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Company Information

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BIRLA CORPORATION LTD.

22 November 2024 | 12:00

Industry >> Cement

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ISIN No INE340A01012 BSE Code / NSE Code 500335 / BIRLACORPN Book Value (Rs.) 745.80 Face Value 10.00
Bookclosure 05/08/2024 52Week High 1802 EPS 54.61 P/E 20.17
Market Cap. 8480.60 Cr. 52Week Low 1073 P/BV / Div Yield (%) 1.48 / 0.91 Market Lot 1.00
Security Type Other

NOTES TO ACCOUNTS

You can view the entire text of Notes to accounts of the company for the latest year
Year End :2024-03 

5.1 Gross carrying amount of Freehold Land includes ? 1.08 Crores (Previous Year ? 2.86 Crores) and gross carrying amount of Building includes ? 7.08 Crores (Previous Year ? 7.00 Crores) under Co-ownership basis and also ? 0.00 Crore (Previous Year ? 0.00 Crore) being value of investments in Shares of a Private Limited Company.

5.2 The Company has adopted revaluation model for one class of Property, Plant and Equipment i.e. Freehold Land and have revalued as on 1st April, 2017, 1st April, 2021 and 1st April, 2023 on the basis of valuation reports made by independent registered valuer as defined under rule 2 of Companies (Registered Valuers and Valuation) Rules, 2017. Carrying amount of Freehold Land as on 1st April, 2023 include revaluation surplus of ? 1,054.56 Crores, ? 153.96 Crores and ? 9.37 Crores on account of revaluation made on 1st April, 2017, 1st April, 2021 and 1st April, 2023 respectively. The resulting revaluation surpluses have been recognized and presented under "Other Comprehensive Income”.

The fair valuation was based on current prices in the active market for similar properties. The main inputs used were quantum, area, location, demand, restrictive entry to the land. This valuation was based on valuations performed by accredited independent registered valuer. Fair valuation was based on depreciated open market price method. The fair value measurement was categorized in level 2/ level 3 fair value hierarchy.

5.3 During the current year, the Company has transferred certain portion of Freehold land to Building under Property, Plant and Equipment at cost resulting in reversal of earlier years revaluation gain amounting to ? 3.33 Crores. Further, in previous year, the Company had transferred certain portion of Freehold land from Property, Plant and Equipment to Investment Property at cost resulting in reversal of earlier years revaluation gain amounting to ? 30.50 Crores. These reversals have been recognized and presented under "Other Comprehensive Income”.

5.7 All the title deeds of the immovable property are held in the name of the Company.

5.8 Title deed for freehold land amounting to ? 13.06 Crores (Previous year ? 11.89 Crores), although in the name of Company, is in dispute and is pending resolution before the Court of Civil Judge, Rajgurunagar (Khed) and Additional Division Commissioner, Pune.

5.9 No proceedings have been initiated or are pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

5.10 Right of Use Assets includes:

(a) "Leasehold Land” represents land obtained on long term lease from various Government and other authorities.

(b) "Plant & Machinery” represents:

- Machinery recognized as per long term power purchase agreement in accordance with the principles of IND AS 116 "Leases” (Refer Note No. 62); and

- Railway Wagons recognized as per long term wagon leasing agreement in accordance with the principles of IND AS 116 "Leases”

5.11 Refer Note No. 43 for disclosure of contractual commitments for the acquisition of Property, Plant and Equipment.

6.1 In previous year, freehold land of ? 0.70 Crore had been transferred to Investment Property from Property, Plant and Equipment as the same have been considered by the management as not for further use for business purposes and held for capital appreciation.

6.2 Fair value of the Company's Investment Properties as at 31st March, 2024 and 31st March, 2023 are ? 60.40 Crores and ? 59.30 Crores respectively. The fair value has been arrived on the basis of valuation performed by independent registered valuers as defined under rule 2 of Companies (Registered Valuers and Valuation) Rules, 2017, who are specialist in valuing these types of Investment Properties, having appropriate qualifications and recent experience in the valuation of properties in relevant locations.

6.3 The fair valuation is based on current prices in the active market for similar properties and rental income of similar type of property in the same locality. The main inputs used are quantum, area, location, demand, restrictive entry to the land and building, age of the building and trend of fair market rent in the locality. This valuation is based on valuations performed by accredited independent registered valuers. Fair valuation is based on depreciated open market price method and rental method. The fair value measurement is categorized in level 3 fair value hierarchy.

19.1 Unit Auto Trim Division: Suspension of Operation was declared of the Company's unit Auto Trim Division at Birlapur, West Bengal w.e.f. 18th February, 2014. There have been no operations at Chakan Plant, Maharashtra and at Gurgaon Plant, Haryana since August, 2007 and November, 2007 respectively. A resolution was passed by the Board of Directors of the Company on 3rd May, 2019 for disposal of remaining assets of the Unit situated at Birlapur (West Bengal), Chakan (Maharashtra) and Gurgaon (Haryana). The Board has also passed resolutions and declared "Closure of Manufacturing Establishments” for Biralpur Unit and Gurgaon Unit from 30th July, 2021 and 1st September, 2022 respectively. Whilst major portion

of the plant and machinery have been disposed off in the last two years, the Company is in the process of disposing off the balance items as well and expects to complete the process by March, 2025. The assets of the Unit comprising Plant & Machineries are presented within total assets of the "Other Segment Assets” under Segment Reporting.

Non recurring fair value measurements

The fair value of the Plant & Machineries, classified as held for sale, was determined using the sales comparison approach. This is level 2 measurement as per the fair value hierarchy set out in accounting policies related to fair value measurement. The key inputs under this approach are price of the similar Plant & Machineries at the same location, condition and age.

20.4 Reconciliation of the number of shares at the beginning and at the end of the year

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

20.5 Terms/ Rights attached to Equity Shares :

The Company has only one class of issued shares i.e., Ordinary Shares having par value of ? 10 per share. Each holder of the Ordinary Shares is entitled to one vote per share and equal right for dividend. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the ordinary shareholders are eligible to receive the remaining assets of the Company after payment of all preferential amounts, in proportion to their shareholding.

20.6 Shareholding Pattern in respect of Holding or Ultimate Holding Company The Company does not have any Holding Company or Ultimate Holding Company.

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

20.10 The Company has neither allotted any equity shares against consideration other than cash nor has issued any bonus shares nor has bought back any shares during the period of five years preceding the date at which the Balance Sheet is prepared.

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

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

21 OTHER EQUITY (Refer Statement of Change in Equity)

The Description of the nature and purpose of each reserve within equity is as follows:

21.1 Capital Reserve: Capital reserve are mainly the reserve created during business combination for the gain on bargain purchase.

21.2 Debenture Redemption Reserve (DRR): The Company has issued redeemable non-convertible debentures. Accordingly, the Companies (Share Capital and Debentures) Rules, 2014 (as amended), requires the Company to create DRR out of profits of the Company available for payment of dividend. DRR is required to be created for an amount which is equal to 25% of the value of debentures issued. However, this requirement is no more applicable as per the amendment in the Companies (Share capital and Debentures) Rules, 2014. Accordingly, the Company has not made any new addition in the said reserve and accounted the reversal of outstanding reserve linked to payment of specific non-convertible debentures.

21.3 General Reserve: General reserve is created out of retained earnings for appropriation purposes.

21.4 Retained Earnings: Retained earnings represents the undistributed profit of the Company.

21.5 Debt Instrument through Other Comprehensive Income: This reserve is created on account of fair valuation of selected debt instruments and will be transferred to statement of profit and loss on liquidation of respective instruments.

21.6 Effective Portion of Cashflow Hedges: The Company has designated certain hedging instruments as cash flow hedges and any effective portion of cashflow hedge is maintained in the said reserve. In case the hedging becomes ineffective or instruments settled, the amount will be transferred to the statement of profit and loss.

21.7 Equity Instrument through Other Comprehensive Income: This reserve is created on account of fair valuation of equity instruments other than investments in subsidiaries. This will be directly transferred to retained earnings on disposal of respective equity instruments.

21.8 Revaluation Surplus: Revaluation surplus arises on account of fair valuation of freehold land. This will be directly transferred to retained earnings at the time of sale/disposal/transfer (if any) of the respective portion of freehold land.

g) Rupee Loan from Bank is repayable as under:-

Term Loan ? 196 Crores (3 months T-Bill 140 bps)

? 70.00 Crores repayable in 8 equal quarterly installments from June 2024 to March 2026.

? 84.00 Crores repayable in 8 equal quarterly installments from June 2026 to March 2028.

? 42.00 Crores repayable in 2 equal quarterly installments from June 2028 to September 2028.

The above loans (e) (i), (e) (ii), (f) and (g) are secured by first charge on the movable and immovable Property, Plant and Equipment & Intangible Assets of the Company's Cement Division, ranking pari-passu with debenture holders and other lender banks. Non-Convertible Debentures referred in (e) (iii) is secured by first pari passu charge on freehold land belongs to Company's unit Soorah Jute Mills situated at Narkeldanga, Kolkata.

h) Rupee Loan from Bank is repayable as under:-

Term Loan ? 41.66 Crores, (3 months T-Bill 140 bps)

? 16.64 Crores repayable in 4 equal quarterly installments from June 2024 to March, 2025.

? 25.02 Crores repayable in 6 equal quarterly installments from June 2025 to September, 2026.

The loan is secured by first charge on the movable and immovable Property, Plant and Equipment & Intangible Assets of the Company's Jute Division and land situated at Birlapur and Narkeldanga, ranking pari-passu with debenture holders.

i) Rupee Loans from Other is repayable as under:-

Interest free Term Loans ? 46.35 Crores from Pradeshiya Industrial & Investment Corporation of U.P. Ltd.

? 46.35 Crores includes, ? 2.82 Crores repayable in January 2025, ? 2.42 Crores repayable in March 2025, ? 6.67 Crores repayable in May 2025, ? 9.08 Crores repayable in March 2028, ? 12.02 Crores repayable in March 2029, ? 9.90 Crores repayable in June 2030, ? 2.34 Crores repayable in July 2030 and ? 1.10 Crores repayable in February 2031.

The loans are secured by Bank Guarantees.

22.2 The borrowings obtained by the Company from banks and proceedings from issue of Non-Convertible Debentures have been applied for the purpose for which such borrowings were taken and Non-Convertible Debentures were issued.

27.1 The Company has been sanctioned working capital facilities (fund and non-fund based) from various Banks, secured by way of first pari passu charge on hypothecation of Company's Current Assets viz. Raw Materials, Stock-in-Trade, Consumable Stores and Books Debts, both present & future and further secured by way of second charge on pari-passu basis on movable and immovable Property, Plant and Equipment and Intangible Assets of the Company's Cement Division. In addition to this, the Company has also availed unsecured working capital facilities from various banks.

27.2 The Company has filed quarterly returns or statements with the banks in lieu of the sanctioned working capital facilities, which are in agreement with the books of account.

27.3 There are no charges or satisfaction which are yet to be registered with the Registrar of Companies beyond the statutory period.

27.4 The Company has not been declared as a Wilful Defaulter by any bank or financial institution or other lender.

38.1 Representing reversal of land tax provision pertaining to earlier years on the basis of exemption notification of Government of Rajasthan dated 8th February, 2024 exempting land tax payable on all classes of land.

38.2 Representing incentive income of earlier years sanctioned to the Company under Rajasthan Investment Promotion Scheme -2010 based on the amendment order received in current year for extending the validity of the scheme.

38.3 Representing provision for employee benefits expense made on account of increasing the retirement age of superannuation from the existing 58 years to 60 years prescribed by the Government of Madhya Pradesh vide clause 14-A of Annexure appended to Madhya Pradesh Industrial Employment (Standing Orders) Rules, 1963. The Company has challenged the validity of the above provision and the matter is currently sub judice. However, as a matter of prudence, provision has been made on this account.

38.4 On account of penalty levied by the Office of the Collector (Mining) Satna, Madhya Pradesh vide order dated 9th October, 2023 for excess production of limestone from captive mining during the years 2000-01 to 2006-07 without obtaining environment clearance, which was not taken due to ambiguity in the provision of EIA Notification 1994 and was clarified only subsequently by the principles laid down by the Hon'ble Supreme Court in the judgement of Common Cause vs Union of India dated 2nd August 2017.

38.5 Representing electricity charges pertaining to earlier years on account of increase in power tariff notified by the authorities in the previous year.

39.2 The Government of India, on 20th September 2019, vide the Taxation Laws (Amendment) Ordinance 2019, inserted a new Section 115BAA in the Income Tax Act, 1961, which provides an option to a corporate for paying Income Tax at reduced rates as per the provisions/ conditions defined in the said section. The Company is continuing to provide for income tax at old rates, based on the available outstanding MAT credit entitlement and various exemptions and deductions available to the Company under the Income Tax Act, 1961. However, the Company has applied the lower income tax rates on the deferred tax assets / liabilities to the extent these are expected to be realised or settled in the future period when the Company would be subjected to lower tax rate and accordingly as on 31st March, 2024 and 31st March, 2023 the Company has created / (reversed) deferred tax liability of ? 6.24 Crores and ? 5.70 Crores respectively. Applicable Indian Statutory Income Tax Rate for both the Fiscal Years 2024 and 2023 is 34.944%.

39.3 There is no income or transaction which has not been disclosed or recorded in the books of accounts which has been surrendered or disclosed as income in the tax assessment during the year 31st March, 2024 and 31st March, 2023.

(a) For A.Y. 2000-01 to 2006-07, Company has claimed the Sales Tax Subsidy amounting to Rs. 68.80 Crores as exempted income being capital in nature. Though the Assessing Officer rejected the claim, the Company had obtained favourable decisions from the CIT(A) and the Income Tax Appellate Tribunal (ITAT). However, on further appeal by the Income Tax Department before the Hon'ble High Court of Calcutta, the double bench of Hon'ble High Court of Calcutta vide order dated 18th December, 2023 held that sales tax subsidy to be revenue in nature. The estimated impact of income tax on account of the above matter is ? 24.06 Crores. Pending receipt of appeal effect of the Order, consequential interest is not presently ascertainable. Considering the merits of the case, the Company has filed a special leave petition before the Hon'ble Supreme Court, which was admitted on 8th April, 2024. The Company has been legally advised that its claim, the Sales Tax Subsidy is capital in nature and hence the Company does not foresee any probable outflow in the said matter. Accordingly, no adjustment is considered necessary at this stage.

41.2 The Company is subject to electricity tariff notified by the relevant authorities. As there is substantial time lag in notifying such changes, the difference, if any, is accounted for at the time of notification of changes in tariff.

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

41.4 The Company has provided corporate guarantee in the nature of financial guarantee to the lenders of one of its wholly owned subsidiary amounting to ? NIL (Previous Year ? 24.53 Crores) against the long term loans availed by the Subsidiary. As on the Balance Sheet date, the balance of such loans outstanding is ? NIL (Previous Year ? 24.53 Crores).

41.5 Other Contingent Liabilities

(? in Crores)

Sl. No.

Particulars

As at

31st March, 2024

As at

31st March, 2023

41.5.1

Bills discounted with Banks remaining outstanding

0.99

3.26

41.5.2

Customs Duty including interest thereon, which may have to be paid on account of nonfulfillment of Export Obligation under EPCG and Advance License Scheme

0.34

0.25

42 DIVIDEND

The Board of Directors at its meeting held on 4th May, 2024 have recommended a payment of final dividend of ? 10.00 per equity share of face value of ? 10 each for the financial year ended 31st March, 2024. The same amounts to ? 77.01 Crores.

The above is subject to approval at the ensuing Annual General Meeting of the Company and hence is not recognized as a liability.

43 COMMITMENTS

Capital Commitments

Particulars

As at

As at

31st March, 2024

31st March, 2023

Estimated amount of contracts remaining to be executed on Capital Account (Net of Advances) and not provided for

112.99

125.02

The above information has been determined to the extent such parties have been identified on the basis of information available with the Company and the same has been relied upon by the auditor.

46 LEASES

46.1 As Lessee

46.1.1 The Company's significant leasing arrangements are in respect of leases for premises (residential, manufacturing facilities, office, stores, godown, etc.) and Plant and Machinery. These leasing arrangements which are cancellable ranging between 11 months and 99 years generally, or longer, and are usually renewable by mutual consent on mutually agreeable terms.

46.1.2 The following is the summary of practical expedients used for lease accounting:

(a) Applied a single discount rate to a portfolio of leases of similar assets in similar economic environment with a similar end date.

(b) Applied the exemption not to recognize right of use assets and liabilities for leases with less than 12 months of lease term and low value of assets.

(c) Used hindsight in determining the lease term whether the contract contained options to extend or terminate the lease.

46.1.8 The weighted average incremental borrowing rate applied to lease liabilities for leasehold land is 8.00% and for plant and machinery is 7.78%, 7.85% and 11.77%.

46.1.9 The Company does not face a significant liquidity risk with regards to its lease liabilities as the current assets are sufficient to meet the obligations related to lease liabilities as and when the fall due.

46.2 As Lessor

46.2.1 The Company leased out its investment property on operating lease basis on cancellable basis. Rental income earned and direct operating expenses incurred on property letting on lease has been disclosed in Note No 6.

48.2 Defined Benefit Plan:

The following are the types of defined benefit plans:

48.2.1 Gratuity Plan

Every employee who has completed five years or more of service is entitled to gratuity on terms not less favourable than the provisions of the Payment of Gratuity Act, 1972. The present value of defined obligation and related current cost are measured using the Projected Unit Credit Method with actuarial valuation being carried out at Balance Sheet date.

48.2.2 Pension Plan

Pension is payable to certain categories of employees who are eligible under the Company's Pension Scheme.

48.2.3 Provident Fund

Provident Fund (other than government administered) as per the provisions of the Employees Provident Funds and Miscellaneous Provisions Act, 1952

48.2.4 Risk Exposure Defined Benefit Plans

Defined benefit plans expose the Company to actuarial risks such as Interest Rate Risk, Salary Risk and Demographic Risk.

a) Interest rate risk: The defined benefit obligation calculated uses a discount rate based on government bonds. If the bond yield falls, the defined benefit obligation will tend to increase.

b) Salary risk: Higher than expected increases in salary will increase the defined benefit obligation.

c) Demographic risk: This is the risk of variability of results due to unsystematic nature of decrements that includes mortality, withdrawal, disability and retirement. The effect of these decrements on the defined benefits obligations is not straight forward and depends on the combination of salary increase, discount rate and vesting criteria. It is important not to overstate withdrawals because in the financial analysis the retirement benefit of the short career employee typically costs less per year as compared to a long service employee.

The Gratuity Scheme is invested in a Group Gratuity-cum-Life Assurance Cash accumulation policy offered by Life Insurance Corporation (LIC) of India, Cap Assure Group Gratuity Scheme offered by SBI Life Insurance Co. Limited, HDFC Life Group variable employee benefit plan offered by HDFC Standard Life Insurance Company Limited, IndiaFirst New Corporate Benefit plan for gratuity offered by IndiaFirst Life Insurance Company Limited, Bajaj Allianz Group Employee Care plan offered by Bajaj Allianz Life Insurance Company Limited, ICICI Pru Group Unit Linked Employee Benefit Plan offered by ICICI Prudential Life Insurance Company Limited and Kotak Secure Return Employee Benefit Plan offered by Kotak Mahindra Life Insurance Limited. The information on the allocation of the fund into major asset classes and expected return on each major class are not readily available.

48.2.11 Asset-Liability Matching Strategy

The Company's investment is in Cash Accumulation Plan/Traditional Plan/ULIP of various Insurance Companies, the investments are being managed by these Insurance Companies and at the year end interest is being credited to the fund value. The Company has not changed the process used to manage its risk from previous periods. The Company's investments are fully secured and would be sufficient to cover its obligations.

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.

48.2.18Provident Fund

Provident fund for certain eligible employees is managed by the Company through the various Provident Fund Trusts, namely ”M P Birla Group Provident Fund Institution”, ”Satna Cement Works Employees' Provident Fund Trust”, ”Birla Cement Works Staff Provident Fund Trust” ”Birla Jute Mills Workers' Provident Fund Trust” "Soorah Jute Mills Employees' Provident Fund Trust” "Durgapur Cement Works Employees' Provident Fund Trust” and ”Birla Industries Provident Fund”, in line with the Provident Fund and Miscellaneous Provisions Act, 1952. The plan guarantees interest at the rate notified by the Provident Fund Authorities. The contribution by the employer and employee together with the interest accumulated thereon are payable to employees at the time of their separation from the Company or retirement, whichever is earlier. The benefits vest immediately on rendering of the services by the employee.

The Company has an obligation to fund any shortfall on the yield of the trust's investments over the administered interest rates on an annual basis. These administered rates are determined annually predominantly considering the social rather than economic factors and in most cases the actual return earned by the Trust has been higher in the past years. The actuary has provided a valuation for provident fund liabilities on the basis of guidance issued by Actuarial Society of India and based on the below provided assumptions there is no shortfall in current year and previous year.

50 The Board of Directors of the Company at its meeting held on 25th July, 2013 had approved the Scheme of Amalgamation to amalgamate Talavadi Cements Limited, a 98.01% subsidiary company, with the Company with an appointed date of 1st April, 2013. The Scheme is pending for approval of the National Company Law Tribunal, Kolkata.

51 The Ministry of Coal had allocated Bikram and Brahampuri Coal Blocks in the state of Madhya Pradesh through E-Auction process vide CMDPA (Coal Mine Development and Production Agreement) dated 18th December, 2019 and Vesting Order dated 10th February, 2020. Further, Ministry of Coal

also allocated Markibaraka Coal Block in the State of Madhya Pradesh vide CMDPA (Coal Mine Development and Production Agreement) dated 17th October 2022 and Vesting Order dated 17th January, 2023. The Company is in process to develop these blocks for extraction of Coal. Till 31st March 2024 and 31st March 2023, Company has spent ? 98.82 Crores and ? 40.02 Crores respectively and shown under Capital Work-In-Progress.

52.1 As a policy, the Company annually assesses the impairment of property plant and equipment (PPE) and other non-current assets by comparing the carrying value of PPE and other non-current assets with its fair value. In case the fair value is less than the carrying value an impairment charge is created. Management has concluded that there is no impairment of PPE and other assets during the current year and in previous year.

52.2 Certain Trade Receivables, Loans & Advances and Trade Payables 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.

53.1 The Company's Unit Soorah Jute Mills is under Suspension of Operations since 29th March, 2004.

53.2 The Company's Unit Birla Vinoleum and Auto Trim Division at Birlapur, are under Suspension of Operations since 18th February, 2014. Further, the Board has also passed resolutions and declared "Closure of Manufacturing Establishments” for Biralpur Unit and Gurgaon Unit of Auto Trim Division from 30th July, 2021 and 1st September, 2022 respectively.

53.3 In the mining matter of Company's unit Chanderia, the Hon'ble Supreme Court vide its Order dated 12th January, 2024 inter alia directed that a radius of five kilometers from the compound wall of the Fort shall not be subjected to mining by blasting or use of explosives for mining of any minerals. However, the manual/mechanical mining operations permitted within a radius of five kilometers are allowed to be continued. The Hon'ble Supreme Court further directed to the Chairman of the Indian Institute of Technology (Indian School of Mines), Dhanbad, Jharkhand [IIT (ISM)-Dhanbad] to constitute a team of multi-disciplinary experts, within two weeks from the receipt of a copy of the Order to undertake the study of environmental pollution and impact on all structures in the Chittorgarh Fort from the blasting operations beyond a five kilometer radius. The study was directed to be carried out for four months and the blasting activities was allowed to be undertaken during the study period. Expenses for carrying out the study are to be defrayed by the Company. The team of multi-disciplinary experts has been constituted and the study as directed by the Hon'ble Court has commenced w.e.f.16th March, 2024.

54 FAIR VALUE MEASUREMENT:

The fair value of the financial assets and liabilities are included at the amount 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.

54.1 The following methods and assumptions were used to estimate the fair values:

54.1.1 The equity shares, bonds, non-convertible debentures and government securities being listed, the fair value has been taken at the market rates of the same as on the reporting dates. They are classified as Level 1 fair values in fair value hierarchy. Fair value of mutual funds are based on net assets value as on the reporting dates and classified as Level 1 fair values in fair value hierarchy. Fair value of investments in unquoted equity instruments are based on the Net Assets Book Value of the investee companies and same is classified as Level 3 fair values in fair value hierarchy.

54.1.2 The fair values of non-current borrowings are based on the discounted cash flows using a current borrowing rate. Debentures are classified as Level 3 fair values in the fair value hierarchy due to the inclusion of unobservable inputs including own credit risks, which was assessed as on the balance sheet date to be insignificant.

54.1.3 The management has assessed that the fair values of cash and cash equivalents, other bank balances, trade receivables, other current financial assets (except derivative financial instruments), trade payables, short term borrowings and other current financial liabilities (except derivative financial instruments) approximates their carrying amounts largely due to the short-term maturities of these instruments. The management has assessed that the fair value of floating rate instruments approximates their carrying value.

54.2 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 Standalone 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 the 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.

54.4 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.

55 FINANCIAL RISK MANAGEMENT

The Company has a Risk Management Policy which covers risk associated with the financial assets and liabilities. The Risk Management Policy is approved by the Board of Directors. The different types of risk impacting the fair value of financial instruments are as below:

55.1 Credit Risk

The credit risk is the risk of financial loss arising from counter party failing to discharge an obligation. The Company is exposed to credit risk from its operating activities (primarily trade receivables and subsidies/incentive receivables) and from its financing activities, including deposits placed with banks and financial institutions and other financial instruments.

55.1.2 Subsidies/ incentive receivable

a) The Company is entitled to receive incentive in the form of Industrial Promotional Assistance (IPA) under the West Bengal Incentive Scheme, 2000 for a period of 10 years with effect from FY 2005-06 in relation to the cement manufacturing unit- Durga Hi-Tech Cement ("DHTC”) located at Durgapur. The Company has received eligibility certificate No. INC-2000/EC-386 (B) dated 30th August, 2005, from the Government of West Bengal confirming the eligibility of claim of incentive. The outstanding claim balance as on 31st March, 2024 is ? 138.58 Crores (after netting of provision made for processing fees of ? 3.53 Crores).

Aggrieved by the indefinite delay by the Government of West Bengal in disbursal of the funds, the Company filed a writ petition dated 22nd September, 2017 before Hon'ble High Court of Calcutta. The Hon'ble High Court by way of Order dated 22nd September, 2022 directed the concerned departments of the State Government to dispose of the representation made by the Company within six weeks from the date of the Order. Despite the direction of the Hon'ble High Court, the concerned departments of the State Government failed to comply with the Order and hence, the Company filed a contempt petition on 13th January, 2023 before the Hon'ble High Court of Calcutta. The Hon'ble High Court vide order dated 9th April, 2024 has allowed the petition in favour of the Company with direction to the State Government to pay the amount of IPA of ? 55.66 Crores already sanctioned to the Company within four weeks from the date of the order and also direct the department to verify and disburse the balance claim of the Company as expeditiously as possible but positively within a period of four weeks from the date of the order.

b) The Company is entitled to receive incentive in the form of Industrial Promotional Assistance (IPA) under the West Bengal State Support for Industries, Scheme, 2008 for a period of 8 years with effect from FY 2012-13 in relation to the cement manufacturing unit- Durgapur Cement Works (DCW) located at Durgapur. The Company had received from the Government of West Bengal the eligibility certificate No. DI/2008/151(B) [39/334/Burdwan (Durgapur)/ 72(2)/1971]/Pt-II dated 1st March, 2013, confirming the eligibility of claim for incentive. In accordance with the eligibility certificate and provisions of the Scheme, the total incentive accrued to the company under scheme is ? 28.58 Crores (after netting of provision made for processing fees of ? 0.73 Crore) which is still pending for realisation.

Based on the Company's internal assessment and legal advice, the Company is confident about the ultimate realisation of the dues from the State Government. However, as a matter of abundant caution based on its assessment of the expected time for recovery of the incentive, a provision of ? 47.84 Crores (? 15.22 crores in current year and ? 32.62 crores in earlier years) has been made on account of time value of money based on the expected credit loss method.

55.2 Liquidity Risk

The Company determines its liquidity requirement in the short, medium and long term. This is done by drawings up cash forecast for short term and long term needs.

The Company manages its liquidity risk in a manner so as to meet its normal financial obligations without any significant delay or stress. Such risk is managed through ensuring operational cash flow while at the same time maintaining adequate cash and cash equivalents position. The management has arranged for diversified funding sources and adopted a policy of managing assets with liquidity monitoring future cash flow and liquidity on a regular basis. Surplus funds not immediately required are invested in certain mutual funds, bonds, NCDs and fixed deposit which provide flexibility to liquidate. Besides, it generally has certain undrawn credit facilities which can be assessed as and when required; such credit facilities are reviewed at regular basis.

* Trade & Security Deposits classified under more than 5 years maturity pertain to ” Dealer Trade Deposit ” which are refundable only after surrender of dealership and subject to clearance of outstanding dues.

c) The amounts are gross and undiscounted (except for lease liability) and exclude the impact of netting agreements (if any). The future cash flows on derivative instruments may be different from the amount in the above tables as exchange rates change. Except for these financial liabilities, it is not expected that cash flows included in the maturity analysis could occur significantly earlier, or at significantly different amounts. When the amount payable is not fixed, the amount disclosed has been determined with reference to conditions existing at the reporting date.

55.3 Market Risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises four type of risks: Commodity Price Risk, Foreign Currency Risk, Interest Rate Risk and Other Price Risk.

55.3.1 Commodity Price Risk

The Company primarily imports coal, pet coke, gypsum and raw jute. It is exposed to commodity price risk arising out of movement in prices of such commodities. Such risks are monitored by tracking of the prices and are managed by entering into fixed price contracts, where considered necessary.

The Company has Foreign Currency Exchange Risk on imports of input materials, capital equipments and also borrows funds in foreign currency for its business. The Company evaluates the impact of foreign exchange rate fluctuations by assessing its exposure to exchange rate risks. Certain transactions of the Company act as a natural hedge as a portion of both assets and liabilities are denominated in similar foreign currencies. For the remaining exposure to foreign exchange risk, the Company adopts a policy of selective hedging based on risk perception of the management using derivative, wherever required, to mitigate or eliminate the risk.

b) The Company uses Cross Currency Swaps to hedge foreign exchange rate and Interest rate of External Commercial Borrowings of SGD 1.67 Crores (Previous Year: SGD 2.30 Crores).

c) Sensitivity Analysis

The Analysis is based on assumption that the increase/decrease in foreign currency by 5% with all other variables held constant, on the unhedged foreign currency exposure. The following table demonstrates the sensitivity in the USD, EUR and GBP to the Indian Rupee with all other variables held constant.

55.3.3 Interest Rate Risk

The Company is exposed to risk due to interest rate fluctuation on long term borrowings. Such borrowings are based on fixed as well as floating interest rate. Interest rate risk is determined by current market interest rates, projected debt servicing capability and view on future interest rate. Such interest rate risk is actively evaluated and is managed through portfolio diversification and exercise of prepayment/refinancing options where considered necessary.

The Company is also exposed to interest rate risk on surplus funds parked in fixed deposits and investments viz. mutual funds, bonds. To manage such risks, such investments are done mainly for short durations, in line with the expected business requirements for such funds.

55.3.4 Other Price Risk

The Company's exposure to equity securities price risk arises 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 and loss. Having regard to the nature of securities, intrinsic worth, intent and long term nature of securities held by the Company, fluctuation in their prices are considered acceptable and do not warrant any management.

55.4 Hedge Accounting - Cash Flow Hedges

The objective of cross currency swap and interest rate swaps is to hedge the cash flows of the foreign currency denominated debt related to variation in foreign currency exchange rates and interest rates. The hedge provides for exchange of notional amount at agreed exchange rate of principle at each repayment date and conversion of variable interest rate into fixed interest rate as per notional amount at agreed exchange rate. The Company is following hedge accounting for cross currency swaps and Interest rate swaps based on qualitative approach. The Company is having risk management objectives and strategies for undertaking these hedge transactions. The Company has maintained adequate documents stating the nature of the hedge and hedge effectiveness test. The Company assesses hedge effectiveness based on following criteria:

i. An economic relationship between the hedged item and the hedging instrument

ii. The effect of credit risk

iii. Assessment of the hedge ratio

The Company designates cross currency swaps and interest rate swaps and some foreign currency forward contracts to hedge its currency and interest risk and generally applies hedge ratio of 1:1.

All these derivatives have been marked to market to reflect their fair value and the fair value differences representing the effective portion of such hedge have been taken to equity.

The Company's objective to manage its Capital is to ensure continuity of business while at the same time provide reasonable returns to its various stakeholders but keep associated costs under control. In order to achieve this, requirement of Capital is reviewed periodically with reference to operating and business plans that take into account capital expenditure and strategic Investments. Sourcing of Capital is done through judicious combination of equity/internal accruals and borrowings, both short term and long term. The Company monitors Capital using Gearing Ratio which is Net Debt (total borrowings less current investments, cash and cash equivalents and other bank balances) divided by Total Equity plus Net Debt.

57 GOVERNMENT GRANTS DURING THE YEAR COMPRISING INCENTIVE AND SUBSIDIES INCLUDE:

57.1 Tax incentive for capital investments under various State Investment Promotion Schemes of ? 16.51 Crores (Previous Year ? 3.98 Crores). Out of this ? 8.18 Crores (Previous Year ? Nil) shown as an exceptional item in statement of Profit & Loss.

57.2 Amortisation of the deferred revenue of ? 2.52 Crores (Previous Year ? 1.90 Crores) arising due to difference between the fair value & nominal value of interest free loan granted under State Investment Promotion Scheme.

57.3 Amortisation of the deferred revenue of ? 0.16 Crore (Previous Year ? 0.23 Crore) on account of investment in plant & machineries under various State Investment Promotion Schemes.

57.4 Renewable energy certificates for generation of power from solar power plant under Central Electricity Regulatory Commission (Terms and Conditions for Recognition and Issuance of Renewable Energy Certificate for Renewable Energy Generation) Regulations, 2010 of ? 1.22 Crores (Previous Year ? 0.42 Crore).

59.2 Compliance with number of layers of companies:

The Company has complied with the number of layers prescribed under clause 87 of section 2 of the Companies Act, 2013 read with the Companies (Restriction on Number of Layers) Rules, 2017.

59.3 Loans or Advances to Promoters, Directors, KMPs and the related parties

The Company has not given any loan or advance in the nature of loan to promoters, directors, KMPs and the related parties (as defined under the Act), either severally or jointly with any other person during the year ended 31st March, 2024 and the year ended 31st March, 2023 except as disclosed in Note No. 11.

59.4 Utilisation of Borrowed Funds and Share Premium

The Company has not advanced or loaned or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to any other persons or entities including foreign entities (intermediaries) with the understanding that the Intermediaries 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 provided any guarantee, security or the like or on behalf of the Ultimate Beneficiaries.

The Company has not received any fund from any persons or entities, including foreign entities (funding party) with the understanding 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 provided any guarantee, security or the like or on behalf of the Ultimate Beneficiaries.

C) Other Disclosures

The Company's operations predominantly relate to Cement. Other products are Jute Goods and Steel Castings. Accordingly, these business segments comprise the primary basis of segmental information set out in the standalone financial statements.

Inter-segment transfers are based on prevailing market prices except for Iron & Steel Castings which is based on cost plus profit.

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

61.5 Terms and Conditions of transactions with Related Parties:

All Related Party Transactions are net off taxes and duties. The sales to and purchases from related party are made in the normal course of business and on terms equivalent to those that prevail in arm's length transactions. The Loans and Advances as well as Corporate Guarantee issued to related parties are on terms equivalent to those that prevail in arm's length transactions. Outstanding balances at the year end are unsecured and settlement occurs in cash, the Company has recorded the receivable relating to amount due from related parties net of impairment (if any). This assessment is undertaken each financial year through examining the financial position of the related parties and the market in which the related party operates.

62 The Company had investment in AMP Solar Clean Power Private Limited ('AMP') by way of purchase of 2,54,946 fully paid up equity shares having face value of ? 10 each, amounting of ? 0.25 Crore (7.80% holding in AMP) and in 22,945 compulsorily convertible debentures having face value of ? 1000 each, amounting of ? 2.29 Crores under Share Purchase, Subscription and Shareholders Agreement. Further, the Company had entered into a long-term power purchase agreement ('PPA') with the AMP which is engaged in the business of generating and sale of solar power. The PPA has a lock-in period of 15 years wherein the Company (alongwith the subsidiary company) is required to purchase the entire contracted power capacity from the said plant.

The investment in equity shares in AMP together with the Subsidiary Company is 26%. Considering the substance of the transactions, in the opinion of the management, it was not considered as a related party under Ind AS 24/28. Accordingly, the investment in equity shares and compulsorily convertible debentures was recognized at amortised cost under "Deposits” at ? 0.43 Crore as per the provision of Ind AS 109 and the difference between amortised cost and investment value of ? 2.11 Crores was considered for valuation of "Right of Use Assets- Plant and Machinery”

Taking into consideration the terms and conditions of PPA, it was considered that the arrangement in respect of long term power purchase agreement satisfies all the conditions of the lease as per IND AS 116. Consequently, Right of Use Assets and Lease Liabilities were recognized.

63 The Code on Social Security, 2020 which received the President's assent on 28th September 2020 subsumes nine laws relating to Social security, retirement and employee benefits, including the Provident Fund and Gratuity. The effective date of the Code and rules thereunder are yet to be notified. The impact of the changes, if any, will be assessed and recognized post notification of the relevant provisions.

64 Previous year figures have been regrouped/ rearranged/ reclassified wherever necessary. Further, there are no material regroupings/ reclassifications during the year.