12.2 Rights, Preferences and restrictions attached to Equity shares:
The Company has a single class of equity shares. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholder 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 proportion to their shareholding.
12.4 Information regarding issue of shares in last five years
(a) The company has not issued any shares without payment being received in cash other than bonus issue.
(b) The Company has issued bonus shares in the ratio of 20:1 (i.e. 20 Equity shares for each equity share held) from free reserves pursuant to Shareholder's Resolution dated 21 December 2022.
(c) The Company has issued 4,200,000 Equity shares by way of Initial Public Offer ("IPO") on December 07, 2023.
(d) The Company has not undertaken any buy-back of shares.
Contract assets are initially recognised for revenue from sale of goods. Contract liabilities are on account of the upfront revenue received from customer for which performance obligation has not yet been completed.
Contract liabilities comprise amounts billed to customers for revenues not yet earned. Such amounts are anticipated to be recorded as revenues when services are performed in subsequent periods.
Note:
a. An Earnings per Share is calculated in accordance with Ind AS 33 "Earning Per Share" notified under the Companies (Accounting Standard) Rules, 2006 (as amended). The number of Equity Shares outstanding before the issue of Bonus Shares is adjusted for the change in number of Equity Shares issued as bonus shares as if the shares were issued at the beginning of earliest reported period.
b. During the year, the Company has issued 4,200,000 Equity shares by way of Initial Public Offer ("IPO") and got listed on Emerge Platform of National Stock Exchange of India Limited on December 08, 2023.
c. Calculation of Weighted Average Number of Shares during the Year:
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NOTE 32: CONTINGENT LIABILITIES AND COMMITMENTS
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(f in Lakhs)
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Particulars
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Year ended
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Year ended
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March 31, 2024
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March 31, 2023
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Contingent Liabilities (to the extent not provided for)
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(A) Guarantees
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(i) Guarantees to Banks and Financial Institutions against credit
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facilities extended to Company Companies
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-
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-
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(ii) Performance Guarantees
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-
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-
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(iii) Financial Guarantees
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-
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-
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| |
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(B) Custom Duty payable against Export Obligation
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-
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-
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| |
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Commitments
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Estimated amount of contracts remaining to be executed on capital
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account and not provided for (net of advances)
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-
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-
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| |
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Pending Litigations
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Claims against the Company not acknowledged as debts in the books of accounts*
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566.78
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566.78
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It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above pending resolution of the proceedings. The Company does not expect any reimbursements in respect of the above contingent liabilities. Future cash outflows in respect of the above are determinable only on receipt of judgments/ decisions pending with various forums/ authorities. The Company does not expect any outflow of economic resources in respect of the above and therefore no provision is made in respect thereof.
* this represents amount for Service tax matters against which the Company has filed an appealed. The Company has received a favorable outcome in a similar case and the Company is confident that it will have a favorable order in the outstanding matters based on this case.
NOTE 33: 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 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.
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 factor Financial instruments affected by market risk include borrowings, 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 is not exposed to the risk of changes in market interest rates as the funds borrowed by the Company is at fixed interest rate.
b. Foreign 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 extends credit to customers in the normal course of business. The Company considers factors such as financial conditions / market practices, credit track record in the market, analysis of historical bad debts and past dealings for extension of credit to customer Individual credit limits are set accordingly. The Company monitors the payment track record of the customers and ageing of receivables. Outstanding customer receivables are regularly monitored. The Company considers the concentration of risk with respect to trade receivables as low, as its customers are located in several jurisdictions and industries and operate in largely independent markets.
The Company applies the expected credit loss ("ECL") model for measurement and recognition of impairment loss on trade receivables. For this purpose, the Company follows a "simplified approach" for recognition of impairment loss allowance on the trade receivable balances. As a practical expedient, the Company uses a provision matrix to determine impairment loss allowance on portfolio of its trade receivables. The provision matrix is based on its historically observed default rates over the expected life of the trade receivables and is adjusted for forward looking estimates. Further, need for incremental provisions have been evaluated on a case to case basis considering forward-looking information based on the financial health of a customer if available, litigations/disputes etc.
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, 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."
The Company currently has sufficient cash on demand to meet expected operational expenses, including the servicing of financial obligations.
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.
NOTE 36: EMPLOYEE BENEFIT EXPENSES
i. Defined Contribution Plan
The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qualifying employees towards Provident Fund and Pension Fund, which is a defined contribution plan. The company has no obligations other than to make the specified contributions. The contributions are charged to the Statement of Profit and Loss as they accrue. The only amounts included in the balance sheet are those relating to the prior months contribution that are not due to be paid until the end of reporting period. The amount recognised as an expense towards contribution to Provident Fund and Pension Fund for the year aggregated to:
INR 8.60 lakhs March 31, 2024 INR 7.07 lakhs March 31, 2023"
ii. Defined Benefit Plan Description of Plans
Retirement Benefit Plans of the Company include Gratuity and Leave Encashment.
Gratuity & Pension
"The Company has an obligation towards gratuity, a defined benefit retirement plan covering eligible employees. The plan provides for a lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to 15 days salary payable for each completed year of service. Vesting occurs upon completion of five years of service. Liabilities with regard to the Gratuity Plan are determined by actuarial valuation on the reporting date.
Since Assets is more than Liability, it is not recognised in Balance Sheet."
D. Assumptions
With the objective of presenting the plan assets and plan liabilities of the defined benefits plans at their fair value on the balance sheet, assumptions under Ind AS 19 are set by reference to market conditions at the valuation date.
The significant actuarial assumptions were as follows:
The sensitivity analysis above have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period and may not be representative of the actual change. It is based on a change in the key assumption while holding all other assumptions constant. When calculating the sensitivity to the assumption, the same method used to calculate the liability recognised in the balance sheet has been applied. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared with the previous period.
NOTE 37: ADDITIONAL REGULATORY INFORMATION REQUIRED BY SCHEDULE III
Title deeds of Immovable Property
The Company does not own any immovable property in the form of land and building. The Company doesn't have any co-owned properties or the properties (including properties for which the lease agreement executed and disclosed as 'Right-of-Use Assets' in restated consolidated financial information) title deed of which are held by the other.
The Company has not revalued any of its Property, Plant and Equipment (including Right-of-Use Assets) during the year.
Loans and advances in the nature of loans are granted to promoters, directors, KMP's and the related parties
The Company has not granted any Loans or Advances in the nature of loans to promoters, Directors, KMPs and the
related parties (as defined under Companies Act, 2013), either severally or jointly with any other person.
Details of Benami Property held
There have been no proceedings initiated or pending against the Company for holding any Benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.
Borrowings from banks or financial institution on the basis of security of current assets
The Company has availed borrowings from banks or financial institutions on the basis of security of current assets and the returns and statements of current assets filed by the Company with banks and financial institutions as at March 31, 2023 are in agreement with the books of accounts.
Willful Defaulter
The Company is not declared as willful defaulter by any bank or financial institution (as defined under the Companies Act, 2013) or consortium thereof or other lender in accordance with the guidelines on willful defaulters issued by the Reserve Bank of India.
Relationship with Struck off Companies
The Company did not have any transaction with companies struck off under Section 248 of the Companies Act, 2013 or Section 560 of Companies Act, 1956 during the current and previous financial year.
Registration of charges or satisfaction with Registrar of Companies (RoC)
The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
Undisclosed Income
The Company does not have any 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.
Details of Crypto Currency or Virtual Currency
The Company has not traded or invested in Crypto currency or virtual currency during the financial year.
Utilization of borrowed funds
The Company has used the borrowings from the banks only for its intended purpose during the financial year.
Loans and Advances
The Company has not advanced or loaned or invested funds to any other person(s) or entity(is), 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.
The Company has not received any fund from any person(s) or entity(is), 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.
NOTE 39: SEGMENT REPORTING- INFORMATION ON SEGMENT REPORTING PURSUANT TO IND AS 108 - OPERATING SEGMENTS
Based on the principles outlined in Ind AS-108 "Operating Segments" [specified under section 133 of the Companies Act 2013 (the Act)] and the Companies (Indian Accounting Standards) Rules 2015 (as amended), as well as other relevant provisions of the Act, the company's internal organization, management structure, and the differential risk and return of the segments have been considered. Given that the company is primarily engaged in the business of Freight Forwarding, "Freight Forwarding" has been identified as the sole primary reportable segment. The company does not have any geographical segments, as it mainly operates from a single location in India, with insignificant export volumes. Consequently, no separate disclosures are provided in these financial statements.
NOTE 40:
In the opinion of the Board, the Current Assets and Loans and Advances are approximately of the value stated as realizable in the ordinary course of business and the provision for all known liabilities are adequate.
NOTE 41:
Previous year figures have been regrouped / reclassified, wherever necessary, to correspond with current year classification.
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