iii) Terms/rights and restrictions in respect of equity shares
The Company has issued only one class of equity share having a face value of Rs.5/- per share. The holder of each equity share is entitled to one vote per share. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution to all preferential creditors and other creditors, in the order of priority. The distribution will be in proportion to the number of equity shares held by shareholders. The company declares and pays dividend in Indian Rupees. The dividend proposed, if any, by Board of Directors is subject to the approval of Shareholders in the ensuing Annual General Meeting.
Notes : A. Securities premium reserve represents premium received on equity shares issued, which can be utilised only in accordance with the provisions of the Companies Act, 2013 (the Act) for specified purposes.
B. General reserve is created from time to time by transferring profits from retained earnings and can be utilised for purposes such as dividend payout, Bonus issue, etc.
C. Retained earnings do not contain any amount of revaluation reserve which was transferred to Retained earnings on the transition date, which may not be available for distribution.
D. Other comprehensive income represents the cumulative gain/loss arising on remeasurement of defined benefit obligation and fair value changes on financial assets measured at FVTOCI. This would not be reclassified to Statement of Profit and Loss.
The Company vide its letter dated November 27,2020 had requested its Banker for One Time Restructuring of term Loans under the Resolution framework for COVID 19 related stress in line with RBI circular number RBI/2020. 21/6/DOR.NO.BP.BC/3.21.04.048/2020-21 dated August 06,2020.The above mentioned Resolution Plan was approved by the Banker on 24.06.2021 in terms of which set off/ adjustment on debt servicing was permitted post Cut-Off Date and prior to the implementation of the resolution plan. The surplus debt serviced has been adjusted against the instalments due for the FY 2022-2023 as per the Resolution plan.
Security for Term Loans 1,2 & 3:
First Pari passu charge on the entire property, plant and equipment of the Company and second pari passu charge on the entire current assets of the Company.
Security for GECLS Loan:
Second pari passu charge by way of hypothecation of the company's entire stocks and other current assets and second pari passu charge on the entire property, plant and equipment of the company.
Repayment & Rate of Interest:
Term Loan 1: 6 Quarterly instalments starting from February 2023. Rate of Interest: 12.25%.
Term Loan 2: 15 Quarterly instalments starting from December 2022. Rate of Interest: 12.25%.
Term Loan 3: 24 Quarterly instalments starting from June 2022.Rate of Interest: 12.25%.
Term Loan 4: 48 Monthly instalments starting from January 2024.Rate of Interest: 9.25%.
Security :
First pari passu charge on the entire property, plant and equipment of the Company and second pari passu charge on the entire current assets of the Company.
Repayment :
24 Monthly instalments starting from February 2023.
Rate of Interest : 10.54%
Security for Term Loan 1 : First pari passu charge on the entire property, plant and equipment of the Company and second pari passu charge on the entire current assets of the Company.
Security for GECLS Loan:
Second pari passu charge by way of hypothecation of the company's entire stocks and other current assets and second pari passu charge on the entire property, plant and equipment of the company.
Repayment and Rate of Interest :
Term Loan 1 : 19 Quarterly instalments starting from August 2023 with rate of interest: 11.30%
Term Loan 2 : 48 Monthly instalments starting from July 2024 with rate of interest : 9.25%
Security : Second pari passu charge on the entire property, plant and equipment of the Company and second pari passu on stocks and other current assets of the Company.
Repayment : 36 Monthly instalments starting from July 2024.
Rate of Interest : 9.25%
Security: Second charge with the existing credit facilities in terms of cash flows and security with charge on the assets financed under the scheme to be created within 3 months from the date of disbursement.
Repayment : 48 monthly instalments starting from September 2024.
Rate of Interest : 9.25%
i) First charge by way of equitable mortgage over factory land and building and hypothecation of other movable assets financed by SIPCOT for the expansion project ranking paripassu with other banks and property, plant and equipment of the expansion scheme of spinning units located at Velvarkottai Village, Dindigul, Weaving unit and Knitting unit at Karanampet, Coimbatore.
ii) The Government of Tamil Nadu in its order : G.O. Ms. No. 126, dated October 20, 2009, has granted an amount equivalent to net output VAT CST paid through expansion project to Government as Investment Promotion Soft Loan for a period of 10 years, subject to terms and conditions mentioned in the Eligibility Certificate ID/SPA/BSML/2010 dated 30 April 2013. The soft loan will carry a nominal rate of 0.1% per annum. The soft loan sanctioned is repayable on the 10th year from the date of sanction. This is considered as Government grant and accordingly the loan amount is carried at amortised cost considering an effective interest rate of 12.16%. The Government grant income is recognised proportionately in relation to the interest expense.
35. Details of Undisclosed Income, if any
The Company does not have any transaction 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.
Nature of CSR Activities:
The CSR initiatives of the Company aim towards inclusive development of the communities by promoting education and providing basic needs for the economically weaker section of the society.
Note :
i) The Company has not made any contribution to Related parties in relation to CSR Expenditure during the year and previous year.
ii) The Company has not made any provision in relation to CSR Expenditure during the year and any previous year.
37. Details of Crypto currency or Virtual currency, if any
The Company has not traded or invested in Crypto currency or Virtual currency during the financial year.
38
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Contingent liabilities and commitments (to the extent not provided for)
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(Rs. in Lakhs)
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Particulars
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As at
March 31,2024
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As at
March 31,2023
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I) Contingent liabilities:
A) Claims against the Company not acknowledged as debts:-
a) TANGEDCO demands, pending in appeal
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1,505.18
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1,386.44
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b) Income tax demands (already adjusted against refund)
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5.12
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-
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B) Contingent Liabilities On Account Of Guarantees :-
a) Guarantee issued in favour of supplier
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112.46
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112.46
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II. Commitments
Estimated amount of contracts remaining to be executed on capital account and not provided for :
a. Tangible Assets
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1,429.67
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1,125.73
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B. Defined benefit plan - gratuity
In accordance with applicable Indian laws, the Company provides for gratuity, a defined benefit retirement plan (Gratuity plan). The Gratuity plan provides a lump sum payment to vested employees, at retirement or termination of employment, an amount based on the respective employee's last drawn eligible salary and the years of employment with the Company. The Company provides the gratuity benefit through annual contributions to a fund managed by the Insurer included as part of 'Contribution to provident and other funds in Note 31 Employee benefits expense. Under this plan, the settlement obligation remains with the Company.
Description of Risk Exposures
Valuations are performed on certain basic set of pre-determined assumptions and other regulatory framework which may vary over time. Thus, the Company is exposed to various risks in providing the above gratuity benefit which are as follows:
a) 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).
b) Investment Risk: The probability or likelihood of occurrence of losses relative to the expected return on any particular investment.
c) 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.
d) 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.
e) Liquidity Risk: This is the risk that the Company is not able to meet the short-term gratuity payouts. This may arise due to non-availability of enough cash/cash equivalent to meet the liabilities or holding of illiquid assets not being sold in time.
In respect of the plan in India, the most recent actuarial valuation of the plan assets and the present value of the defined benefit obligation were carried out as at March 31, 2024 by Mr. N.Srinivasan, Fellow of the Institute of Actuaries of India. The present value of the defined benefit obligation, and the related current service cost and past service cost, were measured using the projected unit credit method.
These sensitivities have been calculated to show the movement in defined benefit obligation in isolation and assuming there are no other changes in market conditions at the accounting date. There have been no changes from the previous periods in the methods and assumptions used in preparing the sensitivity analysis.
Asset Liability Matching Strategies
The Company has purchased insurance policy, which is basically a year-on-year cash accumulation plan in which the interest rate is declared on yearly basis and is guaranteed for a period of one year. The insurance Company, as part of the policy rules, makes payment of all gratuity liability occurring during the year (subject to sufficiency of funds under the policy). The policy, thus, mitigates the liquidity risk. However, being a cash accumulation plan, the duration of assets is shorter compared to the duration of liabilities. Thus, the Company is exposed to movement in interest rate (in particular, the significant fall in interest rates, which should result in a increase in liability without corresponding increase in the asset).
41 Segment Reporting
a) Primary business segment information
The Company's operations relate to only one business segment, viz., Textiles. Accordingly, this is the only reportable business segment.
b) Secondary geographic segment information
Note: i) Related party relationship is as identified by the Company on the basis of information available with the Company and relied upon by the Auditors.
ii) No amount is/has been written off or written back during the year in respect of debts due from or to related party.
iii) The above transactions are compiled from the date these parties became related which are accounted in the natural head of accounts.
46 Leases
The Company has entered into leasing arrangements in respect of lease hold land and residential/office premise. The leasing arrangements, which are generally cancellable, have lease periods ranging between 11 and 60 months in case of premises and between 30 to 90 years in case of land. They are generally renewable by mutual consent on mutually agreeable terms. The operating leases are cancellable by lessor/lessee with notice period up to three months.
The management assessed that fair value of cash and short-term deposits, trade receivables, trade payables and
other current financial assets and liabilities approximate their carrying amounts largely due to the short-term
maturities of these instruments.
The fair value of the 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 :
i) Long-term fixed-rate receivables/borrowings are evaluated by the Company based on parameters such as interest rates, specific country risk factors, individual creditworthiness of the customer and the risk characteristics of the financed project. Based on this evaluation, allowances are taken into account for the expected losses of these receivables.
ii) Fair values of the Company's interest-bearing borrowings and loans are determined by using DCF method using discount rate that reflects the issuer's borrowing rate as at the end of the reporting period. The own nonperformance risk as at March 31,2024 was assessed to be insignificant.
iii) The fair values of the unquoted equity shares have been estimated using a discounted cash flow model. The valuation requires management to make certain assumptions about the model inputs, including forecast cash flows, discount rate, credit risk and volatility, the probabilities of the various estimates within the range can be reasonably assessed and are used in management's estimate of fair value for these unquoted equity investments.
48 Fair value hierarchy
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 assets or liabilities that are not based on observable market data (unobservable inputs).
49 Financial risk management
The Company's principal financial liabilities, comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the company's operations and to provide guarantees to support its operations. The Company's principal financial assets include loans, trade and other receivables, and cash and short-term deposits that derive directly from its operations.
The Company's activities expose it to a variety of financial risks: credit risk, liquidity risk, foreign currency risk and interest rate risk. The Company's primary focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance. The primary market risk to the company is foreign exchange risk. The Company uses foreign currency borrowings to mitigate foreign exchange related risk exposures.
The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below:
1) 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 and investment securities. Credit risk arises from cash held with banks and financial institutions, as well as credit exposure to clients, including outstanding accounts receivable. The maximum exposure to credit risk is equal to the carrying value of the financial assets. The objective of managing counterparty credit risk is to prevent losses in financial assets. The Company assesses the credit quality of the counterparties, taking into account their financial position, past experience and other factors.
2) Trade and other receivables
The Company's exposure to credit risk is influenced mainly by the individual characteristics of each customer. The demographics of the customer, including the default risk of the industry and country in which the customer operates, also has an influence on credit risk assessment.
3) Investments
The Company limits its exposure to credit risk by generally investing in liquid securities and only with counter-parties that have a good credit rating. The company does not expect any losses from nonperformance by these counter-parties, and does not have any significant concentration of exposures to specific industry sectors.
4) Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company manages its liquidity risk through credit limits with banks.
The Company's corporate treasury department is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior management.
5) Foreign currency risk
The Company's exchange risk arises from its foreign operations, foreign currency revenues and expenses, (primarily in U.S. dollars, British pound sterling and Euros) and foreign currency borrowings (primarily in U.S. dollars, British pound sterling and Euros). A significant portion of the Company's revenues are in these foreign currencies, while a significant portion of its costs are in Indian rupees. As a result, if the value of the Indian rupee appreciates relative to these foreign currencies, the Company's revenues measured in rupees may decrease. The exchange rate between the Indian rupee and these foreign currencies has changed substantially in recent periods and may continue to fluctuate substantially in the future. The Company's management meets on a periodic basis to formulate the strategy for foreign currency risk management.
Consequently, the management of the Company believes that the borrowings in foreign currency and its assets in foreign currency shall mitigate the foreign currency risk mutually to some extent.
Foreign currency sensitivity analysis
The following table details the Company's sensitivity to a 5% increase and decrease in INR against all foreign currencies dealt by the Company. 5% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management's assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 5% change in foreign currency rates. A positive number below indicates an increase in profit or equity where the INR strengthens 5% against the relevant currency. For a 5% weakening of the INR against the relevant currency, there would be a comparable impact on the profit or equity, and the balances below would be negative.
For a 5% weakening of the INR against the relevant currency, there would be equivalent amount of impact on the profit / (loss) as mentioned in the above table.
6) Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company's exposure to the risk of changes in market interest rates relates primarily to the Company's debt obligations with floating interest rates and investments.
7) Capital management
The Company's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The Company monitors the return on capital. The Company's objective when managing capital is to maintain an optimal structure so as to maximize shareholder value.
50 Valuation of Inventories :
Inventories of raw materials are valued at lower of cost and net realisable value. The cost of inventories comprise all costs of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost of raw materials, packing materials, stores and spares and consumables are valued at first-in-first-out/ specific identification method. The inventory of Finished Goods and Work-in-progress are valued at the lower of cost and net realizable value, and cost include weighted average of cost of inputs, conversion costs and appropriate share of overheads incurred in bringing Finished Goods and Work-in-progress, to their present location and condition. This inventory comprises of diversified range and quality of yarn and cloth / fabrics, and its valuation depends on the quality of the item as per the specification received from the customers, and its stage of manufacturing, quality and date of purchase of the raw material and other inputs, and efficiency of the manufacturing facility. The Company is running a composite textile mill and fairly estimating the valuation of such stock is highly complex process which involves significant level of subjectivity, judgment and estimation.
51 Additional Regulatory Information :
i) Title Deeds of Immovable Properties not held in the name of the company.
The title deeds of all the immovable properties are held in the name of the company.
ii) Revaluation of Property, Plant and Equipment
The Company has not revalued its Property, Plant and Equipment during the year.
iii) Loans and advances granted to Promoters, Directors, KMPs and related parties
The following disclosures are made in respect of loans and advances in the nature of loans granted to promoters, directors, KMP's and the related parties (as defined under Companies Act, 2013) either severally or jointly with any other person, that are:
iv) Details of Benami Property
The Company does not hold any benami property. Hence, no proceedings have been initiated or pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and the rules made thereunder.
v) Reconciliation of Statement of Current Assets filed by the Company with banks for Working Capital facilities availed by the Company:
During the period under consideration, the Company has borrowings from banks on the basis of security of Current Assets and the Quarterly Statements of Current Assets filed by the Company with the banks are in agreement with the books of accounts for all the quarters of the year.
v) Reconciliation of Statement of Current Assets filed by the Company with banks for Working Capital facilities availed by the Company:
During the period under consideration, the Company has borrowings from banks on the basis of security of Current Assets and the Quarterly Statements of Current Assets filed filed by the Company with the banks are in agreement with the books of accounts for all the quarters of the year.
vi) Wilful Defaulter
The Company is not declared as a wilful defaulter by any bank or financial Institution or other lender.
vii) Undisclosed income
The Company has no 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).
viii) Relationship with Struck off Companies
The Company did not have any transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956 during the year ended March 31,2024.
ix) Registration of Charges or Satisfaction with Registrar Of Companies
The Company does not have any charges or satisfactions yet to be registered with Registrar of Companies beyond the statutory period.
x) Layers of companies
The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017
xi) Approved scheme(s) of arrangements
During the year, there is no approved scheme of arrangements.
xii) Utilisation of Borrowed Funds and Share Premium
A) The Company has not advanced or loaned to or invested (either from borrowed funds or share premium or any other sources or kind of funds) in any other person(s) or entity(ies), including foreign entities ("intermediaries"), with the understanding, whether the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether, 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 bahalf of the Ultimate Beneficiaries.
B) The Company has not received any funds from any person(s) or entity(ies), including foreign entities ("Funding Parties"), with the understanding, whether recorded I writing or otherwise, that the company shall, whether, 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.
53 Assets Classified as Held for Sale
a. The Company entered into an agreement to sell dated March 30, 2011 with Shiva Tex Yarn Limited for the sale of part of land situated at Velvarkottai, Dindigul and Kodangipalayam, Karanampet, Coimbatore, valued at Rs. 56.72 lakhs. Accordingly the said amount is disclosed as assets held for sale.
b. The Company has entered into an MOU for sale of its entire shareholding in Young Brand Apparel Private Limited (YBAPL), subsidiary of the Company and for sale of its garment unit at Palladam and land at SIPCOT, Perundurai to S P Apparels Limited. Accordingly,the company has classified the investment in its subsidiary (Young Brand Apparel Private Limited) , fixed assets of garment unit and land at SIPCOT, Perundurai as Assets held for Sale and the financial results of the same are presented as discontinued operations in the statement of profit or loss. Accordingly the company has not charged depreciation of Rs 45.28 lakhs and Rs 44.78 lakhs for the quarter ended 31.12.2023 and 31.03.2024 respectively aggregating to Rs 90.06 lakhs for the year ended 31.03.2024 on the assets held in Garment division as they are part of the disposal group as per Ind AS 105.
54. To provide more reliable and relevant information about the effect of certain items in the Balance Sheet and Statement of Profit and Loss, the Company has changed the classification of certain items. Previous year figures have been re-grouped or reclassified, to confirm to such current year's grouping / classifications. There is no impact on Equity or Net Loss due to these regrouping / reclassifications.
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