Nature of Reserves
1. General Reserve amount transferred /apportioned represents is in accordance with (the Companies Act, 1956) wherein a portion of profit is apportioned to general reserve, before a company can declare dividend.
2. Other Comprehensive Income Reserve represents the balance in equity for item to be accounted in Other Comprehensive Income. OCI is classified into
i) Items that will not be reclassified to profit & loss.
ii) item that will be reclassified to profit & loss.
3. The balance consists of surplus retained from earned profits after payment of dividend and taxes thereon.
4. Actuarial Gain and losses for defined plans are recognized through OCI in the period in which they occur. Re-measurement are not reclassified to profit or loss in subsequent periods.
5. Balance of Security Premium Reserve consists of premium on issue of shares over its face value. The balance will be utilised for issue of fully paid bonus shares, buy-back of Company's own share as per the provisions of the Companies Act 2013.
Sub Note:
(a) Working Capital Term Loan (Kotak Bank) of '322.35 Lakhs @ 9.25 % p.a.(RPRR 2.75%) payable by February, 2027. The loan is secured against the primary security having first charge on current assets (Present and future) and having Collateral Security on Plot No.23, Shubham Enclave, C-Scheme, Jaipur.
Personal guarantee given by Mr. Om Prakash Maheshwari and Mr. Pramod Maheshwari
(b) Working Capital Term Loan (Kotak Bank) of '345.08 Lakhs @ 9.25 % p.a.(RPRR 2.75%) payable by February, 2029. The loan is secured against the primary security having first charge on current assets (Present and future) and having Collateral Security on Plot No.23, Shubham Enclave, C-Scheme, Jaipur.
Personal guarantee given by Mr. Om Prakash Maheshwari and Mr. Pramod Maheshwari.
(c) Term (Auto) Loan (Bank of Baroda) of '10.46 Lakhs @ 9.95 % p.a.(RBI Repo Rate 3.45%) payable by November 2024. The loan is secured against hypothecation of vehicle. Personal guarantee given by Mr. Om Prakash Maheshwari, Mr. Nawal Kishore Maheshwari, Mr. Pramod Maheshwari and Mrs. Neelima Maheshwari.
(d) Term Loan (Indusind Bank) was payable by june 2034. The loan was secured against the Security on Plot No. B-28 & 10-B Scheme, Gopalpura by pass Jaipur. During the Financial Year 2023-24 Term Loan (Indusind Bank) is taken over by ICICI Bank Ltd..
(e) Term Loan (ICICI Bank) of '390.99 Lakhs @ 9.10% p.a. (Repo 2.60) payable by January 2034. The loan is secured against the Security on Plot No. B-28 & 28-A, 10-B Scheme, Gopalpura by pass jaipur. Mr. Pramod Kumar Maheshwari is Co applicant.
@In earlier financial year 2021-22 search was conducted by Senior Intelligence officer, Directorate general of goods and Service Tax Intelligence (DGGI), Jaipur Zonal Unit, Jaipur on 25.04.2022 at CP Tower Road no.1, IPIA, Kota (Rajasthan) and the company has deposited demand of '24.85 lakhs. During the year the case has been finalised by the Department vide letter dated 03.04.2023 wherein it has concluded its search and continued the demand. Accordingly, amount deposited by the Company has been adjusted against the final demand.
(b) Corporate Guarantee of '3500 Lakhs and '1260 Lakhs on behalf of Loan Facilities availed by Career Point University, Kota and Career Point Institute of Skill Development Private Limited. However the loan facilities have been repaid by both the borrowers during the year. Post balance sheet date, the Company has receieved NOC from Banker w.r.t loan facility avail of '1260 lakhs by Career Point Institute of Skill Development Private Limited.
39. Estimated amount of contracts remaining to be executed on capital account net of advances is Nil (Previous Year Nil).
40. During the earlier years, the Company has received principal amount of 1st instalment of '216.90 lakhs from Rajasthan Skill and Livelihoods Development Corporation (RSLDC} for the Deen-Dayal Upadhyaya Grameen Kaushalya Yojana (DDU-GKY) project, against which the Company had incurred '371.75 lakhs and Issued bank guarantee of '54.22 lakhs in terms of the agreement signed with RSLDC. During the year ended 31st March 2022, RSLDC has invoked bank guarantee of '54.22 lakhs and has also demanded refund amounting to '334.76 lakhs (Including interest of '117.36 lakhs) on termination of the above stated project. The Company has pursued the invocation of Bank Guarantee and other receivable of '213.41 lakhs (including '159.19 lakhs receivable) from RSLDC, before the Hon'ble Rajasthan High Court, Jaipur and the Rajasthan State Commercial Court under section 9 of Arbitration & Conciliation Act, 1996. The Hon'ble Rajasthan High Court, Jaipur Bench has appointed the sole arbitrator in the matter. The Company has submitted its application before the Hon'ble Arbitrator. After submission of statement of defence by RSLDC, evidence and arguments, arbitral judge will pronounce the judgement. Based on Its assessment of the merits of the case, the management is of the view that it has a creditable case in its favour and the aforesaid receivable balances are good and fully recoverable and hence, no adjustment is required as demanded by the RSLDC at this stage.
41. In accordance with the provision of section 135 of the Act, Board of Directors of the Company had constituted a Corporate Social Responsibility (CSR) Committee, in terms, with the provisions of the said Act, the Company was to spend a sum of '34.42 Lakhs and '28.79 Lakhs towards CSR activities during the year ended 31st March 2024 and 31st March 2023 respectively. During the year, Company has contributed the following sums towards CSR initiatives.
46. SEGMENT REPORTING
In accordance with IND AS 108, Operating Segments, segment information has been provided in the consolidated financial statements of the Company and therefore no separate disclosure on segment information is given in these standalone financial statements.
The information relating to revenue from external customers, location of non current assets of its reportable segments has been disclosed as follows:
(a) Revenue from operation :-
(i) Within India -Rs 6,261 Lakhs(PY. Rs.5,189.89 Lakhs)
(ii) Outside India-Rs. Rs Nil(P.Y. Nil)
(b) All Non current Assets of the company are located in india.
Information about major customer:
The Company has two customer whose revenue represents 44.99%(31 March 2023: two customer whose revenue Represents 43.7%) of the Company's total revenue.
47. The annual GST return (Form 9 and 9C) for the year ended 31st, March, 2024 is pending for the filling as competent authority, The company is in process of reconciling the date of GSTR-2A with GSTR-3B. In the view of management on final reconciliation, the impact will not be material.
48. (a) The Board of Directors of the Company in their meeting held on 14th February 2023, has approved a composite scheme of arrangement (‘Scheme') under section 230 to 232, read with section 66 and other applicable provisions of the Companies Act, 2013 and the provisions of other applicable laws, amongst Srajan Capital Limited (Transferor Company), Career Point Limited (CPL) (Transferee Company/Demerged Company) and Career Point Edutech Limited (Resulting Company) and their respective shareholders. The Scheme provides for (i) demerger of education business (‘Demerged Undertaking') from Career Point Limited to Career Point Edutech Limited (Resulting Company); and (ii) merger of Srajan Capital Limited (Transferor Company) with Career Point Limited (Transferee Company). The appointed date for the purpose of giving Scheme effect is 1st April 2023. Hon'ble NCLT Chandigarh has issued second motion order dated 21st March 2024 with the direction of publication of notice of hearing date in newspapers and the Company has complied with the direction. The Scheme would become effective after receipt of all requisite approvals as mentioned in the Scheme and accordingly, no effect of the Scheme has been given in the financial statements for the year ended 31st March 2024.
(b) With the necessary approvals of the shareholders and the Registrar of Companies, Jaipur, the Company had altered its object clause of the Memorandum of Association w.e.f. 10th September 2021 to include activities related with NBFC which interalia includes the business activities of holding and investment / finance and accordingly income from investment/finance business have been included in Revenue from operations. The Company had also applied for NBFI Registration with Reserve Bank of India (RBI), for which approval is awaited.
49. (a) During the year the Company has given a loan of '32,609.18 Lakhs (Previous Year '27,153.46 Lakhs) and balance outstanding at the year end is '23,631.28 Lakhs (Previous Year '17,523.74 Lakhs) at the rate of 10.50% per annum to M/s Srajan Capital Limited ('SCL'), a wholly owned NBFC Subsidiary for Business activity. The interest has been charged at the rate not less than Bank rate declared by Reserve Bank of India (RBI). Furthermore Management is also of the opinion that the given loan is in compliance of section 185 and section 186 under Companies Act, 2013. Investment in SCL is '2,663 lakhs.
(b) As at 31st March 2024, the Company's total exposure in its subsidiary company M/s Srajan Capital Limited (SCL) is '26,294.28 lakhs (Investment '2,663 lakhs and Unsecured Loan '23,631.28 lakhs). SCL has degraded (sub-standard and doubtful) its loans and advances to various parties as on 31st March 2024 amounting to '782.63 lakhs (net of provision of '4,567.28 lakhs, including loan to related party of '4,397.33 lakhs, fully provided for) as at 31st March 2023 '721.44 lakhs (net of provision of '4,507.38 lakhs, including loan to related party of '4,397.33 lakhs, fully provided for). During the financial year ended 31st March 2024, the related party has made payment of '756.67 lakhs (Total '1,707.40 lakhs upto 31st March 2024) to SCL against its outstanding dues and interest. Considering the long term nature, the intrinsic value, positive net worth, repayments made by the related party to SCL and future cash flows of the assets of subsidiary company, in the opinion of the management of the company, no provision for diminution in value is necessary at this stage.
(c) During the earlier financial year 2021-2022, a loan of '12,200 lakhs which was repayable on demand was converted into long term loans. The long term loan of '13,000 lakhs will be repaid after four years from FY 2022-2023 in 8 equal installments of '1,625 lakhs in the manner as will be agreed between parties from time to time.
50. Financial risk management objectives and policies
The Company's activities are exposed to a variety of financial risks from its operations. The key financial risks include market risk (including interest rate risk etc.), credit risk and liquidity risk. The company's overall risk management policy seeks to minimize potential adverse effects on company's financial performance.
(A) Market Risk: Market risk is the risk that the fair value of future cash flow of financial instruments will fluctuate because of change in market prices. Market risk comprises mainly of interest rate risk.
(a) Interest rate risk: Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Any change in the interest rates environment may impact future rates of borrowing. The company mitigates this risk by regularly assessing the market scenario, finding appropriate financial instruments, interest rate negotiation with the lenders for ensuring the cost effective method of financing.
(b) Interest Rate Sensitivity: The following table demonstrates the sensitivity to a reasonable possible change in interest rate on financial assets affected. With all other variable held constant, the company's profit before tax is affected through the impact on finance cost with respect to our borrowing as follows:
(c) Price Risk: The Company's exposure to securities price risk arises from investments held in mutual funds and classified in the balance sheet at fair value through profit or loss. To manage its price risk arising from such investments, the company diversifies its portfolio. Quotes (NAV) of these investments are available from the mutual fund houses. As on 31.03.2024, the Company has no investment in mutual funds and hence it has no price risk as on 31.3.2024.
Profit for the year would increase/decrease as a result of gains/losses on these securities classified as at fair value through profit or loss.
(d) Commodity Price risk: The Company is affected by the price volatility of certain commodities. Its operating activities require the purchase of raw material therefore, requires a continuous supply of certain raw materials. To mitigate the commodity price risk, the Company has an approved supplier base to get competitive prices for the commodities and to assess the market to manage the cost without any comprise on quality.
(B) Credit Risk:
Credit risk arises from the possibility that counter party may not be able to settle their obligation as agreed. Credit risk primarily arises from financial assets such as trade receivables, other balance with banks, loans and other receivables.
Trade Receivables:
The maximum exposure to credit risk is primarily from trade receivables (Other than Group Company). The company periodically assesses the credit quality of counter parties, taking into the financial condition, current economic trends, past experiences and other factors.
The company has a well-defined sale policy to minimize its risk or credit defaults. Outstanding receivables are regularly monitored and assessed. Impairment analysis is performed based on historical data at each reporting date on an individual basis.
Financial assets are written off when there is no reasonable expectation of recovery, such as customer failing to engage in a repayment plan with the company.
Deposits with Bank: The deposits with banks constitute mostly the liquid investment of the company and are generally not exposed to credit risk.
(C) Liquidity Risk: Liquidity risk is the risk, where the company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The company's approach to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when due.
51. Capital Risk Management: The Company's policy is to maintain an adequate capital base so as to maintain creditor and market confidence and to sustain future development. Capital includes issued capital, share premium and all other equity reserves attributable to equity holders. The primary objective of the Company's capital management is to maintain an optimal structure so as to maximize the shareholder's value. In order to strengthen the capital base, the company may use appropriate means to enhance or reduce capital, as the case may be.
The above information's regarding Micro, Small and medium Enterprise has been determined to the extent such parties have been identified of information available with the Company and as certified by the management.
53. Fair valuation techniques: The Company maintains policies and procedures to value financial assets or financial liabilities using the best and most relevant data available. The fair values 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.
The following methods and assumptions were used to estimate the fair values:
1) Fair value of cash and deposits, other bank balances, trade receivables, loans, trade payables, and other financial assets and liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.
2) Long-term fixed-rate and variable-rate receivables / borrowings are evaluated by the Company based on parameters such as interest rates, specific country risk factors, credit risk and other risk characteristics. Fair value of variable interest rate borrowings approximates their carrying values. For fixed interest rate borrowing fair value is determined by using the discounted cash flow (DCF) method using discount rate that reflects the issuer's borrowings rate. Risk of non-performance for the company is considered to be insignificant in valuation.
Fair Value Hierarchy
All financial assets and liabilities for which fair value is measured in the financial statements are categorised within the fair value hierarchy, described as follows:
Level 1 - Quoted prices in active markets.
Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable. Level 3 - Inputs that are not based on observable market data.
The following table presents the fair value measurement hierarchy of financial assets and liabilities, which have been measured subsequent to initial recognition at fair value as at 31st March, 2024 & 31st March 2023.
Terms and Conditions of Loan given to related parties:
Loans given by the Company to related parties are unsecured loan of Rs.10,631.28 lakhs is repayable on demand and the borrower agrees to repay the loan as and when demanded by the company. Long Term Loan is of Rs.13,000 lakhs. Further the borrower shall pay interest @ 10.50% on the principal amount of loan outstanding. Interest will be charged on quarterly basis. The borrower undertakes that they will utilize the entire amount of loan for their business activity.
56. Other Information in terms of the amendment in Schedule Ill of the Companies Act vide notification dated 24th March 2021
(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(ii) The Company does not have any transactions with companies struck off.
(iii) The Company have not traded or invested in Crypto currency or Virtual Currency during the financial year
(iv) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.
(v) The Company have not advanced or loaned or invested funds (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries)(read with note no. 55 (c) above wherein company has advanced or loaned or invested in one of the subsidiary company which is registered as NBFC with RBI and whose business is to provide and service loans and provide ancilliary services)
(vi) The Company has not received any fund from any party(s) (Funding Party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Company (“Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries
(vii) 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)
(viii) The company has not been sanctioned working capital limit in excess of 5 crore, in aggregate, at points of time during the year, from bank on the basis of security of current assets.
(ix) The company has utilized the borrowings from banks and financial institutions for the specific purpose for which it was taken during the financial year.
(x) There is no change in opening balance of other equity due to change in any accounting policy and prior period errors
(xi) The Company does not have any charges or satisfaction which is yet to be registered with Registrar of Companies beyond the statutory period.
57. Audit Trial
The Company has used accounting software for maintaining its books of account which have a feature of recording audit trail (edit log) facility and that have operated throughout the financial year for all relevant transactions recorded in the software except that the feature of recording audit trail (edit log) facility was not enabled in the accounting software for the period from 01st April 2023 to 09th April 2023. Further, during the periods where audit trail (edit log) facility was enabled and operated throughout the year for the respective accounting software, we did not come across any instance of the audit trail feature being tampered.
56. Previous year figures have been regrouped/rearranged/recasted wherever consider neccesary to make them comparable with current period.
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