Terms/rights attached to equity shares
i) The Company has one class of equity shares having a par value of H10 per share. Each holder of equity shares is entitled to one vote per share.
ii) In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.
Proposed Dividend
The Company declares and pays dividends in Indian rupees. The Board of Directors of the Company have recommended final dividend for the financial year ended March 31,2024 @ H51 per share aggregating to H204.86 crores on 4,01,68,315 Equity shares having face value of H10/- each fully paid. This will be paid after approval of shareholders at the ensuing Annual General Meeting.
The actual dividend amount is dependent upon the relevant share capital outstanding as on the record date / book closure.
Foreign currency loan are taken from State Bank of India, Tokyo and State Bank of India Gift City . The details of security and terms of repayment is as under
a) Details of security
The Foreign Currency Term Loan from State Bank of India, Tokyo:- It is secured by way of a First Charge on movable and immovable fixed assets of the Company by way of Hypothecation / Equitable Mortgage of Khatalwad Unit and Office Building (Building No. 4 Corporate park, Chembur). Minimum Fixed Assets Coverage Ratio (FACR) of 1.25 to be maintained during the entire tenor of the loan.
The Foreign Currency Term Loan from State Bank of India, Gift City:- It is secured by way of a first charge on movable and immovable fixed assets of the Company (Office premises of building no 4 corporate park chembur, manufacturing facilities at Lapanga, Jharsuguda and Khatalwada unit, central warehousing and testing unit at silvassa) by way of Hypothecation/Equitable Mortgage. Minimum Fixed Assets Coverage Ratio (FACR) of 1.25 to be maintained during the entire tenor of the loan.
b) Terms of repayment and interest rate of term loan :
Foreign currency term loan from State Bank of India, Tokyo:- Loan is to be repaid in 20 structured quarterly installments. The repayment has started from 05 September 2021 onwards. First 4 quarterly installments will be of $ 0.5 million each, next 5 quarterly installments will be of $ 0.75 million each, next 1 installment will be $1 million, next 5 quarterly installments of $ 1.75 million each, next 2 installment will be of $2 million each and balance 3 installments will be of $ 2.50 each. The interest is payable at 3 months Libor 1.70% on quarterly basis.
Foreign currency term loan from State Bank of India, Gift City:- It has a moratorium period of 18 months starting from August 2024. Loan is to be repaid in 21 structured quarterly installments. First 8 quarterly installments will be $1.11 million each, next 10 quarterly installments will be of $1.60 million each and balance 3 quarterly installments will be of $1.73 million each. The interest is payable at 3 months SOFR 1.97% on quarterly basis. Out of the total sanctioned limit of $ 40 million, $ 30 million has been drawn down till the end of the reporting date.
The Company does not have any continuing default as on the Balance Sheet date in respect of repayment of principle and interest
i) The statement of net assets filed with bank during the year (comprising of trade receivables, trade payables and inventory) reconcile with the books of accounts except for provision for purchase in transit, sales in transit and provision for expenses which have not been considered
ii) In respect of quarter ended March 31,2024, the statement of assets are not filed with banks upto the date of approval of these financial statements
i) There are no Micro, Small and Medium Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days as at the balance sheet date. The above information regarding Micro, Small and Medium Enterprises has been determined to the extent such parties have been identified on the basis of information available with the Company.
The Company offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority.
Significant management judgement is required in determining provision for income tax, deferred income tax assets and liabilities and recoverability of deferred tax assets. The recoverability of deferred tax assets is based on estimates of taxable income and the period over which deferred income tax assets will be recovered.
Note 42 Employee Benefits
(i) Defined Contribution Plans:
The Company makes contributions towards provident fund, superannuation fund and other retirement benefits to a defined contribution plan. Under the plan, the Company is required to contribute a specified percentage of salary cost to such plan
The Company has recognised H2.3 crore (previous year H2.1 crore) for superannuation contribution and other retirement benefit contributions in the Statement of profit and loss.
The Company has recognised H8.41 crore (previous year H6.47 crore) for provident fund contributions in the Statement of profit and loss.
The contributions payable to these plans by the Company are at rates specified in the rules of the schemes governed by respective plans.
(ii) Defined Benefit Plan:
The Employees' Gratuity Fund Scheme which is managed by a Trust is a defined benefit plan. The present value of obligation is determined based on actuarial valuation using the Projected Unit Credit Method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit seperately to build up the final obligation.
The obligation for leave encashment is measured in the same manner as gratuity. The Company provides for leave encashment liabiltiy as per the acturial valuation carried out as at March 31,2024. The Company has recognised H3.82 crore (previous year H1.27 crore) for leave encashment liability in the Statement of profit and loss.
As at 31 March 2024, actuarial valuation of plan assets and the present value of the defined benefit obligation for gratuity were carried out. The present value of the defined benefit obligations and the related current service cost and past service cost, were measured using the Projected Unit Credit Method.
Based on the actuarial valuation obtained in this respect, the following table sets out the status of the gratuity plan and the amounts recognised in the Company's financial statements as at March 31:
i) Fair value of financial assets and financial liabilities which are measured at amortised cost and has a fair value which is reasonably approximate to its carrying values have not been disclosed in the above table
ii) There are no financial instruments which are measured using level 3 valuation technique
B. Measurement of fair values
Valuation techniques and significant observable inputs
The following tables show the valuation techniques used in measuring level 2 fair values, as well as the significant observable inputs used (if any).
Note 45 Financial Instruments
The Company has exposure to the following risks arising from financial instruments:
(A) Credit risk ;
(B) Liquidity risk ; and
(C) Market risk
Risk management framework
The Company's board of directors has overall responsibility for the establishment and oversight of the Company's risk management framework. The board of directors has established the Risk Management Committee, which is responsible for developing and monitoring the Company's risk management policies. This committee reports to the board of directors.
The Company's risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company's activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.
(A) Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument defaults in meeting its contractual obligations. It arises principally from amounts receivables from customers and loans and advances. The Company's export receivables are covered under ECGC credit insurance policy. The Company also takes credit insurance for its domestic receivable's in Conductor & Cable division. The Company's receivable are also covered under letter of credit, trade insurance etc
Management believes that the unimpaired amounts which are past due are fully collectible.
In accordance with Ind-AS 109, the Company applies Expected Credit Loss (ECL) model for measurement and recognition of impairment loss on trade receivables and other advances.
The Company follows 'simplified approach' for recognition of impairment loss on these financial assets. The application of simplified approach does not require the Company to track changes in credit risk. Rather, it recognises impairment loss allowance based on lifetime ECLs at each reporting date, right from its initial recognition.
The entity has used a practical expedient by computing the expected credit loss allowance for trade receivables based on a division wise provision matrix. The provision matrix takes into account historical credit loss experience, delay in receipt of payments and adjusted for forward-looking information. The expected credit loss allowance is based on the ageing of the days the receivables are due and the rates as given in the provision matrix. The provision matrix at the end of the reporting period is as follows :
(B) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company's approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities as and when they are due, under both normal and stressed conditions, without incurring significant losses or risk of damaging the Company's reputation.
Other non-current financial assets
Other non-current financial assets includes earnest money deposit, security deposits to customers. These advances and deposits were made in continuation of business related activities and are made after review as per company's policy.
Cash and cash equivalents
The Company holds cash and cash equivalents of H558.63 Crore (previous year H407.68 Crore). The cash and cash equivalents are held with the banks and financial institutions having good credit ratings.
Derivatives
Derivatives are entered with counterparties having good credit ratings.
The gross inflows/(outflows) disclosed in the above table represent the contractual undiscounted cash flows relating to the financial liabilities which are not usually closed out before contractual maturity. The disclosure shows net cash flow amounts for derivatives that are net cash-settled and gross cash inflow and outflow amounts for derivatives that have simultaneous gross cash settlement.
Contractual outflow of other non current financial liabilities amounting to H5.17 crores (previous year H5.09 crores) has not been included above as the amount cannot be ascertained as on the reporting date.
(C) Market risk
Market risk is the risk that changes in market prices — such as foreign exchange rates and interest rates — will affect the Company's profit / loss or the value of holdings of it's financial instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payables.
The Company is exposed to market risk primarily related to foreign exchange rate risk and interest rate risk. Thus, exposure to market risk is a function of investing and borrowing activities and revenue generating and operating activities in foreign currency. The objective of market risk management is to avoid excessive exposure in our foreign currency revenues and costs.
Commodity risk
The Company is affected by the price volatility of certain commodities viz. Aluminum, Copper and Oil. It's operating activities require the ongoing purchase and manufacture of the conductors, cables and oil and thus requires continuous supply of these commodities. Due to the increase in volatility of the price of the commodities namely Aluminum and Copper, the Company has entered into forward contracts (for which there is an active market).
Strenghtening of foreign currency as against H will reduce the net profit while weakning of foreign currency as agaisnst H will increase net profit. Sensitivity analysis is unrepresentative of the inherent foreign exchange risk because the exposure at the end of the reporting period does not reflect the exposure during the year.
Interest rate risk
Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing instruments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing borrowings will fluctuate because of fluctuations in the interest rates.
Currency risk
The Company is exposed to currency risk. The functional currency of the Company is Indian Rupee (H). The Company uses forward exchange contracts to hedge its currency risk, most with a maturity of less than one year from the reporting date.
The Company does not use derivative financial instruments for trading or speculative purposes.
Sensitivity analysis
A reasonably possible strengthening / (weakening) of the Indian Rupee against all other currencies at 31st March would have affected the measurement of financial instruments denominated in a foreign currency and affected profit or loss by the amounts shown below. Sensitivity analysis assumes that all other variables, in particular interest rates, remain constant and ignores any impact of forecast sales and purchases.
The Company does not account for any fixed-rate financial assets or financial liabilities at fair value through Statement of profit and loss. Therefore, a change in interest rates at the reporting date would not affect profit or loss.
Cash flow sensitivity analysis for floating-rate instruments
A reasonably possible change of 100 basis points in interest rates at the reporting date would have increased (decreased) profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular foreign currency exchange rates, remain constant.
Note 46 Hedge Accounting
The objective of hedge accounting is to represent, in the Company's financial statements, the effect of the Company's use of financial instruments to manage exposures arising from particular risks that could affect profit or loss.
Currency risk -
The Company's risk management policy is to hedge its estimated foreign currency exposure in respect of highly forecasted sales. The Company uses forward exchange contracts to hedge its currency risk. Such contracts are generally designated as fair value hedges. Company's policy is to match the critical terms of the forward exchange contracts with that of the hedged item.
Commodity risk -
The Company's risk management policy is mitigate the impact of fluctuations in the aluminium/copper/zinc prices on highly forecast purchase transactions. The Company uses futures contract to hedge its commodity risk. Such contracts are generally designated as cash flow hedges.
Interest rate -
The Company's risk management policy is to mitigate its interest rate risk exposure on floating rate borrowings by entering into fixed-rate instruments like interest rate swaps to eliminate the variability of cash flows attributable to movements in interest rates. Such hedges are designated as cash flow hedges.
For derivative contracts designated as hedge, the Company documents at inception the economic relationship between the hedging instrument and the hedged item, the hedge ratio, the risk management objective for undertaking the hedge and the methods used to assess the hedge effectiveness. The hedging book consists of transactions to hedge balance sheet assets or liabilities. The tenor of hedging instrument may be less than or equal to the tenor of underlying hedged asset or liability.
Financial contracts designated as hedges are accounted for in accordance with the requirements of Ind AS 109 depending upon the type of hedge.
Hedge effectiveness is ascertained at the time of inception of the hedge and periodically thereafter. The Company assesses hedge effectiveness both on prospective and retrospective basis. The prospective hedge effectiveness test is a forward looking evaluation of whether or not the changes in the fair value or cash flows of the hedging position are expected to be highly effective on offsetting the changes in the fair value or cash flows of the hedged position over the term of the relationship.
On the other hand, the retrospective hedge effectiveness test is a backward-looking evaluation of whether the changes in the fair value or cash flows of the hedging position have been highly effective in offsetting changes in the fair value or cash flows of the hedged position since the date of designation of the hedge. Hedge effectiveness is assessed through the application of critical terms match method/Dollar offset method. Any ineffectiveness in a hedging relationship is accounted for in the Statement of profit and loss
Note 47 Capital Management
The primary objective of the Company's Capital Management is to maximise shareholders value. The Company manages it's capital structure and makes adjustments in the light of changes in economic environment and the requirements of the financial covenants.
The Company monitors capital using Adjusted net debt / (cash) to adjusted equity ratio. For this purpose, adjusted net debt / (cash) is defined as borrowings less cash and cash equivalent where borrowings include long term borrowing and short term borrowing. Adjusted equity is defined as total equity less hedging reserve; where total equity includes equity share capital and other equity.
Note 51 Contingent Liabilities A) Contingent liabilities not provided for:
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|
(H crore)
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Sr
No.
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Particulars
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As at
March 31, 2024
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As at
March 31, 2023
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a)
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Claims against the Company not acknowledged as debts -
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|
i) Demand/ Show cause-cum-demand notices received and contested by the Company with the relevant appellate authorities:
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Excise duty
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3.74
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8.26
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GST
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1.18
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-
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|
Customs duty
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2.08
|
2.08
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|
Sales tax
|
7.31
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12.06
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|
Income tax
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35.50
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20.28
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ii) Arbitration award regarding dispute of alleged contractual nonperformance by the Company, against which the Company is in appeal before Bombay High Court.
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14.29
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13.84
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iii) Labour matters
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0.05
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0.05
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|
iv) Others
|
7.33
|
7.33
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b)
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Corporate guarantees
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Guarantee given by the Company for term loan facilities enjoyed by Petroleum Specialities FZE, a step down subsidiary company.
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719.37
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811.43
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B) Capital commitments
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(H crore)
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Sr
No.
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Particulars
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As at
March 31, 2024
|
As at
March 31, 2023
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1
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Estimated amounts of contracts remaining to be executed on capital account and not provided for (net of advances)
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98.07
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139.78
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Notes:
1 It is not practicable for the Company to estimate the timing of the cash outflows, if any, in respect of the matters in note a (i)
to a (iv) of claims against the Company not acknowleged as debts mentioned in A - contingent liabilities, pending resolution
of the arbitration/appallate proceedings. The liability mentioned as aforesaid includes interest except in cases where the Company has determined that the possibility of such levy is very remote.
2 The cash outflows in respect of corporate guarantees mentioned in note b of A - contingent liabilities, could generally occur
upto the period over which the validity of such guarantees extends or it could occur any time during the subsistence of the borrowing to which the guarantees relate.
3 The Company does not expect any reimbursements in respect of the above contingent liabilities.
ii Disaggregated revenue
The chief operating decision maker monitors the operating results of its business segments separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on profit or Loss and is measured consistently with profit or loss in the financial statements. Operating segments have been identified on the basis of nature of products / services.
v. Remaining performance obligations
The aggregate amount of the transaction price allocated to the performance obligations that are unsatisfied (or partially unsatisfied) as of the end of the reporting period are having performance obligations, which are a part of the contracts that has an original expected duration of one year or less. Hence, the company has applied practical expedient as per para 121 of the Ind AS 115 in regards to remaining performance obligations.
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