Term/rights attached to unit
(a) Rights of unitholders
The trust has one class of units.Each unit represents an unidivided beneficial interest in the trust.Each holder of unit is entitled to one vote per unit. Unitholders have the right to receive at least 90% of the Net Distributable Cash Flows of the Trust at least once in every six months in each financial year in accordance with the InvIT Regulations. The investment manager approves dividend distributions.The distribution will be in proportion to the number of unit held by the unitholders. The trust declares and pay dividends in Indian rupees.
The distribution by the trust to its unitholders are based on the Net Distributable Cash Flows of the Trust under the SEBI InvIT regulations.
The distribution relates to distributions during the year and does not include the distribution relating to the period January 01,2022 to March 31,2022 which will paid after March 31,2022.
a) Term Loans are Secured by:
1) First Charge on all immovable assets & movable assets and all the receivable of the InvIT including but not limited to
a) any repayment of loan & advance by the existing and proposed project SPVs to the InvIT.
b) Dividends to be paid by the he existing and proposed project SPVs to the InvIT.
c) Revenue flow of the infrastructure project directly/indirectly held by InvIT.
2) First charge on Escro Account opened by the InvIT.
3) Assignment of Loan advanced by the trust to SPVs.
4) Pledge of 100 percent share of holding companies i.e. Shrem Roadways Private Limited (SRPL), Shrem Tollways Private Limited (STPL) and Shrem Infraventure Private Limited (SIPL).
5) Pledge of 15 percent of the units of InvITs held by sponsor i.e. Shrem Infra structure Pvt. Ltd.
6) Corporate Guarantee of all the SPVs.
7) DSRA for an amount adequate to cover interest and installment of two quarters.
b) The repayment is executed to be on quarterly basis which began in June 2021 and end in June 2035 as per repayment schedule specified in loan agreement.
c) There has been no default in the repayment of borrowings and interest obligation during the year.
Note 21: Contingent liabilities
There are no Contingent liabilities as at March 31,2022 (March 31,2021:
Rs. Nil)
Note 22: Capital and other commitments
There are no Capital and other commitments as at March 31,2022 (March 31,2021: Rs. Nil)
The fair value of the financial assets and liabilities are included at the amount at which the instrument that would be received to sell an asset or paid to transfer liability in an orderly transaction between market participants at the measurement date.
The following methods and assumptions were used to estimate the fair values:
* The company has not disclosed the fair values of trade payables, trade receivables and cash and cash equivalents because their carrying amounts are reasonable approximation of fair value.
Fair value of security deposits have been estimated using a discounted cash flow model. The valuation requires management to make certain assumptions about interest rates, maturity period, credit risk, forecasted cash flows.
Long-term fixed-rate and variable-rate receivables/borrowings are evaluated by the trust group is based on parameters such as interest rates, individual creditworthiness of the customer and the risk characteristics of the financed project. Based on this evaluation, allowances are taken into account for the expected credit losses of these receivables. As of reporting date the carrying amounts of such receivables, net of allowances are not materially different from their calculated fair values.
Carrying value of loans from banks, other non current borrowings and other financial liabilities is estimated by discounting future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities. The own non- performance risk as at reporting date was assessed to be insignificant.
Fair value hierarchy
The following table provides the fair value measurement hierarchy of Company's assets and liabilities grouped into Level 1 to Level 3 as described in significant accounting policies - Note 1. Further table describes the valuation techniques used, key inputs to valuations and quantitative information about significant unobservable inputs for fair value measurements.
Financial Risk Management:
The trust's risk Management policies are established to identify and analyse the risk faced by the trust, to set appropriate risk limit and controls, and to monitor risk and adherence to limit. Risk Management policies and system are reviewed regularly to reflect changes in market conditions and the trust activities.
The Board of Directors of Investment Manager has overall responsibility for the establishment and oversight of the Trust's risk management framework.
In performing its operating, investing and financing activities, the Trust is exposed to the credit risk, Liquidity risk and Market Risk.
Market Risk
Market risk is the risk or uncertainty arising from possible market fluctuations resulting in variation in the fair value of future cash flows of a financial instrument. The major components of Market risks are currency risk, interest rate risk and other price risk. Financial instruments affected by market risk includes investments and trade and other payables.
Foreign Currency Risk
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company doesn't have exposure to the risk of changes in foreign exchange rates and hence is not subjected to such risk.
Note 25: Capital Management
For the purpose of the Trust’s capital management, capital includes issued unit capital and all other reserves attributable to the unit holder of the Trust. The primary objective of the Trust’s capital management is to maximise unit holder value.
The Trust manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, Company may adjust the dividend payment/income distribution to unit holders (Subject to provisions of SEBI InvIT Regulation which require distribution of at lease 90% of the Net Distributable cash flow of the Trust to unit holders) return capital to unitholder or issue new units. The Trust monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt.
Note 26: SIGNIFICANT ACCOUNTING JUDGEMENT, ESTIMATES AND ASSUMPTIONS
The preparation of the Trust’s financial statements requires Investment Manager to make judgments, estimates and assumptions that affect the reported amounts of revenue, expenses, assets and liabilities and the accompanying disclosures and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in out comes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.
(a) Judgement
In the process of applying the Trust’s accounting policies, management has made the following judgements, which have the most significant effect on the amounts recognised in the financial statements.
(b) Classification of unit holders Funds
Under the provisions of the SEBI InvIT Regulations, the Trust is required to distribute to its Unit holders not less than ninety percent of the net distributable cash flows of the Trust for each financial year. Accordingly, a portion of the unit holders’ funds contain a contractual obligation of the Trust to pay to its Unit holders cash distributions. The Unit holder’s funds could therefore have been classified as compound financial instrument which contain both equity and debt components in accordance with Ind AS 32 'Financial Instruments: Presentation'. However, in accordance with SEBI Circulars (Circular no. CIR/IMD/DF/114/2016 dated October 20, 2016 and No.
CIR/IMD/DF/127/2016 dated November 29, 2016) issued under the SEBI InvIT Regulations, the unit holders’ funds have been classified as equity in order to comply with the mandatory requirements of Section H of Annexure A to the SEBI Circular dated October 20, 2016 dealing with the minimum disclosures for key financial statements. In line with the above, the income distribution payable to unit holders is recognized as liability when the same is approved by Board of Directors of the Investment Manager.
(c) Fair valuation and disclosures
SEBI Circulars issued under the SEBI InvIT Regulations requires disclosures relating to net assets at fair value and total returns at fair value. In estimating the fair value of investments in subsidiaries (which constitute substantial portion of the net assets), the Trust engages independent qualified external valuers to perform the valuation. The Investment Manager works closely with the valuers to establish the appropriate valuation techniques and inputs to the model. The valuation report and findings are discussed at the meeting of the Board of Directors on yearly basis to understand the changes in the fair value of the subsidiaries. The inputs to the valuation 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 weighted average cost of capital, tax rates, inflation rates, etc. Changes in assumptions about these factors could affect the fair value.
(d) Expected Credit Loss on financial assets
As per Ind AS 109, Financial Assets that are measured at amortised cost are required to compute the Expected Credit Loss (ECL). As at the reporting period, Investment manager of the Trust assessed the credit risk of the financial assets and concluded that the provision for ECL is sufficient.
Note 29 Other Statutory Information
i) . The Trust have not traded or invested in Crypto currency or Virtual Currency during the financial year.
ii) The Trust does not hold benami property and no proceedings under Benami transaction (Prohibition) Act 1988 have been initiated against the trust
iii) The Trust does not have any transactions with companies struck off.
iv) The Trust have not 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).
v) The Turst have 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 Trust 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 Trust have not advance or loaned or invested (either from borrowed fund or share premium or any other source or kind of fund) by the company to or in any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Trust 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
vii) The Trust did not have any long-term contracts including derivative contract for which there
were any material foreseeable losses.
viii) The Trust has not declared a wilful defaulter by any bank/ financial institution or any other lender during the year
Note 30 : Estimation of uncertainties relating to the global health pandemic from COVID-19
The Trust has considered the possible effects that may result from the second and third wave of COVID-19 pandemic on the carrying amounts of its investments in SPVs including loans and other receivables. In developing the assumptions relating to the possible future uncertainties in the global economic conditions because of this pandemic, the Trust, as at the date of approval of these Standalone Financial Statements has used internal and external sources of information including reports from Independent Traffic Consultants and related information, economic forecasts and consensus estimates from market sources on the expected future performance of the Trust for the year ended March 31,2022
The Trust has performed sensitivity analysis on the assumptions used and based on current estimates expects the carrying amount (after considering provision for impairment loss, if any) of these assets as reflected in the balance sheet as at March 31, 2022 will be recovered. The impact of COVID-19 on the Trust’s Standalone Financial Statements may differ from that estimated as at the date of approval of these Standalone Financial Statements and this will continue to be monitored in future periods.
Note 31 : Taxes
In accordance with section 10 (23FC) of the Income Tax Act, the income of business Fund in the form of interest received or receivable from Project SPV is exempt from tax. Accordingly, the Fund is not required to provide any current tax liability. Further, deferred tax assets on carry forward losses is not being created since there is no virtual certainty of reversal of the same in the near future.
Note 32
The Trust has presented these financial information ( for all the periods presented there in ) in accordance with the requirement of Schedule III - of the Companies Act , 2013 including amendments thereto , effective from April 01,2021.
Note 34:
Previous year's numbers have been regrouped / reclassified, wherever necessary to conform to current year's classification.
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