(s) Provisions, contingent liabilities and contingent assets
i) Provisions are recognised when the Company has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated. Provisions are not recognised for future operating losses. Provisions are measured at the present value of management's best estimate of the expenditure required to settle the present obligation at the end of the reporting period.
Provisions (excluding retirement benefits) are discounted using pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognised as interest expense.
ii) A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non¬ occurrence of one or more uncertain future events beyond the control of the company. The Company does not recognize a contingent liability but discloses its existence in the financial statements.
iii) Contingent assets are not recognized, but disclosed in the financial statements where an inflow of economic benefit is probable.
(t) Business combinations
i) The Company accounts for each business combination (other than common control transactions) by applying the acquisition method. The Acquisition date is the date on which control is transferred to the acquirer. Judgement is applied in determining the acquisition date and determining whether control is transferred from one party to another.
ii) The Company measures goodwill as of the applicable acquisition date at the fair value of the consideration transferred, including the recognised amount of any non-controlling interest in the acquire, less the net recognised amount (measured at fair value) of the identifiable assets acquired and liabilities (including contingent liabilities in case such a liability represents a present obligation and arises from a past event, and its fair value can be measured reliably) assumed. When the fair value of the net identifiable assets acquired and liabilities assumed exceeds the consideration transferred, a bargain purchase gain is recognised as capital reserve.
iii) Consideration transferred includes the fair values of the assets transferred, liabilities incurred by the Company to the previous owners of the acquire, and equity interests issued by the Company. Consideration transferred also includes the fair value of any contingent consideration. Consideration transferred does not include amounts related to settlement of pre-existing relationships.
iv) Transactions costs that the company incurs in connection with a business combination are expensed as incurred.
v) Common control transactions are accounted for based on pooling of interest method where the assets and liabilities of the acquire are recorded at their existing values, the identity of reserves of the acquire is preserved and the difference between consideration and the face value of the Share capital of the acquire is transferred to the capital reserve.
3 Significant accounting judgements, estimates and assumptions
The preparation of the Company's financial statements in conformity with Ind AS requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Estimates and judgements are continuously evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods. Revisions to accounting estimates are recognised in the period in which the estimate is revised.
a) Classification of property
The Company determines whether a property is classified as investment property or inventory:
Investment property comprises land and buildings (principally commercial premises and retail property) that are not occupied substantially for use by, or in the operations of, the Company, nor for sale in the ordinary course of business, but are held primarily to earn rental income and capital appreciation. These buildings are substantially rented to tenants and not intended to be sold in the ordinary course of business.
Inventory comprises property that is held for sale in the ordinary course of business. Principally, the Company develops and intends to sell before or on completion of construction."
b) Fair value measurement of financial instruments
When the fair values of financial assets and financial liabilities recorded in the balance sheet
cannot be measured based on quoted prices in active markets, their fair value is measured using appropriate valuation techniques. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments.
c) Evaluation of percentage completion
Determination of revenues under the percentage of completion method necessarily involves making estimates, some of which are of a technical nature, concerning, where relevant, the percentages of completion, costs to completion, the expected revenues from the project or activity and the foreseeable losses to completion. Estimates of project income, as well as projects costs, are reviewed periodically. The effect of changes, if any, to estimates is recognised in the financial statements for the period in which such are determined.
d) Taxes
The Company periodically assesses its liabilities and contingencies related to income taxes for all years open to scrutiny based on latest information available. For matters where it is probable that an adjustment will be made, the Company records its best estimates of the tax liability in the current tax provision. The Management believes that they have adequately provided for the probable outcome of these matters.
Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits.
e) Recognition and measurement of defined benefit obligations
The obligation arising from defined benefit plan is determined on the basis of actuarial assumptions. Key actuarial assumptions include discount rate, trends in salary escalation and attrition rate. The discount rate is determined by reference to market yields at the end of the reporting period on government securities.
3a Recent Accounting Pronouncements
Ministry of Corporate Affairs ("MCA") notifies new standard or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. for the year ended March 31, 2025, MCA has not notified any new standard or amendments to the existing standards applicable to the Company.
B. Disclosures relating to investment property are as under:
i) Fair value disclosure of Company's investment property
The Company's investment property includes commercial properties namely "Kalpataru Inspire” situated at Santacruz, Mumbai, "Kalpataru Synergy" situated at Santacruz, Mumbai, and "Kalpataru Infinia" situated at Wakdewadi, Shivajinagar, Pune. The fair value of Kalpataru Inspire, Kalpataru Synergy & Kalpataru Infinia as at 31 March 2025 and 31 March 2024 have been arrived at on the respective dates based on Independent Valuer's Reports by Meraki Consultants LLP. Meraki Consultants LLP is registered with the authority which governs the valuers in India and they have appropriate qualifications and experience in the valuation of properties in the relevant locations. The fair values were determined using the capitalisation rate method based on recent market prices without any significant adjustments being made to the market observable data.
Nature of securities and terms of repayments for non-current borrowings
a) Loan from banks/ financial institution
(i) Nil (' 42,184 lakhs) is secured by mortgage of land and building situated at Santacruz, Mumbai and at Pune (along with underlying receivables) developed by the Company and personal guarantee of director of the Company. The loan carries interest @ 0.35% p.a. above lender's benchmark rate and is repayable in one hundred and seventy four monthly instalments ending in the financial year 2035-2036. However the company has pre-paid the entire loan in January 2025.
(ii) ' 1,14,615 lakhs (' 1,39,162 lakhs) is secured by way of mortgage of the land and Buildings at Thane (part), Mumbai, Panvel, Lonavala, Pune, Mahabaleshwar and Nagpur together with structures thereon, present and future and receivables arising therefrom; receivables arising from Infrastructure and Development on land at Thane; personal guarantee given by the Director of the company and corporate guarantee by other related parties. The loan carries interest 0 one month bank MCLR plus spread of 30 basis point and repayable till financial year 2031-2032.
(iii) ' 28,091 lakhs (' 31,781 lakhs) is secured by way of hypothecation of license and other fees receivables from various licensees; mortgage of land and building at Thane (part), Mumbai, Panvel, Lonavala, Pune, Mahabaleshwar and Nagpur together with structures thereon, present and future and receivables arising therefrom; receivables arising from Infrastructure and Development on land at Thane; personal guarantee given by the Director of the company and corporate guarantee by other related parties. The loan carries interest @ RBI Repo rate plus spread of 200 basis point and repayable till financial year 2032-2033.
iv) Pursuant to Master Restructuring Agreement dated 27 June 2023 w.e.f. 1 April 2023, the repayment of the above loans (note a (ii) & (iii)) have been rescheduled with extended time period for repayment (upto FY 2032-33). Further, the interest rate on the aforesaid facilities have been reduced to one month bank MCLR plus spread of 30 basis point. In addition, the company has also agreed to create charge over residual cash flows of certain identified project owned by the company and its group companies post the repayment of the credit facilities availed/to be availed with respect to these identified assets.
Consequent to aforesaid restructuring, the lender financial institution had followed the regulatory requirements in accordance with the directives of the Reserve Bank of India. Based on future business plans and cash flow estimates, the management of company is confident of meeting its obligations under the restructuring plan as they fall due.
(v) 42,070 (' Nil lakhs) is secured by mortgage of land and building situated at Santacruz, Mumbai (along with underlying receivables) developed by the Company and personal guarantee of director of the Company. The loan carries interest @ 10.70% p.a. below lender's benchmark rate and is repayable in one hundred and eighty monthly instalments ending in the financial year 2039-2040.
(vi) 4,379 (' Nil lakhs) is secured by mortgage of land and building situated at Pune (along with underlying receivables) developed by the Company. The loan carries interest @ 8.00% p.a. below lender's benchmark rate and is repayable in one hundred and thirty two monthly instalments ending in the financial year 2035-2036.
(vii) Vehicle loans of ' 70 lakhs (' 92 lakhs) from banks are secured against hypothecation of vehicles. The loans carry weighted average interest rate not exceeding @ 9.68% p.a. calculated as on the balance sheet date and are repayable in monthly instalments ending in financial year 2027-2028.
(b ) The company has outstanding unrated, unlisted non convertible debentures ("NCD") of '19,484 lakhs (' 17,033 lakhs) [150 NCD 0 54.67 Lakhs and 68 NCD @ 100 lakhs Each] (150 NCD @ 54.67 Lakhs and 68 NCD @ 100 lakhs Each). These NCDsare secured by way of mortgage of part of land and Projects at Mumbai, Karjat, Thane, Pune together with structures thereon, present and future and all receivables arising therefrom owned by the company, its subsidiaries & other group entities. The NCD is further secured by corporate guarantee of related parties and personal guarantee of Director of the company. The rate of return is 18.50% p.a. and repayable in 4 quarterly instalment ending in FY 2026-2027 also includes interest accrued and due.
(c) The Company had issued 950,000 (Previous year - 9,50,000) 0% cumulative non-convertible redeemable preference shares (CNCRPS) of '10 each at a premium of ' 990 per share. As per the terms of the issue, all the CNCRPS were cumulative and redeemable at end of fifteen years from the date of allotment, unless redeemed earlier at the option of the Company. The holders of the CNCRPS shall not have any voting rights except as provided under the Companies Act, 2013. The said CNCRPS were due for redemption during the FY 2023-24.
During the previous year, the terms for redemption of the said CNCRPS are extended upto January 14, 2027 or earlier at the option of the Company vide resolution passed by the members at the Extra ordinary general meeting held on 26th March 2024. Accordingly, the CNCRPS are redeemable at the issued price upon maturity unless decided to be redeemed earlier at the option of the Company. The redemption value have been recognised at present value on the basis of the weighted average cost of borrowings.
Nature of securities and terms of repayments for current borrowings
a) Loan from banks
(i) ' Nil [319 Lakhs) and Overdraft facility of ' Nil lakhs (636 lakhs) is secured by way of the exclusive first charge over development rights of Project Kalpataru Imperia situated at Santacruz, personal guarantee of director. Loan carries Interest not exceeding @1.75% over Lenders Benchmark rate repayable in six equal installments starting after twenty seven months from the date of Disbursement ending Financial Year 2025-26.
(ii) ' 21,758 lakhs (' 1,379 lakhs) overdraft facility availed by the company which is secured against fixed deposits held by the Company lien in favour of bank.
b) Loan from financial institutions
(i) ' 7,805 lakhs (' 6,198 lakhs] is secured by exclusive charge by way of registered mortgage over the development rights
along with share of units of the company arising out of development agreement together with underlying receivables arising there from the property situated at Mumbai to be re-developed by the company and personal guarantee of director of the company. The loan carries interest @ 3.45% below lender's benchmark rate and is repayable in twenty four monthly instalments ending in the financial year 2030-31.
(c) The company has outstanding unrated unlisted non-convertible debentures ("NCD") 1900 (Previous year 550) having face value of ' 10 lakhs (Previous year ' 10 lakhs] each and outsatnding of ' 21,820 lakhs (Previous year ' 5,510 lakhs). The NCD are secured by a mortgage over the development rights of a project located in Borivali, Mumbai, including all present and future structures and receivables arising from it, secured by a mortgage over the property at Pune owned by related party, pledge over shares and corporate guarantee thereof and personal guarantee from the director of the company. The rate of return is 18.00% p.a. and have a bullet repayment in FY 2027-28.
d) There are certain legal cases/disputes pending against the Company or filed by the Company and liabilities in respect thereof if any, are unascertained. The Company has engaged reputed advocates to protect its interests and has been advised that it has strong tegat positions against such disputes.
e] The Company does not have any tong-term contracts inctuding derivative contracts on which there are foreseeabte tosses which are not provided.
II) Capital and other commitments
a) The Company has committed to provide continued financiat support to various subsidiaries, amount unascertained.
b] The Company enters into construction contracts for Civit, Etevator, Externat Devetopment, MEP work etc. with its vendors. The totat amount payabte under such contracts witt be based on actuat measurements and negotiated rates, which are determinabte as and when the work under the said contracts are compteted.
Wongwith Arena Orchards Private Limited, Arena Enviro Farms Private Limited, Katpataru Hitts Residency Private Limited converted from partneship Hittcrest Constructions and Ardour Developers Private Limited.
2Atongwith Ardour Devetopers Private Limited, Ambrosia Enviro Farms Private Limited, Arena Orchards Private Limited, Katpataru Land Private Limited, Prime Properties Private Limited, Agite Reat Estate Private Limited and Arena Enviro Farms Private Limited.
3Atongwith Azure Tree Enviro Farms Private Limited, Katpataru Ptus Sharyans, Katpataru Constructions [Pune], Neo Pharma Private Limited and Omega Reattors Private Limited.
4Atongwith Azure Tree Enviro Farms Private Limited, Katpataru Ptus Sharyans, Neo Pharma Private Limited and Omega Reattors Private Limited.
* Name of the company has been changed from "Katpataru Power Transmission Limited" to "Katpataru Projects Internationat Limited" w.e.f 22 May 2023
Notes-
a] "Others "denote entries which account for tess than 10% of the aggregate for that category of transaction.
b] Above disctosures are exctuding Ind AS adjustments.
c] The details of related party relationships identified by the management of the company and retied upon by the auditor.d] The Amounts denoted above are net of taxes.
d] The Amounts denoted above are net of taxes.
e] Att retated party transactions entered during the year were in rdinary course of the business and are on arm's tength basis
f] "0" [zero] indicates amounts tess than a takh.
Note - 33
Contingent liabilities and commitments (To the extent not provided for)
b] The Company has etected not to recognise right of use asset and tease tiabitity as per the provisions of Ind AS 116 - "Leases", considering the teases being short term and tease of tow vatue asset. The Company has taken commerciat and residentiat premises under cancetabte operating tease agreements. Lease expenditure for cancetabte operating teases is recognised over the period of tease. The initiat period for tease is generatty for thirty six months to sixty months. Totat tease rent expenses for the period / period is ' 67 Lakhs [' 66 takhs].
I) Contingent liabilities
a] Financiat guarantee
The Company has given corporate guarantees atong with subsidiaries, associates and other retated parties of ' 7,22,286 takhs ['5,58,500 takhs] to various Banks/Financiat Institutions for the toans granted to subsidiaries, enterprises controtted by the company and other retated party. Such toans outstanding as on 31 March 2025 are ' 4,68,023 lakhs (' 3,61,932 takhs].
b] Bank guarantees issued ' 6,403 lakhs (' 413 lakhs) in favour of MPCB and financial instutions.
c] Disputed dues of indirect tax tiabitities of ' 3,538 takhs [' 3459 lakhs). Out of which, the Company has filed appeal and paid ' 200 takhs [' 202 takhs] under protest. Disputed dues of Direct tax tiabitities with Commissioner of Income tax is '395 Lakhs [' Nit]. Futher, the Company has received show cause-cum-demand notices amounting to '8735 lakhs under Section 74(1) of the Central Goods and Services Tax Act, 2017, issued in Form DRC-01. The Company has submitted its responses to the said notices, and the outcome is currentty awaited.
Financial risk management
The Company has exposure to the following risks arising from financial instruments:
(i) Market Risk
(ii) Credit Risk and
(iii) Liquidity Risk
(i) Market risk
Market risk arises from the Company's use of interest bearing financial instruments. It is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in interest rates (interest rate risk) or other market factors. Financial instruments affected by market risk include borrowings, loan givens, fixed deposits and refundable deposits.
a 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. The Company's exposure to the risk of changes in market interest rates relates primarily to the Company's debt obligations with floating interest rates. The management is responsible for the monitoring of the Company's interest rate position. Different variables are considered by the management in structuring the Company's borrowings to achieve a reasonable, competitive, cost of funding.
Interest rate sensitivity
The following table demonstrates the sensitivity to a reasonably possible change in interest rates on that portion of borrowings affected with all other variables held constant. The effect of change in the interest rate on floating rate borrowings, is as follows:
Note - 38
Details of loans given, investments made, guarantees given and securities provided covered u/s 186(4) of the Companies Act, 2013
a) The Company is engaged in the business of Real Estate Development which is classified under Infrastructural facilities as specified under Schedule VI of the Companies Act, 2013 (the 'Act') and hence the provisions of Section 186 (except sub section 1] of the Act related to loans/guarantees given or securities provided are not applicable to the Company.
b) There are no investments made other than those disclosed in note 8.
Note - 39
Financial risk management objectives and policies
The Company's principal financial liabilities comprise borrowings, trade and other payables. The main purpose of these financial liabilities is to finance and support Company's operations. The Company's principal financial assets include loans given, trade and other receivables, cash and cash equivalents, other bank balances and refundable deposits that derive directly from its operations.
The Company is exposed to market risk, credit risk and liquidity risk. The Company's senior management oversees the management of these risks. The Company's senior management ensures that the Company's financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company's policies and risk objectives. The Board of Directors reviews and agrees policies for managing each of these risks.
b Currency risk
Currency risk is not material, as the Company's primary business activities are within India and does not have significant exposure in foreign currency.
(ii) Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities including security deposits, loans to employees and other financial instruments.
a) Trade receivables
The Company's exposure to credit risk is influenced mainly by the individual characteristics of each customer. The Company has entered into contracts for sale / leasing of commercial premises. The payment terms are specified in the contracts. The Company is exposed to credit risk in respect of the amount due. However, in case of sale, the legal ownership is transferred to the buyer only after the entire amount is recovered. In case of leasing, the Company takes security deposit to secure the rent. In addition, the amount due is monitored on an ongoing basis with the result that the Company's exposure to bad debts is not significant. The Company evaluates the concentration of risk with respect to trade receivables as low, as its customers are located in several jurisdictions industries and operate in largely independent markets.
b) Financial instrument and cash deposits
With respect to credit risk arising from the other financial assets of the Company, which comprise bank balances, cash, loans to related parties and other parties, other receivables and deposits, the Company's exposure to credit risk arises from default of the counterparty, with a maximum exposure equal to the carrying amount of these assets.
Credit risk from balances with banks is managed by Company's treasury in accordance with the Company's policy. The
Company limits its exposure to credit risk by only placing balances with local banks. Given the profile of its bankers, management does not expect any counterparty to fail in meeting its obligations.
(iii) Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company monitors its risk to a shortage of funds using a recurring liquidity planning tool. This tool considers the maturity of both its financial investments and financial assets (e.g. trade receivables, other financial assets) and projected cash flows from operations.
The cash flows, funding requirements and liquidity of Company is monitored under the control of Treasury team. The objective is to optimize the efficiency and effectiveness of the management of the Company's capital resources. The Company's objective is to maintain a balance between continuity of funding and borrowings. The Company manages liquidity risk by maintaining adequate reserves and borrowing facilities, by continuously monitoring forecasted and actual cash flows and matching the maturity profiles of financial assets and liabilities.
Segment information
Disclosure under Ind AS 108 - 'Operating Segments' is not given as, in the opinion of the management, the entire business activity falls under one segment, viz., Real Estate Development. The Company conducts its business in only one Geographical Segment, viz., India.
Capital management
For the purpose of the Company's capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company's capital management is to maximise the shareholders' value.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt.
The company is the nominee shareholder of various entities in order to comply with minimum number of shareholder requirement as per the Companies Act, 2013. Based on the request received from the beneficial owners the company has created pledge of the securities held in its name as the registered holder in favour of the lender of respective facilities availed by such beneficial owners. Accordingly the company has created charge/s and filed the same with ROC/MCA.
Note - 46
Scheme of Arrangement (the Scheme) between the Company and step down subsidiary namely, Kalpataru Residency Private Limited (KRPL)
An application for approving the Scheme of Arrangement (the Scheme) between the Company and step down subsidiary namely, Kalpataru Residency Private Limited (KRPL) is filed with Hon'ble National Company Law Tribunal, Mumbai Bench ('NCLT') on 30th September, 2024. Pursuant to the Scheme , the Demerged Undertaking of the Company comprising of project Yoganand situated at Borivali, Mumbai, shall be demerged from the Company into KRPL on the appointed date i.e. 01st April, 2024, on a going concern basis.
Scheme is in process of NCLT's approval. Upon receipt of approval of the Scheme, necessary compliances will be done as applicable under the Companies Act, 2013 and accounting effect in the financial statement will be given as per applicable account standards and other accounting principles generally accepted in India.
Scheme of Arrangement (the Scheme) between the Company and step down subsidiary namely, Kalpataru Properties Private Limited (KPPL)
An application for approving the Scheme of Arrangement (the Scheme) between the Company and step down subsidiary namely, Kalpataru Properties Private Limited (KPPL) is filed with Hon'ble National Company Law Tribunal, Mumbai Bench ('NCLT') on 30th September, 2024. Pursuant to the Scheme, the Demerged Undertaking of the KPPL comprising of project Magnus situated at Bandra, Mumbai, shall be demerged from the KPPL into the Company on the appointed date i.e. 01st April, 2024, on a going concern basis.
Scheme is in process of NCLT's approval. Upon receipt of approval of the Scheme, necessary compliances will be done as applicable under the Companies Act, 2013 and accounting effect in the financial statement will be given as per applicable account standards and other accounting principles generally accepted in India.
Note - 47
To the best of information of management of the Company, the disclosure requirements to be given pursuant to Gazette notification for Amendments in Schedule III to Companies Act, 2013 dated 24 March 2021 effective from 01 April 2021 pertaining to following matters are either disclosed or not applicable to the company :
1. Disclosure on Revaluation of property, plant and equipment and intangible assets from Registered Valuers is not applicable to company.
2. No proceeding has been initiated or pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act,1988 (us of 1988) an rules made thereunder.
3. The Company has not been declared a wilful defaulter by any bank or financial institution or other lender.
4. Relationship with Struck off Companies*
During the year, the Company has not entered into any transaction with companies struck off under Section 248 of the Companies Act, 2013 or Section 560 of Companies Act,1956.
* Based on information available as on the date of reporting.
5. As per clause (87) of section 2 and section 186 (1) of the Companies Act, 2013 and Rules made thereunder, the company is in compliance with the number of layers as permitted under the said provisions.
6. The Company has not traded or invested in Crypto currency or virtual currency during the financial year.
7. There are no transactions recorded in books of account reflecting surrender/ disclosure of income in the assessment under Income Tax Act, 1961.
8. The company has not carried out any scheme which is approved by regulatory authorities during the year.
9. The accounting software used by the Company, to maintain its Books of account have a feature of recording audit trail
(edit log) facility and the same has been operated throughout the period for all transactions recorded in the software. The
Company has an established process of regularly identifying shortcomings, if any, and updating technological advancements and features including audit trail.
Note - 48
a) To the best of our knowledge & belief, no fund (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the company to or in any other person(s) or entity(ies), including foreign entity (Intermediaries), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether , 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 provided any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
b) To the best of our knowledge & belief, no funds (which are material either individually or in the aggregate) have been
received by the Company from any person(s) or entity(ies), including foreign entity (funding parties), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the funding parties (Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
Note - 49
The Income Tax Department (the Department) conducted a Search activity (the search) under Section 132 of the Income Tax Act, 1961 (the Act) at premises of the Company during August 2023. The Company has provided all the necessary support and cooperation to the Income tax officials during the search and provided all the necessary information including documents and data sought by the Department. As on the date of signing of these financial statements, the Company has only received a notices for assessment/ reassessment which are being appropriately responded by the Company.
Events after reporting date
i) Subsequent to the year end , the company has completed an initial Public offer (the IPO) of fresh issue of 3,84,24,456 equity shares with a face value of '10 each at an issue price of ' 414/- per share (includes 2,03,292 equity shares issued to eligible employees with a face value of '10 each at an issue price of ' 376/- per share) aggregating to ' 1,59,000 lakhs. The equity shares of the Company were listed on National Stock Exchange( NSE) and on Bombay Stock Exchange (BSE) on 1 July 2025.
ii) The Nomination and remuneration committee of the Company as its meeting held on June 06, 2025 approved grant of 15,94,100 Employee Stock Options Under 'Kalpataru Limited Employee Stock Options Scheme 2024' (ESOS 2024/ Scheme) exercisable into not more than 15,94,100 fully paid up equity shares of the Company at an exercise price of ' 306/- per option.
Note - 52
Previous year figures (not material) have been regrouped / reclassified, wherever necessary, if any, to correspond with current
year classification. Figures in brackets pertaining to previous year.
As per our report of even date attached For and on behalf of the Board
For KKC & Associates LLP
Chartered Accountants
(Formerly Khimji Kunverji & Co LLP)
FRN: 105146W/ W100621
Bharat Jain Mofatraj P. Munot Parag M. Munot
Partner Chairman Managing Director
Membership No.: 100583 (DIN- 00046905) (DIN- 00136337)
Place : Mumbai Chandrashekhar Joglekar Abhishek Thareja
Date : 16th July, 2025 Chief Financial Officer Company Secretary
M.No. A18766
Place : Mumbai Date : 16th July, 2025
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