Mar 31, 2025
The above information has been certified by the actuary and relied upon by the auditors.
The estimate of future salary increase, considered in actuarial valuation, takes account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.
The net of provision for unfunded leave encashment liability up to 31, March 2025 is Rs. 7.24 lacs (P.Y. 2.19 lacs)
1 Current assets significantly improved because of operating performance during the year
2 Debt Equity ratio has reduced because of increase in Debt and reduction in Shareholder fund (due to net losses)
3 Debt service coverage ratio decreased mainly due to huge loss in current year
4 Return on Equity ratio has been increased due to reorganisation of share capital in current year.
5 Sales increased by 2.30 times as compared to increase in Average Trade receivable by 4.20 times
6 Purchases increased by 2.65 times whereas Average trade payable increased by 2.30 times
7 Working Capital has eroded significantly due to operating losses in current year. Hence Net Capital turnover ratio deteriorated.
8 Previous year Huge FDs kept during CIRP Period
13 Corporate Social Responsibility
The Company is consistently incurring losses. In accordance with section 135 of the Companies Act, 2013 the Company is not required to spend expenditure under the Corporate Social Responsibility.
14 To the best of our knowledge and information available to us, the company has not entered any transaction with companies struck off under section 248 of Companies Act 2013 or Section 560 of Companies Act 1956.
15 The company as per the resolution passed in its Annual General meeting held on 23-09-2024 approved the sales/lease or otherwise disposal of its Tubes division. Accordingly the company has made agreement with M/s S S Tyres and Tubes Pvt Limited for sale of its tubes division at a price of Rs. 703.00 lakhs. Of which an amount of Rs. 682.85 lakhs has been received and appearing as long term advances received.
The amount due, payable and remained unpaid as on 31st March 2025 is Rs. 4.71 lakhs which could not be paid for want of banking details of old employees and foreign customer. This amount was deposited by the Successful Resolution Applicant i.e. M/s Ten on Ten Rubtech Pvt Ltd into special account opened by it specially for this purpose only. Thereafter the resolution applicant has deposited the amount by way of fixed deposit as per the directions in the monitoring committee.
During the year the company has made reorganisation of share capital and allotted fresh equity to the resolution application as per the Honourable NCLT''s Order dated 09-08-2023 and dated 04-06-2024
17 The Company is engaged in the business of Tyre & Tubes and therefore, there is only one reportable segment in accordance with the Accounting Standard on Segment Reporting (AS-17).
18 In the Opinion of the Board, the Current Assets / Non Current Assets, Loans & Advances (including Export Benefits / Incentive, Trade Payables are approximately of the value stated, if realized / paid in the ordinary course of business and are subject to confirmation / reconciliation.
19 The third party payments made / received on behalf of the Company as well as payment to third parties on behalf of suppliers by the Company are subject to confirmations from respective parties.
20 Previous year''s figures have been regrouped / reclassified wherever necessary to correspond with the current year''s classification / disclosure.
Mar 31, 2024
(M) Provisions, Contingent Liabilities and Contingent Assets :
Provisions are recognised only when there is a present obligation as a result of past event and when a reliable estimate of the
amount of the obligation can be made Provisions are determined by discounting the expected future cash Tows at a pre-tax
rate that reflects current market assessments of the time value of money and the nsks specific to the liability Contingent
liability is disclosed for (i) Possible obligations which will be confirmed only by the future events not wholly within the control of
the company or (ii) Present obligations arising from past events where it is not probable that an outflow of resources will be
required to settle the obligation or a reliable estimate of the amount of the obligation can not be made Contingent Assets are
not recognised in the financial statements.
(N) Use of Estimates
The preparation of the financial statements requires the Management to make estimates and assumptions considered in the
reported amounts of Assets and Liabilities (including Contingent Liabilities) as of the date of the financial statements and the
reported income and expenses dunng the reported period. The Management believes that the estimates used in the
preparation of the financial statements are prudent and reasonable Future results could, however, differ from these
estimates Difference between the actual results and estimates are recognised in the penod in which the results are known/
matenalised /
If
(O) Government grants
Government grants are recognised
(a) where there is reasonable assurance that the company will comply with the conditions attached to them and
(b) where such benefits have been earned by the company and ultimate collection is reasonably certain
(P) Leases
Operating lease
Payments are recognised as expenditure in the Statement of Profit and Loss on a straight-line basis over the lease term
Finance Lease
The lower of the fair value of the assets and present value of the minimum lease rentals is capitalised as Fixed Assets with
corresponding amount disclosed as lease liability The principal component in the lease rental is adjusted against the lease
liability and the interest component is charged to Profit and Loss Statement
(Q) CORPORATE INSOLVENCY RESOLUTION PROCESS
MATTER USTED WITH NCLT
An application was filed for the initiation of Corporate Insolvency Resolution Process (âCIRP''j under Section 9 of the
Insolvency and Bankruptcy Code, 2016 ("IBC") against Innovative Tyres & Tubes Limited (âthe Company") before the Hon''ble
National Company Law Tribunal, Ahmedabad Bench ("NCLT"), with a prayer to commence the CIRP The Hon''ble NCLT vide
its order dated 28th March 2022 admitted the said application for initiation of CIRP against the Company Further, the Hon''ble
NCLT gave orders for the appointment of Mr. Abhishek Nagori as the Interim Resolution Professional ("IRP") to perform all the
functions as per the IBC and that the management of the Company shall vest in the IRP The NCLT order also provided for a
moratorium with effect from 28th March 2022 till the completion of the CIRP under the IBC, or until the Hon''ble NCLT
approves the resolution plan or passes an order for liquidation of the company, whichever is eartier Further. In the ongoing
CIRP of the Corporate Debtor, the Resolution Professional (RP) with the approval of Committee of Creditors (CoC) invited the
Expression of Interest (EOI) in Form G on 31.10.2022 from the Potential Resolution Applicants (PRAs) to submit the
Resolution Plan Thereafter, the RP has received Resolution Plans from the Resolution Applicants. Subsequently, the CoC
has approved the Resolution Plan submitted by Resolution Applicant in the 12th meeting held on 31 12 2022 and the said
Resolution Plan has also been submitted to the honourable NCLT for approval Further. In the ongoing CIRP of the Corporate
Debtor, the Resolution Plan submitted on 31-12-2022 by M/s Ten on Ten Rubtech Private Limited was approved by Hon''ble
NCLT vide order dated 09 08 2023 Accordingly, the Company has come out from the Corporate Insovency Resolution
Process (CIRP). Therefore, as per the order of Honâble NCLT, a Monitoring Committee has been constituted on 16-08-2023 to
monitor the implementation of Approved resolution Plan and progress thereof
As per the Honourable NCLTs order dated 9th August, 2023. the promoter''s shareholding was stated as 38,06.104
(representing 19.49%) equity shares and public shareholding as 1,44,85.457(representing 80.51%) equity share of Rs. 10/-
each respectively whereas the actual shareholding on 9th August 2023, the promoter''s shareholding was 25.19,104
(representing 14 00%) equity shares and public shareholding was 1.54,72.457 (representing 86 00%) equity share of Rs 10/-
each respectively. This discrepancy was because one of the promoters group has sold 9.87,000 (representing 5.49%) during
CIRP period Because of this discrepancy, the Company could not cancel promoter''s shareholding and reduce public
shareholding to 5,10,000 equity shares as per the NCLT Order
Considering above situation an Interlocutory Application has been filed by the Chairman ol Monitoring Committee appointed
for implementation of the Resolution Plan, before Honourable NCLT, Ahmedabad on dated 1st November, 2023 for modifying
the stipulation of cancellation of equity share capital of promoter shareholders and reduction of equity share capital of the
public shareholders which was rejected hence again a separate interlocutory application was riled on 8th March 2024 The last
hearing was done on 14th May 2024 and the Honourable NCLT, Ahmedabad has reserved the order
Consequent to above situation, the allotment of equity shares to the Successful Resolution Applicant could not be made and
the share application money received to the tune of Rs. 950.00 lakhs remained un allotted for more than 60 days an awaiting
order from Honourable NCLT, Ahmedabad
Since the RP has taken charge of the Company on 28 March. 2022, the Existing directors are not liable or responsible for any
actions and has no personal knowledge of any such actions of the Company prior to their appointment and have relied on the
position of the financial results of the Company as they existed on 17th August 2023 when the charge was handed over to the
new board. The new board have relied upon the explanation, clarifications, certifications, representations and statements
made by the existing officials of the Company, who were also part of the Company during the regime of the RP.
During the year ended 31st March, 2024, the new management taken over the possession of the company and started
overhauling of the plant and it started operations at reduced capacity from 19th September, 2023
As per the Honourable NCLT s order, the company is required to make payment to creditors as per implementation schedule.
The Company has made the payments due as per the of Implementation schedule of the Resolution Plan. However, an
amount of Rs. 4.91 lacs Could not be paid to creditor and employees for want of their banking details This amount has
remained deposited with special account maintained by the Resolution Applicant M/s Ten on Ten Pvt Ltd.
During the year ended 31st March, 2024 Ihe Company has reversed vanous (abilities (net) of Rs 3,826 63 lakhs as per the
Hon''ble NCLT Order and shown as exceptional items. The Gross liabilities written off Is Rs 3854 40 lacs and Gross expenses
is Rs 27.78 Lakhs.
13 Corporate Social Responsibility
The Company is consistently inclining losses. In accordance with section 135 of the Companies Act, 2013 the Company is not
required to spend expenditure under the Corporate Social Responsibality.
14 To the best of our knowledge and information available to us, the company has not entered any transaction with companies struck off under section
248 of Companies Act 2013 or Section 560 of Companies Act 1956
15
During the year ended 31 st March, 2024 the Company has made reversal of impairment loss on its property plant and equipment as per AS-28. On
the basis of independent valuation, the company has recognised Rs 797 11 lakhs as improvement in value of Properly, plant & equipment and
accounted it as reversal of previously booked impairment loss and shown it as other income in the year ended 31 st March 2024
17 The Company is engaged in the business of Tyre & Tubes and therefore, there is only one reportable segment in accordance with the Accounting
Standard on Segment Reporting (AS-17).
18 In the Opinion of the Board the Current Assets / Non Current Assets, Loans & Advances (including Export Benefits / Incentive, Trade Payables are
approximately of the value ststed, if realized l paid in the ordinary course of business and are subject to confirmation I reconciliation
19 The third party payments made / received on behalf of the Company as well as payment to third parties on behalf of suppliers by the Company are
subject to confrmations from respective parties
20 Previous year''s figures have been regrouped I reclassified wherever necessary to correspond with the current year''s classification / disclosure
As per our report of even date \ l t\ \
For Haribhakti 4 Co LLP. _ \1. /-V U--X A? ^
Chartered Accountantorsf^T^^ y V
F R No. Munish Chawta '' Robin Chawla
/"\ ¦ a/Kâ/'' Managing Director Director S CFO
\ A tUn&J ¦ \C-A\ DIN No.05454015 DIN No. 10277507
M No/117745 ShwetaSharma
Date ]30th May2024 // Company Sacretary
//so/ \Z,X\
\v A /z*ll
Mar 31, 2023
Provisions are recognised only when there is a present obligation as a result of past event and when a reliable estimate of the amount
of the obligation can be made. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects
current market assessments of the time value of money and the risks specific to the liability. Contingent liability is disclosed for (i)
Possible obligations which will be confirmed only by the future events not wholly within the control of the company or (ii) Present
obligations arising from past events where it is not probable that an outflow of resources will be required to settle the obligation or a
reliable estimate of the amount of the obligation can not be made. Contingent Assets are not recognised in the financial statements.
The preparation of the financial statements requires the Management to make estimates and assumptions considered in the reported
amounts of Assets and Liabilities (including Contingent Liabilities) as of the date of the financial statements and the reported income
and expenses during the reported period. The Management believes that the estimates used in the preparation of the financial
statements are prudent and reasonable. Future results could, however, differ from these estimates. Difference between the actual
results and estimates are recognised in the period in which the results are known/ materialised
(O) Government grants
Government grants are recognised:
(a) where there is reasonable assurance that the company will comply with the conditions attached to them and
(b) where such benefits have been earned by the company and ultimate collection is reasonably certain.
(P) Leases
Operating lease
Payments are recognised as expenditure in the Statement of Profit and Loss on a straight-line basis over the lease term
Finance Lease
The lower of the fair value of the assets and present value of the minimum lease rentals is capitalised as Fixed Assets with corresponding
amount disclosed as lease liability. The principal component in the lease rental is adjusted against the lease liability and the interest
component is charged to Profit and Loss Statement
(Q) Corporate Insolvency Resolution Process
Matter Listed With NCLT
An application was filed for the initiation of Corporate Insolvency Resolution Process ("CIRP") under Section 9 of the Insolvency and
Bankruptcy Code, 2016 ("IBC") against Innovative Tyres & Tubes Limited ("the Company") before the Hon''ble National Company Law
Tribunal, Ahmedabad Bench ("NCLT"), with a prayer to commence the CIRP. The Hon''ble NCLT vide its order dated 28th March 2022
admitted the said application for initiation of CIRP against the Company. Further, the Hon''ble NCLT gave orders for the appointment
of Mr. Abhishek Nagori as the Interim Resolution Professional ("IRP") to perform all the functions as per the IBC and that the
management of the Company shall vest in the IRP. The NCLT order also provided for a moratorium with effect from 28th March 2022
till the completion of the CIRP under the IBC, or until the Hon''ble NCLT approves the resolution plan or passes an order for liquidation
of the company, whichever is earlier. Further, In the ongoing CIRP of the Corporate Debtor, the Resolution Professional (RP) with
the approval of Committee of Creditors (CoC) re-invited the Expression of Interest (EOI) in Form G on 31.10.2022 from the Potential
Resolution Applicants (PRAs) to submit the Resolution Plan. Thereafter, the RP has received Resolution Plans from the Resolution
Applicants. Subsequently, the CoC has approved the Resolution Plan submitted by Resolution Applicant in the 12th meeting held on
31.12.2022 and the said Resolution Plan has also been submitted to the honourable NCLT for approval. The order of the honourable
NCLT for approval of Resolution Plan is awaited.
Estimated amount of contracts remaining to be executed on capital accounts and not provided for (net of advances) '' NIL (Previous year
for '' NIL).
Under the CIRP there are various claims submitted by the operational creditors, the financial creditors, employees and other creditors. The
overall obligations and liabilities on account of claims by the creditors shall be determined during the CIRP and accounting impact if any
will be given on completion of CIRP. During the CIRP, the Claims amounting to ''13,216 lacs from Creditors were received upto 11st October,
2022. Out of total claims of '' 13,216 lacs , '' 13,121 lacs has been accepted as of 11st October, 2022 comprising ''3,915 lacs as Secured and
''9,206 lacs as Unsecured. The final amount of liability will depend on outcome of Corporate Insolvency Resolution Process.
In view of NCLT Order dated 28-03-2022 for CIRP, all employees have been terminated from their service contracts and liabilities towards
gratuity and leave encashment became due on the cut off date. Therefore, the Company has booked liability for payment of Gratuity and
Leave Encashment due to the employees.
Key Management Personnel and Relatives of KMP :
Mr. Mukesh G Desai Non Executive Chairman
Mr.Keyoor Bakshi Independent Director (upto 31-05-2023)
Ms.Kalpana Joshipura Independent Director
Mr. Arvind Tambi CFO & CS (upto 30-11-2022)
Mr. Abhishek Nagori Resolution Professional
Associate Companies:
Halol Industries Environment & Infrastructure Limited
Future Tyres Private Limited
Gaia Batteries Private Limited
Mr. Abhishek Nagori Resolution Professional appointed by National Company Law Tribunal.
1 Current assets significantly reduced because of operating losses during the year.
2 Debt Equity ratio negatively impacted because of reduction in Shareholder fund (due to net losses).
3 Debt Service Coverage Ratio, Return on Equity Ratio, Net Profit ratio and Return on Capital employed negatively impacted mainly due
to huge loss in current year.
4 Inventory turnover ratio decreased due to decrease in net sales.
5 Trade Receivables turnover Ratio decreased due to decrease in net sales.
6 Trade Payable turnover Ratio decreased due to decrease in purchases.
7 Working Capital has eroded significantly due to operating losses in current year. Hence Net Capital turnover ratio deteroriated.
8 Return on Investment decreased due to huge loss in current year.
The Company is consistantly incurring losses. In accordance with section 135 of the Companies Act, 2013 the Company is not required to
spend expenditure under the Corporate Social Responsibality.
14 To the best of our knowledge and information available to us, the company has not entered any transaction with companies struck off
under section 248 of Companies Act 2013 or Section 560 of Companies Act 1956.
15 Quarterly statements of current assets filed by the company with banks or financial institutions are not in agreement with the books of
accounts.
16 The Audited financial statement of the Company for the year ended 31st March, 2023 have been taken on record by the Resolution
Professional ("RP") of the Company, Mr. Abhishek Nagori, who is appointed by the Committee of Creditors ("CoC") pursuant to the order
passed by the Hon''ble National Company Law Tribunal ("NCLT"), while discharging the powers of the Board of Directors of the Company
which were conferred upon him in accordance with the order dated 28th March 2022. It is also incumbent upon the RP, under Section
20 of the IBC, to manage the operations of the Company as a going concern. The Audited Financial Statement of the Company for the
year ended 31st March 2023 has been approved in the meeting of Resolution Professional and directors. As a part of the CIRP, the RP has
appointed a Forensic Auditor for the Company with the approval of Committee of Creditors of the Company. The Forensic Audit Report
has been received from the Forensic Auditor and as informed by the RP to the Stock exchange, no transactions have been identified in
the Forensic Audit Report in the Forensic Audit Report as Preferential, Undervalued, Fraudulent, and Extortionate (PUFE) transactions.
Since the RP has taken charge of the Company on 28 March, 2022, the RP is not liable or responsible for any actions and has no personal
knowledge of any such actions of the Company prior to his appointment and has relied on the position of the financial Statement of the
Company as they existed on 28 March, 2022. Regarding the information pertaining to the period prior to 28 March, 2022, the RP has relied
upon the explanation, clarifications, certifications, representations and statements made by the existing officials of the Company, who
were also part of the Company prior to the appointment of the RP. Similarly, after RP has been appointed, the suspended board is not
responsible for any actions taken by the RP and reflected in the financial Statement either as a transaction during the year or reflected as
carry forward of balances of the transactions undertaken during his tenure.
17 The Company''s loan accounts have been classified as Non-Performing Asset (NPA) by the lenders. The Company has not made any
provision for interest which has not been charged (including unrealised interest) by the Bank on account of NPA on Bank Borrowings and
accordingly the loss & finance cost for the year ended 31st March, 2023 are understated and not quantifiable.
18 The Company has incurred net loss (after tax) of '' 5293.65 lacs during the year ended 31st March, 2023 and have accumulated losses of ''
6221.30 lacs as on 31st March, 2023. The net worth of the Company has been eroded and the financial performance of the Company had
deteriorated substantially, and all the manufacturing operations have been stand still. Also, the Company continues to deal with a range
of uncertainties and is presently not able to service its debts. The Company has assessed that the use of going concern assumption is
appropriate in the circumstances and hence, these financial results has been prepared on a going concern assumption basis as per below:
i) The IBC requires the RP to, among many other things, run the Company as a going concern during CIRP.
ii) The RP, in consultation with the Committee of Creditors of the Company, in accordance with the IBC, is making all endeavours to run
the Company as a going concern.
iii) The RP has received Resolution Plans from the Resolution Applicants. Subsequently, the CoC has approved the Resolution Plan
submitted by Resolution Applicant in the 12th meeting held on 31.12.2022 and the said Resolution Plan has also been submitted to
the honourable NCLT for approval. The order of the honourable NCLT for approval of Resolution Plan is awaited.
19 During the year, there is no manufacturing activity carried out by the Company. All the Property, Plant and Equipment were unused and
were locked stock in barrels much before NCLT Order dated 28th March 2022. The Technical Usable viability is difficult to determine during
CIRP process. Further based on the possible outcome of CIRP, following the resolution process, the management has realised the need to
impair the value of Property, Plant and Equipment by taking the basis of independent valuation. During the year, the Impairment loss of ''
4922.45 Lacs is booked for Property, Plant and Equipment for detailed disclosure refer Note J.
20 The Company is engaged in the business of Tyre & Tubes and therefore, there is only one reportable segment in accordance with the
Accounting Standard on Segment Reporting (AS-17).
21 In the Opinion of the Board, the Current Assets / Non Current Assets, Loans & Advances and Loans & Liabilities are shown on Historical Cost
but the realisation is subject to the final directions from the Honorable NCLT on approved resolution plan.
22 Previous year''s figures have been regrouped / reclassified wherever necessary to correspond with the current year''s classification /
disclosure.
For Haribhakti & Co. LLP
Chartered Accountants Director Resolution Professional
F R Na 103523W/W100048 (Mukesh G Desai) (Abhishek Nagori)
DIN No.00089598
Yash Bhatt
Partner
M. No. 117745
Date : 6th July, 2023
Mar 31, 2018
1. Pursuant to the resolution passed by the shareholders in the EGM held on 25th May 2017, 40,00,000 Cumulative Redeemable Preference Shares has been reclassified to 40,00,000 convertible preference shares and thereafter, all 73,55,000 Convertible Preference Shares were converted into 21,01,424 equity shares at swap ratio of 1 : 3.5 i.e. 1 equity shares issued per 3.5 preference shares and balance fraction convertible preference shares has been paid in cash to preference shareholders.
Further, Company has allotted 62,97,000 equity shares at a price of Rs. 45/- per equity share (including Premium of Rs. 35/- per equity share) by way of Initial Public Offer. Pursuant to regulation 33 of SEBI (ICDR) Regulations, 2009, Shares premium of Rs 2,02, 05,833 has been received from promoters over the Equity Shares acquired by them in last one year at a price lower than issue price.
(d) The rights, preferences and restrictions attached to capital :
The company is having only one class of shares i.e Equity carrying a nominal value of Rs.10/- per share. Every holder of the equity share of the Company is entitled to one vote per share held. All other rights, preferences and restrictions attached to equity shares are as per provisions of Companies Act, 2013.
I. SEGMENT REPORTING:
(a) Primary Segment:
The Company has identified âTyres & Tubesâ as the only primary reportable segment.
Previous yearâs figures have been regrouped / reclassified wherever necessary to correspond with the current yearâs classification / disclosure.
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