Deferred Tax Assets and Deferred Tax Liabilities have been offset wherever the Company has legally enforceable right to set of current tax assets against current tax liabilities and wherever the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority. As the Company has brought forward losses, the management as a prudent policy, has decided not to provide for Deferred Tax Asset for the current year.
b) Term and right Attched to equity shares
The Company has only one class of equity shares having a par value of Re.1/- per share. Each holder of equity share is entitled to one vote per share. 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 the ensuing Annual General meeting.
In the event of liquidation of the company the holder of equity share will be entitled to received the remaining assets of the company, after distribution of all preferential amount. The distributation will be in proportion to the no of equity shares held by the shareholders.
* The Board of Directors in its meeting held on July 31, 2023 and the Shareholders in the 34th Annual General Meeting (AGM) held on 29th August, 2023 considered and approved the Variation/alteration of preference shareholders rights by issue and allotment of 6,21,00,000 1% Compulsorily Convertible Preference Shares (CCPS) of Rs. 10 each. The Board of Directors further in its meeting held on January 22, 2024 considered & approved the conversion of 6,21,00,000 1 % Compulsorily Convertible Preference Shares (CCPS) of Rs. 10 each into 1,55,25,000 equity shares of face value Re.1/- at a premium of Rs. 39 each.
* These loans has been assigned to a Asset Reconstruction Company ( Prudent ARC) by the Banks in the FY-2022-2023 '1 2 Secured by first charge by way of hypothecation of current assets including stocks of raw materials, finished goods and stock in progress, stores & spares and bookdebts and second and subservient charge by way of hypothecation of all immovable & movable fixed assets.
“‘.Rupee Loan of 12,536.75 lakh includes Principal Rs.5,621.13 and interest of Rs.6,915.62 Lakh under other finacial liabilities (Previous year Principal Rs. 5,738.36 and interest of Rs. 5,567.58 Lakh) from a ARC is secured by First Pari-Passu charge on the all immoveable and moveable Fixed Assets (including mortgage of project land and proposed construction thereon) of the Project and second Pari-Passu charge on the Current Assets of the Company. Collateral Security - Corporate Guarantee of Promoter Company.
*** Rupee Loan of 11,621.11 lakh includes Principal Rs. 4,492.74 and interest of Rs.7,128.37 Lakh under other finacial liabilities(Previous Year Principal Rs. 4,586.42 and interest of Rs.5,761.51 Lakh ) from a Bank is secured by First Charge by the way of Equitable Mortgage and hypothecation on the entire movable and immovable fixed assets of the Company
including factory Land & Building and hypothecation of all Plant & Machinery and movable and immovable fixed assets
(existing and proposed) ranking Pari-Passu with the other lenders to the company and second charge on entire current assets of the Company ranking Pari-Passu with the other term lenders to the Company (first Charge shall be remian with the Working capital lenders).
*“ Rupee Loan 10,045.63 lakh includes Principal Rs. 4,936.09 and interest of Rs.5,109.54 Lakh under other finacial liabilities (Previous Year Principal Rs. 5,039.03 and interest of Rs.4,015.45 Lakh) from a Bank is secured by First Charge by the way of Equitable Mortgage and hypothecation on the entire movable and immovable fixed assets of the company
(existing and proposed) ranking Pari-Passu with the other participating lenders to the projects, save and except Current assets on which the working capital lender have first charge.
* The Board of Directors in its meeting held on July 31, 2023 and the Shareholders in the 34th Annual General Meeting (AGM) held on 29th August, 2023 considered and approved the Variation/alteration of Redemable Preference Shareholders(RPS) rights by issue and allotment of 6,21,00,000 1% Compulsorily Convertible Preference Shares (CCPS) of Rs. 10 each. As a result the interest liability which was recoginized in earlier years till date of conversion of such RPS into CCPS has been written back.
3.32 Post retirement benefits plans (Ind AS 19).
Defined Benefit Plan The Company provides for gratuity for employees as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service.
3.33 Segment reporting
According to Ind AS 108, identification of operating segments is based on Chief Operating Decision Maker (CODM) approach for making decisions about allocating resources to the segment and assessing its performance. The business activity of the Company falls within one broad business segment viz. Fabrication of Steel Structure and the Revenue generated is within the country. Hence, the disclosure requirement of Ind AS 108 of ‘Segment Reporting’ is not considered applicable.
3.34 Going Concern
The Company’s financial statements are prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of obligations in the normal course of business. It has to be noted that the company has accumulated losses and negative net worth as on 31/03/2024. The current liabilities are exceeding the current assets due to the reason that the Term/Working Capital loans including interest accrued which has been classified by the lenders as NPA are accounted under the head Current liabilities. The Company is in active discussion with the lenders for resolution of the debt. Considering the continuity of the operations, positive EBITDA, Central Government thrust on the development of Infrastructure projects in the country and the encouraging order book of the company, maintaining a going concern basis of accounting is appropriate.
* Amounts due to micro and small enterprises as defined in “The Micro, Small and Medium Enterprises Development at Act, 2006” has been determined to the extent of information received from the suppliers regarding their status under “The Micro, Small and Medium Enterprises Development at Act, 2006” (MSMED Act) and the same has been relied upon by the Auditors.
Note. 3.36 Other disclosures
The loan of Rs. 46,226.48 Lakhs including interest accrued and due thereon from Banks & Financial Institutions have been declared as non performing assets (NPA) by these lenders in earlier years as the repayments and interest against these loans have become overdue. The company is in active discussion with its lenders for resolution of their debts.
3.39 Fair value measurement
The management considers that the carrying amounts of financial assets and financial liabilities recognised in the financial statements approximate their fair value unless otherwise stated.
3.40 Financial risk management objectives and policies
The Company’s principal financial liabilities comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company’s operations and to support its operations. The Company’s financial assets include Investment, loans, trade and other receivables, and cash & cash equivalents that derive directly from its operations. Since all the term loans have already been catergorised as NPA and turned as payable on demand the impact of Market risk and Liquidity risk have not been considered.
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. Credit risk encompassess of both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration of risks. Credit risk is controlled by analysing credit limits and creditworthiness of the customers on a continuous basis to whom the credit has been granted after obtaining necessary approvals for credit. Financial instruments that are subject to concentrations of credit risk principally consist if trade receivables, investments, cash and cash equivalents, bank deposits and other financial assets. None of the financial instruments of the Company result in material concentration of credit risk, except for trade receivables.
Cash & cash equivalents and bank deposits
Credit risk related to cash and cash equivalents and bank deposits is managed by only accepting highly rated banks and diversifying bank deposits and accounts in different banks across the country.
Trade receivables
The cutstomer credit risk is managed by the Company's established policy, procedures and control relating to customer credit risk management. The Company closely monitors the credit-worthiness of debtors through internal system that are configured to define credit limits of customers, thereby, limiting the credit risk to pre-calculated amounts.
3.41 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. The primary objective of the Company's capital management is to maximised the shareholder value.
The Company manages its capital structure in consideration to the changes in the 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 includes within net debt, borrowings including interest accrued on borrowings less cash and short term deposits.
* Since, the Company is having negative networth, the gearing ratio is negative. The Company intends to regain a strong capital base through resolution of debt so as to maintain investor, creditor and market confidence and sustain future development of the business. Management monitors the operational performance as well as development of the customer base to enhance the overall return on Capital.
3.44 Balance confirmation and reconciliation
The reconciliation with the vendors and customers are done at the time of final settlement with them. It is the nature of the Business. The reconciliation with the lending banks would be done post resolution of their debts. In view of this, its not possible to estimate the impact of the same if any, on the financial position and the financial results of the Company.
3.50 Other statutory information
(a) The Company does not have any Benami Property, where any proceeding has been initiated against the Company for holding any such Benami property.
(b) The Company does not have any transaction with companies struck off.
(c) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the
statutory period.
(d) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(e) The Company has not been declared willful defaulter by any bank or financial institution or government or any
government authority.
(f) 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:
(i) 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
(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
(g) 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 of otherwise) that the Company shall:
(i) 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
(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
(h) The Company has not any such transaction which is not recorded in the books of account 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.
(i) There is no Subsidary company, hence clause (87) of section 2 of the act with companies rules 2017 will not be applicable,
(j) During the year the company has not received any borrowed funds or share premium amount with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(k) During the year there were no scheme or arrangements under section 230-232.
3.51 Previous year’s figures have been re-grouped/re-classified wherever necessary, to confirm to the current year’s classification in order to comply with the requirements of the amended Schedule III to the Companies Act, 2013 effective April 1, 2021.
1
The Company has outstanding loans or borrowings which have been declared as non-performing assets (NPA) by these
2
lenders as the repayment against these loans has become overdue. The Company has classified its borrowings as current liabilities under Principal part of outstanding under "Borrowing" and interest part under 'Other Financial Liabilities'.
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