholders at the Annual General Meeting held on September 15, 2023. Thetotal amount offinal dividendso declared and paid in FY 23-24 amounts to Rs.627.01 Lakhs.
The Board of Directors oftheCompany have recommended a dividendof 75% .ie. Re.1.50/- perequityshare ofRs.2/- each forthe yearended3ist March 2024 (2023:50% i.e Rs.l/- perequityshare ofRs.2/each).The dividendwill bepaidtoall theshareholders who hold equity shares as on the cut- off date subject to the approval ofthe shareholders at the ensuing Annual General Meeting.
27. As per the amended Schedule V of the Companies Act, 2013, the remuneration paid to the Managing Director and the Joint Managing Director for the financial year 2023-24 were as approved by the shareholders at the Annual General Meeting ofthe Company held on 24th September 2020 and 25th July 2019 respectively. During the year the Company made a provision in the books ofaccount for payment ofCommission andAnnual Bonus as pertheterms oftheirappointment.
The Company has taken the approval ofthe Nomination and Remuneration Committee and the Board of Directors at their meetings held on 22nd May, 2024 and 23rd May, 2024 respectively for payment ofcommission equivalent to 1% of the net profits aftertax ofthe company i.e. Rs.74,40,613/- each, to the Managing Director and the Joint Managing Director. The Company also took approvals for payment of annual bonus as per the terms of their appointment i.e. Rs.53,39,382/- to the Managing Director and Rs.1,38,21,888/- to the Joint managing Director for the FY 2023-24. The cumulative remuneration (salary, perks, commission and annual bonus) falls within the overall ceiling of 10% and overall ceiling of 5% individually on the net profits calculated as per Sections 197 and 198 ofthe Companies Act, 2013. The company has made necessary provisions in the books of accounts for the payment ofcommission and bonus.
Payment of remuneration to Independent Directors:
The Company also took approvals of the Nomination and Remuneration Committee (NRC) at their meeting held on 22.05.2024 and approval and recommendation of the Board of Directors at their meeting held on 23.05.2024 for payment of commission to Non-Executive Independent Directors amounting to Rs.70,00,000/-for the FY2023-2024, subject to approval of the shareholders at the ensuing annual general meeting. The payment of commission to Non-Executive Independent Directors is within the overall ceiling of 1% on the net profits calculated as per Sections 197 and 198 of the Companies Act, 2013. The company has made necessary provision in the books ofaccounts.
During the FY2023-24, the company has recognised and paid commission of Rs. 66,50,000/- pertaining to FY2022-23 to all the Non -Executive Independent Directors after obtaining the approval from the shareholders of the company at the AGM held on 15.09.2023.
30. Employee benefits:
Defined contribution plan:
Amount recognized as an expense in statement of profit and loss Rs.117.85 lakhs (2023: Rs. 114.63 lakhs) on account of provident fund and Rs.58.67 lakhs (2023: Rs. 54.46 lakhs) on account ofSuperannuation.
Defined benefit plan:
Gratuity:
The Company has a funded defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on separation at 15 days salary (last drawn salary) for each completed year of service as per the provision of the Payment of GratuityAct,l972 with atax exemption ceilingon gratuityofRs.2,000,000/-
The following tables summarize the components of net expense recognized in the Statement of Profit and Loss and amounts recognized in the Balance Sheetforthe respective employee gratuity plans.
Theweighted average duration to the payment ofthese cash flows is 4.66years.
Compensated Absences:
The Company’s liability towards un-funded leave encashment is determined by independent actuarial valuation using the projected unit credit method which considers each period of service as giving rise to an additional unit of benefit entitlement and measures each unitseparatelyto buildup the final obligation.
The Defined Benefit Obligation of compensated absence in respect of the employees of the Company as at 31 March 2024 works out to Rs.3,35,56,896/- (2023: Rs. 2,88,23,926/-)
The discount rate andsalaryescalation rate is the same as adoptedforgratuity liability valuation.
The estimates of future salary increases (which has been set in consultation with the company) takes account of inflation, seniority, promotion and other relevantfactors, such as supply anddemand in the employment market.
31. Corporate Social Responsibility Expenditure
Ongoing Project: The Company has signed Memorandum of Understanding (MOU) with Bangalore Development Authority (BDA), to rejuvenate and restore the Shivanahalli lake, Yelahanka, Bengaluru. The company is taking up the restoration works as per the approved plans ofBDA.
For the FY2023-24, the company is required to spend an amount of Rs. 68.56 lakhs as per the provisions of Section 135 of the Companies Act, 2013. The company utilized the brought forward excess spend of Rs.24.48 lakhs from the previous year to set off the current FY23-24 expenditure, thus leaving a balance unspent amount of Rs. 44.08 lakhs for FY 2023-24. The unspent amount of Rs. 44.08 lakhs was transferredto a separate suspense account as required underthe provisions ofCompanies Act 2013.
The Company reviews its income tax treatments in order to determine its impact on the financial statements. As a practice, where the interpretation of income tax law is not clear, management relies on the some or all of the following factors to determine the probability of its acceptance bythe tax authority:
Strength oftechnical andjudicial argument and clarityofthe legislation;
Past experience relatedto similartaxtreatments in its own case;
Legal and professional advice orcase law relatedto otherentities.
After analysing above factors for each of such uncertain tax treatments, where the Company expects that the probability to sustain its position on ultimate resolution of such uncertain tax treatment is remote, the Company ensures that such uncertain tax positions are adequately providedforin the Company’s financial Statements.
iv) Analysis of Deferredtax assets/ (liabilities) presented in the Balance Sheet andsignificant components of net deferredtax assets and liabilities are disclosed in Noteis.
33. The previous year figures include an amount of Rs.25 crores towards Key Money receivable from IHCL in line with the signed commercial terms between the company and IHCL. As per the terms agreed between the parties and also as approved in the Audit Committee and Board, IHCL agreed to pay the key money to TAJ GVK to secure the hotel operating rights of Taj Krishna and Taj Deccan forafurther period of20years.
34. In the opinion of the Board of Directors of the company, the current assets, loans and advances are expected to realize in the ordinarycourse ofbusiness approximatelythevalue atwhich theyarestated in accounts.
35. Segmental Reporting:
The Company’s only business being hoteliering, disclosure of segment-wise information under Accounting Standard (AS) 108 “Segmental Information” notified by the Companies (Accounting Standards) Rules, 2006 (as amended) does not arise. There is no geographical segmentto be reportedsince all the operations are undertaken inlndia.
36. Audit Trail: The Ministry of Corporate Affairs (MCA) has issued a Notification (Companies Accounts Amendment Rules, 2021), which is effective from 01st April, 2023 andstates that every company which uses accounting software for maintaining its books of account shall use only the accounting software where there is a feature of recording audit trail of each and every transaction and further creating an edit log of each change made to books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled.
in the ERP currently used by the Company, audit trail at transaction level on application layer has an embedded audit trail in sub-ledger accounting tables which creates unique events for every transaction along with dates of creating and updating transactions with the identity of users. General ledger journals are not allowed to be modified after posting and the date and creatorofjournals are tracked. This feature cannot be disabled. Additionally, audit trail (edit log) facilitywas enabledfor master field changes and direct data changes to transactions in general ledgers in a phased manner during June and July, 2023. Audit trail feature with respect to application layer changes in accounting software has worked effectively during the year. PMS and POS (Property Management and Point ofSales software) has inbuilt audit trail feature from oast April, 2023.
Post publication of ICAI implementation guide, direct database level changes were also included in audit trail scope. In respect of ERP, PMS and POS, access to direct database level changes is available onlyto outsourcedvendorand is not availableto anyof theCompany personnel.
37. Risk Management, Objectives and Policies:
Risks and Concerns
Economic Risks: Hotel business in general is sensitive to fluctuations in the economy. The hotel sector may be unfavourably affected by changes in global and domestic economies, changes in local market conditions, excess room supply, reduced international or local demand for hotel rooms and associates services, competition in the industry, government policies and regulations, fluctuations in interest rates and foreign exchange rates and other natural and social factors. Since demand for hotels is affected byworldeconomicgrowth, a global recession could leadto a downturn in the hotel industry.
Socio-Political Risks: The Hotel industry faces risk from volatile socio-political environment, internationally as well as within the country. India, being one of the fastest growing economies of the world in the recent past, continues to attract investments. However, any adverse events such as political instability, conflict between nations, terrorist attacks or spread of any epidemic or securitythreats to anycountries mayaffectthe level oftravel and business activity.
Security Risks: The Hotel industry demands peace at all times to flourish. The biggest villain in South East Asia has been terrorism supplemented by political instability. Subsequent to the Mumbai terror attacks in November 2008, the hotel industry has invested substantially on security and intelligence. The security concerns have been duly addressed instilling confidence in the customer by providing international standards ofsafety.
Business interruption risk on account of unprecedented events like a pandemic: A pandemic like the Covid-19 outbreak confronts the hospitality industry with an unprecedented challenge. It causes a severe downturn in all streams ofbusiness. With lockdowns and resultant travel and mobility restrictions, all corporate and leisure travel comes to a halt. With the fear of pandemic spread in enclosed spaces, stay-at-home orders, social distancing and community lockdowns, all restaurants and banquet business get severely affected with restaurants resorting to business from take-outs and banquet functions being conducted with limited attendance. Hygiene standards and pandemic protocols need to be strictly implemented to instill confidence into the customer and recoverfrom anysuch incidence.
Company-specific Risks Heavy Dependence on India
Risk of wage inflation: The hotel industry needs quality employees and with demand for the same improving across the industry, the Company feels that wage inflation would be a critical factor in determining costs for the Company. Thus, your Company will continue to focus on improving manpower efficiencies and creating a lean organization, while maximizing effectiveness in terms ofcustomerservice andsatisfaction, which is an area ofgreat importance foryourCompany.
Foreign Exchange Risk: Your Company may be impacted by thefluctuation of the Indian Rupee against otherforeign currencies. To mitigate this risk the Company is operatingon single currency billing in Indian Rupees.
Project Implementation Risk: Your Company may be impacted by delays in implementation of projects which would result in increasing project cost and loss of potential revenue. To mitigate this risk, the Company has in place an experienced project team supported by the leading external technical consultants and a dedicated project management company. The Company will endeavourto complete its projects ontime at optimal costso as to maximizethe profitability.
38. Capital management
The Company’s policy is to maintain strong capital base so as to maintain investor, creditor and market confidence and to sustain future development ofbusiness.
The Company manages its Capital structure through a balanced mix of debt and equity. The Company’s capital structure is influenced by the changes in the regulatory frameworks, government policies, available options of financing and impact of the same on liquidity position.
The Company includes within net debt, interest bearing loans and borrowings, trade and other payables, less cash and cash equivalents. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The table belowshows theGearing ratio for FY 2023-24 and FY 2022-23.
There have been no transfers between Level i and Level 2 during the period.
41. Financial risk management objectives and policies
The Company is exposed to financial risk such as Market Risk (interest Rate Risk, fluctuation in foreign exchange rates and price risk), credit risk and liquidity risk. The general risk management program of the Company focuses on the unpredictability of the financial markets and attempts to minimize theirpotential negative influence on thefinancial performance ofthe Company.
The Company continuously reviews its risk exposures and takes measures to limit it to acceptable levels. The Board of Directors havethe overall responsibilityforthe establishment and oversight ofthe Company’s risk management framework.
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 i.e. interest rate risk, foreign currency risk and other price risk. Financial instruments oftheCompanyaffected by market riskinclude borrowings and deposits.
Thesensitivityanalysis inthefollowingsections relate to the position as at3l March 2024 and3l March 2023.
The analysis exclude the impact of movements in market variables on the carrying values of gratuity and other post- retirement obligations; provisions; andthe non-financial assets andliabilities.
Thefollowing assumptions have been made in calculatingthesensitivityanalysis:
The sensitivity ofthe relevant profit or loss item is the effect ofthe assumed changes in respective market risks. This is based on thefinancial assets andfinancial liabilities heldat3l March 2024and3l March 2023.
Interest rate risk
The interest rate risk arises from long term borrowing of the company with variable interest rates (Bank one year MCLR plus spread). Although the spread is fixed, it is subject to change at fixed time interval or occurrence of specified event(s). Management monitors the movement in interest rate and, wherever possible, reacts to material movements in such rates by restructuring its financingarrangement.
Price risk
Price risk is the risk of fluctuations in the change in prices of equity investments. The Company’s investment in JV company is of strategic in nature ratherthan fortrading purpose.
Credit risk
Credit risk is the riskarisingfrom credit exposure to customers andthe counter-partywill default on its contractual obligations.
The Company has adopted a policy of only dealing with creditworthy customers/ corporates to minimise collection losses. Credit Control team assesses the credit quality ofthe customers, their financial position, past experience in payments and other relevant factors. Advance payments are obtained from customers in banquets, as a means of mitigating the risk of financial loss from defaults.
The carryingamount of trade andother receivables, advances tosuppliers, cash andshort-term deposits and interest receivable on deposits represents company’s maximum exposure to the credit risk. No other financial asset carry a significant exposure with respect to the credit risk. Deposits andcash balances are placedwith ScheduleCommercial banks.
An impairment analysis is performed at each reporting date on an individual basis for major clients. In addition, a large number of minor receivables are assessed for impairment collectively. The maximum exposure to credit risk at the reporting date is the carrying value ofeach class offinancial assets. TheCompanyalso holds advances as securityfrom customersto mitigate credit risk.
Financial instruments and cash deposits
Credit risk from balances with banks and financial institutions is managed by the Company’s treasury department in accordance with the Company’s policy. Investments held by the Company are in the nature of investment in jointly controlled entity and also an investment in an alternate energy supply company as required under the respective State energy policy. Both the categories are unquoted non-trade equity.
Liquidity risk
Liquidity risk is the risk that the Company will have difficulty in raising the financial resources required to fulfill its commitments. Liquidity risk is heldat lowlevels through effective cashflow management.
Cash flow forecasting is performed internally by rolling forecasts of the Company’s liquidity requirements to ensure that it has sufficient cash to meet operational requirements, to fund scheduled capex and debt repayments and to comply with the terms offinancingdocuments.
The Company primarily uses short-term bank facilities in the nature of bank overdraft facility to fund its ongoing working capital requirements. The table below summarizes the maturity profile of the Company’s financial liabilities based on contractual undiscounted payments.
43. The company has conducted physical verification of fixed assets duringtheyear, in linewith its policyof conductingthe exercise once everythreeyears and material discrepancies noticedwere dulyadjusted inthe books ofaccount inthefinancial year.
44. The Company does not have any transactions with companies struck off under section 248 of Companies Act 2013 or Section 560 ofCompanies Actl956.
45. TheCompanydoes not have anycharge orsatisfaction which isyetto be registeredwith ROC beyond thestatutory period.
46. TheCompany has not revalued its PPE including Right-of-Use assets and Intangible Assets duringtheyear.
47. TheCompany has nottraded orinvested in Crypto currency orVirtual Currencyduringthefinancialyear.
48. The Company has not advanced, loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understandingthatthe Intermediaryshall:
(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 anyguarantee, securityorthe like to or on behalfofthe Ultimate Beneficiaries
49. The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded inwriting orotherwise) thatthe Companyshall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or
(b) provide anyguarantee, securityorthelike on behalfofthe Ultimate Beneficiaries
50. TheCompanydoes not have any transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income duringtheyear in the tax assessments under the Income Tax Act, 1961, such as, search or survey or any other relevant provisions ofthe lncomeTaxAct,l96l.
51. TheCompany has not been declaredasawillful defaulter by any bankorfinancial institution or other lender.
52. TheCompany had been sanctioned working capital limits in excess of Rs. 5 crores in aggregate from banks on the basis of security of current assets ofthe Company. The Company is regular in complying with all the covenants and requisites to such sanctioned limits.
53. No proceedings have been initiated or are pending againstthe Company as at3ist March, 2024 for holdingany Benami property underthe Benami Transactions (Prohibition) Act/1988 (as amended in 2016) and rules madethereunder.
54. Balances in the accounts ofvarious parties are subjectto confirmation and reconciliation.
55. Previous year figures have been re-casted / restated wherever necessary including those as required in keeping with revised Schedule III amendments. Figures in brackets indicate those for previousyear.
|