Mar 31, 2025
Provisions are recognised when there is a present
obligation (legal or constructive) as a result of a past
event, it is probable that an outflow of resources
embodying economic benefits will be required to
settle the obligation and there is a reliable estimate
of the amount of the obligation. When a provision is
measured using the cash flows estimated to settle the
present obligation, its carrying amount is the present
value of those cash flows (when the effect of the time
value of money is material). The discount rate used
to determine the present value is a pre-tax rate that
reflects current market assessments of the time value
of money and the risks specific to the liability. The
increase in the provision due to the passage of time is
recognised as interest expense.
Contingent liabilities are disclosed when there is
a possible obligation arising from past events, the
existence of which will be confirmed only by the
occurrence or non-occurrence of one or more uncertain
future events not wholly within the control of the
company or a present obligation that arises from past
events where it is either not probable that an outflow
of resources will be required to settle the obligation or
a reliable estimate of the amount cannot be made.
Contingent assets are disclosed when there is a
possible asset arising from past events, the existence
of which will be confirmed only by the occurrence or
non-occurrence of one or more uncertain future events
not wholly within the control of the company.
The Company derives revenue primarily by providing
Enterprise Geospatial & Engineering Services and sale
of software and electricity.
a) Revenue from enterprise geospatial &
engineering services:
Revenue is recognised when control of the
promised goods or services are transferred to
the customer at an amount that reflects the
consideration to which the Company expects
to be entitled in exchange for those goods or
services.
Arrangements with customers are either on a
fixed-price, fixed-timeframe or on a time-and-
material basis. Revenue is recognised based
on performance obligations satisfied from the
contracts; where the performance obligations
are satisfied over time and where there is no
uncertainty as to measurement or collectability,
consideration is recognized as per the
percentage-of-completion method on the basis
of cost incurred. When there is uncertainty as to
measurement or ultimate collectability, revenue
recognition is postponed until such uncertainty
is resolved. Efforts or costs expended have been
used to measure progress towards completion as
there is a direct relationship between input and
productivity. Maintenance revenue is recognized
rateably over the term of the underlying
maintenance arrangement.
Revenues in excess of invoicing are classified
as contract assets (which The Company refer
as unbilled revenue) while invoicing in excess
of revenues are classified as contract liabilities
(which we refer to as unearned revenue).
In determining the transaction price for the sale
of good or rendering of service, the Company
considers the effects of variable consideration
and provisional pricing, taking into account
contractually defined terms of payment and
excluding taxes or duties collected on behalf
of the government. The Company considers
whether there are other promises in the contract
that are separate performance obligations to
which a portion of the transaction price needs to
be allocated.
Contract modifications are accounted for when
additions, deletions or changes are approved
either to the contract scope or contract price.
The accounting for modifications of contracts
involves assessing whether the services added to
an existing contract are distinct and whether the
pricing is at the standalone selling price. Services
added that are not distinct are accounted for on
a cumulative catch up basis, while those that are
distinct are accounted for prospectively, either
as a separate contract, if the additional services
are priced at the standalone selling price, or as a
termination of the existing contract and creation
of a new contract if not priced at the standalone
selling price.
Revenue is recognised when control of the
promised goods or services are transferred to
the customer at an amount that reflects the
consideration to which the Company expects
to be entitled in exchange for those goods or
services.
c) Sale of Electricity
Sale of electricity is recognised based on electricity
generated and eligible to be invoiced during the
reporting period.
d) Dividend
Dividend is recognised as income when the
Company''s right to receive the dividend is
established by the reporting date.
e) Interest
Interest income from a financial asset is recognised
when it is probable that the economic benefits
will flow to the Company and the amount of
income can be measured reliably. Interest income
is accrued on a time basis, by reference to the
amortised cost and at the effective interest rate
applicable.
Dividend and interest income is included under the
head ''Other income'' in the statement of profit and loss.
A contract asset is the right to consideration in exchange
for goods or services transferred to the customer. If the
Company performs by transferring goods or services to
a customer before the customer pays consideration or
before payment is due, a contract asset is recognised
for the earned consideration that is conditional.
A receivable represents the Company''s right to an
amount of consideration that is unconditional. Refer
to accounting policies of financial assets in note no.
2.2 (i) Financial instruments - initial recognition and
subsequent measurement.
A contract liability is the obligation to transfer goods
or services to a customer for which the Company has
received consideration (or an amount of consideration
is due) from the customer. If a customer pays
consideration before the Company transfers goods
or services to the customer, a contract liability is
recognised when the payment is made or the payment
is due (whichever is earlier). Contract liabilities are
recognised as revenue when the Company performs
under the contract.
In preparing the financial statements of the Company,
transactions in currencies other than the company''s
functional currency viz. Indian Rupee are recognised
at the rates of exchange prevailing at the dates of
the transactions. Foreign exchange gains and losses
resulting from the settlement of such transactions and
from the translation of monetary assets and liabilities
denominated in foreign currencies at year end
exchange rates are recognised in statement of profit
and loss.
Exchange differences on monetary items are recognised
in statement of profit and loss in the period in which
they arise.
In case of an asset, expense or income where a non¬
monetary advance is paid/received, the date of
transaction is the date on which the advance was
initially recognized. If there were multiple payments
or receipts in advance, multiple dates of transactions
are determined for each payment or receipt of advance
consideration.
Tax expense for the period, comprising current tax
and deferred tax, are included in the determination
of the net profit or loss for the period. Current tax is
measured at the amount expected to be paid to the
tax authorities in accordance with the Income Tax Act,
1961.
Deferred tax is recognised on temporary differences
between the carrying amounts of assets and
liabilities in the separate financial statements and the
corresponding tax bases used in the computation of
taxable profit. Deferred tax liabilities are generally
recognised for all taxable temporary differences.
Deferred tax assets are generally recognised for all
deductible temporary differences to the extent that
it is probable that taxable profits will be available
against which those deductible temporary differences
can be utilised. Such deferred tax assets and liabilities
are not recognised if the temporary difference arises
from the initial recognition (other than in a business
combination) of assets and liabilities in a transaction
that affects neither the taxable profit nor the accounting
profit.
The carrying amount of deferred tax assets is reviewed
at the end of each reporting period and reduced to
the extent that it is no longer probable that sufficient
taxable profits will be available to allow all or part of
the asset to be recovered.
Deferred tax liabilities and assets are measured at the
tax rates that are expected to apply in the period in
which the liability is settled or the asset realised, based
on tax rates (and tax laws) that have been enacted or
substantively enacted by the end of the reporting
period.
Current and deferred tax are recognised in profit
or loss, except when they relate to items that are
recognised in other comprehensive income or directly
in equity, in which case, the current and deferred tax
are also recognised in other comprehensive income
or directly in equity respectively. Where current tax
or deferred tax arises from the initial accounting for a
business combination, the tax effect is included in the
accounting for the business combination.
Current tax assets and current tax liabilities are offset
when there is a legally enforceable right to set off the
recognised amounts and there is an intention to settle
the asset and the liability on a net basis. Deferred
tax assets and deferred tax liabilities are offset when
there is a legally enforceable right to set off assets
against liabilities representing current tax and where
the deferred tax assets and the deferred tax liabilities
relate to taxes on income levied by the same governing
taxation laws.
Cash and cash equivalents in the Balance Sheet
comprise cash at banks, cash on hand and short-term
deposits with an original maturity of three months
or less, which are subject to an insignificant risk of
changes in value.
For the purpose of the statement of cash flows, cash
and cash equivalents consist of cash and short-term
deposits, as defined above, net of outstanding bank
overdrafts as they are considered an integral part of
the Company''s cash management.
Amounts received from customers or billed to
customers, in advance of services performed are
recorded as deferred revenue under Other Current
Liabilities. Unbilled revenue included in Current
Financial Assets, represents amounts recognised in
respect of services performed in accordance with
contract terms, not yet billed to customers as at the
year end.
Annual dividend distribution to the shareholders is
recognised as a liability in the period in which the
dividends are approved by the shareholders. Any interim
dividend paid is recognised on approval by Board of
Directors. Dividend payable and corresponding tax on
dividend distribution is recognised directly in other
equity.
xv) Fair value measurement:
The Company measures financial instruments at fair
value at each Balance Sheet date.
Fair value is the price that would be received to sell
an asset or paid to transfer a liability in an orderly
transaction between market participants at the
measurement date. The fair value measurement is
based on the presumption that the transaction to sell
the asset or transfer the liability takes place either:
a) In the principal market for the asset or liability, or
b) In the absence of a principal market, in the most
advantageous market for the asset or liability.
A fair value measurement of a non-financial asset takes
into account a market participant''s ability to generate
economic benefits by using the asset in its highest and
best use or by selling it to another market participant
that would use the asset in its highest and best use.
The Company uses valuation techniques that are
appropriate in the circumstances and for which
sufficient data are available to measure fair value,
maximising the use of relevant observable inputs and
minimising the use of unobservable inputs.
All assets and liabilities for which fair value is measured
or disclosed in the financial statements are categorised
within the fair value hierarchy.
The preparation of the financial statements in
conformity with Ind AS requires the Management to
make estimates and assumptions considered in the
reported amounts of assets and liabilities (including
contingent liabilities) and the reported income and
expenses during the year. The Management believes
that the estimates used in preparation of the financial
statements are prudent and reasonable. Future results
could differ due to these estimates and the differences
between the actual results and the estimates are
recognised in the periods in which the results are
known / materialise.
(i) Revenue Recognition: The Company uses the
percentage-of-completion method in accounting
for its fixed - price contracts. The use of the
percentage-of-completion method requires
the Company to estimate the efforts or costs
expended to date as a proportion of total efforts
or costs to be expended. Efforts or costs have been
used to measure progress towards completion
as there is direct relationship between input and
productivity. Provisions for estimated losses, if any,
on uncompleted contracts are recorded in their
period in which such losses become probable
based on the expected contract estimates at the
reporting date.
(ii) Expected Credit Loss: The Company
applies Expected Credit Loss (ECL) model for
measurement and recognition of impairment
on financial assets. The Company measures the
ECL associated with its assets based on historical
trend, industry practices and the business
environment in which entity operates or any
other appropriate basis. For trade receivables,
the Company follows ''simplified approach''
for recognition of impairment loss allowance.
As a practical expedient, the Company uses a
provision matrix to determine impairment loss
allowance on portfolio of its trade receivables. The
provision matrix is based on historically observed
default rates over the expected life of the trade
receivables and is adjusted for forward-looking
estimates. At every reporting date, the historical
observed default rates are updated and changes
in forward-looking estimates are analysed.
Depreciation is derived after determining an estimate
of an asset''s expected useful life and the expected
residual value at the end of its life. The useful lives and
residual values of Company''s assets are determined
by management at the time the asset is acquired
and reviewed periodically, including at each financial
year end. The lives are based on historical experience
with similar assets as well as anticipation of future
events, which may impact their life, such as changes in
technology.
The cost of the defined benefit plans and the present
value of the defined benefit obligation are based on
actuarial valuation using the projected unit credit
method. An actuarial valuation involves making various
assumptions that may differ from actual developments
in the future. These include the determination of the
discount rate, future salary increases and mortality
rates. Due to the complexities involved in the valuation
and its long-term nature, a defined benefit obligation
is highly sensitive to changes in these assumptions. All
assumptions are reviewed at each reporting date.
i. The Company allotted 11,01,749 Equity Shares of Face Value of '' 10 each at an issue price of '' 559.90 per equity share (including a
premium of '' 549.90 per Equity Share) which has resulted into increase of paid up Equity Share Capital of '' 110 lakhs and Security
Premium of '' 6,059 lakhs.
ii. The Company allotted 30,96,515 Shares Warrants, convertible into equivalent number of equity shares, at an issue price of '' 559.90
per share warrant, aggregating to '' 17,337 Lakhs, on preferential basis. Against these Shares Warrants 25% of issue price amounting
to '' 4,334 Lakhs has been received.
iii. As on March 31, 2025, out of the above proceeds, the unutilised amount of ''10,502 Lakhs is either invested in term deposits or
lying in the current account with the Bank.
i. 6,50,000 options to an eligible employee of the Company pursuant to the "Ceinsys Employee Stock Incentive Scheme 2024", out
of which, the employee has surrendered 2,50,000 options and hence stand cancelled.
ii. 10,16,970 options to the eligible employees of a foreign subsidiary pursuant to the "Ceinsys Employee Stock Option Plan 2024", out
of which 8,16,970 options stands cancelled since an employee resigned. The vesting of remaining 2,00,000 options to an employee
are subject to achieving the performance parameters by the geospatial operations in that subsidiary company which will be
measured as on July 13, 2025. As per the Management of the Company the probability of achieving this performance parameters
are remote and hence no cost is considered for the same as on March 31,2025.
The Company has only one class of shares referred to as equity shares having a par value of '' 10/- per share. The dividend proposed by
the Board of Directors is subject to the approval of the shareholders in the ensuring annual general meeting. In the event of liquidation
of the Company, the holders of equity shares will be entitled to receive any of the remaining assets of the Company, after distribution
of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders. Every holder
of equity share present at a meeting in person or by proxy, is entitled to one vote, and upon a poll each share is entitled to one vote.
19.06 Under "Ceinsys Employee Stock Incentive Scheme 2024" , "Ceinsys Employees Stock Option Plan 2024" , "Ceinsys Employee Stock
Option Scheme, 2022 - Plan 1" and "Ceinsys Employee Stock Option Scheme, 2022 - Plan 2" 28,88,000 options have been approved by
the shareholders and out of this 17,58,000 (as at 31st March 2024, 9,08,000) options have been granted (Refer Note No. 34.06).
Securities premium is used to record the premium on issue of shares. It shall be utilised in accordance with the provisions of the
Companies Act, 2013.
General Reserve was created out of the profit of the Company. It shall be utilised in accordance with the provisions of the Companies
Act, 2013.
Retained Earnings represent the accumulated Profits / (losses) made by the company over the years.
The Capital Reserve was created pursuant to the scheme of amalgamation of Allygrow Technology Private Limited. It shall be utilised in
accordance with the provisions of the Companies Act, 2013.
Share Based Payment Reserve
Share based payment reserve is created against "Ceinsys Employee Stock Option Scheme 2022- Plan 1" , "Ceinsys Employee Stock Option
Scheme 2022- Plan 2", "Ceinsys Employee Stock Incentive Scheme 2024 (ESIS) " and "Ceinsys Employees Stock Option Plan 2024 (ESOP)"
will be utilised against exercise of the option by the employees on issuance of the equity shares.
Other Comprehensive Income
Other Comprehensive Income (OCI) represents the amount recognised in other equity consequent to remeasurement of Defined Benefit
Plan.
(i) '' Nil (March 31,2024 : ''8 Lakhs) was secured by the way of Hypothecation of Inventory and Book Debts, also the following properties
are collaterized by simple mortgage : 1) Land & Building on Plot No. 10/5, IT Park of MIDC, South Ambazari Road, Mauza Parsodi,
infront of VNIT Institute, Tal & Dist . Nagpur. 2) Unit No. 414, 4th Floor, Tantia Jogani Indl. Premises Co-Op Soc . Ltd. J. R Boricha
Marg, Sitaram Mill Compound , Lower Parel, Mumbai.3) Continuation of Lien on existing all Term Deposits Offered being Margin
for BG & LC Limit. 4) Various other immovable property owned by Promoters at different locations in India & Personal Guarantees
of Directors. 5) Cash collateral in the form of Fixed Deposit of '' 324 Lakhs.
(ii) '' Nil (March 31,2024 : '' 346 Lakhs) was secured by the way of hypothecation of the Company''s Inventory, Book Debts and all the
current assets present and future ranking Pari- passu with other consortium member i.e. Abhyudaya Co-operative Bank Ltd. Apart
from the above the following properties have been collateralised in the form of : 1) Pledge of 13.25 Lakh Shares of the Company
owned by Raghav Infra Developers 2) Immovable property owned by the Company at Nagpur (Leasehold land) and at Lower Parel
(office) and various other immovable property owned by Promoters at different locations in India. 3) Cash collateral in the form
of Fixed Deposit of '' 175 Lakhs. 4) Personal Guarantees of Directors & their relatives & also Corporate Guarantees of Raghav Infra
Developers & Builders Pvt Ltd, SMG Realities Private Limited & SMG Hospitals Private Limited.
(iii) '' 3,066 Lakhs (March 31,2024 : '' Nil ) is secured by the way of Hypothecation of Inventory and Book Debts, also the following
properties are collaterized by simple mortgage : 1) Immovable property owned by Promoters located at Flat No. 501, Fifth Floor
in Hiteshree Height, Plot No. 08, Khare town, Dharampeth, Nagpur. 2) Land & Building on Plot No. 10/5, IT Park of MIDC, South
Ambazari Road, Mauza Parsodi, infront of VNIT Institute, Tal & Dist . Nagpur. 3) Unit No. 414, 4th Floor, Tantia Jogani Indl. Premises
Co-Op Soc . Ltd. J. R Boricha Marg, Sitaram Mill Compound , Lower Parel, Mumbai. 4) Cash collateral in the form of Fixed Deposit
of '' 1,215 Lakhs. 5) Pledge of Equity shares of the Company held by Raghav Infradevelopers & Builders Private Limited (Promoter
Group Company) 6) Personal Guarantee of Director & their relative. This Working Capital Loan carries a interest at the rate of
9.01% p.a.
(iv) '' 473 Lakhs (March 31,2024 : Nil) is secured by the way of Fixed Deposit of '' 492 Lakhs. This Overdraft limit carries a interest at the
rate of 7.6% p.a.
The aggregate amount of the transaction price allocated to the performance obligations that are unsatisfied (or partially unsatisfied)
as of March 31,2025 amounts to '' 85,866 Lakhs (March 31,2024 : '' 52,401 Lakhs). The remaining performance obligation are subject to
change and are affected by several factors including terminations, change in scope of contract, periodic revalidations, adjustment for
revenue that has not materialised.
The management of company expects that above 60% to 70% of the unsatisfied performance obligation will be recognised as revenue
during the next reporting period with balance in future reporting periods thereafter.
The above sensitivity analysis are based on change in an assumption while holding all other assumptions constant. In practice, this
is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined
benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated
with the projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit
liability recognised in the balance sheet.
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other
relevant factors, such as supply and demand in the employment market.
The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market
yields at the end of the reporting period on government bonds. Plan investment is a qualifying insurance policy with the LIC of India.
A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by an increase in the return on
the plan''s investments.
The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants
both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan''s liability.
The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants. As such, an
increase in the salary of the plan participants will increase the plan''s liability.
Gratuity and Leave plans typically expose the Company to actuarial risks such as: investment risk, interest rate risk, longevity risk and
salary risk.
The Company has no legal obligation to settle the deficit in the funded plan (Gratuity) with an immediate contribution or additional one off
contributions. The Company intends to continue to contribute the defined benefit plans in line with the insurer''s latest recommendations.
Gratuity benefits liabilities of the company are funded. There are no minimum funding requirements for a Gratuity benefits plan in India
and there is no compulsion on the part of the Company to fully or partially pre-fund the liabilities under the Plan.
The company have outsourced the investment management of the fund to an insurance company. The insurance company in turn
manages these funds as per the mandate provided to them and the asset allocation which is within the permissible limits prescribed
in the insurance regulations. Due to the restrictions in the type of investments that can be held by the fund, it may not be possible to
explicitly follow an asset-liability matching strategy to manage risk actively in a conventional fund.
(ESOP)'' was further amended (ESOP) by the Board of directors and subsequently approved by the Shareholders of the Company
by way of special ressolution passed through postal ballot on December 21,2024.
Further, as authorised by the Board of Directors, the Nomination and Remuneration Committee granted following Stock options.
a) 6,50,000 options to an eligible employee of the Company pursuant to the "Ceinsys Employee Stock Incentive Scheme 2024",
out of which, the employee has surrendered 2,50,000 options and hence stand cancelled. '' 1,325 Lakhs charged to statement
of Profit & Loss.
b) 10,16,970 options to the eligible employees of a foreign subsidiary pursuant to the "Ceinsys Employee Stock Option Plan 2024",
out of which 8,16,970 options stands cancelled since an employee resigned. The vesting of remaining 2,00,000 options to
an employee are subject to achieving the performance parameters by the geospatial operations in that subsidiary company
which will be measured as on July 13, 2025. As per the Management of the Company the probability of achieving this
performance parameters are remote and hence no cost is considered for the same as on March 31,2025.
The following methods and assumptions were used to estimate the fair values:
1 Fair value of cash and cash equivalents, other bank balances, trade receivables (billed & unbilled) , trade payables, current loans,
current borrowings, deposits and other current financial assets and liabilities are approximate at their carrying amounts largely
due to the short-term maturities of these instruments.
2 The fair values of non-current borrowings, non-current Inter Corporate Deposit Given and Margin money are approximate at their
carrying amount due to interest bearing features of these instruments.
The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation techniques:-
Level 1- Quoted prices / published Net Assets Value (unadjusted) in active markets for identical assets or liabilities. It includes fair value of
financial instruments traded in active markets and are based on quoted market prices at the Balance Sheet date and financial instruments
like mutual funds for which Net Assets Value is published by mutual fund operators at the Balance Sheet date.
Level 2- Inputs, other than quoted prices included within level 1, that are observable for the asset or liability, either directly (that is, as
prices) or indirectly (that is, derived from prices). It includes fair value of the financial instruments that are not traded in an active market
(for example, over-the-counter derivatives) is determined by using valuation techniques. These valuation techniques maximise the use
of observable market data where it is available and rely as little as possible on the Company specific estimates. If all significant inputs
required to fair value an instrument are observable then instrument is included in level 2.
Level 3- Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs). If one or more of
the significant inputs is not based on observable market data, the instrument is included in level 3.
The company''s activities expose it to market risk, credit risk and liquidity risk. 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 the Committee of
Board of Directors.
Market Risk is the risk that the future value of a financial instrument will fluctuate due to moves in the market factors. The value of
a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, equity prices and
other market changes that affect market risk sensitive instruments.
The Company manages market risk through a treasury department headed by the CFO, which evaluates and exercises independent
control over the entire process of market risk management and the processes of risk management is also approved by Senior
Management and the Audit Committee.
The most common types of market risks include
- interest rate risk,
- foreign currency risk and
- equity price 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 having non current borrowing in the form of Term Loan . Also, the Company is having
current borrowings in the form of working capital facility. There is a fixed rate of interest in case of Vehicle Loan hence, there
is no interest rate risk associated with these borrowings. The Company is exposed to interest rate risk associated with working
capital facility due to floating rate of interest.
The table below illustrates the impact of a 0.5% increase in interest rates on interest on financial liabilities assuming that the
changes occur at the reporting date and has been calculated based on risk exposure outstanding as of date. The year end
balances are not necessarily representative of the average debt outstanding during the year.
The Company''s investments in unquoted equity shares are subject to market price risk arising from uncertainties about future
values of the invested securities. The Company''s investments in unquoted equity shares other than subsidiaries is very limited
and the same is reviewed and approved by senior management on a regular basis.
Credit risk arises from the possibility that the counter party may not be able to settle their obligation as agreed. To manage this,
the Company periodically assesses financial reliability of customers and other counter parties, taking into account the financial
condition, current economic trends, and analysis of historical bad debts and ageing of financial assets. Individual risk limits are
periodically reviewed on the basis of such information.
Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor failing to engage in a
repayment plan with the Company. Where loans or receivables have been written off, the Company continues to engage in
enforcement activity to attempt to recover the receivable due. Where recoveries are made in respect of written off are recognised
as income in the statement of profit and loss.
Cash and cash equivalents and deposits: Balances and deposits with banks are subject to low credit risks due to good credit.
Trade and other receivables:
Note 45 Capital Management
The primary objective of capital management is to safeguard their ability to continue as going concern, so they can continue to provide
returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.
The Company considers the amount of capital in proportion to risk and manages the capital structure in light of changes in economic
conditions and risk management of the underlying assets.
The Company monitors the capital structure on the basis of total debt and equity ratio and maturity profile of overall debt portfolio of
the Company.
Net Debt ( total borrowing net of cash and cash equivalents and bank balance other than cash and cash equivalents ) divided by Total
''equity'' ( as shown in the balance sheet)
The Company has used practical expedient by computing the expected credit loss allowance for trade receivables based on provision
matrix. The provision matrix taken into account historical credit loss experience and adjusted for forward looking information. The
expected credit loss allowance is based on ageing of the days the receivables are due.
Liquidity Risk refers to insufficiency of funds to meet financial obligations. Liquidity risk management implies maintaining sufficient
cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to
meet obligations when due. Management monitors rolling forecasts of the Company''s liquidity position comprising the undrawn
borrowing facilities and cash and cash equivalents on the basis of expected cash flows.
Note 49 Disclosure on the Scheme of Amalgamation and accounting as per Ind AS 103:
49.1 The Scheme of Amalgamation of Allygrow Technologies Private Limited (ATPL), the Transferor Company (Wholly Owned Subsidiary
of the Company), with the Company, (the Scheme) has been approved by the National Company Law Tribunal, Mumbai Bench (the
NCLT) vide its order pronounced on 9th April, 2025 having the appointed date 1st April 2024. The Scheme became effective from
12th April, 2025.
49.2 The Scheme has been accounted for in accordance with ''Pooling of Interest Method'' laid down by Appendix C: ''Accounting for
Business Combinations under Common Control'' of Ind AS 103 "Business Combinations" prescribed under Section 133 of the Act
and as approved by the NCLT. To give effect of the Scheme, the financial statements of the Company have been restated from the
beginning of the preceding year as per the requirements of above mentioned Appendix-C.
49.3 Pursuant to the Scheme of Amalgamation, 2,52,780 equity shares of '' 100/- each of the ATPL held by the Company stood cancelled,
accordingly ATPL ceased to be subsidiary of the Company.
i) There are no balances outstanding on account of any transaction with companies struck off under section 248 of the Companies
Act, 2013 or section 560 of Companies Act, 1956.
ii) The Company does not have any such transaction which is not recorded in the books of account surrendered or disclosed as income
during the year in the tax assessments under the Income-tax act, 1961.
iii) No proceeding 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.
iv) The Company is not declared wilful defaulter by any bank or financial institution or other lender.
v) The Company has not advanced or loaned or invested funds 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: (a) Directly or
indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate
Beneficiaries) or (b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
vi) The Company has not received any fund from any person(s) or entity(s), including entities (Funding Party) with the understanding
(whether recorded in writing or otherwise) that the (a) 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 (b) Provide any guarantee, security or the
like on behalf of the Ultimate Beneficiaries.
vii) The company has not traded or inveseted in crypto currency or virtual currency during the financial year .
Previous Year''s figures have been regrouped / rearranged wherever necessary to make them comparable with those of current year.
As per our report of even date For and on behalf of Board of Directors
FOR CHATURVEDI & SHAH LLP Mr. Prashant Kamat
Chartered Accountants (Whole Time Director, Vice Chairman and CEO)
Firm Registration Number : 101720W / W100355 (DIN No. 07212749)
Rupesh Shah CA Kaushik Khona
(Partner) (Managing Director, India Operations)
Membership Number : 117964 (DIN No. 00026597)
CA Samir Sabharwal CS Pooja Karande
Date : May 03, 2025 (Chief Financial Officer) (Company Secretary)
Place : Mumbai (Membership No. A54401)
Mar 31, 2024
Provisions are recognised when there is a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and there is a reliable estimate of the amount of the obligation. When a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material). The discount rate used to determine the present value is a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognised as interest expense.
Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the company or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount cannot be made.
Contingent assets are disclosed when there is a possible asset arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the company.
The Company derives revenue primarily by providing Enterprise Geospatial & Engineering Services and sale of software and electricity.
a) Revenue from enterprise geospatial & engineering services:
Revenue is recognised when control of the promised goods or services are transferred to the customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services.
Arrangements with customers are either on a fixed-price, fixed-timeframe or on a time-and-material basis. Revenue is recognised based on performance obligations satisfied from the contracts; where the performance obligations are satisfied over time and where there is no uncertainty as to measurement or collectability, consideration is recognized as per the percentage-of-completion method on the basis of cost incurred. When there is uncertainty as to measurement or ultimate collectability, revenue recognition is postponed until such uncertainty is resolved. Efforts or costs expended have been used to measure progress towards completion as there is a direct relationship between input and productivity. Maintenance revenue is recognized rateably over the term of the underlying maintenance arrangement.
Revenues in excess of invoicing are classified as contract assets (which The Company refer as unbilled revenue) while invoicing in excess of revenues are classified as contract liabilities (which we refer to as unearned revenue).
In determining the transaction price for the sale of good or rendering of service, the Company considers the effects of variable consideration and provisional pricing, taking into account contractually defined terms of payment and excluding taxes or duties collected on behalf of the government. The Company considers whether there are other promises in the contract that are separate performance obligations to which a portion of the transaction price needs to be allocated.
Contract modifications are accounted for when additions, deletions or changes are approved either to the contract scope or contract price. The accounting for modifications of contracts involves assessing whether the services added to an existing contract are distinct and whether the pricing is at the standalone selling price. Services added that are not distinct are accounted for on a cumulative catch up basis, while those that are distinct are accounted for prospectively, either as a separate contract, if the additional services are priced at the standalone selling price, or as a termination of the existing contract and creation of a new contract if not priced at the standalone selling price.
b) Sale of Software Products
Revenue is recognised when control of the promised goods or services are transferred to the customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services.
c) Sale of Electricity
Sale of electricity is recognised based on electricity generated and eligible to be invoiced during the reporting period.
d) Dividend
Dividend is recognised as income when the Company''s right to receive the dividend is established by the reporting date.
e) Interest
Interest income from a financial asset is recognised when it is probable that the economic benefits will flow to the Company and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the amortised cost and at the effective interest rate applicable.
Dividend and interest income is included under the head ''Other income'' in the statement of profit and loss.
Contract balances Contract assets
A contract asset is the right to consideration in exchange for goods or services transferred to the customer. If the Company performs by transferring goods or services to a customer before the customer pays consideration or before payment is due, a contract asset is recognised for the earned consideration that is conditional.
Trade receivables
A receivable represents the Company''s right to an amount of consideration that is unconditional. Refer to accounting policies of financial assets in note no. 2.2 (i) Financial instruments - initial recognition and subsequent measurement.
Contract liabilities
A contract liability is the obligation to transfer goods or services to a customer for which the Company has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before the Company transfers goods or services to the customer, a contract liability is recognised when the payment is made or the payment is due (whichever is earlier). Contract liabilities are recognised as revenue when the Company performs under the contract.
In preparing the financial statements of the Company, transactions in currencies other than the company''s functional currency viz. Indian Rupee are recognised at the rates of exchange prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates are recognised in statement of profit and loss.
Exchange differences on monetary items are recognised in statement of profit and loss in the period in which they arise.
In case of an asset, expense or income where a non-monetary advance is paid/received, the date of transaction is the date on which the advance was initially recognized. If there were multiple payments or receipts in advance, multiple dates of transactions are determined for each payment or receipt of advance consideration.
Tax expense for the period, comprising current tax and deferred tax, are included in the determination of the net profit or loss for the period. Current tax is measured at the amount expected to be paid to the tax authorities in accordance with the Income Tax Act, 1961.
Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the separate financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised. Such deferred tax assets and liabilities are not recognised if the temporary difference arises from the initial recognition (other than in a business combination) of assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.
Current and deferred tax are recognised in profit or loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognised in other
comprehensive income or directly in equity respectively. Where current tax or deferred tax arises from the initial accounting for a business combination, the tax effect is included in the accounting for the business combination. Current tax assets and current tax liabilities are offset when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle the asset and the liability on a net basis. Deferred tax assets and deferred tax liabilities are offset when there is a legally enforceable right to set off assets against liabilities representing current tax and where the deferred tax assets and the deferred tax liabilities relate to taxes on income levied by the same governing taxation laws.
Cash and cash equivalents in the Balance Sheet comprise cash at banks, cash on hand and short-term deposits with an original maturity of three months or less, which are subject to an insignificant risk of changes in value.
For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as defined above, net of outstanding bank overdrafts as they are considered an integral part of the Company''s cash management.
Amounts received from customers or billed to customers, in advance of services performed are recorded as deferred revenue under Other Current Liabilities. Unbilled revenue included in Current Financial Assets, represents amounts recognised in respect of services performed in accordance with contract terms, not yet billed to customers as at the year end.
xiv) Segment Reporting
The Chairman of the Company has been identified as the Chief Operating Decision Maker (CODM) as defined by Ind AS 108, "Operating Segments.
Operating segments are reported in a manner consistent with the internal reporting provided to the CODM.
The accounting policies adopted for segment reporting are in conformity with the accounting policies adopted for the Company. Revenue and expenses have been identified to segments on the basis of their relationship to the operating activities of the segment. Income / Costs which relate to the Company as a whole and are not allocable to segments on a reasonable basis, have been included under Unallocated Income/Costs. Interest income and expense are not allocated to respective segments.
As per Ind AS, if a financial report contains consolidated financial statement of a parent that is within the scope of Ind As as well as parent''s separate financial statements, Segment
information is required only in the consolidated financial statements. Accordingly, the Company has disclosed segment information only in consolidated financial statement.
Annual dividend distribution to the shareholders is recognised as a liability in the period in which the dividends are approved by the shareholders. Any interim dividend paid is recognised on approval by Board of Directors. Dividend payable and corresponding tax on dividend distribution is recognised directly in other equity.
The Company measures financial instruments at fair value at each Balance Sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:
a) In the principal market for the asset or liability, or
b) In the absence of a principal market, in the most advantageous market for the asset or liability.
A fair value measurement of a non-financial asset takes into account a market participant''s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy.
The preparation of the financial statements in conformity with Ind AS requires the Management to make estimates and assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) and the reported income and expenses during the year. The Management believes that the estimates used in preparation of the financial statements are prudent and reasonable. Future results could differ due to these estimates and the differences between the actual results and the estimates are recognised in the periods in which the results are known / materialise.
(i) Revenue Recognition: The Company uses the percentage-of-completion method in accounting for
its fixed - price contracts. The use of the percentage-of-completion method requires the Company to estimate the efforts or costs expended to date as a proportion of total efforts or costs to be expended. Efforts or costs have been used to measure progress towards completion as there is direct relationship between input and productivity. Provisions for estimated losses, if any, on uncompleted contracts are recorded in their period in which such losses become probable based on the expected contract estimates at the reporting date.
(ii) Expected Credit Loss: The Company applies Expected Credit Loss (ECL) model for measurement and recognition of impairment on financial assets. The Company measures the ECL associated with its assets based on historical trend, industry practices and the business environment in which entity operates or any other appropriate basis. For trade receivables, the Company follows ''simplified approach'' for recognition of impairment loss allowance. As a practical expedient, the Company uses a provision matrix to determine impairment loss allowance on portfolio of its trade receivables. The provision matrix is based on historically observed default rates over the expected life of the trade receivables and is adjusted for forward-looking estimates. At every reporting date, the historical observed default rates are updated and changes in forward-looking estimates are analysed.
(iii) Useful life of Assets:
Depreciation is derived after determining an estimate of an asset''s expected useful life and the expected residual value at the end of its life. The useful lives and residual values of Company''s assets are determined by management at the time the asset is acquired and reviewed periodically, including at each financial year end. The lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as changes in technology.
The cost of the defined benefit plans and the present value of the defined benefit obligation are based on actuarial valuation using the projected unit credit method. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.
(i) '' 8.45 Lakhs (March 31,2023 : '' 2,918.45 Lakhs) is secured by the way of Hypothecation of Inventory and Book Debts, also the following properties are collaterized by simple mortgage : 1) Land & Building on Plot No. 10/5, IT Park of MIDC, South Ambazari Road, Mauza Parsodi, infront of VNIT Institute, Tal & Dist . Nagpur. 2) Unit No. 414, 4th Floor, Tantia Jogani Indl. Premises Co-Op Soc . Ltd. J. R Boricha Marg, Sitaram Mill Compound , Lower Parel, Mumbai.3) Continuation of Lien on existing all Term Deposits Offered being Margin for BG & LC Limit. 4) Various other immovable property owned by Promoters at different locations in India & Personal Guarantees of Directors. 5) Cash collateral in the form of Fixed Deposit of '' 324.13 Lakhs. This Working Capital Loan carries a interest at the rate of 11.25 % p.a.
(ii) '' 345.65 Lakhs (March 31,2023 : '' 1,399.43 Lakhs) is secured by the way of hypothecation of the company''s Inventory, Book Debts and all the current assets present and future ranking Pari- passu with other consortium member i.e. Abhyudaya Co-operative Bank Ltd. Apart from the above the following properties have been collateralised in the form of : 1) Pledge of 13.25 Lakh Shares of the Company owned by Raghav Infra Developers 2) Immovable property owned by the Company at Nagpur (Leasehold land) and at Lower Parel (office) and various other immovable property owned by Promoters at different locations in India. 3) Cash collateral in the form of Fixed Deposit of '' 175.00 Lakhs. 4) Personal Guarantees of Directors & their relatives & also Corporate Guarantees of Raghav Infra Developers & Builders Private Limited, SMG Realities Private Limited & SMG Hospitals Private Limited This Working Capital Loan carries a interest at the rate of 10.65% p.a.
Related Party: from a wholly owned Subsidiary are repayable within 12 months and carries an interest rate of 9.5% p.a.
'' NIL (March 31,2023 : '' 35.02 Lakhs) of term loan was secured by way of charge on the Plant & Machinery purchased by the Company.
The above sensitivity analysis are based on change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.
The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds. Plan investment is a qualifying insurance policy with the LIC of India.
A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by an increase in the return on the plan''s investments.
The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan''s liability.
Salary risk
The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the plan''s liability.
Gratuity and Leave plans typically expose the Company to actuarial risks such as: investment risk, interest rate risk, longevity risk and salary risk.
The Company has no legal obligation to settle the deficit in the funded plan (Gratuity) with an immediate contribution or additional one off contributions. The Company intends to continue to contribute the defined benefit plans in line with the insurer''s latest recommendations.
Gratuity benefits liabilities of the company are funded. There are no minimum funding requirements for a Gratuity benefits plan in India and there is no compulsion on the part of the Company to fully or partially pre-fund the liabilities under the Plan.
The company have outsourced the investment management of the fund to an insurance company. The insurance company in turn manages these funds as per the mandate provided to them and the asset allocation which is within the permissible limits prescribed in the insurance regulations. Due to the restrictions in the type of investments that can be held by the fund, it may not be possible to explicitly follow an asset-liability matching strategy to manage risk actively in a conventional fund.
The Company''s liability is actuarially determined (using the Projected Unit Credit method) at the end of each year. Actuarial losses/ gains are recognised in the Statement of Profit and Loss in the year in which they arise.
Ceinsys Employee Stock Option Scheme, 2022 - Plan 1 & Ceinsys Employee Stock Option Scheme, 2022 - Plan 2 ("ESOS")
In order to provide equity settled incentive to specific employees of the Company and its subsidiaries, the Company has introduced ESOS. The ESOS includes tenure-based stock options. The specific employees to whom these Options are granted and their eligibility criteria are determined by the Compensation committee (CC), for the purpose of ESOS, the Nomination Remuneration Committee is designated as the CC.
During the FY 2022-23, 9,08,000 Options (Plan 1 - 1,66,188 options & Plan 2 - 7,41,812 options) were granted to the eligible employees at an exercise price of '' 10 per option respectively . Exercise period is 5 years from the date of vesting (in maximum 3 tranches) of the respective options.
The following methods and assumptions were used to estimate the fair values:
1 Fair value of cash and cash equivalents, other bank balances, trade receivables (billed & unbilled) , trade payables, current loans, current borrowings, deposits and other current financial assets and liabilities are approximate at their carrying amounts largely due to the short-term maturities of these instruments.
2 The fair values of non-current borrowings and margin money are approximate at their carrying amount due to interest bearing features of these instruments.
The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation techniques:-
Level 1- Quoted prices / published Net Assets Value (unadjusted) in active markets for identical assets or liabilities. It includes fair value of financial instruments traded in active markets and are based on quoted market prices at the Balance Sheet date and financial instruments like mutual funds for which Net Assets Value is published by mutual fund operators at the Balance Sheet date.
Level 2- Inputs, other than quoted prices included within level 1, that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices). It includes fair value of the financial instruments that are not traded in an active market (for example, over-the-counter derivatives) is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on the Company specific estimates. If all significant inputs required to fair value an instrument are observable then instrument is included in level 2.
Level 3- Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs). If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
The following table provides hierarchy of the fair value measurement of Company''s asset and liabilities, grouped into Level 1 (Quoted prices in active markets), Level 2 (Significant observable inputs) and Level 3 (Significant unobservable inputs) as described below:
The company''s activities expose it to market risk, credit risk and liquidity risk. 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 the Committee of Board of Directors.
Market Risk is the risk that the future value of a financial instrument will fluctuate due to moves in the market factors. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, equity prices and other market changes that affect market risk sensitive instruments.
The Company manages market risk through a treasury department headed by the CFO, which evaluates and exercises independent control over the entire process of market risk management and the processes of risk management is also approved by Senior Management and the Audit Committee.
The most common types of market risks include
- interest rate risk,
- foreign currency risk and
- equity price 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 having non current borrowing in the form of Term Loan . Also, the Company is having current borrowings in the form of working capital facility and Inter Corporate Loans. There is a fixed rate of interest in case of Inter corporate deposit and Vehicle Loan hence, there is no interest rate risk associated with these borrowings. The Company is exposed to interest rate risk associated with Term Loan and working capital facility due to floating rate of interest.
The table below illustrates the impact of a 0.5% increase in interest rates on interest on financial liabilities assuming that the changes occur at the reporting date and has been calculated based on risk exposure outstanding as of date. The year end balances are not necessarily representative of the average debt outstanding during the year.
The Company''s investments in unquoted equity shares are subject to market price risk arising from uncertainties about future values of the invested securities. The Company''s investments in unquoted equity shares other than subsidiaries is very limited and the same is reviewed and approved by senior management on a regular basis."
Credit risk arises from the possibility that the counter party may not be able to settle their obligation as agreed. To manage this, the Company periodically assesses financial reliability of customers and other counter parties, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of financial assets. Individual risk limits are periodically reviewed on the basis of such information.
Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor failing to engage in a repayment plan with the Company. Where loans or receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made in respect of written off are recognised as income in the statement of profit and loss.
Cash and cash equivalents and deposits: Balances and deposits with banks are subject to low credit risks due to good credit. Trade and other receivables:
The Company measures the expected credit loss of trade receivables, retention with customers and other financial assets which are subject to credit risk, based on historical trend, industry practices and the business environment in which the entity operates and adjusted for forward looking information. Loss rates are based on actual credit loss experience and past trends.
The Company has used practical expedient by computing the expected credit loss allowance for trade receivables based on provision matrix. The provision matrix taken into account historical credit loss experience and adjusted for forward looking information. The expected credit loss allowance is based on ageing of the days the receivables are due.
The primary objective of capital management is to safeguard their ability to continue as going concern, so they can continue to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. The Company considers the amount of capital in proportion to risk and manages the capital structure in light of changes in economic conditions and risk management of the underlying assets.
The Company monitors the capital structure on the basis of total debt and equity ratio and maturity profile of overall debt portfolio of the Company.
i) There are no balances outstanding on account of any transaction with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.
ii) The Company does not have any such transaction which is not recorded in the books of account surrendered or disclosed as income during the year in the tax assessments under the Income-tax act, 1961.
iii) No proceeding 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.
iv) The Company is not declared wilful defaulter by any bank or financial institution or other lender.
v) The Company has not advanced or loaned or invested funds 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: (a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or (b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
vi) The Company has not received any fund from any person(s) or entity(s), including entities (Funding Party) with the understanding
(whether recorded in writing or otherwise) that the (a) 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 (b) Provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
vii) The company has not traded or inveseted in crypto currency or virtual currency during the financial year.
The Board of Director of the Company at its meeting held on 7th November, 2023, has approved the Scheme of Amalgamation between the Company and Allygrow Technologies Private Limited ("ATPL" or "Transferor Company"), a wholly owned subsidiary of the Company, and their respective shareholders and Creditors ("Scheme") under sections 230 to 232 and other applicable provisions of the Companies Act, 2013. The Appointed Date for the Scheme is 1st April, 2024. The Scheme is subject to necessary statutory / regulatory approvals under applicable laws including approval of the National Company Law Tribunal.
Previous Year''s figures have been regrouped / rearranged wherever necessary to make them comparable with those of current year.
As per our report of even date For and on behalf of Board of Directors
Chartered Accountants (Whole Time Director, Vice Chairman and CEO)
Firm Registration Number : 101720W / W100355 (DIN No. 07212749)
(Partner) (Managing Director)
Membership Number : 117964 (DIN No. 01984134 )
Place : Mumbai (Chief Financial Officer) (Company Secretary)
Date : May 27, 2024 (Membership No. A54401)
Mar 31, 2023
Provisions are recognised when there is a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and there is a reliable estimate of the amount of the obligation. When a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material). The discount rate used to determine the present value is a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognised as interest expense.
Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the company or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount cannot be made.
Contingent assets are disclosed when there is a possible asset arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the company.
The Company derives revenue primarily by providing Enterprise Geospatial & Engineering Services and sale of software and electricity.
Revenue is recognised when control of the promised goods or services are transferred to the customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services.
Arrangements with customers are either on a fixed-price, fixed-timeframe or on a ti''me-and-material basis. Revenue is recognised based on performance obligations satisfied from the contracts; where the performance obligations are satisfied over time and where there is no uncertainty as to measurement or collectability, consideration is recognized as per the percentage-of-completion method on the basis of cost incurred. When there is uncertainty as to measurement or ultimate collectability, revenue recognition is postponed until such uncertainty is resolved. Efforts or costs expended have been used to measure progress towards completion as there is a direct relationship between input and productivity. Maintenance revenue is recognized rateably over the term of the underlying maintenance arrangement.
Revenues in excess of invoicing are classified as contract assets (which The Company refer as unbilled revenue) while invoicing in excess of revenues are classified as contract liabilities (which we refer to as unearned revenue).
In determining the transaction price for the sale of good or rendering of service, the Company considers the effects of variable consideration and provisional pricing, taking into account contractually defined terms of payment and excluding taxes or duties collected on behalf of the government. The Company considers whether there are other promises in the contract that are separate performance obligations to which a portion of the transaction price needs to be allocated.
Contract modifications are accounted for when additions, deletions or changes are approved either to the contract scope or contract price. The accounting for modifications of contracts involves assessing whether the services added to an existing contract are distinct and whether the pricing is at the standalone selling price. Services added that are not distinct are accounted for on a cumulative catch up basis, while those that are distinct are accounted for prospectively, either as a separate contract, if the additional services are priced at the standalone selling price, or as a termination of the existing contract and creation of a new contract if not priced at the standalone selling price.
Revenue is recognised when control of the promised goods or services are transferred to the customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services.
Sale of electricity is recognised based on electricity generated and eligible to be invoiced during the reporting period.
Dividend is recognised as income when the Company''s right to receive the dividend is established by the reporting date.
Interest income from a financial asset is recognised when it is probable that the economic benefits will flow to the Company and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the amortised cost and at the effective interest rate applicable.
Dividend and interest income is included under the head ''Other income'' in the statement of profit and loss.
A contract asset is the right to consideration in exchange for goods or services transferred to the customer. If the Company performs by transferring goods or services to a customer before the customer pays consideration or before payment is due, a contract asset is recognised for the earned consideration that is conditional.
A receivable represents the Company''s right to an amount of consideration that is unconditional. Refer to accounting policies of financial assets in note no. 2.2 (I) Financial instruments - initial recognition and subsequent measurement.
A contract liability is the obligation to transfer goods or services to a customer for which the Company has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before the Company transfers goods or services to the customer, a contract liability is recognised when the payment is made or the payment is due (whichever is earlier). Contract liabilities are recognised as revenue when the Company performs under the contract.
In preparing the financial statements of the Company, transactions in currencies other than the company''s functional currency viz. Indian Rupee are recognised at the rates of exchange prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates are recognised in statement of profit and loss. Non-monetary items carried at fair value that are denominated in foreign currencies are translated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.Exchange differences on monetary items are recognised in statement of profit and loss in the period in which they arise.
In case of an asset, expense or income where a non-monetary advance is paid/received, the date of transaction is the date on which the advance was initially recognized. If there were multiple payments or receipts in advance, multiple dates of transactions are determined for each payment or receipt of advance consideration.
The Company assesses whether a contract contains a lease, at the inception of the contract. A contract is, or contains, a lease if the contract conveys the right to control the use of an
identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Company assesses whether (i) the contract involves the use of identified asset; (ii) the Company has substantially all of the economic benefits from the use of the asset through the period of lease and (iii) the Company has right to direct the use of the asset.
Company as a Lessee
The Company will recognize a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the site on which it is located, less any lease incentives received.
Certain lease arrangements include the option to extend or terminate the lease before the end of the lease term. The right-of-use assets and lease liabilities include these options when it is reasonably certain that the option will be exercised.
The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain re-measurements of the lease liability.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company''s incremental borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate.
The lease liability is subsequently measured at amortised cost using the effective interest method. It is re-measured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in the Company''s estimate of the amount expected to be payable under a residual value guarantee, or if Company changes its assessment of whether it will exercise a purchase, extension or termination option.
When the lease liability is re-measured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.
Determination of lease term & discount rate:
Ind AS 116 Leases requires lessee to determine the lease term as the non-cancellable period of a lease adjusted with any option to extend or terminate the lease, if the use of such option is reasonably certain. The Company makes assessment on the expected lease term on lease by lease basis and thereby assesses whether it is reasonably certain that any options to extend or terminate the contract will be exercised. In evaluating the lease term, the Company considers factors such as any significant leasehold improvements undertaken over the lease term, costs relating to the termination of lease and the importance of the underlying to the Company''s operations taking into account the location of the underlying asset and the availability of the suitable alternatives. The lease term in future periods is reassessed to ensure that the lease term reflects the current economic circumstances. The discount rate is generally based on the incremental borrowing rate specific to the lease being evaluated or for a portfolio of leases with similar characteristics.
Tax expense for the period, comprising current tax and deferred tax, are included in the determination of the net profit or loss for the period. Current tax is measured at the amount expected to be paid to the tax authorities in accordance with the Income Tax Act, 1961.
Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the separate financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised. Such deferred tax assets and liabilities are not recognised if the temporary difference arises from the initial recognition (other than in a business combination) of assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.
Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.
Current and deferred tax are recognised in profit or loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognised in other comprehensive income or directly in equity respectively. Where current tax or deferred tax arises from the initial accounting for a business combination, the tax effect is included in the accounting for the business combination.
Current tax assets and current tax liabilities are offset when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle the asset and the liability on a net basis. Deferred tax assets and deferred tax liabilities are offset when there is a legally enforceable right to set off assets against liabilities representing current tax and where the deferred tax assets and the deferred tax liabilities relate to taxes on income levied by the same governing taxation laws.
Minimum Alternative Tax (MAT) is applicable to the Company. Credit of MAT is recognised as an asset only when and to the extent there is convincing evidence that the Company will pay normal income tax during the specified period, i.e., the period for which MAT credit is allowed to be carried forward. In the year in which the MAT credit becomes eligible to be recognised as an asset, the said asset is created by way of a credit to the statement of profit and loss and shown as MAT credit entitlement. The Company reviews the same at each Balance Sheet date and writes down the carrying amount of MAT credit entitlement to the extent there is no longer convincing evidence to the effect that the Company will pay normal income tax during the specified period.
Cash and cash equivalents in the Balance Sheet comprise cash at banks, cash on hand and short-term deposits with an original maturity of three months or less, which are subject to an insignificant risk of changes in value. For the purpose of the statement of cash flows, cash an cash equivalents consist of cash and short-term deposits, as defined above, net of outstanding bank overdrafts as they are considered an integral part of the Company''s cash management.
Borrowing costs specifically relating to the acquisition or construction of qualifying assets that necessarily takes a substantial period of time to get ready for its intended use are capitalized (net of income on temporarily deployment of funds) as part of the cost of such assets. Borrowing costs consist of interest and other costs that the Company incurs in connection with the borrowing of funds. For general borrowing used for the purpose of obtaining a qualifying asset, the amount of borrowing costs eligible for capitalization is determined by applying a capitalization rate to the expenditures on that asset. The capitalization rate is the weighted average of the borrowing costs applicable to the borrowings of the Company that are outstanding during the period, other than borrowings made specifically for the purpose of obtaining a qualifying asset. The amount of borrowing costs capitalized during a period does not exceed the amount of borrowing cost incurred during that period. All other borrowing costs are expensed in the period in which they occur.
Amounts received from customers or billed to customers, in advance of services performed are recorded as deferred revenue under Other Current Liabilities. Unbilled revenue included in Current Financial Assets, represents amounts recognised in respect of services performed in accordance with contract terms, not yet billed to customers as at the year end.
i. Basic earnings per share
Basic earnings per share is calculated by dividing:
- the profit attributable to owners of the Company
- by weighted average number of equity shares outstanding during the financial year, adjusted for the bonus elements in equity shared issued during the year
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account
- income or expense that would result from the conversion of the dilutive potential ordinary shares
- the weighted average number of additional equity shares that would have been outstanding assuming the conversion of all dilutive potential equity shares.
The Chairman of the Company has been identified as the Chief Operating Decision Maker (CODM) as defined by Ind AS 108, âOperating Segments.
Operating segments are reported in a manner consistent with the internal reporting provided to the CODM.
The accounting policies adopted for segment reporting are in conformity with the accounting policies adopted for the Company. Revenue and expenses have been identified to segments on the basis of their relationship to the operating activities of the segment. Income / Costs which relate to the Company as a whole and are not allocable to segments on a reasonable basis, have been included under Unallocated Income/Costs. Interest income and expense are not allocated to respective segments.
As per Ind AS, if a financial report contains consolidated financial statement of a parent that is within the scope of Ind As as well as parent''s separate financial statements, Segment information is required only in the consolidated financial statements. Accordingly, the Company has disclosed segment information only in consolidated financial statement.
Annual dividend distribution to the shareholders is recognised as a liability in the period in which the dividends are approved by the shareholders. Any interim dividend paid is recognised on approval by Board of Directors. Dividend payable and corresponding tax on dividend distribution is recognised directly in other equity.
The Company presents assets and liabilities in statement of financial position based on current/non-current classification.
The Company has presented non-current assets and current assets before equity, non-current liabilities and current liabilities in accordance with Schedule III, Division II of Companies Act, 2013 notified by Ministry of Corporate Affairs (MCA).
a) Expected to be realised or intended to be sold or consumed in normal operating cycle,
b) Held primarily for the purpose of trading,
c) Expected to be realised within twelve months after the reporting period, or
d) Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.
All other assets are classified as non-current.
a) Expected to be settled in normal operating cycle,
b) Held primarily for the purpose of trading,
c) Due to be settled within twelve months after the reporting period, or
d) There is no unconditional right to defer the settlement of the l iability for at least twelve months after the reporting period.
All other liabilities are classified as non-current.
The operating cycle is the time between the acquisition of assets for processing and their realisation in cash or cash equivalents. Deferred tax assets and liabilities are classified as non-current assets and liabilities. The Company has identified twelve months as its operating cycle.
The Company measures financial instruments at fair value at each Balance Sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:
a) In the principal market for the asset or liability, or
b) In the absence of a principal market, in the most advantageous market for the asset or liability.
A fair value measurement of a non-financial asset takes into account a market participant''s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy.
All amounts disclosed in the financial statements and notes have been rounded off to the nearest lakhs, unless otherwise stated.
The preparation of the financial statements in conformity with Ind AS requires the Management to make estimates and assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) and the reported income and expenses during the year. The Management believes that the estimates used in preparation of the financial statements are prudent and reasonable. Future results could differ due to these estimates and the differences between the actual results and the estimates are recognised in the periods in which the results are known / materialise.
(i) Revenue Recognition: The Company uses the percentage-of-completion method in accounting for its fixed - price contracts. The use of the percentage-of-completi''on method requires the Company to estimate the efforts or costs expended to date as a proportion of total efforts or costs to be expended. Efforts or costs have been used to measure progress towards completion as there is direct relationship between input and productivity. Provisions for estimated losses, if any, on uncompleted contracts are recorded in their period in which such losses become probable based on the expected contract estimates at the reporting date.
(ii) Expected Credit Loss: The Company applies Expected Credit Loss (ECL) model for measurement and recognition of impairment on financial assets. The Company measures the ECL associated with its assets based on historical trend, industry practices and the business environment in which entity operates or any other appropriate basis. For trade receivables, the Company follows ''simplified approach'' for recognition of impairment loss allowance. As a practical expedient, the Company uses a provision matrix to determine impairment loss allowance on portfolio of its trade receivables. The provision matrix is based on historically observed default rates over the expected life of the trade receivables and is adjusted for forward-looking estimates. At every reporting date, the historical observed default rates are updated and changes in forward-looking estimates are analysed.
Depreciation is derived after determining an estimate of an asset''s expected useful life and the expected residual value at the end of its life. The useful lives and residual values of Company''s assets are determined by management at the time the asset is acquired and reviewed periodically, including at each financial year end. The lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as changes in technology.
The cost of the defined benefit plans and the present value of the defined benefit obligation are based on actuarial valuation using the projected unit credit method. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions.
All assumptions are reviewed at each reporting date.
On March 31, 2023, the Ministry of Corporate Affairs (MCA) has notified The Companies (Indian Accounting Standards) Amendment Rules, 2023. This notification has resulted into amendments in the following existing accounting standards which are applicable to company from April 1, 2023:
Ind AS 101 - First-time Adoption of Indian Accounting Standards
Ind AS 102 - Share-based Payment
Ind AS 103 - Business Combinations
Ind AS 107 - Financial Instruments Disclosures
Ind AS 109 - Financial Instruments
Ind AS 115 - Revenue from Contracts with Customers
Ind AS 1 - Presentation of Financial Statements
Ind AS 8 - Accounting Policies, Changes in Accounting Estimates
and Errors
Ind AS 12 - Income Taxes
Ind AS 34 - Interim Financial Reporting
Application of above amended standards are not expected to have any significant impact on the company''s financial statements.
Note 5.01: During the previous year, the Company received approval from its shareholders for an acquisition of 100% equity stake in Allygrow Technologies Private Limited (ATPL) and the Company entered into a Share Purchase Agreement (âSPA Agreement") with the ATPL and its existing Shareholders to acquire all the equity shares of ATPL.
(i) The company has allotted 36,07,530 Equity Shares of Face Value of Rs. 10 each at a premium of Rs.146 per share on Private Placement to the equity shareholders of Allygrow Technology Private Limited for consideration other than cash (Refer Note No. 5.01);
(ii) The company has allotted 7,06,782 Equity Shares of Face Value of Rs.10 each at a premium of Rs.146 per share on Preferential basis to a Promoter and PromoterGroupof the Company;
The Company has only one class of shares referred to as equity shares having a par value of Rs. 10/- per share. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuring annual general meeting. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders. Every holder of equity share present at a meeting in person or by proxy, is entitled to one vote, and upon a poll each share is entitled to one vote.
Securities premium is used to record the premium on issue of shares. It shall be utilised in accordance with the provisions of the Companies Act, 2013. General Reserve
General Reserve was created out of the profit of the Company. It shall be utilised in accordance with the provisions of the Companies Act, 2013. Retained Earnings
Retained Earnings represent the accumulated Profits / (losses) made by the company over the years.
Share based payment reserve is created against âCeinsys Employee Stock Option Scheme 2022- Plan 1" and "Ceinsys Employee Stock Option Scheme 2022- Plan 2" and will be utilised against exercise of the option by the employees on issuance of the equity shares.
Other Comprehensive Income (OCI) represents the amount recognised in other equity consequent to remeasurement of Defined Benefit Plan.
(i) Rs. 2,918.45 Lakhs (March 31,2022: Rs.2,636.64 Lakhs) is secured by the way of Hypothecation of Stock, Work-in-Progress, and Book Debts, also the following properties are collaterized by simple mortgage : 1) Land & Building on Plot No. 10/5, IT Park of MIDC, South Ambazari Road, Mauza Parsodi, infront of VNIT Institute, Tal & Dist. Nagpur. 2)Land & Wind Mill at village Murud, Tal. Patan, Dist. Satara. 3) Unit No. 414,4th Floor, Tantia Jogani Indl. Premises Co-Op Soc. Ltd. J. R Boricha Marg, Sitaram Mill Compound , Lower Parel, Mumbai. 4) Continuation of Lien on existing all Term Deposits Offered being Margin for BG & LC Limit. This Working Capital Loan carries a interest at the rate of 10.50% p.a. (For March 31,2022:10.50% p.a.)
(ii) Rs. 1,399.43 Lakhs (March 31,2022 : Rs.3,238.26 Lakhs) is secured by the way of hypothecation of the Co''s entire stock comprising of Raw Materials, Work-In-Progress, Finished goods, Consumables Stores & Spares and other materials; Receivables, claims and bills both present and future ranking Pari- passu with other consortium member i.e. Abhyudaya Co-operative Bank Ltd. Apart from the above the following properties have been collateralised in the form of: 1) Pledge of 13.25 Lakh Shares of the Company owned by Raghav Infra Developers 2) Immovable property owned by the Company at Nagpur (Leasehold land) and at Lower Parel (office) and various other immovable property owned by Promoters at different locations in India & 3)Personal Guarantees of Directors & their relatives & also Corporate Guarantees of Raghav Infra Developers & Builders Pvt Ltd, SMG Realities Pvt Ltd, SMG Hospitals Pvt Ltd. & Shree Sainath textiles Private Limited. This Working Capital Loan carries a interest at the rate of 11.90% p.a. (For March 31,2022:9.40% p.a.)
"20.02 InterCorporate Loan from:
- Related Party: from a JointVentureare repayable within 12 months and carries an interest rate of 8.35% p.a.
- Others: arerepayble within 3 months and carries an interest rate ranging from 11% to 13% p.a."
The above sensitivity analysis are based on change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions maybe correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.
The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds. Plan investment is a qualifying insurance policy with the LIC of India.
A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by an increase in the return on the planâs investments.
The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the planâs liability.
The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the planâs liability.
Gratuity and Leave plans typically expose the Company to actuarial risks such as: investment risk, interest rate risk, longevity risk and salary risk.
The Company has no legal obligation to settle the deficit in the funded plan (Gratuity) with an immediate contribution or additional one off contributions. The Company intends to continue to contribute the defined benefit plans in line with the insurer''s latest recommendations.
37.02 There are no capital commitments as at the end of any of the reported years.
37.03 The Company received one demand notices in previous year from the Income Tax Department, however since there were Tax computatior errors by the said department, the Company has filed rectification application under section 154 of the Income Tax Act, 1961, accordingly nc contingent liability disclosed forthe same.
In accordance with the requirements of Ind AS 24, on related party disclosures, name of the related party, related party relationship transactions and outstanding balances including commitments where control exist and with whom transactions have taken place during reported periods, are as detailed below:
ADCC Infocom Private Limited
AllygrowTechnologies Private Limited (ATPL)
Technology Associates Inc. (Subsidiary of ATPL)
Allygrow Engineering Services Private Limited (Subsidiary of ATPL)
Allygrow Technologies UK Limited (Subsidiary of ATPL) (From July 21,2022)
Allygrow Technologies B.V (Subsidiary of Allygrow Technologies Private Limited)
Allygrow Technologies Gmbh (Subsidiary of Allygrow Technologies B.V.)
Allygrow Technologies UK Limited (Subsidiary of Allygrow Technologies B.V.) (Till July 20,2022)
Allygram Systems and Technologies Private Limited (JointVenture of Allygrow Technologies Private Limited)
Mr. SagarMeghe - Non-Executive Chairman $
Mr. Prashant Kamat-Vice Chairman and Chief Executive Officer Mr.Abhay Kimmatkar- Managing director $
Mr. Rahul Joharapurkar-Joint Managing Director
Mr. Krishnan Rathnam - Chief Financial Officer (Till September 30,2022)
Mr. RajeshJoshi - Deputy Chief Financial Officer (Till May 30,2022)
Mr. SudhirGupta - Chief Financial Officer (Till May 3,2023)
Ms. Pooja Karande- Company Secretary
Mr. SameerMeghe$
Mrs. Shalinitai Meghe $
Mrs. Devika Meghe $
Mrs.Vrinda Meghe Mrs. Radhika Meghe
(i) Raghav Infradevelopers and Builders Private Limited $
(ii) Primus Finance Private Limited
(iii) SMG Realities Private Limited $
(iv) SMG Hospitals Private Limited $
(v) NagarYuvakShikshan Sansthan (NYSS)
(vi) Jawaharlal Nehru Medical College(JNMC) (Till May 1,2022)
(vii) YeshwantraoChavan College of Engineering
(viii) Upskill Educom Private limited
(ix) Datta Meghe Institute of Higher Education and Research (DM I HER) (Till May 1,2022)
$ These parties have provided gurantees to the banks for loans and other banking facilities taken by the Company.
The following methods and assumptions were used to estimate the fair values:
1 Fair value of cash and cash equivalents, other bank balances, trade receivables (billed & unbilled) , trade payables, current loans, current borrowings, deposits and other current financial assets and liabilities are approximate at their carrying amounts largely due to the short-term maturities of these instruments.
2 The fair values of non-current borrowings and Margin money are approximate at their carrying amount due to interest bearing features of these instruments.
The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation techniques:-Level 1- Quoted prices / published Net Assets Value (unadjusted) in active markets for identical assets or liabilities. It includes fair value of financial instruments traded in active markets and are based on quoted market prices at the Balance Sheet date and financial instruments like mutual funds for which Net Assets Value is published by mutual fund operators at the Balance Sheet date.
Level 2- Inputs, other than quoted prices included within level 1, that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices). It includes fair value of the financial instruments that are not traded in an active market (for example, over-the-counter derivatives) is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on the Company specific estimates. If all significant inputs required to fair value an instrument are observable then instrument is included in level 2.
Level 3- Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs). If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
The company''s activities expose it to market risk, credit risk and liquidity risk. 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 the Committee of Board of Directors.
Market Risk is the risk that the future value of a financial instrument will fluctuate due to moves in the market factors. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, equity prices and other market changes that affect market risk sensitive instruments.
The Company manages market risk through a treasury department headed by the CFO, which evaluates and exercises independent control over the entire process of market risk management and the processes of risk management is also approved by Senior Management and the Audit Committee.
The most common types of market risks include
- interest rate risk,
- foreign currency risk and
- equity price 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 having non current borrowing in the form of Term Loan . Also, the Company is having current borrowings in the form of working capital facility and Inter Corporate Loans. There is a fixed rate of interest in case of Inter corporate deposit and Vehicle Loan hence, there is no interest rate risk associated with these borrowings. The Company is exposed to interest rate risk associated with Term Loan and working capital facility due to floating rate of interest.
(iii) Equity price risk
The Company''s investments in unquoted equity shares are subject to market price risk arising from uncertainties about future values of the invested securities. During the year, the Company acquired remaining 17.31% stake of ATPL (refer note 5.01) and ATPL became 100% subsidiary of the Company. The Company''s investments in unquoted equity shares other than subsidiaries is very limited and the same is reviewed and approved by senior management on a regular basis.
B Credit risk
Credit risk arises from the possibility that the counter party may not be able to settle their obligation as agreed. To manage this, the Company periodically assesses financial reliability of customers and other counter parties, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of financial assets. Individual risk limits are periodically reviewed on the basis of such information.
Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor failing to engage in a repayment plan with the Company. Where loans or receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made in respect of written off are recognised as income in the statement of profit and loss.
The primary objective of capital management is to safeguard their ability to continue as going concern, so they can continue to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. The Company considers the amount of capital in proportion to risk and manages the capital structure in light of changes in economic conditions and risk management of the underlying assets.
The Company monitors the capital structure on the basis of total debt and equity ratio and maturity profile of overall debt portfolio of the Company.
Net Debt ( total borrowing net of cash and cash equivalents and bank balance other than cash and cash equivalents ) divided by Total ''equity'' ( as shown in the balance sheet)
i) There are no balances outstanding on account of any transaction with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.
ii) The Company does not have any such transaction which is not recorded in the books of account surrendered or disclosed as income during the year in the tax assessments under the Income-tax act, 1961.
iii) No proceeding 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.
iv) The Company is not declared wilful defaulter by any bank or financial institution or other lender.
v) The Company has not advanced or loaned or invested funds to any other person(s) or enti''ty(ies), including foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise) that the Intermediary shall: (a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or (b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
vi) The Company has not received any fund from any person(s) or entity(s), including entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the (a) 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 (b) Provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
vii) The company has not traded or inveseted in crypto currency or virtual currency during the financial year .
Note 46: Previous Year''s figures have been regrouped / rearranged wherever necessary to make them comparable with those of current year.
Chartered Accountants (Whole Time Director, Vice Chairman and CEO)
Firm Registration Number : 101720W / W100355 (Din No.07212749)
(Partner) (Managing Director) (Jt. Managing Director)
Membership Number : 122179 (Din No.01984134 ) (Din No.08768899 )
(Chief Financial (Company Secretary)
Date : May25, 2023 Officer) (Membership No. A54401)
Mar 31, 2018
1. Background
Ceinsys Tech Limited (Formerly known as ADCC Infocad Limited) (âthe Companyâ) is a company domiciled in India, with its registered office situated in Nagpur and is listed on the BSE Limited. The Company is primarily dealing in providing Enterprise Geospatial & Engineering Services and sale of software and electricity.
2a. Critical accounting judgements and key sources of estimation uncertainties
The preparation of the financial statements in conformity with Ind AS requires the Management to make estimates and assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) and the reported income and expenses during the year. The Management believes that the estimates used in preparation of the financial statements are prudent and reasonable. Future results could differ due to these estimates and the differences between the actual results and the estimates are recognised in the periods in which the results are known / materialise.
Revenue Recognition :
The Company uses the percentage-of-completion method in accounting for its fixed - price contracts. The use of the percentage-of-completion method requires the Company to estimate the efforts or costs expended to date as a proportion of total efforts or costs to be expended. Efforts or costs have been used to measure progress towards completion as there is direct relationship between input and productivity. Provisions for estimated losses, if any, on uncompleted contracts are recorded in there period in which such losses become probable based on the expected contract estimates at the reporting date.
Expected Credit Loss:
The Company applies Expected Credit Loss (ECL) model for measurement and recognition of impairment on financial assets. The Company measures the ECL associated with its assets based on historical trend, industry practices and the business environment in which entity operates or any other appropriate basis. For trade receivables, the Company follows âsimplified approachâ for recognition of impairment loss allowance. As a practical expedient, the Company uses a provision matrix to determine impairment loss allowance on portfolio of its trade receivables. The provision matrix is based on historically observed default rates over the expected life of the trade receivables and is adjusted for forward-looking estimates. At every reporting date, the historical observed default rates are updated and changes in forward-looking estimates are analysed.
Useful life of Assets:
Depreciation is derived after determining an estimate of an assetâs expected useful life and the expected residual value at the end of its life. The useful lives and residual values of Companyâs assets are determined by management at the time the asset is acquired and reviewed periodically, including at each financial year end. The lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as changes in technology.
Defined benefit plans:
The cost of the defined benefit plans and the present value of the defined benefit obligation are based on actuarial valuation using the projected unit credit method. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.
2b. Recent accounting pronouncements - Standards issued but not yet effective:
The Ministry of Corporate Affairs (âMCAâ) notified the Companies (Indian Accounting Standards) Amendment Rules, 2018 (the âRulesâ) on March 28, 2018. The rules notify the new revenue standard Ind AS 115, Revenue from contracts with customers and also bring in amendments to existing Ind AS. The rules shall be effective from reporting periods beginning on or after April 1, 2018 and cannot be early adopted.
Ind AS 115, Revenue from contracts with customers
Ind AS 115, Revenue from contracts with customers deals with revenue recognition and establishes principles for reporting useful information to users of financial statements about the nature, amount, timing and uncertainty of revenue and cash flows arising from an entityâs contracts with customers. Revenue is recognised when a customer obtains control of a promised good or service and thus has the ability to direct the use and obtain the benefits from the good or service in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. The standard replaces Ind AS 18 Revenue and Ind AS 11 Construction contracts and related appendices.
A new five-step process must be applied before revenue can be recognised:
1. identify contracts with customers
2. identify the separate performance obligation
3. determine the transaction price ofthe contract
4. allocate the transaction price to each of the separate performance obligations, and
5. recognise the revenue as each performance obligation is satisfied.
The new standard is mandatory for financial years commencing on or after April 1, 2018 and early application is not permitted. The standard permits either a full retrospective or a modified retrospective approach for the adoption.
The Company is evaluating the requirements of the new revenue standard (IND AS 115) and the effect on the financial statements, if any.
Appendix B to Ind AS 21 Foreign currency transactions and advance consideration
The MCA has notified Appendix B to Ind AS 21, Foreign currency transactions and advance consideration. The appendix clarifies how to determine the date of transaction for the exchange rate to be used on initial recognition of a related asset, expense or income where an entity pays or receives consideration in advance for foreign currency-denominated contracts. For a single payment or receipt, the date of the transaction should be the date on which the entity initially recognises the non-monetary asset or liability arising from the advance consideration (the prepayment or deferred income/contract liability). If there are multiple payments or receipts for one item, date of transaction should be determined as above for each payment or receipt.
The appendix can be applied:
- retrospectively for each period presented applying Ind AS 8;
- prospectively to items in scope of the appendix that are initially recognised
a) on or after the beginning of the reporting period in which the appendix is first applied (i.e. April 1, 2018 for entities with March year-end); or
b) from the beginning of a prior reporting period presented as comparative information (i.e. April 1, 2017 for entities with March year-end).
The Company is evaluating the requirements of the amendment and the effect on the financial statements, if any.
Amendments to Ind AS 40 Investment property - Transfers of investment property
The amendments clarify that transfers to, or from, investment property can only be made if there has been a change in use that is supported by evidence. A change in use occurs when the property meets, or ceases to meet, the definition of investment property. A change in intention alone is not sufficient to support a transfer. The list of evidence for a change of use in the standard was recharacterised as a non-exhaustive list of examples and scope of these examples have been expanded to include assets under construction/development and not only transfer of completed properties.
The amendment provides two transition options. Entities can choose to apply the amendment:
- Retrospectively without the use of hindsight; or
- Prospectively to changes in use that occur on or after the date of initial application (i.e. April 1, 2018 for entities with March year-end). At that date, an entity shall reassess the classification of properties held at that date and, if applicable, reclassify properties to reflect the conditions that exist as at that date.
The Company does not have any impact on account ofthis change.
Amendments to Ind AS 12 Income taxes regarding recognition of deferred tax assets on unrealised losses
The amendments clarify the accounting for deferred taxes where an asset is measured at fair value and that fair value is below the assetâs tax base. They also clarify certain other aspects of accounting for deferred tax assets set out below:
- A temporary difference exists whenever the carrying amount of an asset is less than its tax base at the end ofthe reporting period.
- The estimate of future taxable profit may include the recovery of some of an entityâs assets for more than its carrying amount if it is probable that the entity will achieve this.
- Where the tax law restricts the source of taxable profits against which particular types of deferred tax assets can be recovered, the recoverability of the deferred tax assets can only be assessed in combination with other deferred tax assets of the same type.
- Tax deductions resulting from the reversal of deferred tax assets are excluded from the estimated future taxable profit that is used to evaluate the recoverability of those assets. This is to avoid double counting the deductible temporary differences in such assessment.
An entity shall apply the amendments to Ind AS 12 retrospectively in accordance with Ind AS 8. However, on initial application of the amendment, the change in the opening equity of the earliest comparative period may be recognised in opening retained earnings (or in another component of equity, as appropriate), without allocating the change between opening retained earnings and other components of equity.
The Company does not have any impact on account of this change.
CEINSYS TECH LIMITED
( Formerly known as ADCC Infocad Limited )
Notes forming part to standalone financial statements for the year ended March 31, 2018 (All amounts in INR lakhs, unless otherwise stated)
The Company has issued 38,395 shares ( Previous Year : 38,745 Shares) under ADCC Employee stock option plan, 2014 to eligible employees.(Refer Note 31)
The Company has issued 913,825 bonus shares in the ratio of 1 bonus share for each 10 equity shares held on August 11, 2017 and accordingly adjusted Rs. 91.38 lakhs against Securities Premium Account.
The Company has made preferential allotment of 10,00,000 Equity Shares of face value of Rs 10 each at a price of Rs 170/- per share to Mr. Anand Sancheti on 15 November, 2017.
(iii) Terms and rights attached to each class of shares:
Equity shares have a par value of Rs. 10/- They entitle the holder to participate in dividends, and to share in proceeds of winding up the company in proportion to the number of an amounts paid on the shares held. Every holder of equity share present at a meeting in person or by proxy, is entitled to one vote, and upon a poll each share is etitled to one vote.
Shares reserve for issue under options
Information relating to ADCC Employee stock option scheme 2014, including details of options issued, exercised and lapsed during the financial year and options outstanding at the end of reporting period, is set out in note 31.
Nature and purpose of other reserve Securities premium reserve
Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of the Act.
Share option outstanding account
The share options outstanding account is used to recognise the grant date fair value of options issued to employees under ADCC employee stock option plan 2014.
Vehicle loan from Banks carries an interest rate of 9% to 10% p.a. (Previous Year 99.85% to 10.50%) and other loan from Bank carries an interest rate of 10.7% p.a. to 13.75% p.a. (Previous Year 10.90%)
The aggregate amount of loans guaranteed by directors and other related parties was Rs. 963.53 Lakhs as at March 31, 2018 ( 1,022.04 Lakhs as at March 31, 2017 & Rs. 1,225.81 Lakhs as at April 01, 2016) (Refer note 26)
Note 3: Employee benefits
Brief description of the Plans:
Other Long Term Employee Benefit Obligations Leave obligation, which are expected to be availed beyond 12 months from the end of the year are treated as other long term employee benefits. The Companyâs liability is actuarially determined (using the Projected Unit Credit method) at the end of each year. Actuarial losses/ gains are recognised in the Statement of Profit and Loss in the year in which they arise.
Post-employment benefit plans:
Defined Contribution plans
The Companyâs defined contribution plans are Provident Fund and Employees State Insurance Fund and Employeesâ Pension Scheme (under the provisions of the Employeesâ Provident Funds and Miscellaneous Provisions Act, 1952). The Company has no further obligation beyond making the contributions to such plans.
Defined Benefit plans
Gratuity for employees in India is as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employees last drawn basic salary per month computed proportionately for the number of years of service. The gratuity plan is a funded plan and the Company plan assets is administered by an insurer and company funds the plan on periodical basis.
On 29th March 2018, Central Government notified the Payment of Gratuity ( Amendment) Act, 2018 (âthe Actâ). The Act increases the ceiling of the amount of gratuity payable to employee from Rs.10 lakhs to Rs. 20 lakhs.The amendment has increased the amount of gratuity provision recognized by Company in the financial statements for the year ended 31 March 2018.
Gratuity and Leave plans typically expose the Company to actuarial risks such as: investment risk, interest rate risk, longevity risk and salary risk.
Investment risk
The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds. Plan investment is a qualifying insurance policy with the LIC of India
Interest Risk
A decrease in the bond interest Rate will increase the plan liability; however, this will be partially offset by an increase in the return on the planâs investment.
Longevity risk
The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the planâs liability.
Salary risk
The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the planâs liability.
The gratuity plan is a funded plan and plan assets are insurer managed
The above sensitivity analysis are based on change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.
Following disclosures related to Leave obligations
The liability for Leave obligation (Non - Funded) as at year end is Rs. 64.08 Lakhs ( As at March 31, 2017 Rs. 65.73 Lakhs and as at April 1, 2016 -Rs. 47.69 Lakhs)
Note 4: Commitments and contingencies Non cancellable operating lease commitments
The Company leases various offices and guest houses under non-cancellable operating lease expiring within 2 to 5 years. The leases have varying terms, escalation clauses and renewal rights. On renewal, the terms ofthe leases are negotiated.
Note 5: Fair Value Measurements
The fair value of the financial assets and liabilities is 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.
A. Fair Value Hierarchy
Level 1 Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 Other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly.
Level 3 Techniques which use inputs that have a significant effect on the recorded fair value that are not based on observable market data.
The carrying value and fair value of financial instruments by categories including the quantitative disclosures of fair value measurement hierarchy as at March 31, 2018 is as follows:
Note 6: Financial risk management
The companyâs activities expose it to market risk, credit risk and liquidity risk. The Companyâs financial risk management is an integral part of how to plan and execute its business strategies. The Companyâs financial risk management policy is set by the Committee of Board of Directors.
A Market Risk
Market Risk is the risk that the future value of a financial instrument will fluctuate due to moves in the market factors. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, equity prices and other market changes that affect market risk sensitive instruments.
The Company manages market risk through a treasury department headed by the CFO, which evaluates and exercises independent control over the entire process of market risk management and the processes of risk management is also approved by Senior Management and the Audit Committee.
The most common types of market risks include
- interest rate risk,
- foreign currency risk and
- equity price risk.
(i) Interest Rate Risk
Interest rate risk occurs when the fair value of future cash flows of the financial instruments will fluctuate because of changes in market interest rates. In order to optimize such risk the treasury performs a interest rate risk management by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio.
The companyâs fixed rate borrowings are carried at amortised cost. They are therefore, not subject to interest rate risk as defined in IND As 107, since neither the carrying amount nor the future cash flow will fluctuate because of change in market interest rates.
The Companyâs investment in Bank Deposits are fixed rate deposits and hence not exposed to Interest rate risk.
(ii) Foreign Currency Risk
Foreign Currency risk is the risk that the future earnings or fair values of future cash flows will fluctuate because of changes in foreign exchange rates. Since the Company operates internationally on a very limited basis, the exposure to foreign currency risk is not significant.
(iii)Equity price risk
The Companyâs investments in unquoted equity shares are subject to market price risk arising from uncertainties about future values of the invested securities. The Companyâs investments in unquoted equity shares is very limited and the same is reviewed and approved by senior management on a regular basis. These investments are not sensitive to equity prices.
B Credit risk
Credit risk arises from the possibility that the counter party may not be able to settle their obligation as agreed. To manage this, the Company periodically assesses financial reliability of customers and other counter parties, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of financial assets. Individual risk limits are periodically reviewed on the basis of such information.
Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor failing to engage in a repayment plan with the Company. Where loans or receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due.
Where recoveries are made, these are recognised as income in the statement of profit and loss.
Cash and cash equivalents and deposits: Balances and deposits with banks are subject to low credit risks due to good credit ratings assigned to the banks.
Trade and other receivables:
The Company measures the expected credit loss of trade receivables, retention with customers and other financial assets which are subject to credit risk, based on historical trend, industry practices and the business environment in which the entity operates and adjusted for forward looking information. Loss rates are based on actual credit loss experience and past trends.
The Company has used practical expedient by computing the expected credit loss allowance for trade receivables based on provision matrix. The provision matrix taken into account historical credit loss experience and adjusted for forward looking information. The expected credit loss allowance is based on ageing of the days the receivables are due.
C Liquidity risk
Liquidity Risk refers to insufficiency of funds to meet financial obligations. Liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due. Management monitors rolling forecasts of the Companyâs liquidity position comprising the undrawn borrowing facilities and cash and cash equivalents on the basis of expected cash flows.
Note 7: Capital Management
The primary objective of capital management is to safeguard their ability to continue as going concern, so they can continue to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. The Company considers the amount of capital in proportion to risk and manages the capital structure in light of changes in economic conditions and risk management of the underlying assets.
The Company monitors the capital structure on the basis of total debt and equity ratio and maturity profile of overall debt portfolio ofthe Company.
Net Debt ( total borrowing net of cash and cash equivalents) divided by Total âequityâ ( as shown in the balance sheet)
As part of the Companyâs capital management, the Company has during the year ended March 31, 2018, raised a sum of Rs. 1,700 Lakhs through preferential issue of equity shares.
Note 8: First- time adoption of Ind AS
These are companyâs first standalone financial statements prepared in accordance with IND AS.
The accounting policies set out in note 2 have been applied in preparing the financial statements for the year ended March 31, 2017 and in the preparation of an opening IND AS balance sheet as at April 01, 2016 (the Companyâs date of transition). In preparing its opening IND As balance sheet, the company has adjusted the amounts reported previously in financial statements prepared in accordance with accounting standards notified under Companies (Accounting standards) Rules, 2006 (as amended) and other relevant provisions ofthe Act (previous GAAP or Indian GAAP). An explanation of how transition from previous GAAP to IND AS has affected the Companyâs financial position, financial performance and cash flows is set out in the following tables and notes.
A Exemptions and exceptions applied
Set out below are the applicable IND AS 101 optional exemptions and mandatory exceptions applied in the transition from previous GAAP to IND AS.
A.1 Ind AS optional exemptions A.1.1 Deemed cost
IND AS permits a first time adopter to elect to continue with the carrying value for all its property, plant and equipment as recognised in the financial statements as at date of transition to IND AS, measured as per previous GAAP and use that as its deemed cost as at date of transition. This exemption can also be used for intangible assets covered by IND AS 38 Intangible Assets.
Accordingly, the Company has elected to measure all of its property, plant and equipment and intangible assets at their previous GAAP carrying value.
A.1.2 Use of deemed cost for investments in subsidiaries
Ind AS 101 permits a first-time adopter to elect to continue the previous GAAP carrying amount at the date of transition and use that as its deemed cost of investment in subsidiaries as at the date oftransition.
Accordingly, the Company has elected to measure all its investments in subsidiaries and associates at their previous GAAP carrying value.
A.1.3 Share- based payment transactions
IND AS 101 permits a first time adopter to apply Ind AS 102, Share based payments to equity instruments that remain unvested as of the transition date. The Company has elected to avail this exemption and apply the requirements of Ind AS 102 to all such grants.
A.2 Ind AS mandatory exceptions A.2.1 Estimates
An entityâs estimates in accordance with Ind ASs as at the date of transition to Ind AS shall be consistent with estimates made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error.
Ind AS estimates as at April 1, 2016 are consistent with the estimates as at the same date made in conformity with previous GAAP. The Company made estimates for following items in accordance with Ind AS at the date of transition as these were not required under Indian GAAP:
Investment in equity instruments carried at FVPL and Impairment of financial assets based on expected credit loss model.
A.2.2 Classification and measurement of financial assets
IND AS 101 requires an entity to assess classification and measurement of financial assets on the basis of facts and circumstancesthat exist at the date of transition to IND AS. The Company has determined the classification of financial assets in terms of whether they meet the amortised cost criteria, FVPL criteria or FVOCI criteria based on the facts and circumstances existed as oftransition date.
B Reconciliations between previous GAAP and Ind AS
The following reconciliations provide a quantification of the effect of significant differences arising from the transition from Previous GAAP to Ind AS in accordance with Ind AS 101:
- equity as at April 1, 2016;
- equity as at March 31, 2017;
- total comprehensive income for the year ended March 31, 2017; and
- explanation of material adjustments to cash flow statements
In the reconciliations mentioned above, certain reclassifications have been made to Previous GAAP financial information to align with the Ind AS presentation.
Notes to first-time adoption: Note 1 Revenue Recognition
Certain service contracts in previous GAAP were recorded using the completed contract method, however the same are now recorded as per principles laid down under Ind AS 18 i.e. percentage of completion method. Also under previous GAAP, interest free retention from revenue were recorded at their transaction value. Under Ind AS, all financial assets are required to be recognised at fair value. Accordingly, the Company has fair valued the retention. Difference between the carrying value and fair value has been adjusted from revenue.
Note 2
Expected credit loss on financial assets
Under the previous GAAP, provision for doubtful loans, receivables etc. was calculated using incurred loss model. Under IND AS, the provision on financial asset including trade receivables needs to be calculated using expected credit loss model. Accordingly an additional provision was recognised.
Note 3
Rent Equalization
Under previous GAAP, there was no clear guidance on treatment of lease incentives. Under IND AS, in the event that lease incentive are received to enter into operating leases, such incentives are recognised as a liability. Payments made under operating leases (net of any incentives received from the lessor) are charged to Profit or loss on a straight line basis over the period of lease unless the payments are structured to increase in line with expected general inflation to compensate for lessors expected inflammatory cost increases.
Note 4 Employee benefits
Under IND AS, remeasurements i.e. actuarial gains and losses and the return on planned assets, excluding amounts included in the net interest expenses on the net defined benefit liability are recognised in other comprehensive income. Under the previous GAAP, these remeasurements were forming part of profit or loss for the year. Further under previous GAAP employees stock option were recognised based on the intrinsic value, under IND AS stock options need to be recognised based on the fair value of the stock option.
Note 5 Others (net)
This includes adjustments on account of measurement of financial instruments such as interest free lease deposits and borrowings at amortised cost.
Note 6
Proposed dividend
Under previous GAAP, dividend on equity shares recommended by Board of Directors after the end of the reporting period but before the financial statements were approved for issue was recognised in the financial statement as a liability. Under IND AS, such dividends are recognised when the same is approved by member in a general meeting.
Note 7 Deferred tax
Deferred taxes have been recognised on adjustments made on transition to IND AS.
Note 8 Other comprehensive income
Under Ind AS, all items of income and expense recognised in a period should be included in profit or loss for the period, unless a standard requires or permits otherwise. Items of income and expense that are not recognised in profit or loss but are shown in the statement of profit and loss as âother comprehensive incomeâ includes remeasurements of defined benefit plans. The concept of other comprehensive income did not exist under previous GAAP. Further the Company has reconciled Indian GAAP profit or loss to total comprehensive income as per Ind AS.
Note 9
Impact of IND AS adoption on the standalone statements of cash flows for the year ended March 31, 2017
Note 9: Share based payments:
ADCC ESOP 2014: The Company under ESOP 2014 grants the option convertible into equity shares to eligible employees of the Company. The Board of Directors recommended ADCC ESOP 2014 to the shareholders on December 03, 2014 and the shareholders approved the recommendation of the Board of Directors on December 30, 2014through Extraordinary General Meeting.
The maximum aggregate number of shares that may be awarded under the plan is 1,82,420. The options Convertible into Equity shares will be issued at face value of the Equity share i.e. Rs. 10 per share. ADCC ESOP 2014 is administered by Nomination and Remuneration Committee ( The Committee ) and through the Board of Directors wherever required. The Committee is comprised of Independent members ofthe Board of Directors.
During the year ended March 31, 2018 the company has made allotment of 38,395 no of Equity shares of Rs 10 each, ( March 31, 2017 : 38,745 shares).
The allotment of Equity shares will vest over a period of Four years from the date of grant in the proportions specified in the ADCC ESOP 2014 and can exercised on the date of completion of vesting period. The Equity shares will vest subject to conditions fulfilment as set forth in the ADCC ESOP 2014 for each applicable year of the vesting tranche.
During the year ended March 2018 the Company recorded an employee compensation expenses of Rs 6.77 Lakhs (previous year 17.82 lakhs) in the statement of profit and loss.
Note: 10 :
Assets hypothecated or mortgaged with banks as security against borrowings
Property, Plant & Equipment, amounting Rs.2,285.76 lakhs (As on March 31, 2017 Rs.2,341.47 lakhs & April 01, 2016 Rs.2,410.24 lakhs) are mortgaged / hypothecated as a security against long term secured borrowings as at March 31, 2018.
Inventories and Trade receivables amounting Rs. 12,654.04 lakhs (As on March 31, 2017 Rs.10,067.44 lakhs and as on April 01, 2016 Rs. 7576.63 lakhs) are hypothecated as a security against short term secured borrowings as at March 31, 2018.
Note: 11 :
Exceptional Items
During the year ended March 31, 2018, the Company has sold its entire stake in Three subsidiaries (viz. AI Instruments Private Limited, ADCC Tech Limited and ADCC International East Africa Limited.) Net loss on sale of subsidiaries has been disclosed under exceptional items.
The above information regarding Micro, small and medium enterprises has been determined to the extent such parties have been identified on the basis of information available with the Company.
Note 12 : Specified bank notes
The Company has disclosed the details of Specified Bank notes (SBN) held and transacted during the period November 08, 2016 to December 30, 2016 as provided in the table below.
Note 13 : Financial statements of the Company prepared under Ind As for the year ended March 31, 2017 and the balance sheet as at April 01, 2016, have been audited by the erstwhile auditors ofthe Company, M/s Shah Baheti Chandak & Co., Chartered Accountants.
Mar 31, 2016
1. SECURED LOANS:
a. Term Loan:
Term Loan has been secured against hypothecation of Building, Plant & Machineries, Computers, Equipments and Furniture & Fixtures etc. and personal guarantee of all Executive directors of the Company.
Vehicle Term Loan has been secured against hypothecation of Vehicles.
b. Working Capital Limit:
Working Capital Limit has been secured against hypothecation of Book Debts, Stock. Work in progress and personal guarantee of Executive directors of the Company.
2. Provision for Taxation:
Current tax provision for the financial year is at Rs. 41883612 /- (P.Y. Rs. 26593915/-)
3. Interim & Final Dividend for Current Financial Year:
During the current Financial Year the Board of Directors has Proposed Dividend on Equity Shares 10% amounting to Rs.90,99,475/-
The Dividend declared at AGM and paid during the year is Rs.67,95,000/-for the financial year 2014-15
4. Expenditure in Foreign Currencies:
The Company has incurred expenditure in foreign currency on account of services amounting to Rs.22,64,411/-during the current financial year. (P.Y. Expenses on account of services amounting to Rs. 24,96,018/-
5. Earning in Foreign Currencies:
The company has earned Rs 14,23,276/-( 17911 USD & 358195 KES) [Previous year -2,81,915/-( 4668 USD)on account of accrued interest] on account of sales and incentives which has been shown in other income in books of accounts during the current financial year.
6. Group Gratuity
The company has obtained for Group Gratuity Scheme for Employees from LIC. All the eligible employees are entitled for benefits in accordance with the Payment of Gratuity Act, 1972. The contribution assessed by LIC is considered as expenses and provided for. The following table summarize the component of net benefit expenses recognized in the statement of profit and loss account.
LIC has used projected unit credit method for actuarial valuation, which is based upon their experience of the scheme and above assumption.
7. Information about Business Segments:
The company recognizes two business segments:
i) Enterprise Geospatial & Engineering Solution and Products (EES)
ii) Power Generation division
8. Related Party Disclosures:
(a) List of Related Parties and their relationships:
ADCC Infocom Private Limited Wholly Owned Subsidiary Company
ADCC Academy Private Limited Wholly Owned Subsidiary Company
ADCC Tech Limited Wholly Owned Subsidiary Company
Al Instruments Private Limited Wholly Owned Subsidiary Company
ADCC International East Africa Limited Subsidiary Company (Direct holding)
ADCC Zambia Limited Subsidiary Company (Direct holding)
Mr. Sagar Meghe Key Managerial Personnel
Mr. Sameer Meghe Key Managerial Personnel
Mr. Amit Somani Key Managerial Personnel
Mr. Abhay Kimmatkar Key Managerial Personnel
Mr. Dinesh Kumar Singh Key Managerial Personnel
Mr.Jinesh Vora Key Managerial Personnel
Mrs. Shalinitai Meghe Relative of Key Managerial Personnel
Smt. Smita Meghe Relative of Key Managerial Personnel
Ms Radhika Meghe Relative of Key Managerial Personnel
Mrs. Sheetal Somani Relative of Key Managerial Personnel
Mrs.Jayshree Kimmatkar Relative of Key Managerial Personnel
Primus Finance Pvt. Ltd. Enterprise in which Key Managerial Personnel exercises control
Raghav Infra Developers & Builders Pvt Ltd Enterprise in which Key Managerial Personnel exercises control
9. Corporate Social Responsibility
As per Section 135 of the Companies Act, 2013, a CSR committee has been formed by the company. The areas for CSR activities are promoting educational activities and women empowerment. The funds were utilized on these activities which are specified in Schedule VII of the Companies Act, 2013.
10. Dues to Micro Small and Medium Enterprises
As at March 31, 2016, there is no outstanding to micro and small enterprises (Rs. Nil outstanding as at March 31, 2015).
11. ESOP Scheme
ADCC ESOP 2014: The Company under ADCC ESOP 2014 grants the Options convertible into Equity Share to eligible employees of the Company. The Board of Directors recommended ADCC ESOP 2014 to the shareholders on December 03rd, 2014 and the shareholders approved the recommendation of the Board of Directors on December 30th, 2014 through Extraordinary General Meeting. The maximum aggregate number of shares that may be awarded under the Plan is 1,82,420 shares. The Options Convertible into Equity Share will be issued at face value of the equity share i.e. Rs.10 per share. ADCC ESOP 2014 is administered by Nomination and Remuneration Committee (the Committee) and through the Board of Directors wherever required. The Committee is comprised of independent members of the Board of Directors.
"During the year ended March 31,2016 the company has made allotment 39,475 no of Equity Shares of Rs. 10 each.
The allotment of Equity Shares will vest over a period of four years from the date of the grant in the proportions specified in the ADCC ESOP 2014 and can exercise on the date of completion of vesting period. The Equity Shares will vest subject to conditions fulfillment as set forth in the ADCC ESOP 2014 for each applicable year of the vesting tranche."
In accordance with the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations,2014, the excess of the closing market price on the grant date of the RSUs over the exercise price is amortized on a straight-line basis over the vesting period.
During the year ended March 31, 2016, the company recorded an employee compensation expense of Rs.17,27,879/- in the statement of profit and loss.
Mar 31, 2015
1. Terms/Rights attached to each class of shares:
The Company has only one class of equity shares having face value of
Rs. 10 per share each holder of equity share is entitled of one vote
per share.
2. Secured Loans:
a. Term Loan:
Term Loan has been secured against hypothecation of Building, Plant &
Machineries, Computers, Equipment and Furniture & Fixtures etc.
b. Working Capital Limit:
Working Capital Limit has been secured against hypothecation of Book
Debts, Stock. Work in progress and personal guarantee of all directors
of the Company.
3. Provision for Taxation:
Current tax provision for current financial year is at Rs.
2,57,39,833/- (P.Y.Rs. 1,88,96,744/-)
4. Interim & Final Dividend for Current Financial Year:
During the current Financial Year the Board of Directors has Proposed
Dividend on Equity Shares @7.5% Rs. 67,95,000/-
The Dividend declared at AGM held in 2014 and paid during the year is
Rs. 99,90,000/-
5. Expenditure in Foreign Currencies:
The Company has incurred expenditure in foreign currency on account of
services amounting to Rs. 24,96,018/- during the current financial
year. (P.Y. Expenses on account of services amounting to Rs.
36,52,144/-)
6. Earning in Foreign Currencies:
The company has accrued interest of Rs. 2,81,915/- (4668 USD) [Previous
year - Rs. 5,24,574/- (8752 USD)] on account advance for investment
given to subsidiary which has been shown in other income in books of
accounts during the current financial year.
7. The Company intends to acquire additional shares from its foreign
subsidiary Company M/s. ADCC International East Africa Limited for
which an amount of Rs. 15,99,794/- is paid and shown under the head
non-current investments as advance for investment. However, the
formalities for increase in authorised share capital as well as
application for permission to RBI is yet to be completed.
8. Group Gratuity:
The company has obtained for Group Gratuity Scheme for Employees of the
company. All the eligible employees are entitled for benefits in the
form of lump sum payments to vested employees on retirement or
termination of employment or on death while in employment for an
equivalent to 15 days salary payable for each completed year of service
subject to maximum of Rs. 10 lakhs. Vesting occurs on completion of
five years of service. Since, entire liability in this regards is of
LIC, the contribution assessed by LIC for the current year is
considered as expenses and provided for. The following table summarize
the component of net benefit expenses recognized in the statement of
profit and loss account.
(a) List of Related Parties and their relationships:
PartiCulars Relationship
ADCC Infocom Private Limited Subsidiary Company
(Direct holding)
ADCC Academy Private Limited Subsidiary Company
(Direct holding
AI Instruments Private Limited Subsidiary Company
(Direct holding)
ADCC International East Africa Limited Subsidiary Company
(Direct holding
ADCC Zambia Limited Subsidiary Company
(Direct holding)
ADCC Tech Limited Subsidiary Company
(Direct holding
Mr. Sagar Meghe Key Managerial
Personnel
Mr. Sameer Meghe Key Managerial
Personnel
Mr. Amit Somani Key Managerial
Personnel
Mr. Abhay Kimmatkar Key Managerial
Personnel
Mrs. Shalinitai Meghe Relative of Key
Managerial Personnel
Smt. Smita Meghe Relative of Key
Managerial Personnel
Mrs. Sheetal Somani Relative of Key
Managerial Personnel
Mrs. Jayshree Kimmatkar Relative of Key
Managerial Personnel
Meghe Entertainment Pvt. Ltd. Enterprise in which
Key Managerial
Personnel exercises
control
Meghe's Educational Institutions Enterprise in which
Key Managerial
Personnel exercises
control
Meghe Education Foundation Enterprise in which
Key Managerial
Personnel exercises
control
Radhikabai Meghe Mahila Shikshan
Enterprise in which
Key Managerial
Personnel exercises
control
AKS Infra Developers Pvt. Ltd. Enterprise in which
Key Managerial
Personnel exercises
control
Raghav Infra Developers & Builders Pvt.
Enterprise in which
Key Managerial
Personnel exercises
control
Sai Ashram Enterprise in which
Key Managerial
Personnel exercises
control
SMD Hospitals Pvt. Ltd. Enterprise in which
Key Managerial
Personnel exercises
control
Shree Datta Meghe Bal kalyan Shikshan Sanstha Enterprise in which
Key Managerial
Personnel exercises
control
9. Previous Year Comparative Figures:
Previous year figures are regrouped/rearranged wherever necessary.
10. The balance from debtors, creditors and other parties are subject
to confirmation.
11. Corporate Social Responsibility
As per Section 135 of the Companies Act, 2013, a CSR committee has been
formed by the company. The areas for CSR activities are promoting
educational activities. The funds were utilized on these activities
which are specified in Schedule VII of the Companies Act, 2013.
12. Dues to Micro, Small and Medium Enterprises
As at 31st March, 2015, there is no outstanding to micro and small
enterprises (Rs. Nil outstanding as at 31st March, 2014).
13. ESOP Scheme
ADCC ESOP 2014: The Company under ADCC ESOP 2014 grants the Options
convertible into Equity Share to eligible employees of the Company. The
Board of Directors recommended ADCC ESOP 2014 to the shareholders on
03rd December, 2014 and the shareholders approved the recommendation of
the Board of Directors on 30th December, 2014 through Extraordinary
General Meeting. The maximum aggregate number of shares that may be
awarded under the Plan is 1,82,420 shares . The Options Convertible
into Equity Share will be issued at face value of the equity share i.e.
Rs.10 per share. ADCC ESOP 2014 is administered by Nomination and
Remuneration Committee (the Committee) and through the Board of
Directors wherever required. The Committee is comprised of independent
members of the Board of Directors.
During the year ended 31st March, 2015 the company has not made any
allotment of Equity Shares. The allotment of Equity Shares will vest
over a period of four years from the date of the grant in the
proportions specified in the ADCC ESOP 2014 and can exercise on the
date of completion of vesting period. The Equity Shares will vest
subject to conditions fulfilment as set forth in the ADCC ESOP 2014 for
each applicable year of the vesting tranche.
In accordance with the Securities and Exchange Board of India (Share
Based Employee Benefits) Regulations, 2014, the excess of the closing
market price on the grant date of the RSUs over the exercise price is
amortized on a straight-line basis over the vesting period.
During the year ended 31st March, 2015, the company recorded an
employee compensation expense of Rs. 11,87,631/- in the statement of
profit and loss.
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