1.12 Provisions, Contingent liabilities, Contingent Assets
A provision is recognized when an enterprise has a present obligation as a result of past event and it is probable that an outflow of resources will be required to settle the obligation in respect of which a reliable estimate can be made. Provisions are measured at the present value of management's best estimate of the expenditure required to settle the present obligations at the end of the reporting period. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects,
when appropriate, the risks specific to the liability. When discounting is used, the changes in the provision due to the passage of time are recognized as an interest cost.
Contingent liabilities are disclosed in the case of:
a) a present obligation arising from the past events, when it is not probable that an outflow of resources will be required to settle the obligation;
b) a present obligation arising from the past events, when no reliable estimate is possible; and
c) a possible obligation arising from past events, unless the probability of outflow of resources is remote.
Contingent assets are not recognized but disclosed in the standalone financial statements when an inflow of economic benefit is probable.
1.13 Employee Benefits
A. Defined Contribution Plans
Retirement benefit in the form of contribution to provident fund and pension fund are charged to statement of Profit and Loss.
B. Defined Benefit Plan (Unfunded)
Gratuity is the nature of a defined benefit plan.
Provision for gratuity is calculated on the basis of actuarial valuation carried out at reporting date and is charged to statement of Profit and Loss. The actuarial valuation is computed using the projected unit credit method.
Re-measurements, comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amount included in net interest on the net defined benefit liability and the return on plan assets (excluding amount included in net interest on the net defined benefit liability) are recognized immediately in the Balance Sheet with a corresponding debit or credit to retained earnings through OCI in the period in which they occur. Re-measurement is not reclassified to profit or loss in subseguent periods.
C. Other Employee Benefits (Unfunded)
Leave Encashment is recognized as an expense in the statement of Profit and Loss account as and when they accrue. The Company determines the liability using the projected unit credit method with actuarial valuations carried out as at Balance Sheet date.
1.14 Revenue Recognition
In accordance with Ind AS 115, the Company recognizes revenue from sale of products & services at a time when performance obligations are satisfied and upon transfer of control of promised products and services to the customer in an amount that reflects the consideration, the Company expects to receive in exchange for their products or services. The Company disaggregates the revenue based on nature of products.
Dividend Income
Dividend income is recognized when the right to receive is established and there is a reasonable certainty of its collection.
Interest Income
Interest income is recognized using the effective interest rate method. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the gross carrying amount of a financial asset. When calculating the effective interest rate, the Company estimates the expected cash flows by considering all the contractual terms of the financial instruments (for example, prepayment, extension, call and similar options) but does not consider the expected credit loss.
Insurance Income
Income in respect of insurance claims recognized on acceptance basis or when there is reasonable certainty that the ultimate collection will be made.
Others
I ncome in respect of other claims and commissions are measured at fair value and recognized when there is reasonable certainty that the ultimate collection will be made.
1.15 Taxes on Income
Income Tax expenses comprise current tax expenses and the net change in the deferred tax asset or liabilities during the year. Current and Deferred tax are recognized in Statement of Profit and Loss, except when they relate to items that are recognized in Other Comprehensive Income or directly in equity, in which case, the current and deferred tax are also recognized
in Other Comprehensive Income or directly in equity respectively.
Current Tax
The Company provides current tax based on the provisions of the Income Tax Act, 1961 applicable to the Company.
Deferred Tax
Deferred tax is recognized using the Balance Sheet approach. Deferred tax assets and liabilities are recognized for deductible and taxable temporary differences arising between the tax base of assets and liabilities and their carrying amount.
Deferred tax liabilities are recognized for all taxable temporary differences.
Deferred tax assets are recognized for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilized.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilized. Unrecognized deferred tax assets are reassessed at each reporting date and are recognized to the extent that it has become probable that future taxable profits will allow the deferred tax assets to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or liability is settled, based on tax rates (and tax laws) that have been enacted or substantially enacted at the reporting date.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.
1.16 Leases
In accordance with Ind AS 116, the Company recognizes right of use assets representing its right
to use the underlying asset for the lease term at the lease commencement date. The cost of right of use asset measured at inception shall comprise of the amount of the initial measurement of the lease liability adjusted for any lease payments made at or before commencement date less any lease incentive received plus any initial direct cost incurred and an estimate of cost to be incurred by lessee in dismantling and removing underlying asset or restoring the underlying asset or site on which it is located. The right of use asset is subsequently measured at cost less accumulated depreciation, accumulated impairment losses, if any, and adjusted for any re-measurement of lease liability. The right of use assets is depreciated using the Straight Line Method from the commencement date over the shorter of lease term or useful life of right of use asset. The estimated useful lives of right of use assets are determined on the same basis as those of Property, Plant and Eguiprnent. Right of use assets are tested for impairment whenever there is any indication that their carrying amounts may not be recoverable. Impairment loss, if any, is recognized in Statement of Profit and Loss.
The Company measures the lease liability at the present value of the lease payments that are not paid at the commencement date of lease. The lease payments are discounted using the interest rate implicit in the lease, if that rate can be readily determined. If that rate cannot be readily determined, the Company uses incremental borrowing rate.
The lease liability is subsequently re-measured by increasing the carrying amount to reflect interest on lease liability, reducing the carrying amount to reflect the lease payments made and re-measuring the carrying amount to reflect any reassessment or lease modification or to reflect revised-in-substance fixed lease payments. The Company recognizes amount of re-measurement of lease liability due to modification as an adjustment to write off use asset and statement of profit and loss depending upon the nature of modification. Where the carrying amount of right of use assets is reduced to zero and there is further reduction in measurement of lease liability, the Company recognizes any remaining amount of the remeasurement in Statement of Profit and Loss.
The Company has elected not to apply the requirements of Ind AS 116 to short term leases of all assets that have a lease term of 12 months or less unless renewable on long term basis and leases for which the underlying asset is of low value. The lease payments associated with these leases are recognized as an expense over lease term.
1.17 Foreign exchange transactions
Foreign currency transactions are accounted for at the exchange rate prevailing on the date of the transaction. All monetary foreign currency assets and liabilities are converted at the exchange rates prevailing at the reporting date. All exchange differences arising on translation of monetary items are dealt with in the Statement of Profit and Loss.
(d) Term/ rights attached to equity shares
The Company has Two types of Shares i.e. Equity Shares Capital and 9% Compulsorily Redeemable Preference shares. The Equity share capital is having face value of ' 5 each and Compulsorily Redeemable Preference share has face value of ' 10 each. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees.The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. The Compulsorily Redeemable Preference shares have not been issued.
The repayment of Equity share capital in the event of Liquidation and buy back of Shares are possible subject to prevalent regulations. In the event of Liquidation, normally the equity shareholders are eligible to receive the remaining assets of the company after distribution of all preferential amount, in proportion of shareholding.
(e) During the year ended 31st March, 2024, the company have issued 3,14,35,500 number of shares @ ' 5 each aggregated to ' 1,571.78 Lakhs as Bonus Shares to the existing shareholders of the company in ratio of 1:1. 2,69,35,500 Equity shares of ' 5 each aggregated to ' 1,346.78 Lakhs were issued to equity shareholder of Kamdhenu Limited in previous financial year ended 31st March, 2023 as part of scheme of Demerger approved by Hon’ble NCLT Chandigarh, Except above, the company has not allotted any fully paid up shares pursuant to contract without payment being received in cash, Except for Bonus shares issued in financial year 2023-24 as explained above, the company has neither allotted any fully paid up shares by way of bonus share nor has brought back any class of shares during the period of 5 years immediately preceding the balance sheet date.
i) Commodity Risk
The Company is primarily engaged in the business of trading and therefore presently there is no commodity risk.
ii) Credit Risk
The Company is primarily engaged in trading business. The item traded are purchased on credit and are sold on credit at varying credit terms, hence there is no credit risk element involved.
iii) Liquidity Risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash and another financial asset. The Company's approach to managing liquidity is to ensure as far as possible that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed condition, without incurring unacceptable losses or risking damage to the Company's reputation.
The Company’s objective is to maintain a balance between continuity of funding and flexibility through the use of surplus funds. The Company considers liquidity risk as low risk.
iv) Interest Rate Risk
Interest rate is the risk that fair value or future cash flows of a financial instrument will fluctate because of changes in interest rate. The Company has not taken term loan and working capital limits from bank. The Company has taken interest bearing loan from subsidiary Company.
During the year ended 31st March, 2024, the Company invested in 0.01% Optionally Convertible Redeemable Preference Shares ("OCRPS") on rights basis issued by its subsidiary company namely Kamdhenu Colour and Coatings Limited at an issue price of ' 100 per OCRPS (including premium of ' 90 per OCRPS) aggregated to ' 5,776.00 Lakhs. The put option for redemption/ conversion is available with Company subject to applicable provisions of Companies Act, 2013, after expiry of 3 months from the date of allotment but before the expiry of tenure of 10 years from the date of allotment. The Company have not exercised put option as at 31st March, 2024.
No funds have been advanced/loaned/invested (from borrowed fund or from share premium or from any other sources/kind of fund) by the Company to any other person(s) or entity(ies), including foreign entities(intermediaries), with the understanding (whether recorded in writing or otherwise) that the intermediary shall (i) directly or indirectly lend or invest in other peron or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or (ii) provide any guarantee, security or like to or on behalf of the Ultimate Beneficiaries. No funds have been received by the Company from any person(s) or entity(ies), including foreign entities (funding Parties), with the understanding (whether recorded in writing or otherwise) that the Company shall (i) 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 (ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
The Indian parliament has approved the Code of Social Security, 2020 which would impact the contribution by the Company towards providend fund and gratuity. The Ministry of Labour and Employment has relesed draft rules for Code on Social Security, 2020 on 13th November, 2020. The Company will assess the impact and its evaluation once the subject rules are notified. The Company will give appropriate impact in its financial statement in the period in which, the code become effective and the related rules to determine the financial impact are published.
ADDITIONAL REGULATORY INFORMATION REQUIRED BY SCHEDULE-III OF COMPANIES ACT 2013
1) Relationship with struck off Companies: The Company do not have any relationship with companies struck off under section 248 of Companies Act 2013.
2) Details of Benami Property: No proceedings have been initiated or are pending against the Company for holding any Benami property under Benami Transactions (Prohibition) Act 1988 and the Rules made thereunder.
3) Compliance with numbers of layer of Companies: The Company has complied with the number of layers prescribed under Companies Act 2013.
4) Compliance with approved Scheme of Arrangement: There is no Scheme of arrangement approved by the Competent Authority in terms of section 230 to 237 of Companies Act 2013 in the current financial year ended 31st March, 2024, however in respect of scheme of arrangement duly approved by Hon’ble NCLT, Chandigarh bench in previous financial year, the effect of such scheme of arrangement was accounted for in the books of company in accordance with the scheme and accounting standards in previous financial year ended 31st March, 2023.
5) Undisclosed Income: There is no income surrendered or disclosed as income during current or previous year in the tax assessment under the Income Tax Act 1961 that has not been recorded in books of accounts.
6) Details of Crypto Currency or Virtual Currency: The Company has not traded or invested in crypto currency or virtual currency during the current or previous year.
7) Registration of Charges: There are no charges or satisfaction of charges which are yet to be registered with ROC beyond the statutory period.
8) Wilful Defaulter: The Company has not been declared a wilful defaulter by any bank or financial Institution or government or any government authorities during the year.
9) Audit Trail : The Company has used an accounting software for maintaining its books of account for the financial year ended March 31,2024 which has a feature of recording audit trail (edit log) facility and the same has been operating for all relevant transactions recorded in the software. Although the accounting software has inherent limitation, there were no instances of the audit trail feature been tempered.
Subsequent to 31st March, 2024, Authorized Share Capital and Issued, Subscribed & Paidup share capital of the Company have been sub divided/split from ' 5 per share to ' 1 per share in meeting of Board of Directors of the Company held on 3rd April, 2024 subject to approval of shareholders of the Company by postal ballot. The effect of such split/sub-division from 5 per share to ' 1 per share shall be taken post shareholder approval in next financial year.
Previous year figures are regrouped or rearranged where necessary.
The accompanying notes are an integral part of the Standalone Financial Statements.
As per our separate report of even date annexed here with.
For M.C. BHANDARI & Co. For and on behalf of Board of Directors of
Chartered Accountants Kamdhenu Ventures Limited
FRN:303002E
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Ravindra Bhandari Sunil Kumar Agarwal Saurabh Agarwal
Partner Chairman Managing Director
Membership Number: 097466 DIN: 00005973 DIN: 00005970
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Date: 7th May, 2024 Vineet Kumar Agarwal Nitin Misra
Place: Gurugram Chief Financial Officer Company Secretary
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