3.10. Provisions, Contingent Liabilities and Contingent Assets
Provisions are recognized only when there is a present obligation, as a result of past events, and when a reliable estimate of the amount of obligation can be made at the reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current best estimates. Provisions are discounted to their present values, where the time value of money is material.
Led product warranties: The Company gave warranties on certain products and services, undertaking to repair / replace products, which fail to perform satisfactorily during the warranty period. Provision made against warranties represents the amount of the expected cost of meeting such obligation on account of repair / replacement. The timing of outflows is expected to be within a period of two years from the date of balance sheet. Led lighting sales are reported as discontinued operations.
Contingent liability is disclosed for:
A disclosure for contingent liabilities is made where there is a possible obligation or a present obligation that may probably not require an outflow of resources. When there is a possible or a present obligation where the likelihood of outflow of resources is remote, no provision or disclosure is made.
Contingent assets are neither recognized nor disclosed. However, when realization of income is virtually certain, related asset is recognized.
3.11. Discontinued operations and non-current assets held for sale
Discontinued operation is a component of the Company that has been disposed of or classified as held for sale and represents a major line of business.
Non-current assets are classified as held for sale if it is highly probable that they will be recovered primarily through sale rather than through continuing use.
Such assets are generally measured at the lower of their carrying amount and fair value less cost to sell. Losses on initial classification as held for sale and subsequent gains and losses on re-measurement are recognised in the Statement of Profit and Loss.
Once classified as held for sale, property, plant and equipment and intangible assets are no longer depreciated or amortised.
3.12. Business Combination
Business Combination Common control business combination is accounted using the pooling of interest method where the Company is transferee. Assets and liabilities of the combining entities are reflected at their carrying amounts and no new asset or liability is recognised. Identity of reserves of the transferor company is preserved by reflecting them in the same form in the company's standalone financial statements in which they appeared in the financial statement of the transferor company. The excess between the amount of consideration paid over the share capital of the transferor company is recognised as a negative amount and the same is disclosed as capital reserve on business combination. The financial information in the standalone financial statements in respect of prior periods is restated from the beginning of the preceding period in the standalone financial statements if the business combination date is prior to that date. However, if business combination date is after that date, the financial information in the standalone financial statements is restated from the date of business combination.
3.13. Recent accounting pronouncements
Ministry of Corporate Affairs ("MCA") notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. During the year ended 31 March 2025, MCA notified new accounting standard Ind AS 117- Insurance Contracts, which has no impact on the company's standalone financial statements. Further the MCA has made certain amendments to Ind AS 116- Leases, in particularly related to sale and lease back transactions, which has an applicability from 1 April 2024, and has no significant impact on standalone financial statements.
The Authorized Share Capital of the Company stand modified from "K 10,00,000 divided into 1,00,000 equity shares of K 10/- each" to "K 70,00,00,000/- divided into 34,00,00,000 equity shares of K 2 each and 20,00,000 Preference Shares of K 10 each pursuant to the composite Scheme of Amalgamation and Arrangement, (the Scheme) which came into effect on August 3, 2022.
a) Securities premium
The amount received in excess of face value of the equity shares is recognised in Securities Premium. The reserve is utilised in accordance with the specific provisions of the Companies Act, 2013.
b) Capital reserve
This represents the balance credited on demerger of infrastructure business from erstwhile holding company Yaari Digital Integrated Services Ltd as per the approval of composite scheme of arrangement by Hon'ble NCLT w.e.f 01 August 2022. The appointed date of the scheme is 01 April 2019.
c) General reserve
This balance represents the balance transferred from deferred employee compensation reserve under the cancellation of company's employees stock option scheme dated 15 July 2022 .
d) Retained earnings
Retained earnings are created from the profit/loss of the Company as adjusted for distributions to owners, dividend distribution and transfers to other reserves etc.
Contingent liabilities (to the extent not provided for)
a) Bank guarantees: Performance Bank guarantees of R 0.69 crore (31 March 2024: R 1.07 crore) secured by fixed deposits.
b) Claims (including interest) against the Company not acknowledged as debts: R 107.08 crore (31 March 2024: R 20.58 crore).
c) The above legal claims against the Company are in the ordinary course of business. Management has evaluated the same and, based on the facts and after due consideration of the legal aspects of each case, no amount has been provided in respect of the claims made against the Company under these cases. The Company does not expect any liability to arise and believes that these litigations /lawsuits and claims, individually or in aggregate, will not have any material adverse effect on its financial position.
d) There are no contingent liabilities in respect of income-tax demands for which appeals have been filed as at 31 March 2025 and 31 March 2024.
Commitments
a) Estimated amount of Contracts remaining to be executed on capital account (net of advances) Nil (31 March 2024: Nil).
Note-33
Investment in subsidiaries
a) These financial statements are separate financial statements prepared in accordance with Ind AS-27 " Separate Financial Statements".
b) The Company 's investments in subsidiaries are as under:
(i) Valuation principles
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction, in the principal (or most advantageous) market at the measurement date under current market conditions (i.e. an exit price) regardless of whether that price is directly observable or estimated using a valuation technique. In order to show how fair values have been derived, financial instruments are classified based on a hierarchy of valuation techniques.
(ii) Valuation governance
The Company's fair value methodology and the governance over its models includes a number of controls and other procedures to ensure appropriate safeguards are in place to ensure its quality and adequacy. All new product, initiatives (including their valuation methodologies) are subject to approvals by various functions of the Company including the risk and finance functions. The responsibility of ongoing measurement resides with the business units.
(iii) Fair value hierarchy :
Financial assets and financial liabilities measured at fair value in the statement of financial position are grouped into three Levels of a fair value hierarchy. The three levels are defined based on the observability of significant inputs to the measurement, as follows:
Level 1: quoted prices (unadjusted) in active markets for financial instruments.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data rely as little as possible on entity specific estimates.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
For financials assets and financials liabilities which are measured at fair value as at the Balance Sheet date, the classification of fair value calculations by category is summarised below:
Investment in equity instruments of subsidiaries are stated at cost or in accordance with IND-AS 109 as per Ind AS 27 'Separate Standalone financial statements'.
* These financial assets are mandatorily measured at fair value.
The management has assessed that the carrying value of financial assets and financial liabilities measured at amortised costs (cash and cash equivalents, other bank balances, trade receivables, other financial assets, borrowings, trade payables and other financial liabilities including lease liabilities) represents the best estimate of fair value largely due to the short term nature of these instruments.
ii) Income, Expenses, Gains or Losses on Financial Instruments
Interest income and expenses, gains or losses recognised on financial assets and liabilities in the Statement of Profit and Loss are as follows:
The Company's financial risk management is an integral part of how to plan and execute its business strategies. The Company's risk management policy is set by the Board to achieve robust risk management framework to identify, monitor, mitigate and minimise risks arising from financial instruments. The Company primary focus is to foresee the unpredictability of financial markets and seek to minimise the potential adverse effects on its financial performance. A summary of the risks have been given below:
The Company's principal financial liabilities comprise of borrowings, trade and other financial liabilities. The main purpose of these financial liabilities is to finance the Company's operations. The Company's principal financial assets include loans, trade receivables, investments, cash and cash equivalents, other bank balances and other financial assets that arise directly from its operations.
The Company's activities expose it to market risk, liquidity risk and credit risk.
A Credit risk:
Credit risk is the risk that the counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) including deposits placed with banks and financial institutions and other financial instruments.
Financial assets other than trade receivables
Credit risk from balances with banks and financial institutions is managed by the Company's treasury department in accordance with it's policy. Surplus funds are parked only within approved investment categories with well defined limits. Investment category is periodically reviewed by the Company's Board of Directors.
Credit risk arising from short-term liquid funds, other balances with banks and other cash equivalents is limited and no collaterals are held against these because the counterparties are banks and recognised financial institutions with high credit ratings assigned by the credit rating agencies. None of the financial instruments of the Company result in material concentration of credit risks
Allowance for expected credit losses
The Company provides for 12 month expected credit losses for following financial assets:-
Customer credit risk is managed as per the Company's established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment. Outstanding customer receivables are regularly monitored. The requirement for impairment is analysed at each reporting date on an individual basis for major customers. The management is also monitoring the receivables levels by having frequent interactions with responsible persons for highlighting potential instances where receivables might become overdue.
Trade receivables consist of a large number of customers spread across India with no significant concentration of credit risk. Ongoing credit evaluation is performed on the financial condition of accounts receivable. Therefore, the Company does not expect any material risk on account of non-performance by any of its counterparties.
Expected credit loss for trade receivables under simplified approach
As per simplified approach, the Company makes provision of expected credit losses on trade receivables using a provision matrix to mitigate the risk of default in payments and makes appropriate provision at each reporting date wherever outstanding is for longer period and involves higher risk.
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 exchange rates, commodity prices, equity prices and other market changes that affect market risk sensitive instruments.
(i) 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 prevailing market interest rates. Equipment loans are on fixed rate basis and hence not subject to interest rate risk. Further term loan from others are also on fixed rate basis and hence not subject to interest risk.
Interest Rate Exposure:
(ii) Equity price risk:
The Company is not exposed to equity price risk arising from Equity Investments (other than Subsidiary, carried at cost).
(iii) Foreign exchange risk:
Foreign currency risk is the risk of impact related to fair value or future cash flows of an exposure in foreign currency, which fluctuate due to changes in foreign exchange rates. The Company's exposure to the risk of changes in foreign exchange rates relates primarily to the capital expenditure and spares parts.
When a derivative is entered into for the purpose of being a hedge, the Company negotiates the terms of those derivatives to match the terms of the hedged exposure.
The Company evaluates exchange rate exposure arising from foreign currency transactions. The Company follows established risk management policies and standard operating procedures. It uses derivative instruments like forwards to hedge exposure to foreign currency risk.
The Company's objectives when managing capital are to (a) maximise shareholder value and provide benefits to other stakeholders and (b) maintain an optimal capital structure to reduce the cost of capital. For the purposes of the Company's capital management, capital includes issued capital, share premium and all other equity reserves attributable to the equity holders.
'The Company monitors the capital structure on the basis of net debt to equity ratio and maturity profile of the overall debt portfolio of the Company.
Net debt includes interest bearing borrowings less cash and cash equivalents, other bank balances (including non-current earmarked balances) and current investments.
The table below summarises the capital, net debt and net debt to equity ratio of the Company.
M a4- rJnUf amiitw nafin
Note - 41
The sitting fees paid to non-executive directors is R 0.08 crore (31 March 2024: R 0.13 crore).
Note-42
Financial performance related to discontinued operations
In the financial year 2022-23, the Company has discontinued its business operation of LED Lighting. Consequently, LED Lighting's operations have been recognised as discontinued operations and related comparatives have been restated in accordance with the requirement of Ind AS-105.
The financial performance of discontinued operation LED segment for the year are presented below.
No proceedings have been initiated or pending against the entity under the Benami Transactions (Prohibitions) Act, 1988 for the year ended 31 March 2025 and 31 March 2024. Further, there is no such income which has not been disclosed in the books of accounts. No such income is surrendered or disclosed as income for the year ended 31 March 2025 and 31 March 2024 in the tax assessments under Income Tax Act, 1961.
As per the Ministry of Corporate Affairs (MCA) notification, proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014, for the financial year commencing 01 April 2024, every company which uses accounting software for maintaining its books of account, shall use only such accounting software which has a feature of recording audit trail of each and every transaction, creating an edit log of each change made in the books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled. The interpretation and guidance on what level edit log and audit trail needs to be maintained evolved during the year and continues to evolve.
The Company has used an accounting software for maintaining its books of account for the year, which has feature of recording audit trail (edit log) facility at application level as well as database level and the same has operated throughout the year for all relevant transactions recorded in the software. Further, the recording of audit trail (edit logs) can be disabled using restricted privileged rights for direct data changes at database level, only by the developer. Since the company has other necessary controls in place, which are operating effectively, this feature will not adversely impact its data and audit log retention directly at database level.
Furthermore, the audit trail has been preserved by the Company as per the statutory requirements for record retention.
Nnte-45
*The improvement is primarily due to a reduction in losses compared to the previous year.
**The variance is due to lower losses, primarily from other income and reduced losses on asset disposals or write-offs.
#The increase is attributed to lower average trade receivables during the year, driven by improved collection from debtors.
##The increase is due to a decrease in average trade payables, resulting from timely settlement of outstanding dues.
@The ratio increased significantly due to a substantial reduction in working capital, driven by provisioning against financial assets during the year.
$The improvement is mainly due to other income earned during the year and reduced losses from disposal or write-off of property, plant, and equipment.
AThe variance is due to a decrease in other financial assets during the current year compared to the previous year.
Note-47
Wilful Defaulter:
No bank or financial institution has declared the company as "Wilful defaulter" for the year ended 31 March 2025 and 31 March 2024.
Relationship with Struck off Companies:
No transaction has been made with the company struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956 for the year ended 31 March 2025 and 31 March 2024.
Note-50
Registration of charges or satisfaction with Registrar of Companies:
Pursuant to the Composite Scheme of Arrangement sanctioned by Hon'ble NCLT Bench, Chandigarh vide Order dated August 01, 2022 all applicable cases in the name of erstwhile company Soril Infra Resources Limited were transferred to Indiabulls Enterprises Limited (resulting company 1) . The shifting of these charges from erstwhile Soril Infra Resources Limited to the name of Indiabulls Enterprises Limited had been requested to the Ministry of Corporate Affairs and the same is updated. Further after updation of name, all applicable cases where registration of charges or satisfaction is required with Registrar of Companies have been done except for the below cases which are under process.
The company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017 and no layers of companies has been established beyond the limit prescribed as per above said section / rules for the year ended 31 March 2025 and 31 March 2024.
Note-52
Business combination implementation details as per Ind AS 103:
a) Hon'ble National company Law Tribunal approved the scheme of arrangement on 3rd August,2022 with the appointed date being 1st April,2019 approved a re-organization plan to be implemented through a composite Scheme of Arrangement, which inter alia, provides for:
At Step 1
The merger of SORIL Infra Resources Limited ('SORIL), its subsidiary and certain other subsidiaries of Yaari Digital Integrated Services Limited ('YDISL') into Yaari Digital Integrated Services Limited;
Albasta Wholesale Services Limited ("Transferor Company 1"),
Sentia Properties Limited ("Transferor Company 2"),
Lucina Infrastructure Limited ("Transferor Company 3"),
Ashva Stud and Agricultural Farms Limited ("Transferor Company 4"),
Mahabala Infracon Private Limited ("Transferor Company 5"),
SORIL Infra Resources Limited ("Transferor Company 6"),
Store One Infra Resources Limited ("Transferor Company 7"),
At Step 2
The demerger of non-insurance businesses of merged YDISL into Indiabulls Enterprises Ltd, the equity shares of which will be
listed on NSE & BSE ("IEL"); and At Step 3
The demerger of on-going pharmaceutical business undertaking of Indiabulls Pharmaceuticals Limited ("IB Pharma") into Indiabulls Pharmacare Limited, wholly owned subsidiary of IEL.
With the compliance of the above steps IEL financials were restated from the appointed date i.e. 1st April,2019 as a common control business combination using the pooling of interests method of the aforesaid entities.
b) i) The Authorized Share Capital of the Company, stand modified from R 10,00,000, divided into 1,00,000 equity shares of R 10/- each to R 70,00,00,000/- divided into 34,00,00,000 equity shares of R 2 each and 20,00,000 Preference Shares of R 10 each.
(ii) The Company has issued and allotted, an aggregate of 19,83,36,997 fully paid-up equity shares of R 2/- each, to the eligible shareholders of Yaari Digital Integrated Services Limited and Indiabulls Pharmaceuticals Limited. These equity shares were admitted for trading on stock exchanges w.e.f. December 27, 2022.
(iii) The entire pre-allotment equity shares of the Company (i.e. an aggregate of 1,00,000 equity shares of R 10/- each) held by Yaari Digital Integrated Services Limited in dematerialized form under ISIN: INE059901012, stands reduced, cancelled, and extinguished.
(iv) Pursuant to the Scheme, the shareholders of Yaari and SORIL got extra shares of Indiabulls Enterprises Limited, free of any cost, in addition to the equity shares of Yaari. The shares of Indiabulls Enterprises Limited got listed on NSE and BSE and with this, post effectiveness of the Scheme, they have shares of two listed entities.
C) Statement showing the details of net assets acquired on demerger of infrastructure solutions business into Indiabulls Enterprises Limited from Yaari Digital Integrated Services Limited as on appointed date (01 April 2019).
a ) There are no dues payable under section 125 of Companies Act, 2013 as at 31 March 2025 and 31 March 2024.
b ) In respect of amounts as mentioned under Section 124 of the Companies Act, 2013, there were no dues required to be credited to the Investor Education and Protection Fund as on 31 March 2025 and 31 March 2024.
c) In the opinion of the Board of Directors, all current assets and long term loans and advances appearing in the balance sheet as at 31 March 2025 and 31 March 2024 have a value on realization in the ordinary course of the Company's business at least equal to the amount at which they are stated in the financial statements. In the opinion of the board of directors no provision is required to be made against the recoverability of these balances.
d) Figures for the previous year have been regrouped/reclassified wherever necessary to confirm to the current year's presentation.
e) Current year and previous year figures have been rounded off to the nearest crore of rupees upto two decimal places. The figure R 0.00 wherever stated represents value less than R 50,000/-.
For Agrawal Prakash & Co. For and on behalf of the Board of Directors of
Chartered Accountants Indiabulls Enterprises Limited
Firm's Registration Number : 005975N
Vikas Aggarwal Sargam Kataria Vijay Kumar Agrawal
Partner Director Whole Time Director
Membership Number: 097848 [DIN : 07133394] [DIN : 08329352]
Place: Gurugram Deepak Chadda Saurabh Garg
Date: 26 April 2025 Company Secretary Chief Financial Officer
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