6.1 The Company holds investments amounting to ' 467.22 crore in Zero Coupon Optionally Convertible Debentures ("ZOCD") of Phenil Sugars Limited ('PSL). In accordance with Ind AS 109 'Financial Instruments', these ZOCD have been measured at fair value amounting to ' 444.95 crore as at March 31, 2025 (Previous Year: ' 400.82 crore), based on the discounted cash flow method, with a corresponding deferred tax assets of ' 3.24 crore (Previous Year: ' 93.55 crore).

6.2 The Company holds 1,54,39,900 equity shares of ' 770.13 crore in Lalitpur Power Generation Company Limited ('LPGCL). In accordance with Ind AS 109 'Financial Instruments' and based on an independent valuer's report, these equity investments have been measured at fair value through other comprehensive income (FVOCI) amounting to ' 2,147.76 crore as at March 31, 2025 (Previous Year: ' 2,161.59 crores), with a corresponding deferred tax liability of ' 200.58 crore (Previous Year: ' 190.81 crore).

6.3 The Company holds 5,13,05,067 equity shares of ' 445.54 crores in Bajaj Power Ventures Private Limited ('BPVPL'). In accordance with Ind AS 109 'Financial Instruments' and based on an independent valuer's report, these equity investments have been measured at its fair value through other comprehensive income (FVOCI) amounting to ' 592.88 crores (Previous Year: ' 680.46 crore) with a corresponding deferred tax liability of ' 21.45 crore (Previous Year: ' 49.40 crore).

(i) Details of shares allotted without payment being received in cash during five years immediately preceding the Balance Sheet date are given below:

Pursuant to the obligations on the Promoters of the Company under the Master Restructuring Agreement executed with the lenders on December 30, 2014, the promoters / promoter group entity given an unsecured loan of ' 200 crore to the Company during the period from November 13, 2014 to September 24, 2015. As per request of the Promoters, consortium of lenders granted their approval for the conversion of loan into equity shares of the Company. Pursuant to the approval of the shareholders of the Company in the extra ordinary general meeting held on July 15, 2021, the board of directors at its meeting held on July 20, 2021, has allotted, 14,38,00,000 equity shares at a price of ' 13.28 per share (including premium of ' 12.28 per share) to promoters / promoter group entity aggregating to ' 190,96,64,000 on conversion of loan.

Consequent to the allotment of the equity shares as aforesaid, the paid up equity share capital of the Company stands increased from ' 113,35,59,942/- divided into 113,35,59,942 equity shares of Re. 1/- each to ' 127,73,59,942/-, divided into 127,73,59,942 equity share of Re. 1/- each. Shareholding of promoters / promoter group increased from 15.43% to 24.95%

(iii) Terms/ rights of equity shares:-

The Company has one class of equity shares having par value of Re.1/- per share. All equity shares are ranking pari passu in all respects including dividend. In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive the realised value of the assets of the Company, remaining after payment of all preferential dues. The distribution will be in proportion to the number of equity shares held by the shareholders.

(v) The Company hold beneficial interest in BHL Security Trust which holds 3.11 crore shares of the Company allotted on amalgamation of it's subsidiary Bajaj Hindusthan Sugar and Industries Limited in 2010. Additionally the Company had formed an ESOP trust under the ESOP scheme. The Company had given an advance of ' 8.69 crore to the ESOP Trust, which holds 17,80,000 equity shares. Face value of these shares are treated as treasury shares as per Ind AS 32 - "Financial Instruments -Presentation” and shown as reduction from equity. Excess of carrying value of these shares over the face value is reduced from securities premium.

Nature and description of reserves:

- Capital Redemption Reserve: Whenever the Company redeem its preference shares or buy back its own shares which reduces its share capital, then capital redemption reserve is created by face value of its shares.

- Securities Premium: The amount received in excess of face value of the equity shares is recognised in Securities Premium.

- General Reserve: General Reserve was created by transferring a portion of the net profit of the Company as per the requirements of the Companies Act, 2013.

- Molasses Storage Reserve Fund is created as per the provisions under Molasses Control (Regulation of Fund and Erection of Storage Facilities) Order, 1976.

- Retained Earnings: Remaining portion of profits earned or accumulated losses by the Company till date after appropriations.

- Remeasurements of defined benefit liability (asset) comprises actuarial gains & losses and return on plan assets (excluding interest income)

- Gain / (loss) on Investment through FVOCI represents the cumulative gains and losses arising on the revaluation of equity and debt instruments measured at fair value through other comprehensive income that have been recognized in other comprehensive income, net of amounts reclassified to profit or loss when such assets are disposed off and impairment losses on such instruments, if any

18.2 The Company had issued 34,83,24,626 Unlisted, Unrated, Redeemable, Optionally Convertible Debentures (Series 1/2017-18) ('OCD') of ' 100 each aggregating to ' 3,483.25 crores on December 18, 2017, to lenders under the Scheme for Sustainable Structuring of Stressed Assets (S4A). As per the terms of issue, these debentures are redeemable in 13 equal annual instalments of ' 267.94 crores each, commencing from March 31, 2025. The coupon rate is structured as follows: 0.01% p.a. for years 1 & 2, 1.00% p.a. for years 3 & 4, and 2.50% p.a. thereafter, payable on last date of each financial year. A redemption premium is also payable on maturity, determined based on the going weighted average cost so that there is no net present value loss to the lenders. The final yield is to be confirmed by the lenders at the time of redemption.

The Company was unable to pay the first instalment of ' 267.94 crore, along with coupon interest of ' 87.08 crore which became due on March 31, 2025. YTM pertaining to the above being contingent, is unpaid. Following the default, the Company has submitted a resolution plan to the consortium of lenders, which is under consideration. In accordance with RBI circular RBI/2018-19/203 dated June 7, 2019, an Inter Creditor Agreement (ICA) was executed by the lenders on April 28, 2025.

Necessary disclosures have been made with stock exchanges as required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. As per the terms of issue, upon default, the lenders have the right to convert the entire outstanding debentures into equity shares of the Company at a conversion price determined in accordance with applicable RBI guidelines.

Pending approval of the resolution plan, and in view of the lenders' ongoing deliberations on the YTM crystallisation, the Company has classified the principal amount of OCDs under Non-Current Borrowings, based on its expectation that the repayment terms will be revised under the resolution framework.

18.4 Details of securities

Term Loans and Debentures from Banks are secured on first pari passu charge basis, by way of mortgage / hypothecation over all immovable and movable property plant and equipment (both present and future) of the Company, and first pari-passu charge by way of hypothecation over all current assets (both present & future) of the Company. The said loans are further secured by personal guarantee of Chairman (Promoter) and corporate guarantee by a promoter group Company, pledge of entire shares held by the Promoters of the Company in BHSL, 21,82,870 equity shares of LPGCL held by the Company and 3,63,00,011 equity shares of Bajaj Energy Private Ltd. held by promoters group Company. All the charges have been created and filed with ROC and there is no charges or satisfaction yet to be registered with ROC beyond the statutory period.

18.5 Loan from promoters

In accordance with the terms of the debt restructuring approved by the lenders, the Promoters had infused an amount of ' 200 crore as unsecured loans in lieu of their stipulated contribution. In accordance with Ind AS 32, this amount has been classified as a compound financial instrument and bifurcated into ' 64.22 crore as debt and ' 135.78 crore as equity, based on a discounted cash flow method using a discount rate of 12% per annum over a tenure of 10 years. This loan carries an option to convert into equity shares or similar instruments of the Company.

Further, under the S4A Scheme, the Promoter Group transferred 11,99,87,344 equity shares to lenders towards partial settlement of the unsustainable debt. The corresponding consideration of ' 11.99 crore has been recognised as an unsecured loan from the Promoters. In accordance with Ind AS 32, this has been classified as a compound financial instrument and bifurcated into ' 10.76 crore as debt and ' 1.24 crore as equity, based on a discounted cash flow method using a discount rate of 12% per annum over a tenure of 20 years.

The unwinding of discount on the aforementioned loans is recognised in the Statement of Profit and Loss over the respective loan tenures.

During the financial year 2021-22, a portion of the above loan amounting to ' 190.97 crore was converted into equity shares the Company upon approval of the lenders. Refer Note 16(i) for further details.

18.6 Details of delays and defaults in payment of financial obligations

The Company was unable to pay the first instalment of ' 267.94 crore along with coupon interest of ' 87.08 crore, which became due on March 31, 2025, on optionally convertible debentures of ' 3,483.25 crores issued to the lenders. Refer note 18.2 for detail. The said amounts remain unpaid as on the date of signing of the standalone financial statements. The bank-wise details of the default are provided below.

(i) The Other payables includes Statutory Dues, Advance from Customers and other Liability

(ii) The Company has received ' 1,000 crore in FY 2021-22 and ' 1,361 crore in FY 2023-24 aggregating to ' 2,361 crore, from Uttar Pradesh Power Corporation Ltd, originally payable to M/s Lalitpur Power Generation Company Limited (LPGCL), through Cane Commissioner Uttar Pradesh by operation of Law under UP Sugar Cane (Regulation of Supply and Purchase) Act, 1953. The said amount was directly transferred to the cane price escrow accounts for cane dues payment. Until the end of the previous financial year, the Company had not received any formal communication or directives from the Government or any regulatory authority regarding this adjustment and was in the process of seeking legal advice on the matter to determine its course of action.

During the current year, M/s LPGCL has filed a writ petition before the Hon'ble Allahabad High Court, seeking an appropriate order declaring the said amendment as unconstitutional and void, along with a direction for refund of the amount transferred, together with applicable interest, from the Government of Uttar Pradesh and the Cane Commissioner. The Company has been impleaded as a respondent in the said proceedings. The matter is sub judice, and the Company is evaluating appropriate legal recourse. The amount continues to be disclosed under "Other Current Liabilities".

This is a defined benefit plan and statutory liability of the Company. The Company has to pay the Gratuity to the employees as per the provisions of the Payment of Gratuity Act 1972 irrespective of the availability of the funds with the Gratuity Fund.

The Gratuity liability is computed on actuarial valuation basis done at year end using the project unit credit method is provided for in the books of account and is based on a detailed working done by a certified actuary. Past service cost is recognized immediately to the extent that the benefits are already vested.

The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is certified by the actuary.

The Company manages Gratuity obligation through Trust. The Company arranges the fund based on the actuarial valuation and requirement of the Trust.

The expected contributions for Defined Benefit Plan for the next financial year will be '27.30 crore (PY '28.41 crore).

The average duration of the defined benefit plan obligation at the end of the period is 4.27 (PY 4.36).

These gratuity plan typically expose the company to actuarial risks such as: investment risk, interest risk, longevity risk and salary risk.

Investment risk

The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds. For other defined benefit plans, the discount rate is determined with reference to market yield at the end of reporting period on high quality corporate bonds when there is a deep market for such bonds; if the return on plan asset is below this rate, it will create a plan deficit.

Interest risk

A decrease in the bond interest rate will increase the plan Liability; however, this will be partially offset by an increase in the return on the plan debt investments.

Longevity risk

The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan's liability.

Salary risk

The present value of the defined plan liability is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the plan's liability.

31.2 Defined contribution plan Provident fund

The Company's contribution are made to a Employee Provident Fund Trust. The interest rate payable by the trust to the beneficiaries is notified by the Government. The Company has an obligation to make good the shortfall, if any, between the return on the investments of the trust and the notified interest rate. The actuary has provided a valuation based on the below provided assumptions and there is no shortfall as at March 31, 2025.

31.3 Share based payment:

Erstwhile Bajaj Hindusthan Sugar & Industries Limited, which was merged with the Company wef 01.04.2010, had formed Employees Stock Option Plan (ESOP) in 2007. All option granted have either been expired or exercised.

(d) Pursuant to the Scheme for Sustainable Structuring of Stressed Assets (S4A Scheme) for restructuring of certain outstanding debts of the Company [refer Note 41], the Company had issued Unlisted, Unrated, Redeemable, Optionally Convertible Debentures (OCDs) aggregating to ' 3,483.25 crores on December 18, 2017, to the Joint Lenders' Forum (JLF).

These OCDs carry a Yield to Maturity (YTM) representing the difference between the weighted average cost of borrowing and the coupon rate, accruing annually as a contractual obligation from the date of allotment. The said YTM is payable as a premium on redemption, along with the relevant principal amount on each redemption date starting from FY 2024-25 [refer Note 18.2].

As the resolution plan is still under negotiation, and the YTM amount is subject to confirmation by the lenders, the Company continues to consider the YTM obligation as contingent upon the eventual outcome of the resolution process, including redemption, conversion, or any alternative arrangement. Accordingly, the cumulative YTM amount of ' 3,585.01 crore as at March 31, 2025 ('699.60 crore for the year ended March 31, 2025) has not been recognised in the books and is treated as a contingent liability. It will be recognised as finance cost upon approval of the resolution plan or at the time of redemption/conversion of the OCDs, as applicable.

38 Foreign currency exposure that are not hedged by derivative instruments as on March 31, 2025 amounting to SGD 0.24 crore (P.Y. SGD 0.24 crore) in respect of loan given to subsidiary.

39 The Company publishes the standalone financial statements of the Company along with the consolidated financial statements. In accordance with Ind AS 108 - Operating Segments, the Company has disclosed the segment information in the consolidated financial statements.

1 Related party relationship is as identified by the Company based on the available information.

2 No amount has been written off or written back during the year in respect of debts due from or to related parties.

3 Restructured term loan from banks aggregating to '3,483.25 crore (P.Y. ' 3,759.13 crore) are secured by personal guarantee of Mr. Kushagra Bajaj (Chairman) and corporate guarantee by M/s Bajaj International Realty Private Limited (a promoter group company). Same is secured by pledge of entire shares held by the promoters of the Company, pledge of 3,63,00,01 1 equity shares of Bajaj Energy Private Limited held by the promoter group companies and pledge of 21,82,870 equity shares of LPGCL held by the Company.

4 The transactions with related parties are made on terms equivalent to those that prevail in arm's length transactions. Outstanding balances year-end are unsecured except as stated above and settlement occurs in cash.

5 An amount of ' 2361 crore related to LPGCL has been adjusted by UP Government by operation of Law towards the Company's cane dues. (refer note no. 25)

41 The Company had previously restructured its borrowings under the Joint Lenders' Forum (JLF) mechanism in December 2014, followed by the implementation of the Scheme for Sustainable Structuring of Stressed Assets (S4A) in November 2017. Pursuant to the S4A Scheme, a portion of the debt was converted into Optionally Convertible Debentures (OCDs) amounting to ' 3,483.25 crore, and the Company was required to initiate recovery of its non-core assets in a phased manner.

As per the terms of the Master Restructuring Agreement (MRA), a recompense obligation may arise in favour of the lenders for the waivers and sacrifices made under the restructuring plan.

During the current year, the Company has submitted resolution plan for restructuring of its outstanding borrowings, which is presently under consideration by the lenders.

42 Details of Loans given, investment made and guarantee given covered under section 186(4) of the Companies Act, 2013.

- Investment made are given under note 6

- Loan given to subsidiaries are given under note 13

43 Financial risk management

The Company's activities expose it to credit risk, liquidity risk and market risk. This note explains the sources of risks which the entity is exposed to and how it mitigates that risk.

A Credit risk

Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed. The Company is exposed to credit risk from trade receivables loan given, advances and deposits with banks. To manage this, the Company periodically assesses the financial reliability of customers, taking into account loan given factors such as credit track record in the market and past dealings with the Company for extension of credit to customers. The Company monitors the payment track record of the customers. Outstanding customer receivables are regularly monitored. Concentrations of credit risk are limited as a result of the Company's large and diverse customer base. The Company has also taken advances and security deposits from its customers / agents, which mitigate the credit risk to an extent. The ageing of trade receivable is given in note 10.01

Following table summarizes the change in loss allowances measured using life time expected credit loss model. No significant changes in the estimation techniques or assumption were made during the period.

The Company considers factors such as track record, size of the institution, market reputation and service standards to select the comparative banks with which loan/ term deposits are maintained. Generally, term deposits are maintained with banks with which Company has also availed borrowings.

B Liquidity risk

Liquidity risk is the risk that a Company may encounter difficulties in meeting its obligations associated with financial liabilities that are settled by delivering cash or other financial assets. The Company monitors rolling forecasts of its liquidity requirements to ensure it has sufficient cash to meet operational needs. The table below provides undiscounted cash flows towards financial liabilities into relevant maturity based on the remaining period at the balance sheet to the contractual maturity date.

C Market risk

The Company is exposed to the risk of movements in interest rates, inventory price and foreign currency exchange rates that affects its assets, liabilities and future transactions.

i) Interest rate risk

Fluctuation in fair value or future cash flows of a financial instrument because of changes in market interest rates gives rise to interest rate risk. Almost 100% of the Company's borrowings are linked to SBI base rate of the banks. With all other variables held constant, the following table demonstrates the impact of change in interest rate on borrowing cost on floating rate portion of loans.

ii) Inventory Price risk

The Company is exposed to the movement in price of principal finished product i.e. sugar & alcohol. Prices of the sugar cane is fixed by government. Generally, sugar production is carried out during sugar cane harvesting period from November to April. Sugar is sold throughout the year which exposes the sugar inventory to the movement in the price. The Company monitors the sugar prices on daily basis and formulates the sales strategy to achieve maximum realisation. The sensitivity analysis of the change in sugar price on the inventory as at year end, other factors remaining constant in given in table below:

iii) Foreign exchange risk

Foreign currency risk arises commercial transactions that recognised assets and liabilities denominated in a currency that is not Company's functional currency (INR). The Company is not exposed to significant foreign exchange risk at the respective reporting dates.

44 Fair value of financial assets and financial liabilities

Financial instruments measured at fair value can be divided into three levels for determining and

disclosing the fair value of financial instruments by valuation technique.

Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities,

Level 2 - Inputs other than quoted prices included within level 1 that are observable for the

asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices),

Level 3 - Inputs for the asset or liability that are not based on observable market data.

Following methods and assumptions are used to estimate the fair values:

a) Fair value of cash and short term deposits, trade and other short term receivables, trade payables, other current liabilities and short term borrowings carried at amortised cost is not materially different from it's carrying cost largely due to short term maturities of these financial assets and liabilities.

b) Financial instruments with fixed and variable interest rate fall within level 2 of the fair value hierarchy and are evaluated by Company based on parameters such as interest rate, credit rating or assessed credit worthiness.

c) Non-listed shares and other securities fall within level 2 of the fair value hierarchy. Valuation is based on the observable market approach EV/EBITDA multiple.

d) Fair value of the borrowing items fall within level 2 of the fair value hierarchy and is calculated on the basis of discounted future cash flows.

e) Unlisted debt instruments fall within level 3 of the fair value hierarchy. Valuation is based on discounted cash flow method.

Set out below is a comparison by class of the carrying amounts and fair value of the Company's

financial instruments that are recognised in the financial statements.

45 The Company holds investments aggregating ' 2,530.58 crore (Previous Year: ' 2,486.45 crore) in its subsidiaries, comprising equity investments, inter-corporate loans, and accrued interest thereon which are identified as non-core assets as per terms of Master Framework Agreement (MFA), and are required to be recovered. Management is pursuing appropriate measures to facilitate the recovery of the carrying value of these exposures and remains confident about the realization of the same over a reasonable period. Further, in line with the principles of prudence and conservatism, the Company has deferred recognition of interest income amounting to ' 112.43 crore (Previous Year: ' 112.43 crore).

46 The Company has not entered into any transactions with the companies struck off under 248 of the Companies Act 2013 or under section 560 of the Companies Act 1956, and does not carry any balance/(s) outstanding to or from any such entity. The erstwhile associate companies, Bajaj Ebiz Pvt Ltd and Esugar India Ltd, have been struck off. The Company has already provided for the diminution in the investment made in these companies.

The Company has lease contracts for various items of land, buildings (including godowns), vehicles and other equipment used it its operations. The Company's obligation under its lease are secured by lessor's title to the leased assets. The Company also has certain leases of godowns and vehicles with lease term of twelve months or less and leases of office equipment with low value. The Company applies the 'short-term lease' and 'lease of low-value assets' recognition exemptions for these leases. For long term lease arrangements the company comply with the IND AS 116 and recognise right of use asset (ROU); in the current year there is no long term lease.

b Company as lessor

The Company has entered into operating leases for land, aircraft and sub-leases for office premises. These leases have different terms depending upon the agreements with respective lessees . All leases include a clause to enable revision of the rental charge on mutual basis on an annual basis according to prevailing market conditions. Rental income recognised by the Company during the year is ' 6.21 Crore (previous year ' 6.24 Crore).

48 The Company and its erstwhile subsidiary Bajaj Hindusthan Sugar & Industries Limited (BHSIL, merged with the Company in 2010) had made requisite minimum capital investment and established an aggregate of 11 new sugar mills and 4 distillery units and also expanded capacity of sugar mills during the years 2004 to 2008. All those mills were established & commercial production started within the time prescribed under the policy i.e. 31st March' 2008.

As per the Sugar Industry Promotion Policy, 2004 (SIPP) announced by the Government of Uttar Pradesh, the Company was entitled to various benefits in the form of grant of certain exemptions / incentives as also reimbursements of certain expenses and capital subsidy, available to the eligible entrepreneurs based on the requisite investments in setting up new mills and or on capacity expansion of sugar units in state of U.P. On making the requisite investment within prescribed period

of implementation, the "Eligibility Certificate” has already been issued to the Company and further procedural instructions have also been issued by the State authorities to file information through each jurisdictional authority in the respective districts to allow the benefits to the 7 new sugar mills & 3 distilleries on starting their commercial production.

However, the same is awaited for 1 sugar unit of BHSL and 3 new sugar mills, 1 distillery and for expansion of 1 mill of erstwhile BHSIL. All the claims have been filed by the company within stipulated time as per the scheme. Till date the Company has also availed & received partial benefits including reimbursement of capital subsidy amount. However, due to an abrupt withdrawal / discontinuation of policy in the year 2007, the balance amount of benefits and the eligibility certificate and procedural instructions to file information in respect of these 4 new sugar mills and one distillery and further for expansion of one mill of erstwhile subsidiary BHSIL (subsequently merged with the Company) is held up.

Consequently, the Current Assets include a sum of ' 592.38 Crores towards the aforesaid claims under 2004 Policy. Since the authorities started denying the benefits so the Company challenged it in the Hon'ble High Court of Allahabad all such denial orders of the Government based on the abrupt withdrawal / discontinuing the policy with effect from 04.06.2007. Basically the withdrawal of the policy w.e.f. 04.06.2007 was a preponing process of date of completion of projects i.e. 31.03.2008 which otherwise was not relevant in the case of the Company since it has already completed the installation and started the commercial production within the prescribed date and became eligible to avail the benefits envisaged.

The Hon'ble High Court upheld the stand of the company and further held that the withdrawal of Sugar Promotion Policy was arbitrary and without the application of mind. The Government of U.P. preferred to file an SLP before the Hon'ble Supreme Court against the said orders of the Hon'ble High Court of Allahabad. The Hon'ble Supreme Court turned down the stand of the Government of U.P. and declined to interfere in the order of the Hon'ble High Court vide its order dated 07.03.2018. Given the series of orders, and finally, from the Hon'ble Supreme Court, the Company again approached the State of U.P. for release of its claims and accordingly re-submitted the required claim papers again.

The Company regularly followed up with the State of U.P. for settlement of its claims, and because of unreasonable delay in settlement of the Company's claims, the Company filed a contempt petition in the Hon'ble Supreme Court. The Principal Secretary of U.P.( Sugar ) declined the claim of the company on unfounded grounds.

In the contempt petition filed by the Company in Hon'ble Supreme Court, the court expressed the view that the matter involves issues which cannot be determined while exercising contempt jurisdiction. Hence the petitioner (the Company), may approach the Court having original jurisdiction for the matter. The company has filed the writ petition in the Hon'ble High Court of Allahabad; presently the matter sub-judice in the Hon'ble High Court of Allahabad.

In the above writ petition, on an application filed by the State of U.P, the Hon'ble High Court vide an interim order dated 31.01.2023 has deferred the hearing of the above writ petition on the ground of pendency of C.A No.2421-2431 of 2021 in Mawana Matter before the Hon'ble Supreme Court, in which action of withdrawal of SIPP, 2004 is sub-judice.

Aggrieved by the order dated 31.01.2023, the Company has filed a SLP No. 7961 of 2023 before the Hon'ble Supreme Court, in which the Hon'ble Supreme Court vide an Order dated 23.10.2024 granted liberty to Company to file Contempt Petition.

Consequently, the Company has filed a Contempt Petition (Civil) Diary No. 51334 of 2024 against the Cane Commissioner and the Secretary to the Sugar Industry and Cane Development, U.P, before the Hon'ble Supreme Court where the matter is sub judice.

49 The Company is covered under section 135(1) of the Companies Act 2013. However the average net profits of the Company during the three immediately preceding years is negative, accordingly CSR spending as mentioned in Section 135(5) is not applicable to the Company for the year 2024-25.

50 The Company has reported positive EBITDA in the current year as well as in earlier years, and during the current financial year, has reported a Profit after tax (PAT) of ' 4.38 crore, and has positive networth. However, the financial performance in past periods was impacted by several challenges including lower availability of sugarcane and lower sugar recovery. Lower cane availability was primarily due to continued outstanding sugarcane dues, which affected the Company's ability to generate sufficient cash surplus to timely settle cane dues and support cane development activities.

Following the repayment of the entire sustainable portion of its term debt, the Company anticipates an improvement in operational efficiency. With a significant reduction in outflows towards debt servicing, the Company intends to deploy internal accruals towards cane payment and enhancing plant performance, which has been pending for some time.

The overall sugar sector outlook has also improved, with domestic sugar prices firming up to approximately ' 4,000 per quintal. Further, the Government has permitted the diversion of sugar for ethanol production, thereby mitigating the risk of oversupply in the sugar market. The national policy to increase ethanol blending in vehicular fuel up to 30% is expected to support stable and remunerative ethanol prices and improve sector viability.

With the repayment of the sustainable debt, the Company's finance cost has substantially reduced, thereby improving liquidity. This improved position is expected to enable the Company to reduce its outstanding cane dues, enhance cane development initiatives, increase cane availability and crush, improve capacity utilisation and sugar recovery, and optimise realisation from by-products.

The Company has submitted a debt resolution plan for the unsustainable portion of its borrowings to its consortium of lenders. The proposal, which includes revised repayment terms and financial restructuring, is currently under consideration. The resolution, once finalised, is expected to further improve the Company's liquidity and capital structure.

During the year, the Company was unable to meet its obligations towards the first annual instalment of Optionally Convertible Debentures (OCDs), including the applicable coupon interest and contingent yield-to-maturity (YTM), due in FY 2024-25. The said default has been considered by management in its assessment of going concern, and the ongoing resolution proposal is expected to regularise the said obligations.

Due to its large scale capacity for cane crushing (1,36,000 TCD), distillation (800 KLD) and cogeneration (449 MW), the Company enjoys a natural economic advantage. The Company crushes around 14% of the total sugar cane grown in the State of Uttar Pradesh. As capacity utilisation increases alongwith improvements in operational efficiency, it will have a direct positive impact on the Company's financial performance.

The Company also expects to receive accrued benefits amounting to ' 1,893.51 crore (including interest up to March 31, 2025) under the Sugar Industry Promotion Policy, 2004 for which the Company is entitled pursuant to earlier court orders, but the matter is subject to final adjudication and are currently sub-judice.

Based on the above factors, management believes that the Company is well positioned to achieve self-sustainability and meet its obligations as they fall due. Accordingly, the financial statements have been prepared on a going concern basis, which contemplates the realisation of assets and settlement of liabilities in the normal course of business.

51 Capital Management

There has not been any change in its objectives, policies and processes for managing capital from previous year. The Company is not subject to any externally imposed capital requirements.

1 Debt service coverage ratio: Debt service coverage ratio increase by 153.49% mainly due to lower obligation of debt service during FY 2024-25.

2 Return on equity ratio: Return on equity ratio increase by 104.90% mainly due to turnaround of the company from net Loss to net Profit at PBT level.

3 Inventory Turnover Ratio: Inventory turnover ratio reduce by 10.26% due to lower turnover being the lower availability of cane in the current year

4 Net capital turnover ratio: Net capital turnover ratio increase by 7.29% being negative working capital increase mainly due to increase in other financial liability.

5 Net profit ratio: Net profit ratio improved by 105.03% due to turnaround of the Company profitability from net Loss to net profit at PBT level

6 Return on capital employed (ROCE): ROCE improved by 77.78% due to increase in earning before interest and taxes (EBIT) and repayment of borrowing.

53 Additional disclosure requirement as per schedule III:

a) No funds (which are material either individually or in the aggregate) 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 person(s) or entity(ies), 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.

b) No funds (which are material either individually or in the aggregate) have been received by the Company from any person(s) or entity(ies), 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.

c) The Company has not traded or invested in crypto currency or virtual currency during the financial year.

d) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

e) The Company does not have any undisclosed income which is not recorded in the books of account that has been surrendered or disclosed as income during the year (previous year) in the tax assessments under the Income Tax Act, 1961.

54 Audit Trail

The Company uses SAP accounting software for maintaining books of account, which has a feature of recording audit trail (edit log) facility and that has been operative throughout the financial year for the transactions recorded in the software impacting books of accounts at application level. Also the Company has preserved the audit trail as per the statutory requirement for record retention.

55 The financial statements were approved for issue by the Board of Directors, at its meeting held on May 29, 2025

56 Previous year figures have been regrouped/ reclassified wherever necessary to correspond with the current year's classification/ disclosures.