(b) Terms and rights attached to shares
The Company has one class of equity shares having a par value of ? 10 per share each. All shareholders for fully paid up equity shares are entitled to one vote per share and for partly paid up shares the voting rights considered are in proportion to the actual amount paid on those shares. The Company declares and pays dividend in Indian rupees. The dividend proposed by the board of directors is subject to the approval of the shareholders in ensuing Annual General Meeting except in the case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in the proportion to their shareholdings.
Nature and purpose of other reserves
(i) S ecurities premi um
Securities premium is used to record premium received on issue of shares. The reserve is utilised in accordance with the provisions of the Indian Companies Act, 2013 (the "Companies Act").
(ii) Capital reserve
(a) Certain grants of capital nature had been credited to Capital Reserve.
(b) The Company has recognised profit on account of amalgamation in capital reserve.
(iii) Capital redemption reserve
Capital redemption reserve was created on account of reinstatement of certain investments and spares at cost.
(iv) General reserve
Under the erstwhile Companies Act 1956, a general reserve was created through an annual transfer of net profit at a specified percentage in accordance with applicable regulations. Consequent to the introduction of the Companies Act, the requirement to mandatory transfer a specified percentage of net profit to general reserve has been withdrawn. During the year, pursuant to a Scheme of Arrangement, the accumulated balance in the General Reserve has been appropriately utilized in accordance with the provisions of the scheme.
(v) Revaluation reserve
Revaluation reserve was created on account of revaluation of fixed assets carried out under previous GAAP.
(vi) Fair value through other comprehensive income (FVOCI)- equity instruments
The cumulative gains and losses arising on fair value changes of equity investments measured at fair value through other comprehensive income are recognised in FVOCI - equity instruments reserve. The balance of the reserve represents such changes recognised net of amounts reclassified to retained earnings on disposal of such investments.
(vii) Other reserves
Others primarily include:
(a) Amounts appropriated out of profit or loss for doubtful debts and contingencies.
(b) Share buyback reserve has been created as per the Companies Act, 1956.
(c) Reserve which has arisen on forfeiture of shares.
(viii) Fair valuation of Non-Convertible Cumulative Redeemable Preference Shares
Deemed equity on fair value of Non-Convertible Cumulative Redeemable Preference Shares. Pursuant to the Scheme of Arrangement during the year, these instruments have been transferred to the Resulting Company. Consequently, the carrying amount of these instruments has been transferred to Retained Earnings.
(b) The Company has not defaulted in the repayment of borrowings during the current year.
(i) Secured by way of first pari passu charge on the current assets and second charge on all fixed assets (present and future) of the cement division.
(ii) The working capital demand loan is repayable on demand.
(c) The Company has submitted the quarterly returns or statements of current assets to the bank for the secured working capital loan which is reconciled with the books of account.
(d) The Company has not defaulted in the repayment of borrowings during the current year.
(e) As on March 31, 2025 there is no unutilised amounts in respect of any issue of securities and long term borrowings from banks and financial institutions. The borrowed funds have been utilised for the specific purpose for which the funds were raised.
(f) During the year, in accordance with the Scheme of Arrangement, the borrowings of the Company were transferred to the Resulting Company. As a result, there are no outstanding borrowings in the books of the Company as at March 31, 2025.
(i) Compensated absences
Compensated absences cover the Company's liability for sick and earned leave.
(ii) Defined benefit plan
a) Gratuity
The Company operates a gratuity plan through the "KICM Gratuity Fund". Every employee is entitled to a benefit equivalent to fifteen days salary last drawn for each completed year of service in line with the Payment of Gratuity Act, 1972. The same is payable at the time of separation from the Company or retirement, whichever is earlier. The benefits vest after five years of continuous service.
b) Provident fund
Provident fund for certain eligible employees is managed by the Company through the "B. K. Birla Group of Companies Provident Fund Institution" and "Birla Industries Provident Fund", in line with the Provident Fund and Miscellaneous Provisions Act, 1952. The plan guarantees interest at the rate notified by the Provident Fund Authorities. The contribution by the employer and employee together with the interest accumulated thereon are payable to employees at the time of their separation from the Company or retirement, whichever is earlier. The benefits vest immediately on rendering of the services by the employee.
The Company has an obligation to fund any shortfall on the yield of the trust's investments over the administered interest rates on an annual basis. These administered rates are determined annually predominantly considering the social rather than economic factors and in most cases the actual return earned by the Company has been higher in the past years. The actuary has provided a valuation for provident fund liabilities on the basis of guidance issued by Actuarial Society of India and based on the below provided assumptions there is no shortfall as at 31 March 2025 and 31 March 2024 respectively.
The Company also pays provident fund contributions to publically administered local fund as per the local regulations. The Company has no further payment obligations once the contributions have been paid. The contributions are accounted for as defined contribution plans and the contributions are recognised as employee benefit expense when they are due.
The above sensitivity analysis is based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit liability is recognised in Balance Sheet.
The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.
(vii) The major categories of plans assets
In the absence of detailed information regarding plan assets which is funded with Insurance Companies, the composition of each major category of plan assets, the percentage or amount for each category to the fair value of plan assets has not been disclosed.
(viii) Risk exposure
Through its defined benefit plans the Company is exposed to a number of risks, the most significant of which are detailed below:
Investment risk:
The defined benefit plans are funded with insurance companies of India. The Company does not have any liberty to manage the funds provided to insurance companies.
The present value of the defined benefit plan liability is calculated using a discount rate determined by reference to the Government of India bonds. If the return on plan asset is below this rate, it will create a plan deficit.
Interest risk:
A decrease in the interest rate on plan assets will increase the plan liability.
Life expectancy:
The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and at the end of the employment. An increase in the life expectancy of the plan participants will increase the plan liability.
Salary growth risk
The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants. An increase in the salary of the plan participants will increase the plan liability.
(ix) Defined benefit liability and employer contributions
The weighted average duration of the defined benefit obligation is 7 years (31 March 2024 - 12 years).
(a) The Company has carried out an impairment analysis in respect of its investments and loans to Cygnet Industries Limited, its wholly owned subsidiary. Consequently, it has recognised an additional provision for impairment of ? 190.00 crores which has been presented as an exceptional item in the Statement of Profit and Loss. The assessment was based on the management's business plans and future projections, approved by the Board of Directors. The key assumptions used for computation of value-in-use were the sales growth rate, gross profit margins, long-term growth rate and the risk-adjusted pre-tax discount rate. The post-tax discount rates were derived from the Company's weighted average cost of capital, taking into account the cost of capital, to which specific market-related premium adjustments are made. The Company had performed sensitivity analysis by changing the aforementioned variables independently, keeping the other variables constant, based upon which, there would be no material increase to the impairment charge which would impact the decision of the user of the standalone financial statements.
(b) During the previous year, the Company has repaid the entire 16,035 numbers of secured Listed Non-Convertible Debentures (NCDs) having a book value of ? 1,683.86 Crore on the date of redemption by availing new secured term loans from Financial Institutions bearing lower interest rates.On repayment of the above mentioned NCDs before its scheduled final maturity date, the unamortised issue expenses and upfront interest amounting to ? 49.62 Crore has been charged off and presented as an 'Exceptional item' in the Statement of Profit and Loss of previous year.
(c) Refer Note 44 (e)
Note: (i) In the opinion of the management, no provision is considered necessary for the disputes mentioned above on the ground that there are fair chances of successful outcome of appeals.
(ii) It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect to the above pending resolution of the respective proceedings.
(iii) The amounts disclosed above represent the best possible estimates arrived at on the basis of available information and do not include any penalty payable.
(iv) The arbitration case pertains to a legal dispute between the Company and Mintech Global Private Limited. Based on the facts of the matter, supported by independent legal opinion obtained, the management remains fairly confident of a favorable outcome and therefore, does not foresee any material financial liability devolving on the Company in this respect of the aforementioned litigation and accordingly, no provision has been made in these standalone financial statement. During the year, pursuant to the Scheme of Arrangement, the aforementioned contingent liability relating to the arbitration with Mintech Global Private Limited has been transferred to the Resulting Company.
(v) During the previous financial year, the Company reported a contingent liability, as mentioned in note 36(a), of ^ 119.37 crores. Out of this amount;
- 95.88 crores, pertaining of the cement business, were transferred to the Resulting Company pursuant of the scgheme of arrangement.
- ? 8.61 crores were settled during the year.
Accordingly, as at the reporting date, the Company continues to carry a contigent liability of ^ 14.88 crores
(c) Expense pertaining to leases which has been identified as short-term amounts to Nil (31 March 2024 : ? 22.28 crores). During the year, in accordance with the Scheme of Arrangement, the balances were transferred to the Resulting Company.
(d) Expense pertaining to leases which has been identified as low value amounts to Nil (31 March 2024 : ? 0.16 crores). During the year, in accordance with the Scheme of Arrangement, the balances were transferred to the Resulting Company.
40. Capital Management
(a) Risk management
The capital structure of the Company consists of cash and cash equivalents and equity attributable to equity shareholders of the Company which comprises issued share capital (including premium) and accumulated reserves disclosed in the Statement of Changes in Equity.
The Company's capital management objective is to achieve an optimal weighted average cost of capital while continuing to safeguard the Company's ability to meet its liquidity requirements (including its commitments in respect of capital expenditure).
A. Fair value hierarchy
The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into Level 1 to Level 3, as described below:
Quoted prices in an active market (Level 1): This level of hierarchy includes financial assets that are measured by reference to quoted prices (unadjusted) in active markets for identical assets or liabilities. This includes the Company's investment in mutual fund which have readily available market prices, providing the most reliable evidence of fair value.
Valuation techniques with observable inputs (Level 2): This level of hierarchy includes financial assets and liabilities, measured using inputs other than quoted prices 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).
Valuation techniques with significant unobservable inputs (Level 3): This level of hierarchy includes financial assets and liabilities measured using inputs that are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part, using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data. This level of hierarchy includes Company's investment in equity shares which are unquoted or for which quoted prices are not available at the reporting dates.
B. Valuation technique used to determine fair value
(a) The Company does not have any exposure in derivatives.
(b) Investments carried at fair value are generally based on market price quotations. However in cases where quoted prices are not available the management has involved valuation experts to determine the fair value of the investments. Different valuation techniques have been used by the valuers for different investments. These investments in equity instruments are not held for trading. Instead, they are held for long term strategic purpose. The Company has chosen to designate this investments in equity instruments at FVOCI since, it provides a more meaningful presentation. Cost of certain investments in equity instruments have been considered as an appropriate estimate of fair value because of a wide range of possible fair value measurements and cost represents the best estimate of fair value within that range.
(c) Fair value of borrowings is estimated by discounting expected future cash flows. The carrying amounts of other borrowings with floating rate of interest are considered to be close to the fair value.
(d) The carrying amounts of remaining financial assets and liabilities are considered to be the same as their fair values.
(e) Management uses its best judgement in estimating the fair value of its financial instruments. However, there are inherent limitations in any estimation technique. Therefore, for substantially all financial instruments, the fair value estimates presented above are not necessarily indicative of the amounts that the Company could have realised or paid in sale transactions as of respective dates. As such, fair value of financial instruments subsequent to the reporting dates may be different from the amounts reported at each reporting date.
(f) Market values in cases of some quoted and unquoted investments are not available, hence the fair value has been considered as market values in such cases
In the course of its business, the Company is exposed primarily to fluctuations in equity prices, liquidity and credit risk, which may impact the fair value of its financial instruments. The Company's financial exposure is largely limited to investments, loans and bank balances. The Company has a risk management policy approved by the Board of Directors, covering risks associated with financial assets and liabilities including credit and market risks. The risk management framework aims to :
(i) create a stable business planning environment by reducing the impact of market fluctuations on the Company's earnings, and
(ii) achieve greater predictability by determining the financial value of expected returns in advance.
C. Risk management
(i) Credit risk
The Company takes on exposure to credit risk, which is the risk that counterparty will default on its contractual obligations resulting in financial loss to the company. Maximum exposure to credit risk of the Company has been listed below:
Other receivables as stated above are due from the parties under normal course of the business and as such the Company believes exposure to credit risk to be minimal.
a) Trade and other receivables
Customer credit risk is managed through established policies and controls. Post demerger of the Cement Undertaking, the Company does not have material trade receivables as at 31 March 2025. In previous year, trade receivables were non-interest bearing and typically carried up to 90 days credit terms, with a detailed review mechanism to monitor overdue balances. Where credit risk was high, domestic trade receivables are backed by security deposits.
In determining the allowances for credit losses of trade receivables for previous year, the Company has used a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience and is adjusted for forward looking information. The expected credit loss allowance is based on the ageing of the receivables that are due and rates used in the provision matrix.
As at 31 March 2025 and 31 March 2024, there is no significant credit exposure to any single customer.
(ii) Liquidity risk
Liquidity risk refers to that risk where the Company cannot meet its financial obligations. The objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements.
Post demerger of Cement Undertaking, the Company's liquidity position has improved with reduces financial obligations. The Company maintains sufficient liquidity through fixed deposits and mutual fund investments.
(a) Maturities of financial liabilities
The tables below analyse the Company's financial liabilities into relevant maturity groupings based on their contractual maturities:
The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying balances as the impact of discounting is not significant.
(iii) Market risk
(a) Foreign currency risk
The Company has not entered into any foreign currency borrowings, trade payable, or related transactions and, accordingly, has no exposure to foreign exchange risk arising from exchange rate fluctuation.
(b) Interest rate risk
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. As at 31 March 2025, The Company does not have any borrowing, and hence is not exposed to significant interest rate risk.
In previous year, the Company's exposure primarily related to borrowings at floating interest rates denominated in INR. Fixed rate borrowings, where applicable, were carried as amortised cost and were not subject to interest rate risk under Ind AS 107.
(iii) Price risk (a) Exposure
The Company's exposure to equity securities price risk arises from investments held by the Company and classified in the balance sheet at fair value through OCI. To manage its price risk arising from investments in equity securities, the Company diversifies its portfolio. In general, these investments are not held for trading purposes.
42. Segment reporting
During the year, the Company demerged its cement business pursuant to a scheme of arrangement. In the previous periods, the Company, at standalone financial statement level, operated in one segment i.e. "Cement". The Company has disclosed segment information in the consolidated financial statements which are presented in the same financial report. Accordingly, in terms of Paragraph 4 of Ind AS 108 'Operating Segments', no disclosure related to segments are presented in this standalone financial statement.
43. As per Section 128 of the Companies Act, 2013 read with proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 with reference to use of accounting software by the Company for maintaining its books of accounts, the Company, in respect of financial year commencing on 1 April 2024, has used an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has been operated throughout the year for all relevant transactions recorded in the software. The management has ensured control over maintenance and monitoring of audit trail and its features are designed and operating effectively, except for the following:
(i) The audit trail feature was not enabled at the database level for the accounting software to log any direct data changes.
However, the company has access to the database through a system support agency who maintain the checks and trail of any request received from the company for updating the database.
Further, the audit trail has been preserved by the Company as per the statutory requirements for record retention except at database level.
44. (a) Pursuant to the Scheme of Arrangement approved by the Board of Directors on November 30, 2023, and sanctioned
by the Hon'ble National Company Law Tribunal, Kolkata Bench and Mumbai Bench on November 14, 2024 and November 26, 2024 respectively, the Cement Business of the Company was demerged and transferred to UltraTech Cement Limited with effect from the Appointed Date of April 1, 2024; the Scheme became effective on March 1, 2025 upon fulfillment of all conditions precedent. In accordance with Clause 10.1 of the Scheme, the Company has transferred the assets and liabilities of the Demerged Undertaking at their book values as on the date immediately preceding the Effective Date and derecognized the same from its books; the fair value of such assets and liabilities has been debited to general reserve/retained earnings, representing a distribution of noncurrent assets to shareholders, and the difference between the book value and fair value has been recognized in the Statement of Profit and Loss. The financial results of the Cement Business have been presented as discontinued operations for all comparative periods as per IND AS 105.
(e) In accordance with Ind AS 105, Non-current Assets Held for Sale and Discontinued Operations, the results of the Cement Business have been classified as a discontinued operation and presented separately in the Statement of Profit and Loss for the comparative period. Accordingly, the figures for the year ended March 31, 2024, have been restated to exclude the income, expenses, and related tax impacts of the Cement Business from continuing operations, and the same has been disclosed under "Profit/(Loss) from discontinued operations." Subsequent to the effectiveness of the Scheme of Arrangement, certain line items in the Statement of Profit and Loss are reported as nil for both the current and comparative periods; however, these line items have been retained in the financial statements to ensure consistency and comparability in the presentation format.
(f) The summary of financial effects of adjustments between the Appointed Date (i.e., 1 April 2024) and the Effective Date (i.e., 1 March 2025), arising from the Scheme of Arrangement, in respect of Property, Plant and Equipment, Right of use assets, Capital work-in-progress and Intangible assets pertaining to the Cement Division, is as under:
Note: (i) Explanations have been furnished for change in ratio by more than 25% as compared to the preceeding year
as stipulated in Schedule III to the Act.
(ii) During the previous year, the Company had not earned income on its investments and hence the Return on Investments ration was not presented. For the current year, the ratio has been computed based on the profit realised in the Statement of Profit and Loss and the carrying value of the Investments sold.
(iii) During the year, the Company demerged its cement business pursuant to a scheme of arrangement. As a result, the current year financials reflect only the continuing operations, with no active business operations post-demerger. Consequently, the financial ratios for the current year are not comparable with those of the previous year. In view of this, explanations for the variance in ratios as required under Schedule III to the Companies Act, 2013, have not been provided.
47. Other statutory information
(i) The Company does not have any Benami property, where any proceeding have been initiated or pending against the Company for holding any Benami property.
(iii) The Company has not traded or invested in crypto-currency or virtual currency during the financial year.
(iv) 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:
a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries); or
b. provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
(v) 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:
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 any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(vi) The Company does not have 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).
(vii) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.
(viii) 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.
(ix) The Company has no transactions with any struck off companies during the current financial year.
48. Figures for the previous year have been regrouped/reclassified wherever necessary to confirm to current period's classification.
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