The company has invested in 2,39,360 equity shares of Brij Gopal Construction Company Private Limited @ ?725/- during the year and sold out the investments of Adcon Capital Services Limited (? 184), Advik Capital Limited (? 90.18 Lakhs), Teamo Productions HQ Limited (? 1,260.90 Lakhs), Integra Essentia Limited (? 1,251.64 Lakhs), Hazoor Multi Projects Limited (? 7.80 Lakhs), Industrial Investment Trust Limited (? 9.09 Lakhs), Sindhu Trade Links Limited (? 20.05 Lakhs), Swastik Pipe Limited (? 71.37 Lakhs) and Sunayaana Investment Company Limited (? 238) during the year and booked profit and loss on these investments.
The company has provided loan to Kamlesh Kumar Rathi of ? 20 Lakhs at interest free rate (Kamlesh rathi passed away and amount will be recoverable from its legal heir), to Advik Capital Limited of ? 2470 Lakhs @ 7% p.a.
The company has provided deposit to Unity Buildwell Private limited having balance in books of ? 38.14 Lakhs.
The company has provided loans to the following parties during the year
a) Loan of ? 140 Lakhs was given to AS Confin Private Limited at an interest rate of 9% p.a.
b) Loan of ? 1150 Lakhs was given to Duddu Finance Lease Limited at an interest rate of 9% p.a.
c) Loan of ? 200 Lakhs was given to Kolab Properties Private Limited at an interest rate of 9% p.a. Outstanding balance of AS Confin Private Limited is ? 141.80 Lakhs , Duddu Finance Lease Limited is ? 1162.40 lakhs and of Kolab Properties Private Limited is ? 202.17 Lakhs.
(i) The Company has received proceeds from issuing of 49,88,20,215 equity shares @ ?1/- each on 10 August 2023 and convert 5200 Lakhs warrants into equity shares during the year.
(ii) The company has obtained approval from BSE for allotment of 7,500 Lakhs fully covertible warrant on preferential basis at an issue price of ? 1.32 each (face value of ? 1 /-).During the year ended 31 March 2024, the company has received a sum of ? 7,623 Lakhs through allottment of 5,775 Lakhs share warrant of ? 1.32 each having face value of ? 1/-. Out of 5,775 Lakhs share warrants, 5,200 Lakhs share warrants have been converted into equity shares during the year. The effect of the same has been taken in basic and diluted EPS.
b) Rights, preferences and restrictions attached to shares
The Company has only one class of share referred to as equity shares having a par value of ?1. Each holder of equity shares is entitled to one vote per share. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the company, after distribution of all preferential amounts, in proportion to their shareholding. Apart from this, During the period of five financial years immediately preceeding the Balance Sheet date, the company has not:
(i) allotted any equity shares pursuant to any contract without payment being received in cash; and
(ii) bought back any equity shares.
c) Statement of Deviation
During the Financial year Ended 31 March 2024, The Company has brought right Issue on 10 August 2023, wherein fully paid 49,88,20,215 equity shares of ? 1/- each per share alloted on Rights basis to the eligible shareholders. The company has deployed these funds as per the objects of Right Issue Proceeds from subscription to the Issue of Equity shares under Rights Issue of 2023-24, made during the year ended 31 March 2024 have been utilised in the following manner:
The Proceeds from Right Issues during the year for the purpose of of meeting working capital requirements were utilized in working capital of the Company by payment to outstanding suppliers and advance payment to suppliers for purchase of goods.
During the Financial year Ended 31 March 2024, The Company has converted 5,200 Lakhs warrants into equity shares, wherein fully paid 5,200 Lakhs equity shares of ? 1/- each per share alloted on warrant holders.
The Proceeds from issue of warrants during the year for the purpose of of meeting working capital requirements were utilized in working capital of the Company by payment to outstanding suppliers and advance payment to suppliers for purchase of goods.
Rights, Preferences and Restrictions
The Authorised Share Capital of the Company consists of Equity Shares having nominal value of ' 1/- each. The rights and privileges to equity shareholders are general in nature and allowed under Companies Act, 2013.
The equity shareholders shall have:
(1) a right to vote in shareholders' meeting. On a show of hands, every member present in person shall have one vote and on a poll, the voting rights shall be in proportion to his share of the paid up capital of the Company;
(2) a right to receive dividend in proportion to the amount of capital paid up on the shares held. The shareholders are not entitled to exercise any voting right either in person or through proxy at any meeting of the Company if calls or other sums payable have not been paid on due date. In the event of winding up of the Company, the distribution of available assets/losses to the equity shareholders shall be in proportion to the paid up capital.
Description of nature and purpose of reserve :
a) Security Premium Reserve : The Securities Premium was created on issue of shares at a premium. The reserve is utilised in accordance with the provisions of the Act.
b) Retained Earnings : This represent the amount of accumulated earnings of the Group.
c) The company has obtained approval from BSE for allotment of 7,500 Lakhs fully covertible
warrant on preferential basis at an issue price of ? 1.32 each (face value of ? 1 /-).During the year ended 31 March 2024, the company has received a sum of ? 7,623 Lakhs through allottment of 5,775 Lakhs share warrant of ? 1.32 each having face value of ? 1/- Out of 5,775 Lakhs share warrants, 5,200 Lakhs share warrants have been converted into equity shares during the year.
Utilization of funds
a) Right issue expenses and premium received on warrants has been adjusted against security premium reserve.
b) The company has obtained approval from BSE for allotment of 7,500 Lakhs fully covertible warrant on preferential basis at an issue price of ? 1.32 each (face value of ? 1 /-).During the year ended 31 March 2024, the company has received a sum of ? 7,623 Lakhs through allottment of 5,775 Lakhs share warrant of ? 1.32 each having face value of ? 1/-. Out of 5,775 Lakhs share warrants, 5,200 Lakhs share warrants have been converted into equity shares during the year.
i) All Trade payables are non-interest bearing other than amount payable to MSME.
ii) According to information available with the Management, on the basis of intimation received from suppliers regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 ('MSMED Act'), the Company has amounts due to Micro, Small and Medium Enterprises under the said Note No.40.
iii) The company has obtained confirmations from MSME Creditors with respect to Non Payment of Interest on Amount Payable for more than 15 Days.
Note 30: Contingent Liabilities
There is no contingent liability in current year and previous year.
Note 31: Employee Benefits
Post-employment benefits plans
(a) Defined Contribution Plans -
In respect of the defined contribution plans, an amount of Nil (Previous Year Nil) has been provided in the Profit & Loss account for the year towards employer share of PF contribution.
(b) Defined Benefit Plans -
The Liability in respect of gratuity is determined for current year as per management estimate Nil (previous year Nil as per management estimate) carried out as at Balance Sheet date. Amount recognized in profit and loss account Nil (previous year Nil).
Note 33: As on 31st March 2024, the Company operates in three Primary Segments i.e. Dealing In Shares/ Securties, Entertainment services and Trading Division - Infrastructure for the purpose of IND-AS 108 Segmental reporting.
Operating segments:
a) Trading Division - Infrastructure
b) Engineering Based Services
c) Marketing Based Services
d) Dealing In Shares/Securties Identification of segments:
The chief operational decision maker monitors the operating results of its business segments separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on profit and loss of the segment and is measured consistently with profit or loss in these financial statements. Operating segments have been identified on the basis of the nature of products.
Segment revenue and results
The expenses and income which are not directly attributable to any business segment are shown as unallocable expenditure (net of unallocable income).
The measurement principles of segments are consistent with those used in preparation of these financial statements. There are no inter-segment transfers.
Note 34: Financial risk management
The Company's Board of Directors has overall responsibility for the establishment and oversight of the Company's risk management framework. The Board of Directors has established the Risk Management Committee, which is responsible for developing and monitoring the Company's risk management policies. The Committee reports to the Board of Directors on its activities. The Company's risk management policies are established to identify and analyses the risks faced by the Company, to set appropriate risks limits and controls and to monitor risk and adherence to limits. Risk management policies and systems are reviewed periodically to reflect changes in market conditions and the Company's activities. The Company, through its training, standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations. The audit committee oversees how management monitors compliance with the company's risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The audit committee is assisted in its oversight role by internal audit.
Credit Risk
Credit risk is the risk of financial loss to the company if a customer or counter party to a financial instrument fails to meet its contractual obligations, and arises principally from the company's receivable from customers. Credit risk is managed through credit approvals establishing credit limits and continuously monitoring the creditworthiness of customers to which the company grants credit terms in the normal course of business. The company establishes an allowance for doubtful debts and impairment that represents its estimate of incurred losses in respect of trade receivables and other financial assets.
Liquidity Risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company manages its liquidity risk by ensuring as far as possible, that it will all ways have sufficient liquidity to meets it liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risk to Company's reputation.
Market Risk
Market risk is the risk that changes in market prices- such as foreign exchange rates, interest rates and equity prices- will affect the Company's income or the value of its holdings of financial instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payable and long term debt. We are exposed to market risk primarily related to foreign exchange rate risk. Thus, our exposure to market risk is a function of revenue generating and operating activities in foreign currency. The objective of market risk management is to avoid excessive in our foreign currency revenues and costs. The Company uses derivative to manage market risk.
Note 35: Additional Regulatory Information
(i) Company holds immovable property in the current year
(ii) Company doesn't have investment property to value the property as is based on the valuation by a registered valuer as defined under rule 2 of Companies (Registered Valuers and Valuation) Rules, 2017
(iii) Company doesn't have Property Plant and Equipment to revalue the same (including Right-of Use Assets),based on the valuation by a registered valuer as defined under rule 2 of Companies (Registered Valuers and Valuation) Rules, 2017
(iv) Company doesn't have intangible asset to revalue the same , based on the valuation by a registered valuer as defined under rule 2 of Companies (Registered Valuers and Valuation) Rules, 2017
(v) Company not provided any loans to Promoters, Directors, Key Managerial Persons or related parties. The loans provided to other body corporates are repayble on demand
(vi) Company doesn't have any Capital-Work-in Progress
(vii) Company have intangible assets under developments
(viii) No benami property held by company, No proceedings has been initiated or pending against the company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.
(ix) Company has no borrowings from banks or financial institutions on the basis of security of current assets
(x) Company not declared as wilful defaulter by any bank or financial Institution or other lender
(xi) Company has not done any transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956
(xii) Company has not any charges or satisfaction yet to be registered with ROC beyond the statutory period
(xiii) Section 135 of Companies Act, 2013 relating to CSR Policy is not applicable on the Company
(xiv) Compliance with number of layers of companies is not applicable
(xv) Compliance with approved Scheme(s) of Arrangements, if any: NA
(xvi) During the year company has borrowed loans and the same has been disclosed in the financials.
(xvii) The additional information pursuant to Schedule III to the Companies Act, 2013 are either nil or not applicable.
Note 36 Statement of Management
(a) The current assets, loans and advances are good and recoverable and are approximately of the values, if realized in the ordinary courses of business unless and to the extent if any stated otherwise in the Accounts. Provision for all known liabilities is adequate and not in excess of amount reasonably necessary. There are no contingent liabilities except those stated in the notes.
(b) Balance Sheet, Statement of Profit & Loss and Cash Flow statement read together with the schedules to the accounts and notes thereon, are drawn up so as to disclose the information required under the Companies Act, 2013 as well as give a true and fair view of the statement of affairs of the Company as at the end of the year and results of the Company for the year under review.
The provision applies to the companies having Net Worth of more than Rs. 500 Crores or Turnover more than Rs. 1000 Crores or Net profit more than Rs. 5 Crores in the preceding financial year. The company's Net profit, Turnover & Net Worth of preceding financial year is below the prescribed limit so the amount required to be spent during the year is NIL.
Fair value measurements recognised in the statement of financial position:
The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value is observable.
Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).
The fair value of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to estimate the fair values:
Cash and cash equivalents, Trade receivables, Other current Financial assets, Trade payable and other current Financial liabilities approximate their carrying amounts largely due to the short-term maturities or nature of these instruments.
Note 39: Previous year figures have been regrouped / reclassifed wherever necessary to conform to current year's classification.
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