During the FY 2023-24, the Company pursuant to 'Scheme of Arrangement' between Pritika Industries Ltd,, the demerged company and Pritika Auto Industries Ltd,, the Resulting company, approved by NCLT, Bench Chandigarh vide its order dated 4/12/2023 pursuant to Sections 230 to 232 read with other relevant provisions of The Companies Act, 2013, had allotted 6,18,40,167 Equity Shares of Face Value of Rs. 2/- each to the shareholders of Pritika Industries Ltd. (the Demerged Company) on 29/12/2023.
The Company had also allotted 28,50,000 Equity Shares of the face value of Rs. 2/- per share on 17/11/2023, 60,00,000 Equity Share of Face Value of Rs. 2/- each on 24/01/2024 and 10,27,000 Equity Shares of Face Value of Rs. 2/- each on 10/02/2024, at a premium of Rs. 17/- per share, pursuant to exercise of option by Warrant Holders for conversion of equal number of Warrants into equity shares on payment of the balance 75% amount i.e. Rs. 14.25 per share.
35 Earnings per share (EPS)
Basic EPS amounts are calculated by dividing the net profit for the year attributable to equity holders of the company by the weighted average number of Equity shares outstanding during the year.
Diluted EPS amounts are calculated by dividing the net profit attributable to equity holders of the company by the weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential items into Equity shares.
Mr. Subramaniyam Bala- Independent Director ( ceased w.e.f 18.08.2023)
Mr. Yudhisthir LaL Madan- Independent Director
Mr. Aman Tandon- Independent Director (appointed w.e.f from 08.11.2023)
B) Subsidiary Companies
Pritika Engineering Components Limited
C) Enterprises owned or Significantly influenced by Key Management Personnel or their Relatives
Pritika Industries Limited
D) Step-Down Subsidiary Companies
Meeta Castings Limited
(b) Breakup of the transactions during the year with related parties
37 Disclosure pursuant to IND AS 19 on Employee benefit
The Company operates post retirement defined benefit plan for retirement gratuity, which is funded. The Company through the gratuity trust has taken Company gratuity policy of Life Insurance Corporation of India Gratuity Scheme.
Actuarial Valuation Method
The valuation has been carried out using the Project Unit Credit Method as per Ind AS 19 to determine the Present Value of Defined Benefit Obligations and the related Current Service Cost and, where applicable, Past Service Cost. It should be noted that valuations do not affect the ultimate cost of the plan, only the timing of when the benefit costs are recognised.
C) Fair value Measurement (i) Fair Value hierarchy
Level 1- It includes financial instruments measured using quoted prices in active markets for identical assets or liabilities.
Level 2- Directly (i.e. as prices) or indirectly (i.e. derived from prices) observable market inputs other than Level 1 inputs; and Level 3- If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3
There are no assets and liabilities which have been carried at fair value through the profit and loss account.
Investment in Quoted shares ,mutual fund and defined benefit obligation i.e Gratuity, which have been carried at fair value through the other comprehenssive income .
The management assessed that cash and cash equivalents, trade receivables, trade payables, and other financial liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.
39 Capital Management
The company manages its capital to ensure that entities in the Company will be able to continue as a going concern while maximising the return to stakeholders through the optimisation of the capital deployment.
The company determines the amount of capital required on the basis of annual operating plans arid long-term plans and other strategic investment plans. The funding requirement are met through equity and long-term/ short-term borrowings.
The company monitors the capital structure on the basis of total debt to equity ratio and maturity of the overall debt portfolio of the Company.
In order to achieve this overall objective, the Company's capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. No changes were made in the objectives, policies or processes for managing capital during the period ended March 31, 2024.
41 Scheme of Arrangement and Demerger
During the financial year 2023-24, the Company implemented a Scheme of Arrangement between Pritika Industries Ltd. (the Demerged Company) arid Pritika Auto Industries Ltd. (the Resulting Company) being demerger of business undertaking of Pritika Industries Limited and vesting with Pritika Auto Industries Limited. This scheme was approved by National Company Law Tribunal (NCLT), Bench Chandigarh, vide its order dated 4th December 2023, pursuant to Sections 230 to 232, read with other relevant provisions of The Companies Act, 2013. TheScheme of Arrangement became effective in the books of accounts on 26th December 2023, and necessary entries have been made in the books of accounts to reflect the approval of the scheme.
Impact on Financial Results:
Effective Date: 26th December 2023.
Financial Year Ended: 31st March 2024.
Effect on Financials:
The annual financials for the year ending 31st March 2024 include thefinancial figures of the demerged business undertaking of Pritika Industries Ltd. vest into Pritika Auto Industries Ltd. Pursuant to the Scheme of demerger between Pritika Auto Industries Limited and Pritika Industries Limited approved by NCLT Chandigarh bench. Thefinancial figures for the year ending 31st March 2024 are not comparable with those of the previous financial year ending 31st March 2023.
Transactions carried out during the previous year with Pritika Industries Ltd. have been considered as related party transactions affecting the Profit and Loss Account and the Assets and Liabilities Account.
42 The Adjudicating officer ( GST) had rejected the claim of refund relating to the budgetary support of Rs. 153.54 lakhs. The Company had filed writ petti tion before the Hon’ble High Court of Himachal Pradesh atShimla against the said rejection order and Hon/ble High Court remanded back the case to the Adjudicating Officer ( GST) to decide the case afresh.
Market risk is the risk of loss related to adverse changes in market prices, including interest rates and foreign exchange rates. In the normal course of business, we are exposed to certain market risks including foreign exchange rate risk and interest risk.
(i) Liquidity risk
The financial liabilities of the company, other than derivatives, include loans and borrowings, trade and other payables. The company's principal sources of liquidity are cash and cash equivalents and the cash flow that is generated from operations. The company monitors its risk of shortage of funds to meet the financial liabilities using a liquidity planning tool. The company plans to maintain sufficient cash and deposits to meet the obligations as and when fall due.
Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. The maximum exposure to the credit risk at the reporting date is primarily from trade receivables which are typically unsecured. Credit risk on cash and bank balances is limited as the company generally invests in deposits with banks and tin an rial institutions with high credit ratings assigned by credit rating agencies. Investments primarily include investment in shares . The objective of managing counterparty credit risk is to prevent losses in financial assets The Company assesses the credit quality of the counterparties, taking into account their financial position, past experience and other factors. Customer credit risk is managed by the Entities's established policy, procedures and control relating to customer credit risk management. Outstanding customer receivables are regularly monitored. On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or gain
The impairment analysis is performed on client to client basis at each reporting date for major customers. The company has not considered an allowance for doubtful debts in case of trade receivables that are past due but there has not been a significant change in the credit quality and the amounts are still considered recoverable.
Write off Policy
The financial assets are written off, in case there is no reasonable expectation of recovering from the financial asset.
(iii) 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 rates. The Company's exposure to the risk of changes in market interest rates relates primarily to the Company's debt obligations with floating interest rates.
The Company's exposure to the risk of changes in market interest rates relates primarily to the Company's debt obligations with floating interest rates, which are included in interest bearing loans and borrowings in these financial statements. The company's fixed rate borrowings are carried at amortised cost. They are therefore not subject to interest rate risk, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.
52 No funds have been advanced or loaned or invested (either from borrowed funds or share premium ) by the Company to or in any other persons or entities, including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever ("Ultimate Beneficiaries") by or on behalf of the Company or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
53 No funds have been received by the Company from any persons or entities, including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall directly or indirectly, lend or invest in other persons or entities identified in any maimer whatsoever ("Ultimate Beneficiaries") by or on behalf' of the Funding Parties or provide any guarantee, security or the like on behalf' of the Ultimate Beneficiaries
54 Quarterly returns or statements of current assets filed by the Company with the banks or financial institutions are in agreement with the books of accounts.
55 The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
56 The Company have not traded or invested in Crypto currency or Virtual Currency during the financial year.
57 The Company have not 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
58 The Company do not have any transactions with companies struck off during the year .
59 Previous year figures has been regrouped/rearranged wherever considered necessary.
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