2.22 Provisions and Contingent Liabilities:
Provisions:
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. When the Company expects some or all of a provision to be reimbursed, the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually certain. The expense relating to a provision is presented in the statement of profit and loss net of any reimbursement.
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.
Contingent liability is disclosed for:
• Possible obligations which will be confirmed only by future events not wholly within the control of the Company or
• Present obligations arising from past events where it is not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount of the obligation cannot be made.
2.23Significant estimates and judgement:
The preparation of financial statements in conformity with Ind AS requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income, expenses and disclosures of contingent assets and liabilities at the date of these financial statements and the reported amounts of revenues and expenses for the years
(All amounts in Rupees Crores, unless otherwise stated) presented. These judgements and estimates are based on management's best knowledge of the relevant facts and circumstances, having regard to previous experience, but actual results may differ materially from the amounts included in the financial statements.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised, and future periods affected.
The information about significant areas of estimation uncertainty and critical judgements in applying accounting policies that have the most significant effect on the amounts recognised in the financial statements are as given below:”
(i) Significant estimates
Recoverability of deferred tax assets
The Company has carry forward tax losses, unabsorbed depreciation and MAT credit that are available for offset against future taxable profit. Deferred tax assets are recognised only to the extent that it is probable that taxable profit will be available against which the unused tax losses or tax credits can be utilised. This involves an assessment of when those assets are likely to reverse, and a judgement as to whether or not there will be sufficient taxable profits available to offset the assets. This requires assumptions regarding future profitability, which is inherently uncertain. To the extent assumptions regarding future profitability change, there can be an increase or decrease in the amounts recognised in respect of deferred tax assets and consequential impact in the statement of profit and loss.
The total deferred tax assets recognised in this financial statement includes MAT credit entitlements of INR 43.24 crores (March 31, 2023: INR 29.29 crores), of which INR 6.17 crores (FY 2021-22: 6.17 crores) is expected to be utilised in the fourteenth year, fifteen year being the maximum permissible time period to utilise the MAT credits.
Deferred tax asset is recognised on unabsorbed depreciation and business losses to the extent it is probable that future taxable profits will be available against which the deductible temporary
differences and unabsorbed depreciation can be utilised. The Company has tax losses of INR 20.61 crores (March 31, 2023: INR 96.41 crores) in the form of unabsorbed depreciation that are available for offsetting for unlimited period against future taxable profits and business losses that are available for offsetting for a period of 8 years from the year of generation. The Company believes there is reasonable certainty that deferred tax asset will be recovered.
(ii) Significant judgements
a) Determining the Lease Term
Ind AS 116 'Leases' requires lessees to determine the lease term as the noncancellable period of a lease adjusted with any option to extend or terminate the lease, if the use of such option is reasonably certain. The Company makes an assessment on the expected lease term on a lease-bylease basis and thereby assesses whether it is reasonably certain that any options to extend or terminate the contract will be exercised. In evaluating the lease term, the Company considers factors such as any significant leasehold improvements undertaken over the lease term, costs relating to the termination of the lease and the importance of the underlying asset to Company's operations taking into account the location of the underlying asset and the availability of suitable alternatives. The lease term in future periods is reassessed to ensure that the lease term reflects the current economic circumstances. Critical Judgements in Determining the Discount Rate: The discount rate is generally based on the incremental borrowing rate specific to the lease being evaluated or for a portfolio of leases with similar characteristics.
b) Employee Benefits (Estimation of defined benefit obligation)
Post-employment benefits represent obligation that will be settled in the future and require assumptions to project benefit obligations. Post-employment benefit accounting is intended to reflect the recognition of future benefit cost over the employee's approximate service period,
based on the terms of plans and the investment and funding decisions made. The accounting requires the Company to make assumptions regarding variables such as discount rate, rate of compensation increase and future mortality rates. Changes in these key assumptions can have a significant impact on the defined benefit obligations, funding requirements and benefit costs incurred.
c) Impairment of trade receivables
The risk of uncollectability of accounts receivable is primarily estimated based on prior experience with, and the past due status of doubtful debtors, while large accounts are assessed individually based on factors that include ability to pay, bankruptcy and payment history. The assumptions and estimates applied for determining the valuation allowance are reviewed periodically.
d) Estimation of expected useful lives and residual values of property, plants and equipment
Property, plant and equipment are depreciated at historical cost using straightline method based on the estimated useful life, taken into account at residual value. The asset's residual value and useful life are based on the Company's best estimates and reviewed, and adjusted if required, at each Balance Sheet date.
e) Contingent Liabilities
Legal proceedings covering a range of matters are pending against the Company. Due to the uncertainty inherent in such matters, it is often difficult to predict the final outcomes. The cases and claims against the Company often raise difficult and complex factual and legal issues that are subject to many uncertainties and complexities, including but not limited to the facts and circumstances of each particular case and claim, the jurisdiction and the differences in applicable law, in the normal course of business, the Company consults with legal counsel and certain other experts on matters related to litigations. The Company accrues a liability when it is determined that an adverse
outcome is probable, and the amount of the loss can be reasonably estimated. In the event an adverse outcome is possible, or an estimate is not determinable, the matter is disclosed.
f) Fair value measurements
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 values are measured using valuation techniques which involve various judgements and assumptions.
g) Impairment testing
Impairment Testing: Property, plant and equipment, Right-of-Use assets and intangible assets that are subject to
depreciation/ amortisation are tested for impairment periodically including when events occur or changes in circumstances indicate that the recoverable amount of the cash generating unit is less than its carrying value. The recoverable amount of cash generating units is higher of value-in-use and fair value less cost to sell. The calculation involves use of significant estimates and assumptions which includes turnover and earnings multiples, growth rates and net margins used to calculate projected future cash flows, risk-adjusted discount rate, future economic and market conditions.
2.24 Standards notified but not yet effective:
No New standards have been notified during the
year ended March 31, 2024.
* Investment properties primarily consists of leasehold land taken for a continuous period of 99 years. In prior years, the Company had acquired certain parcel of lands aggregating to INR 146.78 crores for expanding its hotel business. The Company had been actively considering opportunities for development and sale of portions of each such land parcel.
The Company intends to utilise land bank of 3.36 acres to construct a hotel (51%) and serviced apartments (49%) at EM Bypass. The Company has entered into a binding term sheet with Ambuja Housing and Urban Infrastructure Company Limited (Developer), setting out broad terms for construction and development of the serviced apartments and hotel at EM Bypass (EM Term Sheet). The Company and Developer already entered into a joint development agreement, power of attorney and a contractual arrangement for development of serviced apartments and hotel at EM Bypass in due course.
Pursuant to the EM Term Sheet, the Developer at its own cost and expense will construct and market the serviced apartments, and revenue received from assignment or sublease of serviced apartments will be distributed amongst Developer and Company at a predetermined ratio. Further, the Company will develop the proposed hotel at EM Bypass on project management consultancy model, entrusting the Developer with responsibility of completing the structure and cladding of the hotel at EM Bypass.
9010NCNFIAIPOI03 “In accordance with Para 57 of IND AS 40- Investment properties, the transfer from investment property to inventory/ owner-occupied property (PPE/ CWIP) is made when there is a change in use such as commence of development on EM Bypass land of serviced apartment or Hotel. Accordingly, as of March 31, 2024, the land parcel is still classified under investment properties. When active development would begin on the land parcel, balance in Investment property would be partially
transferred to Inventory and partly to PPE & CWIP.
Till March 31, 2023 pending a final decision on the extent to which each such land parcel may be used for purposes other than the Company's hotel business, management had considered it appropriate to recognise deferred tax asset of INR 19.63 crores arising from difference between book values of those portions of land parcels that, based on management's best estimate which is reassessed at each reporting date, are likely to be used for purposes other than the Company's hotel business on aforesaid and their corresponding indexed costs for tax purposes. As of March 31, 2024 considering that the entity would be liable to capital gain on the portion that would be transferred in relation to the serviced apartment, the deferred tax asset on indexation benefit on such portion of land is continued to be recognised of INR 19.33 crores. The said deferred tax asset would be charged off to statement of profit and loss, when such land would be transferred to inventories.
Fair value of the properties for the year ended March 31, 2024 and March 31, 2023 was determined by using the market comparable method. This means that valuations performed by the valuer are based on active market prices, significantly adjusted for difference in the nature, location or condition of the specific property. As at the date of valuation, the properties' fair values are based on valuations performed by Mr. Pradyumna Kumar Dev an accredited independent valuer who has relevant valuation experience for similar office properties in India for the last 7 years and is a registered valuer as defined under rule 2 of Companies (Registered Valuers and Valuation) Rules, 2017.
Further the Company had performed sensitivity analysis on the assumptions used by the valuer and ensured that the valuation of investment property is appropriate.
a) For impairment testing, goodwill acquired through business combinations having indefinite lives has been allocated to the hospitality segment which is also operating and reportable segment. The Company performed its annual impairment test for the year ended March 31, 2024 and March 31, 2023. The company considers the cash flows from the said segment in comparison to the cash projections at the time of acquisition, among other factors, when reviewing for indicators of impairment. For the year ended March 31, 2024 and March 31, 2023, since there were no impairment triggers identified as the Company was able to meet the cash flow projections.
Goodwill of INR 22.81 crores as at March 31, 2024 and March 31, 2023 respectively, has been allocated to the hospitality segment (CGU). The estimated value-in-use calculation of this CGU which use cash flow projections based on the future cash flows using a 4.50% terminal growth rate (March 31, 2023: 4.50%) for periods subsequent to the forecast period of 5 years and pre-tax WACC rate of 13.00% (March 31, 2023: 13.00%). An analysis of the sensitivity of the computation to a change in key parameters (operating margin, discount rates and long-term average growth rate), based on reasonable assumptions, did not identify any probable scenario in which the recoverable amount of the CGU would decrease below its carrying amount.
Lease Commitments
A Company as a lessee
The Company as a lessee has entered into various lease contracts, which includes lease of land, office space, club, restaurant and guest house.The Company has several lease contracts that include extension and termination options. These options are negotiated by management to provide flexibility in managing the leased-asset portfolio and align with the Company's business needs. Management exercises significant judgement in determining whether these extension and termination options are reasonably certain to be exercised.
The Company also has certain leases of guest house with lease terms of 12 months or less. The Company applies the 'short-term lease' recognition exemptions for these leases.
(v) Total cash outflow in respect of leases for the year ended March 31, 2024 amounting to INR 14.48 crores (March 31, 2023: INR 10.62 crores).
(vi) The effective interest rate for lease liabilities is 11.20% with maturity between 2024 - 2077.
B Company as a lessor
(i) The Company has given certain portion of a building in Hyderabad and Kolkata under cancellable operating lease. Tenure of such lease extends to 9 years with an option to renew it for a further period of 18 years. This lease agreement inter-alia includes escalation clauses to compensate for inflation, option for renewals etc. Lease income (rental and service charges) aggregating INR 3.50 crores (March 31, 2023: INR 3.43 crores) has been recognised in the Statement of Profit and Loss in keeping with lease arrangements.
(ii) The Company has entered into cancellable operating leases wherein some area of the properties have been leased for shops, towers, etc. Tenure of such leases is generally one year with an option for renewal. Lease income aggregating INR 0.83 crores (March 31, 2023: INR 0.90 crores) has been recognised in the Statement of Profit and Loss in keeping with lease arrangements.
(i) Borrowings are net of EIR adjustment of INR Nil (March 31, 2023: INR 3.08 crores).
(ii) For the financial year 2022-23, Interest rates on Rupee Loans varied in the range of 7.50% to 12.00 % p.a. Further, loans are repaid during the current year.
(iii) During the year ended March 31, 2024 and March 31, 2023, no written information or stock statements were required to be submitted with the lenders by the Company under the terms of respective borrowing agreement.
(iv) During the year ended March 31, 2024 and March 31, 2023, no proceedings were initiated against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and the rules made thereunder.
(v) For the financial year 2022-23, the Company has not met certain debt covenants in certain loan agreement, and has obtained waiver for the same. Further, loans are repaid during the current year.
(vi) The Company is not declared wilful defaulter by any bank or financial Institution or other lender during the year ended March 31, 2024 and March 31, 2023.
(vii) The amounts stated in footnotes above are inclusive of any amounts disclosed under Current Maturities of Long Term Borrowings, if any.
(viii) Secured working capital loans and Cash credit of INR 24.00 crores as at March 31, 2024 (INR Nil: March 31, 2023) which is secured by first charge by way of hypothecation of inventories, book debts and other current assets, both present and future, of the Company ranking pari passu where applicable, with the other lenders for their loans and secured by second charge on immovable property situated at Visakhapatnam both present and future, of the Company ranking pari passu with the other lenders for their loans. These loans carries interest rate of 9.00% to 11.00%. Working capital loans are repayble within a period of 12 months and cash credits are repayable on demand.
(ix) For the financial year 2022-23, Unsecured working capital loans carried interest rate of 9.00% to 11.00% and were repayable on demand. Further, there is no Unsecured working capital loans in current year.
1) Includes INR Nil as at March 31, 2024 (March 31, 2023: INR 41.57 crores) in relation to settlement with KMC. During earlier years, Company had acquired, a parcel of land from the Kolkata Municipal Corporation (KMC) through a bidding process. The initial proposed annual valuation for determination of property tax was reduced by the relevant Hearing Officer of KMC based on representation made by the Company. Thereafter, the Municipal Commissioner (MC) of KMC had cancelled such lower annual valuation and reinstated the initially proposed annual valuation which was determined based on bid price paid by the Company. The Company had challenged the said order of the MC before the Hon'ble High Court at Calcutta. The Hon'ble High Court had vide order dated October 13, 2015 set aside the decision of the MC on grounds that relevant procedures as prescribed under the Kolkata Municipal Corporation Act,1980 have not been followed for such higher valuation. Notwithstanding the said order, the KMC had continued to raise property tax demands based on such higher valuation. Aggrieved by such demand, the Company had filed a petition before the same High Court under the provisions of Article 226 of the Constitution of India again challenging the unilateral order passed by the MC on various grounds including annual valuation of comparable land parcels in the immediate vicinity that are much lower than the valuation as per the order of the MC. The Hon'ble High Court at Calcutta had found a strong prima facie case to pass an interim order to stay the aforesaid order of the MC till further orders and had directed the Company to continue to pay property tax based on the order of the Hearing Officer, as aforesaid which will be adjusted against new bills, if any. The Company had been complying with the said order and charging off property tax so paid. The additional demand raised on the Company aggregated to INR 104.51 cores as of March 31, 2023. Against such demand, the Company has deposited INR 6.72 crores till March 31, 2023. In February 2023, the Company in interest of resolution of dispute had submitted a draft order for settlement with KMC which was signed by both parties in May 2023. Based on the revised agreement, the Company agreed to pay the outstanding amount of property tax of INR 41.57 crores without any interest, penalty or any other charges and had accounted for the same during the year ended March 31, 2023. The Company has paid INR 34.26 crores out of the aforesaid liability in accordance with the terms of the settlement agreement. The Company has further entered into a term sheet dated July 07, 2023 for joint development of the said land and has decided to use the said land partly for hotel and serviced apartments. Refer Note 5 for details.
32 Earning Per Share
Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders by the weighted average number of equity shares outstanding during the year.
Diluted EPS amounts are calculated by dividing the profit attributable to equity holders (after adjusting for interest on the convertible preference shares, if any) by the weighted average number of equity shares outstanding during the year plus the weighted average number of equity shares that would be issued on conversion of all the dilutive potential equity shares into equity shares.
(ii) Fair Value
1) The management assessed that cash and cash equivalents, trade receivables, trade payables, investment in mutual fund and other investments, other current financial assets and other current financial liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments
2) The fair value of the other financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to estimate the fair values:
b. Fair value hierarchy
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions.
The Company categorises assets and liabilities measured at fair value into one of the three levels depending on the ability to observe inputs employed in their measurement which are described as follows:
Level 1: Inputs are quoted (unadjusted) prices in active markets for identical assets or liabilities
Level 2: Inputs are observable inputs, either directly or indirectly, other than quoted prices included within level 1 for the asset and liability.
Level 3: Inputs are unobservable inputs for the asset or liability reflecting significant modifications to observablerelated market data or Company's assumptions about pricing by market participants.
Valuation inputs and relationship to fair value and Valuation process:
(i) As per the Company policies, whenever any investment is made by the company in equity securities, the same is made either with some strategic objective or as a part of contractual arrangement.
Valuation technique used to determine fair value include
I nvestment in unquoted equity shares in Green Infra Wind Farms Limited and Green Infra Wind Generation Limited amounting to INR 0.02 (March 31, 2023: 0.02) are made pursuant to the contract for procuring electricity supply at the hotels units. Investment in said companies is not usually traded in market. Considering the terms of the electricity supply contract and best information available in the market, cost of investment is considered as fair value of the investments.
(ii) Valuation technique for fair value of fixed-rate and variable-rate borrowings has been determined by the Company based on parameters such as interest rates, country risk factors, and the risk characteristics of the financed project.
(iii) In the absence of observable inputs to measure fair value the assets and liabilities have been classified as level 3. The Company has not given further disclosures since the amount involved is not material.
The management considers that the carrying amounts of financial assets and financial liabilities having short term maturities recognised in the standalone financial statements approximates their face values.
35 Financial risk management objectives and policies
The Company's principal financial liabilities comprise of borrowings, trade and other payables and other financial liabilities. The main purpose of these financial liabilities is to finance and support the operations of the Company. The Company's principal financial assets include trade and other receivables, loans, investments and cash & cash equivalents that derive directly from its operations.
The Company's business activities are exposed to a variety of risks including liquidity risk, credit risk and market risk. The Company seeks to minimise potential adverse effects of these risks by managing them through a structured process of identification, assessment and prioritisation of risks followed by coordinated efforts to monitor, minimise and mitigate the impact of such risks on its financial performance and capital. For this purpose, the Company has laid comprehensive risk assessment and minimisation/ mitigation procedures and are reviewed by the management from time to time. These procedures are reviewed to ensure that executive management controls risks by way of properly defined framework. The Company does not enter into derivative financial instruments for speculative purposes.
A Credit risk
Credit risk refers to risk of financial loss to the Company if customers or counterparties fail to meet their contractual obligations. The Company is exposed to credit risk from its operating activities (mainly trade receivables) and from its investing activities (primarily deposit with banks).
B Liquidity risk
Liquidity risk implies that the Company may not be able to meet its obligations associated with its financial liabilities. The Company manages its liquidity risk on the basis of the business plan that ensures that the funds required for financing the business operations and meeting financial liabilities are available in a timely manner and in the currency required at optimal costs. The Management regularly monitors rolling forecasts of the Company's liquidity position to ensure it has sufficient cash on an ongoing basis to meet operational fund requirements.
Additionally, the Company has committed fund and non-fund based credit lines from banks which may be drawn anytime based on Company's fund requirements. The Company maintains a cautious liquidity strategy with positive cash balance and undrawn bank lines throughout the year.
C Market Risk
Market risk is the risk that the fair value of future cash flow of financial instruments may fluctuate because of changes in market conditions. Market risk broadly comprises three types of risks namely currency risk, interest rate risk and price risk (for equity instruments). The above risks may affect the Company's income and expenses and / or value of its investments. The Company's exposure to and management of these risks are explained below:
Interest rate risk
The company's exposure to risk of change in market interest rates relates primarily to its debt interest obligations. It's borrowings are at floating rates and its future cash flows will fluctuate because of changes in market interest rates.
(a) Interest rate risk exposure
The exposure of the Company's borrowings to interest rate changes at the end of the reporting period are as follows:
36 Capital management
For the purposes of the Company's capital management, capital includes issued capital, all other equity reserves and long term borrowed capital less reported cash and cash equivalents.
The primary objective of the Company's capital management is to maintain an efficient capital structure to reduce the cost of capital, support the corporate strategy and to maximise shareholder's value.
The Company's policy is to borrow primarily through banks to maintain sufficient liquidity. These borrowings, together with cash generated from operations are utilised for operations of the Company including periodic capital projects undertaken for the company's existing projects. The Company monitors capital on the basis of cost of capital. The Company manages its capital structure and makes adjustments in light of changes in economic conditions. 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, interest bearing loans and borrowings, less cash and cash equivalents.
(ii) Leave Obligations - defined benefit plan
The Company has a scheme of encashment of leave or leave with pay subject to certain rules. The employees are entitled to accumulate leave subject to certain limits, for future encashment. The liability is determined on the basis of actuarial valuation using Projected Unit Credit Method of unutilised on leave entitlements on balance sheet date. The scheme is unfunded.
(iii) Gratuity - defined benefit plan
The Company has a post employment defined benefit scheme in the form of gratuity. Under the scheme, employees are entitled to gratuity benefits based on fifteen days salary (basic plus dearness allowance) for each completed year of service. The aforesaid benefit accrues on completion of five years of service. The Company's obligation towards such gratuity benefits are determined on the basis of actuarial valuation using Projected Unit Credit method of the Company's period end obligation under the scheme. Difference between the Company's obligation so determined and year end value of the assets of the related gratuity fund is recognised as charge for the year.
The trustees of the Gratuity Fund has entrusted the administration of the fund to HDFC Standard Life Insurance Co. Ltd.
Risk associates with plan provisions
Valuations are performed on certain basic set of pre-determined assumptions and other regulatory framework which may vary overtime. Thus, the Company is exposed to various risks in providing the above gratuity benefit, the most significant of which are as follows:
Interest Rate risk: The plan exposes the Company to the risk of fall in interest rates. A fall in interest rates will result in an increase in the ultimate cost of providing the above benefit and will thus result in an increase in the value of the liability (as shown in financial statements).
Liquidity Risk: This is the risk that the Company is not able to meet the short term gratuity pay-outs. This may arise due to non availability of sufficient cash/cash equivalents to meet the liabilities.
Salary Escalation Risk: The present value of the defined benefit plan is calculated with the assumption of salary increase rate of plan participants in future. Deviation in the rate of increase of salary in future for plan participants from the rate of increase in salary used to determine the present value of obligation will have a bearing on the plan's liability.
Demographic Risk: The Company has used certain mortality and attrition assumptions in valuation of the liability. The Company is exposed to the risk of actual experience turning out to be worse compared to the assumption.
Regulatory Risk: Gratuity benefit is paid in accordance with the requirements of the Payment of Gratuity Act, 1972 (as amended from time to time). There is a risk of change in regulations requiring higher gratuity payouts e.g. Increase in the maximum limit on gratuity of INR 20,00,000 and upward revision of maximum gratuity limit will result in gratuity plan obligation.
Asset Liability Mismatching or Market Risk: The duration of the liability is longer compared to duration of assets, exposing the Company to market risk for volatilities/fall in interest rate.
Investment Risk: The probability or likelihood of occurrence of losses relative to the expected return on any particular investment.
39 Utilisation of IPO Proceeds
During the quarter ended March 31, 2024, the Company has completed its Initial Public Offer (IPO) of 5,93,85,351 equity shares of face value of Re. 1 each at an issue price of INR 155 per share (including a share premium of INR 154 per share) out of which 5,93,57,646 equity shares have been issued and subscribed. A discount of INR 7 per share was offered to eligible employees bidding in the employee's reservation portion of 6,75,675 equity shares out of which 62,208 equity shares have been issued and subscribed. The issue comprised of a fresh issue of 3,87,12,486 equity shares aggregating to INR 600 crores and offer for sale of 2,06,45,160 equity shares by selling shareholders aggregating to INR 320 crores. Pursuant to the IPO, the equity shares of the Company were listed on National Stock Exchange of India Limited (NSE) and BSE Limited (BSE) on February 12, 2024.
The total offer expenses are estimated to be INR 52.51 crores (inclusive of taxes). Out of the total estimated expenses INR 18.74 crores (inclusive of taxes) is to be borne by selling shareholders.
41 Other Statutory Information
(i) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(ii) The Company have 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:
(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
(iii) The Company 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 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
(iv) The Company does not have 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 Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period
(vi) The Company has complied with the number of layers for its holding in downstream companies prescribed under clause (87) of section 2 of the Companies Act, 2013 read with the Companies (Restriction on number of Layers) Rules, 2017.
(vii) The Company does not have any transaction during the year or balance as at the reporting date with the companies struck off under section 248 of Companies Act, 2013 or section 560 of Companies Act, 1956.
(a) During earlier years, the Company had received a Property Tax demand from New Delhi Municipal Council (NDMC) for INR 59.70 crores for period upto March 31, 2023 with a view that the assessable value for calculation of property tax considered by Company is lower than the actual ought to be value. Against the amount demanded, the Company had deposited INR 2.02 crores in the form of regular tax payment and remaining INR 6.96 crores was deposited 'under protest' up to March 31, 2023. On October 26, 2023 the Company have received demand notice raising the demand to INR 67.65 crore till March 31, 2024 against which company had deposited INR 40 lakhs under protest on March 05, 2023.
On January 22, 2019, the matter was decided in favour of Company by Hon'ble Supreme Court of India ('SC'). Thereafter, on September 11, 2019, the Company filed representation before NDMC claiming a sum of INR 5.34 crores (amount paid under protest till the date of SC order). Till date, NDMC has not provided any specific response for refund of such excess amount paid by the Company. Instead, NDMC issued notice u/s 72 and proposed to increase rateable value w.e.f April 01, 2018.
The Company is of the view that NDMC has not adhered to the orders of Supreme Court and the demand raised for earlier years up to 2024 is not tenable. For period from April 01, 2018 to March 31, 2024, the Company, basis the legal opinion, is of the view that the assessable value considered for calculation of property tax is high and accordingly revised rate is not acceptable keeping in view other properties in the vicinity and in same industry. Based on above, management believes that there is no impact required to be recorded in the Company's financial statements.
The Delhi High Court, vide its order dated September 20, 2022, has ordered a stay on the aforesaid writ petitions since the same are linked to certain other writ petitions, and will be disposed off along with the said petitions. The matter is listed in Delhi High Court on July 12, 2024.
(b) The company has received a demand order dated March 24, 2024 from Income Tax Department stating showing income tax liability amounting to INR 58.51 crores for the period FY 2017-18 with respect to various matters such as tax on income on buy back of shares and disallowances
of interest capitalisation and addition u/s 37. Based on evaluations of the matters and legal advice obtained, management believes that the chances of liability devolving on the company are less likely and there will be no adverse impact on the Company in this regard. Accordingly, no provision has been considered in these financial statements.
(c) The Company had received a demand dated March 11, 2022 amounting to INR 9.81 crores from Land & Development Office (LDO), Ministry of Urban Development, Government of India, to regularise the alleged breaches relating to the property of New Delhi. This was the first time that the Company had received such demand letter despite regular/ periodic inspection of the said property carried out by appropriate authority. Based on the communication received from LDO, the demand had been raised with retrospective effect from 1985. The Company has disputed the alleged claim and the matter is pending before LDO which is supported by a legal opinion obtained by the company. Management believes that, the alleged demand is questionable, arbitrary and not tenable and is likely to be settled in favour of the company. Pending such reassessment, liability in this regard has not been recognised based on management's best estimate.
Further, subsequent to March 31, 2024, the Company have received demand order for ground rent relating to the property situated at New Delhi of I 1.42 crores till July 14, 2024 calculated retrospective from January 01, 1994. Incremental demand upto July 14, 2024 has been considered in contingent liability. Company yet to file response against additional demand raised.
(d) Pursuant to a lease deed dated August 08, 2007, executed by and between the Jaipur Development Authority (JDA) and the Company, the JDA granted leasehold rights in favour of the Company. The JDA has, from time to time, sent
letters/notices directing the Company to clear its dues of annual lease rent for the period starting from the year 2008 onwards. The JDA last issued a notice to the Company on December 12, 2019 under Sections 256 and 257 of the Rajasthan Land Revenue Act, 1956, raising a demand for outstanding dues of annual rent aggregating up to INR 2.21 crores, coupled with interest payable amounting to approximately INR 1.78 crores. The Company has filed a writ of certiorari dated January 17, 2020 before the High Court of Jaipur together with an application to stay the Notice during the pendency of the writ petition. Pursuant to the writ petition, our Company has prayed for, among other things, to direct JDA (i) not to take any unjust or illegal action against our Company, in accordance with the Notice; (ii) to direct JDA not to take any stern legal action against our Company. The matter is currently pending. Management believes that there will be no adverse impact on the Company in this regard and therefore no liability in this regard has been recognised in these financial statements based on management's best estimate.
(e) There are service tax cases outstanding from FY 2011-12 to FY 2018-19 with respect to various matters like reversal of input tax credit due to mismatch in returns, short payment of service tax on entry fee collected for Spa and Tantra under club & association service, non inclusion of catering charges under mandap keeper service etc. And pending at various forums.
Based on evaluations of the matters and legal advice obtained, Management believes that there will be no adverse impact on the Company in this regard and therefore no liability in this regard has been recognised in these financial statements based on management's best estimate.
(f) The Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses.
44 Segment Reporting
The Company is into Hoteliering business. The Board of Directors of the Company, which has been identified as being the chief operating decision maker (CODM), evaluates the Company performance, allocate resources based on the analysis of the various performance indicator of the Company as a single unit. Therefore, there is no reportable segment for the Company as per the requirements of Ind AS 108 -Operating Segments.
Information about geographical areas
The Company has only domestic operations and hence no information required for the Company as per the requirements of Ind AS 108 - Operating Segments.
Information about major customers
No customer individually accounted for more than 10% of the revenue.
45 The financial figures disclosed as zero values are due to rounding off norms.
46 No significant subsequent events have been observed which may require an adjustment to the standalone financial statements of assets and liabilities.
47 The previous year's figures have been regrouped/ reclassified wherever considered necessary to make them comparable with those of the current year's classification.
48 The Company has defined process to take daily back-up of books of account in electronic mode on servers physically located in India. However,
the backup of the books of account and other books and papers maintained in electronic mode with respect to Symphony software implemented at individual hotel units for food & Beverage billing has not been maintained on servers physically located in India on daily basis. The Company's individual units (except for someplace else and Flurys) has used accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility which was not enabled throughout the year for all relevant transactions recorded in the software and feature is not enabled for certain changes made using privileged/ administrative access rights to the opera, webprolific, micros, wish and touche application and the underlying database. In respect of Flury unit, its accounting software 'Tally' did not have the feature of recording audit trail (edit log) facility and the same did not operate throughout the year for all relevant transactions recorded in the software. Further, in respect of Someplace else and flurys, the Company, has used an accounting software Webprolific, Infrasis and Pace Automation which is operated by a third-party software service provider, for maintaining its books of account. Management is not in possession of Service Organisation Controls report to determine whether audit trail feature of the said software was enabled and operated throughout the year for all relevant transactions recorded in the software or whether there were any instances of the audit trail feature being tampered with, in respect of an accounting software(s) where the audit trail has been enabled.The management is taking steps to ensure that the books of accounts are maintained as required under applicable statute.
*The Company has not presented inventory turnover ratio since it holds inventory for consumptions in the service of food and beverages and the proportion of such inventory is insignificant to total assets.
**Not applicable to the Company considering the investments are made to subsidiaries with long term growth outlook *** Re-computed previous year's ratios based on moderation of definitions in the current year.
Corporate information & summary of material accounting policies 1&2
The accompanying notes form an integral part of these Standalone Financial Statements.
As per our report of even date attached
For S.R. Batliboi & Co LLP For and on behalf of the Board of Directors of
Chartered Accountants Apeejay Surrendra Park Hotels Limited
ICAI Firm Registration No.: 301003E/E300005
per Amit Chugh Atul Khosla Priya Paul
Partner Chief Financial Officer Chairperson & Whole Time Director
Membership Number - 505224 Place: Kolkata DIN: 00051215
Date: May 28, 2024 Place: Kolkata
Date: May 28, 2024
Shalini Keshan Vijay Dewan
Company Secretary Managing Director
Membership No: A14897 DIN: 00051164
Place: Gurugram Place: Kolkata Place: Kolkata
Date: May 28, 2024 Date: May 28, 2024 Date: May 28, 2024
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