There has been no change/ movements in number of shares outstanding at the beginning and at the end of the year.

18.4 Terms/ Rights attached to Equity Shares :

The Company has only one class of Ordinary Equity shares having a face value of ' 10 per share and each holder of Ordinary Equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian Rupees. The dividend, as and when proposed by the Board of Directors (except interim dividend), subject to the approval of the shareholders in the Annual General Meeting, is paid to the shareholders. The claim of Ordinary Equity Shareholders on earnings and on assets in the event of liquidation, follows all others, in proportion to their shareholding.

18.5 Shareholding Pattern with respect to Holding or Ultimate Holding Company

The Company has Holding Company namely Rydak Enterprises & Investment Limited, the shareholding of which is given in Note no. 18.6 .

18.7 No Ordinary Equity shares have been reserved for issue under options and contracts/ commitments for the sale of shares/ disinvestment as at the Balance Sheet date.

18.8 The Company has not allotted any equity shares against consideration other than cash nor has allotted any shares as fully paid up by way of bonus shares nor has bought back any shares during the period of five years immediately preceding the date at which the Balance Sheet is prepared.

18.9 No securities convertible into Equity/ Preference shares have been issued by the Company during the year.

18.10 No calls are unpaid by any Director or Officer of the Company during the year.

18.11 There in no change in the shareholding of the promoters during the year.

18.12 (a) The Board of Directors in its meeting held on 25th May, 2023 has recommended dividend of 10% (' 1 per equity share of ' 10

each) for the year ended 31st March, 2023 and the same was approved by the shareholders at the Annual General Meeting held on 04th August 2023, which resulted in a cash outflow of ' 90.06 lakhs.

(b) The Board of Directors in its meeting held on 30th May, 2024 has recommended dividend of 10% (' 1 per equity share of '10 each) for the year ended 31st March, 2024 subject to approval of shareholders at the ensuing Annual General Meeting.

a) General Reserve - General Reserve are free reserves of the company which are kept aside out of company's profits to meet the future requirements as and when they arise. The Company had transferred a portion of the Profit after Tax (PAT) to general reserve pursuant to the earlier provisions of Companies Act, 1956.

b) Retained Earnings - Retained Earnings are the accumulated profits earned by the Company till date, less transfer to general reserves, dividend (including dividend distribution tax) and other distributions made to the shareholders.'

c) Securities Premium Reserve - Securities premium reserve had been created consequent to issue of shares at a premium. These reserves can be utilised in accordance with Section 52 of Companies Act, 2013.

20.1 Details of Security Given for Loan

a "Rupee term Loan under Agricutural Infrastructure Fund (AIF) Scheme from banks were secured by:

i) hypothecation of green tea leaves, before and after plucking, tea in process, finished tea in stock/in-transit and /or lying with brokers/ agents, book debts (present and future), first charge over all current assets of the Tea Division (both present and future) , hypothecation of immovable property (New Withering Trough constructed with finance under the scheme) and charge over the Tea Estates as additional security.

b All Loans are guaranteed by the Managing Director.

c The applicable rate for Term Loan was 9% p.a. and are repayable in 20 equal quarterly installments of ' 10 lakhs starting from quarter ending June 2025.

20.2 Refer note no. 43 for information on the carrying amounts of financial and non-financial assets pledged as security for current &

non-current borrowings.

23.1 Terms and conditions of Short Term Borrowings

a Working Capital Loans from banks were secured by:

i) hypothecation of green tea leaves, before and after plucking, tea in process, finished tea in stock/in-transit and /or lying with brokers/ agents, book debts (present and future), first charge over all current assets of the Tea Division (both present and future) and hypothecation of immovable properties and machineries of Tea Estates as additional security.

b The applicable rate of Interest on Working Capital Facilities is 8.75% p.a. and repayable on demand.

c All Loans are guaranteed by the Managing Director.

23.2 Refer note no. 43 for information on the carrying amounts of financial and non-financial assets pledged as security for current & non-current borrowings.

28.4 Other Information (additional disclosures under IND AS -115) :

a) The amounts receivable from customers become due after expiry of credit period which varies from 30 to 60 days. There is no significant financing component in any transaction with the customers.

b) The Company does not have any remaining performance obligation as contracts entered for sale of goods are for a shorter duration. There are no contracts for sale of services wherein, performance obligation is unsatisfied to which transaction price has been allocated.

c) The Company doesn't have any contractual sale of products or services spanning over a period of time requiring the revenue adjustments for remaining performance obligations and other related disclosures. All the revenues are recognised at the point of sale /transfer of control of promised goods or services to customers in an amount that reflects the consideration expected to receive in exchange for those goods or services.

38.2 Applicable Indian Statutory Income Tax rate for Fiscal Year 2023-24 is 27.820% ( P.Y. 27.82%) under Income Tax Act 1961 and 30% under the Assam Agricultural Income Tax Act , 1939. However, due to Government of Assam notification no ECF.195119/66 dated 09th May 2023 Tax Holiday for the Tea Division is further extended from F.Y. 2022-2023 to F.Y. 2024-2025, hence, there is no liability under Assam Agricultural Income Tax Act, 1939 and accordingly the Deferred Tax is calculated. Further the Company has created Deferred Tax Asset / Liabilities @30% or 27.820%, as applicable, for Income Tax purpose.

40. DISCONTINUED OPERATIONS

The Board of Directors of the Company had announced the decision of closure of the Textile Division (Fabrics Segment) of the Company situated at Asarwa Mills, Ahmedabad w.e.f. 10th March, 2022 after obtaining requisite approvals from the shareholders. Accordingly, the results of the Textile Division has been shown as "Discontinued Operation" in terms of "IND AS 105 - Non-Current Assets Held for Sale and Discontinued Operations" in the financial statements.

The Board of Directors of the Company had announced the decision of closure of the Spinning section (Yarn Segment) at the Textile Division of the Company situated at Asarwa Mills, Ahmedabad w.e.f. 15th September, 2017 after obtaining requisite approvals from the shareholders. Accordingly, the results of the Yarn Division has been shown as "Discontinued Operation" in terms of "IND AS 105 - Non-Current Assets Held for Sale and Discontinued Operations" in the financial statements.The combined results and status of assets and liablities of both discontinued operations i.e. Yarn and Fabric (Textile) segments are shown below:

41.2 In respect of the matters in note no. 41.1, future cash outflows are determinable only on receipt of judgements/decisions pending at various forums/ authorities. Furthermore, there is no possibilities of any reimbursements to be made to the Company from any third party.

41.3 Pending decision of the jurisdictional High Court at Gujarat in the matter of Suyog Dyechemie Private Ltd Vs Union of India (SCA no. 17792/2023 and the constitutional validity of the taxation of the assignment of the leasehold rights pending before the Hon'ble Supreme Court of India ("SC"), the GST Liability on transaction for sale of "Land held as Stock-in-Trade" of ' 342.72 lakhs, has not been provided in the books nor claimed from the buyer of the plots.

42.2 Leases

The Company has adopted Ind AS 116 'Leases' effective April 1, 2019 and applied the Standard to its leases, pursuant to which it has reclassified its leased asset as Right-of-Use Assets. The impact on the profit for the year is not material. Payment made towards short-term leases is ' 7.64 lakhs during the year (Previous Year ' 5.82 Lakhs) (included in Rent, Rates & Taxes under "Other Expenses").

44.1 Defined Contribution Plan:

The Company makes a contribution for Provident Fund, EDLI, ESIC & Labour Welfare Fund towards defined contribution plans for eligible employees. The amount recognized as an expense for the Defined Contribution Plans when the contributions to the respective funds are due which for the financial year ended are as under:

44.2 Defined Benefit Plan

The following are the types of defined benefit plans : a Gratuity Plan (Funded)

The Company's gratuity scheme, a defined benefit plan is as per the Payment of Gratuity Act, 1972, covers the eligible employees and is administered through certain gratuity fund trusts. Such gratuity funds, whose investments are managed by insurance companies/trustees themselves, make payments to vested employees or their nominees upon retirement, death, incapacitation or cessation of employment, of an amount based on the respective employee's salary and tenure of employment. Vesting occurs upon completion of five years of service. The amount of gratuity payable is the proportionate salary for 15 days multiplied for the number of years of service based on the 26 days average salary computed on the basis of last drawn basic salary per month. b Other Defined Benefits (Un-Funded):

"Other employee benefits are accounted for on accrual basis. Liabilities for compensated absences are determined based on independent actuarial valuation at year end and charge is recognised in the statement of profit and loss. The Company recognises undiscounted amount of short term employee benefits during the accounting period based on service rendered by the employee. During the year ended 31st March 2024, Company has paid ' 61.77 lakhs towards short term leave benefits (31st March 2023'47.23 lakhs)."

Asset-Liability Matching Strategy

The Company deploys its fund in bonds, special deposit, Life Insurance Corporation and other insurance companies in Textile Division and has Group Gratuity insurance policy with insurers in Tea Division. The Company aims to maintain a close to full-funding position at each Balance Sheet date. Any deviation from the range are corrected by rebalancing the portfolio. The Company intends to maintain the above investment mix in the coming years.

l The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and

other relevant factors, such as supply and demand in the employment market.

m At 31st March 2024, the weighted average duration of the defined benefit obligation was 11 years in Tea Division (previous year 11 years in Tea Division ).

n A separate trust fund is created to manage the gratuity plan and the contributions towards the trust fund is done as guided by rule 103 of the Income Tax Rules, 1962. As such there are no plan for amendments, curtailments and settlements in the Tea Division, but the Board had decided in its meeting dated 10th March 2022 to close the operation of the Textile Division (Since Discontinued Operations). Hence, all liabilities relating to Textile Division had been computed as due during previous financial year and will be honoured by the company accordingly. The Company expects to contribute '15 lakh (previous year ' 105 lakh) to its gratuity fund in 2024-25.

Although the analysis does not take account of the full distribution of cash flows expected under the plan, it does provide an approximation of the sensitivity of the assumptions shown.

45. In accordance with the Guidance Note on "Accounting for Expenditure on Corporate Social Responsibility" activities, the requisite disclosure is as follows:

As per computation U/s 198, ' Nil (P.Y. ' Nil) is required to be spent by the Company on account of Corporate Social Responsibility.

46. Certain trade receivables, loans & advances and creditors are subject to confirmation. In the opinion of the management, the value of trade receivables and loans & advances on realisation in the ordinary course of business, will not be less than the value at which these are stated in the balance sheet.

1) Short term employee benefits includes the perquisites calculated as prescribed under the Income Tax Act, 1961.

2) The Company contributes equal amount to the employees Provident Fund within the statutory limits as prescribed under the relevant Act.

3) Post-employment benefits & other long-term benefits are disclosed based on actual payment made on retirement/resignations of services, but does not include provisions made on actuarial basis as gratuity and leave encashment are provided on an actuarial valuation basis for the Company as whole , the amount pertaining to individual is not ascertainable.

47.4 Terms and Conditions of transactions with Related Parties

i) All related party transactions entered during the year were in ordinary course of business and on arms length basis.

ii) The Company doesn't have any balances outstanding with related parties as at the end of the financial year.

49.2 The management assessed that the fair values of Cash & Cash equivalents, trade receivables, trade payables, short term borrowings and other financial liabilities approximates their carrying amounts largely due to the short-term maturities of these instruments.

49.3 For financial assets and liabilities that are measured at fair value, the carrying amounts are equal to their fair values.

49.4 The fair value of the financial assets and financial liabilities is included at the amount at which the same could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

50. FAIR VALUE HIERARCHY

The following are the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognized and measured at fair value and (b) measured at amortized cost and for which fair value are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into three levels of fair value measurement as prescribed under the Ind AS 113 "Fair Value Measurement". An explanation of each level follows underneath the tables.

50.3 During the year ended 31st March 2024 and 31st March 2023, there were no transfers between Level 1 and Level 2 fair value measurements, and no transfer into and out of Level 3 fair value measurements.

50.4 Explanation to the fair value hierarchy

The Company measures financial instruments, such as, quoted investments at fair value at each reporting date. 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. All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy as described in Note no. 2.7.

51. FINANCIAL RISK MANAGEMENT

The Company's activities expose it to market risk, liquidity risk and credit risk. In order to minimize any adverse effects on the financial performance of the Company, the Company has risk management policies as described below

51.1 Credit Risk

"Credit risk refers to the risk of financial loss arising from default / failure by the counterparty to meet financial obligations as per the terms of contract. The Company is exposed to credit risk for receivables, Cash & Cash equivalents, financial guarantees and derivative financial instruments. None of the financial instruments of the Company result in material concentration of credit risks.

Credit risk on receivables is minimum since sales through different mode (e.g.. auction, consignment, private - both domestic and export) are made after judging credit worthiness of the customers, advance payment or against letter of credit by banks. The history of defaults has been minimal and outstanding receivables are regularly monitored. For credit risk on the loans to parties, the Company is not expecting any material risk on account of non-performance by any of the parties.

For derivative and financial instruments, the Company manages its credit risks by dealing with reputable banks and financial institutions. Credit risk from balances with banks and financial institutions is managed by the Company's treasury department in accordance with the Company's policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. The limits are set to minimize the concentration of risks and therefore mitigate financial loss through counterparty's potential failure to make payments.

The carrying value of the financial assets represent the maximum credit exposure. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets."

51.2 Liquidity Risk

"Liquidity risk is the risk that the Company may encounter difficulty in meeting its obligations. The Company monitors rolling forecast of its liquidity position on the basis of expected cash flows. The Company's approach is to ensure that it has sufficient liquidity or borrowing headroom to meet its obligations at all point in time. The Company has sufficient short-term fund based lines, which provides healthy liquidity and these carry highest quality credit rating from reputed credit rating agency."

51.2.1 Fund Management

Management monitors rolling forecasts of the Company's liquidity position (including the undrawn credit facilities extended by banks and financial institutions) and Cash & Cash equivalents on the basis of expected cash flows. In addition, the Company's liquidity management policy involves projecting cash flows and considering the level of liquid assets necessary to meet these, monitoring balance sheet liquidity ratios against internal and external regulatory requirements and maintaining debt financing plans.

51.3.1 Foreign Exchange Risk

The Company operates internationally and is exposed to foreign exchange risk arising from foreign currency transactions, primarily with respect to the U.S.Dollar. Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a currency that is not the Company's functional currency(INR). The risk is measured through a forecast of highly probable foreign currency cash flows. Since the Company's financials are prepared and reported in INR which also is the functional currency of the Company and as it doesn't have any foreign associate, subsidiary etc, there is no translation risk involved. On the date of financial results, Company doesn't have significant foreign currency trade payables and receivables etc. and is, therefore, not exposed to foreign exchange risk.

b Sensitivity Analysis

Since, the Company doesn't have any major foreign currency operations except export of goods, the analysis is not reported.

51.3.2 I nterest Rate Risk

The Company is exposed to risk due to interest rate fluctuation, on the following: a Interest rate risk arises from the sensitivity of financial assets and liabilities to changes in market rate of in terest. The Company have investments in fixed interest bearing financial asset during the financial year ended 31st March 2024. b. "The interest rate risk can also impact the provision for retiral benefits. The Company generally utilizes variable rate borrowings and therefore subject to interest rate risk, as both the carrying amount and the future cash flows will fluctuate because of change in the market interest rates. "During 31st March 2024 and 31st March 2023, all the Company's investments and borrowings were at fixed rate mainly denominated in INR.

The price risk is the risk arising from investments held by the Company and classified in the balance sheet either at fair value through Other Comprehensive Income or at fair value through profit or loss.

The Company's equity investments are mainly strategic in nature and are generally held on a long-term basis. Further, the current investments are in units of liquid mutual fund, debentures, Alternate Investment Funds and Pass-through instruments etc and these are not exposed to significant price risk.

52. CAPITAL MANAGEMENT

The Company's objective for capital management is to maximize shareholder wealth, safeguard business continuity and support the growth of the Company. The Company determines the capital management requirement based on annual operating plans and long-term and other strategic investment plans. The funding requirements are met through optimum mix of borrowed and own funds.

53. SEGMENT REPORTING Basis of Segmentation

Factors used to identify the reportable segments : The Company has following business segments which are its reportable segments. These segments offer different products and services and are managed separately because they require different technology and production processes. Operating segment disclosures are consistent with the information provided to and received by the Chief Operating Decision Maker (CODM).

53.3 Other Disclosures

a The Company's corporate strategy aims at creating multiple drivers of growth anchored on its core competencies. The Company is currently focused on two business groups : Tea and Real Estate. The Company's organisational structure and governance processes are designed to support effective management of multiple businesses while retaining focus on each one of them. The Company has discontinued operations relating to Textile Unit (Yarn and Fabric Divisions) as reported in Note no. 40.

b The geographical information considered for disclosure are:

-Sales within India -Sales outside India

c The Company is not reliant on revenues from transactions with any single external customer and does not receive 10% or more of its revenues from transactions with any single external customer.

d The accounting policies adopted for segment reporting are in line with the accounting policy of the Company.

55. OTHER STATUTORY INFORMATION

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 has not traded or invested in Crypto currency or Virtual Currency during the financial year.

c The Company has 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.

d The Company has 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.

e 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).

f The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the Companies (Restriction on number of Layers) Rules, 2017.

g The Company is not declared wilful defaulter by any bank or financials institution or lender during the year

h The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

i The Company has used the borrowings from banks and financial institutions for the specific purpose for which it was obtained.

j The title deeds of all the immovable properties, (other than immovable properties where the Company is the lessee and the lease agreements are duly executed in favour of the Company) disclosed in the financial statements included in property, plant and equipment and capital work-in progress are held in the name of the Company as at the balance sheet date.

56. Previous GAAP figures have been re-classified/re-grouped to confirm the presentation requirements under IND AS and the requirements laid down in Division-II of the Schedule-III of the Companies Act, 2013.