2B.13 Provisions, contingent liabilities and contingent assets
i) Provisions
A provision is recognised if, as a result of a past event, the Company has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows (representing the best estimate of the expenditure required to settle the present obligation at the balance sheet date) at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognised as finance cost. Expected future operating losses are not provided for.
ii) Contingent liabilities and contingent assets
Contingent liability is a possible obligation arising from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the entity or a present obligation that arises from past events but is not recognized because it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation or the amount of the obligation cannot be measured with sufficient reliability. The Company does not recognize a contingent liability but discloses its existence in the standalone financial statements.
Contingent asset is not recognised in standalone financial statements since this may result in the recognition of income that may never be realised. However, when the realisation of income is virtually certain, then the related asset is not a contingent asset and is recognized.
Provisions, contingent liabilities and contingent assets are reviewed at each Balance Sheet date.
iii) Onerous contracts
A contract is considered to be onerous when the expected economic benefits to be derived by the Company from the contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision for an onerous contract is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. Before such a provision is made, the Company recognises any impairment loss on the assets associated with that contract.
2B.14 Earnings per share
Basic earnings per share (‘EPS’) is computed by dividing the net profit or loss for the year attributable to equity shareholders by the weighted average number of shares outstanding during the year.
Diluted EPS is computed using the weighted average number of equity and dilutive equity equivalent shares outstanding during the period except where the result would be anti-dilutive.
2B.15 Cash and cash equivalents
Cash and cash equivalent in the balance sheet comprise cash at banks and on hand and short-term deposits with an original maturity of three months or less, which are subject to an insignificant risk of changes in value. For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as defined above, net of outstanding bank overdrafts as they are considered an integral part of the Company’s cash management. Cash and cash equivalents consist of balances with banks which are unrestricted for withdrawal and usage.
Cash dividend to equity holders
The Company recognises a liability to make cash distributions to equity holders when the distribution is authorised and the distribution is no longer at the discretion of the Company. As per the corporate laws in India, a distribution is authorised when it is approved by the shareholders. A corresponding amount is recognised directly in equity. Interim dividends are recorded as a liability on the date of declaration by the Company’s Board of Directors.
2B.16 Cash flow statement
Cash flows are reported using the indirect method, whereby net profit before tax is adjusted for the effects of transactions of a non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments and items of income or expenses associated with investing or financing cash flows. The cash flows from operating, investing and financing activities of the Company are segregated.
2B.17 Borrowing cost
Borrowing costs are interest and other costs incurred in connection with the borrowing of funds. Borrowing costs directly attributable to acquisition or construction of an asset which necessarily take a substantial period of time to get ready for their intended use are capitalised as part of the cost of that asset. Other borrowing costs are recognised as an expense in the period in which they are incurred.
2B.18 Operating segment
An operating segment is a component of the Company that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Company’s other components, whose operating results are regularly reviewed by the entity’s chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete financial information is available.
2B.18 Operating segment (Continued)
All operating segments’ operating results are reviewed regularly by the Company’s Board of Directors to make decisions about resources to be allocated to the segments and assess their performance.
The accounting policies adopted for segment reporting are in line with the accounting policies of the Company. Segment revenue, segment expenses, segment assets and segment liabilities have been identified to segments on the basis of their relationship to the operating activities of the segment. Revenue, expenses, assets and liabilities which relate to the Company as a whole and are not allocable to segments on reasonable basis have been included under “unallocated revenue/ expenses/ assets/ liabilities”.
2B.19 Changes in material accounting policies
Material accounting policy information
The Company adopted Disclosure of Accounting Policies (Amendments to Ind AS 1) from 1 April 2023. Although the amendments did not result in any changes in the accounting policies themselves, they impacted the accounting policy information disclosed in the financial statements.
The amendments require the disclosure of ‘material’ rather than ‘significant’ accounting policies. The amendments also provide guidance on the application of materiality to disclosure of accounting policies, assisting entities to provide useful, entity-specific accounting policy information that users need to understand other information in the financial statements.
4 Investment property (Continued)
C Investment property comprises of the following:
The Company’s commercial complex named Aspinwall House at Kawdiar, Thiruvananthapuram, is partly used for own purpose and partly used for earning rentals.
During the current year, one property has been transferred from property, plant and equipment (refer note 3A) to investment property, since the building floor was no longer used by the Company and as such it was decided that the building floor would be leased to a third party.
D Measurement of fair value
(i) Fair valuation hierarchy
The fair value of investment property has been determined by external, independent property valuers, having appropriate recognised professional qualifications and recent experience in the location and category of the property being valued. These valuers are registered valuers as defined under rule 2 of Companies (Registered Valuers and Valuation) Rules, 2017. The fair value measurement of the investment property has been categorised as Level 3 fair value based on inputs to the fair value technique used.
1. Show cause notices received from Service tax department pending formal demand notices, have not been considered as contingent liabilities.
2. The Land Tribunal, Manjeri had passed orders conferring absolute title of the rubber estate at Pullangode to the Company. Appeals against this order filed by some of the Jenmis before the Land Reforms Appellate Authority have also been disposed off in favour of the Company and accordingly no adjustment is required in the financial statements in this regard. Further, appeal filed by some of the Jenmis is pending before the Honb’le High Court of Kerala.
3. The Company’s writ petition against the order of the Government of Kerala revising the lease rent in respect of the leasehold land at Fort Kochi effective from 13 November 1995 upto 31 March 2007, is pending before the Hon’ble High Court of Kerala. Pursuant to interim application filed in the above writ petition by the company, the High Court has directed the Government to consider the representation regarding lease rent filed by the company, and take appropriate decision in this regard. Pursuant to this, Government of Kerala has issued an order reaffirming the demand for the period upto 31 March 2007. Adequate provision is available in the books for meeting this liability.
4. Future cash outflows in respect of the above matters are determinable only on receipt of judgements/ decisions pending at various forums/ authorities. Management believes that the position taken by it on the matter is tenable and hence, no adjustment has been made to the standalone financial statements.
5. On 28th February 2019, the Hon’ble Supreme Court of India has delivered a judgment clarifying the principles that need to be applied in determining the components of salaries and wages on which Provident Fund [PF] contributions need to be made by establishments. However, the Company has been legally advised that there are numerous interpretative challenges on the application of the judgment retrospectively. Based on such legal advice, the management believes that it is impracticable at this stage to reliably measure the provision required, if any, and accordingly, no provision has been made towards the same. Necessary adjustments, if any, will be made to the books as more clarity emerges on this subject.
6. The guarantee is given by the Company for the term loan loan availed by the subsidiary.
36 Employee benefits
I. The employee benefit schemes are as under:
(a) Defined contribution plan
The Company recognised ' 98 lakhs (31 March 2023: ' 84 lakhs) for superannuation contribution and other retirement benefit contributions in the standalone statement of profit and loss.
The Company also makes contribution towards social security and insurance in the case of a foreign national employee who is employed at Hertogenbosch (Netherlands). The Company had recognised ' 16 lakhs (31 March 2023: ' 14 lakhs) for social security and insurance contributions in the statement of profit and loss.
Provident Fund plan of the Company
During the previous year, the Company has converted its provident fund scheme from defined benefit plan to defined contribution plan. The fund balances/ accounts of the employees have been transferred from the trust administered by the Company, namely “Aspinwall & Co. Ltd. Provident Fund” to Government administered provident fund. The contribution is made both by the employee and the Company equal to 12% of the employees’ salary (with Company’s contribution to the plan being 12% less contribution towards employee pension scheme).
The Company has exposure to the following risks arising from financial instruments:
(i) Credit risk;
(ii) Liquidity risk; and
(iii) 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 is responsible for developing and monitoring the Company’s risk management policies.
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.
The audit committee oversees how management monitors compliance with the Company’s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The audit committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the audit committee.
(i) Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s receivables from customers.
The carrying amounts of financial assets and contract assets represent the maximum credit exposure.
Trade receivables and other financial assets
The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors that may influence the credit risk of its customer base, including the default risk of the industry.
Credit risk has always been managed by the Company through credit approvals, establishing credit limits and continuously monitoring the credit worthiness of customers based on which the Company agrees on the credit terms with customers in the normal course of business. On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or gain. The Company uses a provision matrix to compute the expected credit loss allowance for trade receivables and unbilled revenue. The provision matrix takes into account available external and internal credit risk factors and the Company’s historical experience for customers.
Cash and cash equivalents and other bank balances
The Company held cash and cash equivalents and other bank balances of ' 2,890 lakhs at 31 March 2024 (31 March 2023: ' 3,525 lakhs). The cash and cash equivalents and other bank balances are held with banks. Impairment on cash and cash equivalents and other bank balances has been measured on a 12-month expected loss basis and reflects the short maturities of the exposures. The Company considers that its cash and cash equivalents have low credit risk based on the external credit ratings of the counterparties.
Other financial assets (including loans, deposits and investments)
All of the other financial assets at amortised cost are considered to have low credit risk, and the loss allowance, if any, is limited to 12 months’ expected losses. Management considers instruments to be low credit risk when they have a low risk of default and the borrower has a strong capacity to meet its contractual cash flow obligations in the near term.
(ii) Liquidity risk
Liquidity risk is the risk that the Company will encounter in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s approach for managing liquidity is by ensuring, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation.
The Company’s objective is to maintain a balance between continuity of funding and flexibility through the use of bank facilities and by ensuring adequate internally generated funds.
B Measurement of fair values
i. Fair value hierarchy
The fair value measurements of standing timber have been categorised as Level 2 fair values based on observable market sales data.
ii. Valuation techniques
The fair value measurement of timber being a non-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.
C Risk management strategy related to agricultural activities
Regulatory and environmental risks
The Company is subject to environmental and other laws and regulations in India. The Company has established environmental policies and procedures aimed at compliance with these laws.
40 Dividends
The Board of Directors in their meeting held on 29 May 2024 have recommended a dividend of ' 6/- per equity share of ' 10/- each for the year ended 31 March 2024, subject to approval of the shareholders at the ensuing Annual General Meeting of the Company. During the previous year, the Board of Directors in their meeting held on 23 May 2023 had recommended a dividend of ' 6/- per equity share of ' 10/- each for the year ended 31 March 2023 which were approved at the Annual General Meeting held on 27 July 2023.
42 Additional regulatory information pursuant to the requirement in Division II of Schedule III to the Companies Act 2013
(a) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(b) The Company does not have any transactions with companies struck off.
(c) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(d) No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other persons or entities, including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, 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 provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(e) No funds have been received by the Company from any persons or entities, including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall, 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 provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(f) The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.
(g) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.
(h) The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year.
(i) The Company has complied with the number of layers prescribed under the Companies Act, 2013.
43 As at 31 March 2024 and 31 March 2023, the Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
As per our report of even date attached for and on behalf of the Board of Directors of
for B S R and Co Aspinwall and Company Limited
Chartered Accountants CIN: L74999KL1920PLC001389
ICAI Firm’s Registration
y Rama Varma M Lakshminarayanan
number: 128510W
Managing Director Chairman
DIN: 00031890 DIN: 05003710
Baby Paul
Partner T.R. Radhakrishnan Neeraj R. Varma
Membership No.: 218255 Executive Director & CFO Company Secretary
DIN:00086627 Membership No.: F11669
Place: Kochi Place: Kochi
Date: 29 May 2024 Date: 29 May 2024
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