b) Provisions and contingent liabilities
The Company has ongoing litigations with various regulatory authorities and others. Where an outflow of funds is believed to be probable and a reliable estimate of the outcome of the dispute can be made based on management's assessment of specific circumstances of each dispute and relevant external advice, management provides for its best estimate of the liability.
Where it is management's assessment that the outcome cannot be reliably quantified or is uncertain, the claims are disclosed as contingent liabilities unless the likelihood of an adverse outcome is remote. Such liabilities are disclosed in the notes but are not provided for in the financial statements. Liability for interest, if any, on the amount of entry tax provided in the books but not paid as per stay ordered by the appellate authorities/courts is considered as remote.
When considering the classification of legal or tax cases as probable, possible or remote, there is judgement involved. Management uses in-house and external professionals to make informed decision. These are set out in Note no. 37.
c) Assessment of carrying value of retail business
In view of the continuing operating losses, the Company has reviewed the carrying value of its assets relating to retail business ana estimated the recoverable amount of the assets in accordance with the requirements of Ind AS 36 for which an external professional agency was also engaged. Based on the said assessment, it has been concluded that the recoverable amount of the retail business is higher than its carrying value as at 31 March 2024 and therefore, no impairment was required to be recorded in these financial statements. The Company has determined the recoverable amount applying the fair value less cost to sell ('FVLCS') method, using a level 2 valuation technique for which key inputs centred around the forecasted revenue and market multiple. (Also Refer Note No. 50)
(c) Defined benefit plans Gratuity
The Company makes annual contributions to gratuity fund established as a trust, which is a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity as per provisions of the payment of Gratuity Act, 1972 or the Company Scheme, whichever is beneficial.
The plan typically exposes the Company to actuarial risks such as: loss of investment risk, interest rate risk, mortality rate risk and salary rate risk.
Loss of investment risk
The probability or likelihood of occurrence of losses relative to the expected return on any particular investment. Interest rate risk
The plan exposes the Company to the risk of fall in interest rates. A fall in interest rates will result in an increase in the ultimate cost of providing the above benefit and will thus result in an increase in the plan's liability.
Mortality rate risk
The present value of defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants. An increase in the life expectancy of the plan participants will increase the plan's liability.
Salary rate risk
The present value of the defined benefit plan is calculated with the assumption of salary increase rate of plan participants in future. Deviation in the rate of increase of salary in future for plan participants from the rate of increase in salary used to determine the present value of obligation will have a bearing on the plan's liability.
The following tables summarises the components of net benefit expense recognised in the Statement of profit and loss and the funded status and amounts recognised in the balance sheet for defined benefit plan:
43.1 Company as a lessee
The Company has lease contracts for various items of land, offices, warehouses, retail stores, store equipment and vehicles used in its operations. Leases of land have a term ranging from 45 to 99 years, offices, warehouses and stores have lease terms between 2 and 18 years, store equipment have a lease terms of 5 years, while motor vehicles generally have lease terms between 3 and 5 years. There are several lease contracts that include extension and termination options and variable lease payments, which are further discussed.
The Company also has certain leases of warehouses of 12 months or less. The Company applies the 'short-term lease' recognition exemptions for these leases.
Set out below are the carrying amounts of right-of-use assets recognised and the movements during the period:
43.2 Company as a lessor
The Company has let out and sub-let part of its owned and rented office premises under lease arrangements which are cancellable in nature but renewable on mutually agreeable terms. These leases have terms ranging between 11 months to 3 years. Rental income recognised by the Company during the year is Rs. 454.14 Lacs (Previous Year Rs. 456.09 Lacs). The carrying value of the said assets is not material.
44. Financial instruments and risk management 44.1. Fair value measurements
The fair value of financial assets and liabilities are included at the amount at which the instruments could be exchanged in as current transaction between willing parties, other than in a forced or liquidation sale.
The following methods and assumptions were used to estimate the fair values:
i) The fair value of cash and cash equivalents, trade receivables, trade payables, lease liabilities, security deposits received, bank overdrafts and other current liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments. Other non-current financial assets and liabilities, fair value is calculated using a discounted cash flow model with market assumptions, unless the carrying value is considered to approximate to fair value.
ii) The financial instruments with fixed and variable interest rates are evaluated by the Company based on parameters such as interest rates and individual credit worthiness of the counterparty/ ies. Based on this evaluation, allowances are taken to account for the expected losses of these receivables.
The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by using valuation techniques that are appropriate in the circumstances and for which sufficient data are available.
Level 1: This level of hierarchy includes financial assets that are measured by reference to quoted prices in the active market. This category consists of quoted equity shares and/or debt based mutual fund investments, bonds or debentures.
Level 2: This level hierarchy includes items measured using inputs, other than quoted prices included within level 1, that are observable for such items, directly or indirectly.
Level 3: This level of hierarchy includes items measured using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instruments nor based on available market data. The main items in this category are unquoted equity instruments.
Note for Financial assets
The fair value of the financial assets are determined at the amount that would be received to sell an asset in an orderly transaction between market participants. The following methods and assumptions were used to estimate the fair values:
Investments at FVTPL: Fair value for investments aggregating to Rs. 19366.29 lakhs (previous year Rs.17151.13 lakhs) and Rs.215670.41 lakhs (previous year Rs.203204.46 lakhs) have been determined with reference to the market quoted price of the investments, a level 1 valuation and to the declared NAV, a level 2 valuation respectively.
Financial instruments at amortised cost: Fair value for bonds aggregating to Rs. 12147.85 lakhs (previous year Rs.4954.57 lakhs) is determined with reference to the market quoted price of the investments, a level 1 valuation. For all other financial assets and financial liabilities, the carrying value approximate the fair value due to short term maturity.
44.3. Financial risk management objectives and policies
The Company's financial risk management is an integral part of how to plan and execute its business strategies. The Company's financial risk management policy is set by its Board of Directors.
Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency rates, equity prices and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including investments, deposits and foreign currency receivables, payables, loans and borrowings.
The Company manages market risk through its finance department, which evaluates and exercises independent control over the entire process of market risk management. The finance department recommends risk management objectives and policies, which are approved by Board of Directors. The activities of this department include management of cash resources, implementing hedging strategies for foreign currency exposures, borrowing strategies, and ensuring compliance with market risk limits and policies.
Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest in order to optimize the Company's position with regard to interest income and interest expenses and to manage the interest rate risk, the finance department undertakes the interest rate risk management exercise from time to time.
The Company is not exposed to significant interest rate risk as at the respective reporting dates.
Foreign currency risk
The Company operates internationally and portion of the business is transacted in several currencies and consequently the Company is exposed to foreign exchange risk through its sales in overseas markets and purchases from suppliers in various foreign currencies.
The Company evaluates exchange rate exposure arising from foreign currency transactions and the Company follows established risk management policies, including the use of derivatives like foreign exchange forward contracts to hedge exposure to foreign currency risk.
Credit risk
Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed. To manage this, the Company periodically assesses the financial reliability of customers, taking into account
(C) Exposure in mutual fund investments
The Company manages its surplus funds majorly through investments in debt based mutual fund schemes. The fair value of these investments is reflected through net asset values (NAVs) declared by the Asset Management Company on daily basis with regard to the invested schemes. The Company is exposed to market price risk on such investments.
Sensitivity analysis of mutual fund investments
Had the NAVs been higher/lower by 1% at the end of the reporting period, profit for the year ended 31.3.2024 would have increased/decreased by Rs. 2332.07 lakhs (for the year ended 31.3.2023 by Rs. 2167.48 lakhs).
45. Capital management
For the purposes of the Company's capital management, capital includes issued capital and all other equity reserves. Net debts comprises of non-current and current debts (including trade payables, lease liabilities, other financial liabilities and other current liabilities as reduced by cash and cash equivalents and current investments). The primary objective of the Company's capital management is to maximise shareholder value. The Company manages its capital structure and makes adjustments in the light of changes in economic environment and the requirements of the financial covenants.
50. Following a detailed review of the Company's retail business division being operated under the name 24Seven and after due consideration of the Stake holders' feedback, long term performance of the retail business since inception, prevailing market conditions of the retail sector and long term business strategy of the Company, the Board of Directors, at its meeting held on April 12, 2024 has decided to exit from carrying out the business of its retails business division and the exit will be subject to completion of the necessary formalities.
The division had non-current assets of Rs. 20182.11 lakhs (includes Right of use assets Rs.14454.31 lakhs) as at March 31,2024 and forms part of Retail and related products as reportable segment under Ind AS 108 as detailed in Note no. 47.
51. The Company, vide agreement(s) dated 11th October 2022, had sold/assigned (a) Trademarks along with all the rights, titles and interests therein and (b) certain non-current assets including the rights in the Leasehold Land; used in relation to the Chewing business (part of cigarettes, tobacco and related products segment) of the Company for an aggregate sale consideration of Rs 8000.00 lakhs to non-related third parties. Consequently, the resultant net gain of Rs.3490.96 lakhs was accounted for in the previous year and included in Other income.
52. The Company has used two accounting software, viz Oracle EBS and SAPS4 Hana, for maintaining its books of account and both have the feature of recording audit trail (edit log) facility. While in Orcale EBS this feature was operational throughout the year, in SAPS4 Hana the same was made operational during the course of the year, for all relevant transactions recorded in these software, except that the audit trail was not enabled for direct changes to the underlying database using privileged access rights in both the software. However, no instance of audit trail feature having been tampered with was noted for both these software during the period of the year that these were operational.
53. There is no transaction and outstanding balance with struck off companies during the year and as at March 31,2024 and March 31,2023.
54. Disclosures required by Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015 and Section 186(4) of the Companies Act, 2013:
Investments:
Full particulars of investments made by the Company have been disclosed in Note No.9.
Guarantees:
Full particulars of guarantees given by the Company have been disclosed in Note No.37. Further, these guarantees have been given to the banks to secure financial facilities provided by them to the subsidiaries of the Company.
Loans:
There are no loans and advances in the nature of loans to the subsidiaries/associates/firms and companies in which directors are interested.
As per our report of even date For and on behalf of the Board of Directors
of Godfrey Phillips India Limited CIN: L16004MH1936PLC008587
For S.R. Batliboi & Co. LLP SUNIL AGRAWAL DR. BINA MODI DR. LALIT BHASIN
Chartered Accountants Chief Financial Officer (DIN 00048606) (DIN 00001607)
Firm registration number: 301003E/E300005 Chairperson, Managing Director & CEO ATUL KUMAR GUPTA
PONOT Agarwal SAMIR KUMAAR MODI 0-734070)
Membership No.: 502405 SANJAY KUMAR GUPTA (DIN 00029554) NIRMALA BAGRI Directors
Company Secretary Executive Director (DIN 01081867)
SHARAD AGGARWAL
(DIN 07438861) (DIN 08970744)
Place: New Delhi Place: New Delhi Whole-time Director
Date: May 30, 2024 Date: May 30, 2024
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