Mar 31, 2025
Provisions are recognized only when there is a
present obligation, as a result of past events, and
when a reliable estimate of the amount of obligation
can be made at the reporting date. These estimates
are reviewed at each reporting date and adjusted
to reflect the current best estimates. Provisions are
discounted to their present values, where the time
value of money is material.
⢠Possible obligations which will be confirmed only
by future events not wholly within the control of
the Company, or
⢠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 cannot
be made.
Contingent liabilities may arise from litigation,
taxation and other claims against the Company.
The contingent liabilities are disclosed where it is
management''s assessment that the outcome of any
litigation and other claims against the Company is
uncertain or cannot be reliably quantified, unless the
likelihood of an adverse outcome is remote.
Contingent assets are not recognised. However, when
inflow of economic benefit is probable, related asset
is disclosed.
Basic earnings per share is calculated by dividing the
net profit or loss for the period attributable to equity
shareholders (after deducting attributable taxes)
by the weighted average number of equity shares
outstanding during the period. The weighted average
number of equity shares outstanding during the
period is adjusted for events including a bonus issue.
For the purpose of calculating diluted earnings per
share, the net profit or loss for the period attributable
to equity shareholders and the weighted average
number of shares outstanding during the period
are adjusted for the effects of all dilutive potential
equity shares.
p) Business combination under common control
Business combinations involving entities of businesses
under common control are accounted for using the
pooling of interest method as per Ind AS 103 "Business
Combinations". Under pooling of interest method,
the assets and liabilities of the combining entities or
businesses are reflected at their carrying amounts
after making necessary adjustments, to harmonize
the accounting policies. The financial Information in
the standalone financial statements in respect of prior
periods is restated as if the business combination had
occurred from the beginning of the preceding period
in the standalone financial statements, irrespective
of the actual date of the combination. The identity of
the reserves is preserved in the same form in which
they appeared in the standalone financial statements
of the transferor and the difference, if any, between
the amount recorded as share capital issued plus
any additional consideration in the form of cash or
other assets and the amount of share capital of the
transferor is transferred to capital reserve.
Operating segments are reported in a manner
consistent with the internal reporting provided to
the chief operating decision maker (CODM).
All operating segments'' results are reviewed regularly
by the Board of Directors, who have been identified
as the CODM, to allocate resources to the segments
and assess their performance.
r) Certain prior year amounts have been reclassified
for consistency with the current year presentation.
Such reclassification does not have any impact on
the current year financial statements.
The Ministry of Corporate Affairs notifies new
standard or amendment to the existing standards.
There is amendment to Ind AS 21 "Effects of Changes
in Foreign Exchange Rates".
The Effects of Changes in Foreign Exchange Rates
specify how an entity should assess whether
a currency is exchangeable and how it should
determine a spot exchange rate when exchangeability
is lacking. The amendment also requires disclosure
of information that enables users of its financial
statements to understand how the currency not being
exchangeable into the other currency affects, or is
expected to affect, the entity''s financial performance,
financial position and cash flows.
The amendment is effective for the period on or after
01 April 2025. When applying the amendment, an
entity cannot restate comparative information.
The Company has reviewed the new pronouncement
and based on its evaluation has determined that above
amendments does not have a significant impact on
the Company''s Standalone Financial Statements.
The Ministry of Corporate Affairs notified new
standards or amendment to existing standards under
Companies (Indian Accounting Standards) Rules as
issued from time to time. The Company has applied
following amendments for the first-time during the
current year which are effective from 01 April 2024.
The amendments require an entity to recognise lease
liability including variable lease payments which are
not linked to index or a rate in a way it does not result
into gain on Right of Use asset it retains.
MCA notified Ind AS 117, a comprehensive standard
that prescribe, recognition, measurement and
disclosure requirements, to avoid diversities in
practice for accounting insurance contracts and
it applies to all companies i.e., to all "insurance
contracts" regardless of the issuer. However, Ind
AS 117 is not applicable to the entities which are
insurance companies registered with IRDAI.
The Company has reviewed the new pronouncements
and based on its evaluation has determined that
above amendments do not have a significant impact
on the Company''s Standalone Financial Statements.
The preparation of the Company''s standalone
financial statements requires management to make
judgements, estimates and assumptions that affect
the reported amounts of revenues, expenses, assets
and liabilities, and the accompanying disclosures,
and the disclosure of contingent liabilities. The
estimates and assumptions are based on historical
experience and other factors that are considered
to be relevant. The estimates and underlying
assumptions are reviewed on an ongoing basis and
any revisions thereto are recognized in the period
of revision and future periods if the revision affects
both the current and future periods. Uncertainties
about these assumptions and estimates could result
in outcomes that require a material adjustment to
the carrying amount of assets or liabilities affected in
future periods.
The key assumptions concerning the future and other
key sources of estimation uncertainty at the reporting
date, that have a significant risk of causing a material
adjustment to the carrying amounts of assets and
liabilities within the next financial year, are described
below. The Company based its assumptions and
estimates on parameters available when the
standalone financial statements were prepared.
Existing circumstances and assumptions about future
developments, however, may change due to market
changes or circumstances arising that are beyond the
control of the Company. Such changes are reflected
in the assumptions when they occur.
Defined benefit plans
The cost of the defined benefit gratuity plan and
the present value of the gratuity obligation are
determined using actuarial valuations. 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. Information about the various estimates and
assumptions made in determining the present
value of defined benefit obligations are disclosed in
note 34.
The Company has estimated useful life of each class
of assets based on the nature of assets, the estimated
usage of the asset, the operating condition of the
asset, past history of replacement, anticipated
technological changes, etc. The Company reviews
the useful life of property, plant and equipment and
Intangible assets as at the end of each reporting
period. This reassessment may result in change in
depreciation expense in future periods.
I n estimating the fair value of financial assets and
financial liabilities, the Company uses market
observable data to the extent available. Where
such Level 1 inputs are not available, the Company
establishes appropriate valuation techniques and
inputs to the model. The inputs to these models are
taken from observable markets where possible, but
where this is not feasible, a degree of judgement
is required in establishing fair values. Judgements
include considerations of inputs such as liquidity
risk, credit risk and volatility. Changes in assumptions
about these factors could affect the reported fair
value of financial instruments. Information about the
valuation techniques and inputs used in determining
the fair value of various assets and liabilities are
disclosed in note 52.
I mpairment exists when the carrying value of an
asset or cash generating unit exceeds its recoverable
amount, which is the higher of its fair value less costs
of disposal and its value in use. The fair value less
costs of disposal calculation is based on available data
from binding sales transactions, conducted at arm''s
length, for similar assets or observable market prices
less incremental costs for disposing of the asset.
Property, plant and equipment, Right-of-Use and
intangible assets that are subject to depreciation/
amortisation are tested for impairment periodically
including when events occur or changes in
circumstances indicate that the recoverable amount
of the cash generating unit is less than its carrying
value. The recoverable amount of cash generating
units is higher of value-in-use and fair value less cost
to sell. The calculation involves use of significant
estimates and assumptions which includes turnover
and earnings multiples, growth rates and net margins
used to calculate projected future cash flows,
risk-adjusted discount rate, future economic and
market conditions.
Impairment of Investments made / Loans given
to subsidiaries
In case of investments made and loans given by the
Company to its subsidiaries, the Management assesses
whether there is any indication of impairment in the
value of investments and loans. The carrying amount
is compared with the present value of future net cash
flow of the subsidiaries based on its business model
or estimate is made of the fair value of the identified
assets held by the subsidiaries, as applicable.
Significant management judgement is required to
determine the amount of deferred tax assets that can
be recognised, based upon the likely timing and the
level of future taxable profits together with future tax
planning strategies, including estimates of temporary
differences reversing on account of available benefits
under the Income Tax Act, 1961.
Deferred tax assets are recognised for unused tax
losses to the extent that it is probable that taxable
profit will be available against which the losses can
be utilised. Significant management judgement is
required to determine the amount of deferred tax
assets that can be recognised, based upon the likely
timing and the level of future taxable profits together
with future tax planning strategies.
Judgements:
Determining the lease term of contracts with
renewal and termination options - the Company
as lessee
The Company determines the lease term as the non¬
cancellable term of the lease, together with any
periods covered by an option to extend the lease if it
is reasonably certain to be exercised, or any periods
covered by an option to terminate the lease, if it is
reasonably certain not to be exercised. It considers
all relevant factors that create an economic incentive
for it to exercise either the renewal or termination.
The Company has several lease contracts that
include extension and termination options. The
Company applies judgement in evaluating whether
it is reasonably certain whether or not to exercise
the option to renew or terminate the lease. That is, it
considers all relevant factors that create an economic
incentive for it to exercise either the renewal or
termination. The Company included the renewal
period as part of the lease term for leases of property
with shorter non-cancellable period. The Company
typically exercises its option to renew for these leases
because there will be a significant negative effect on
business if a replacement alternate property is not
readily available. The renewal periods for leases of
property with longer non-cancellable periods are
not included as part of the lease term as these are
not reasonably certain to be exercised. Furthermore,
the periods covered by termination options are
included as part of the lease term only when they are
reasonably certain not to be exercised.
a. Inter corporate deposits carry interest in range of 6.50%-7.25% and are recoverable on demand.
b. The Company has extended inter corporate deposits (ICD) amounting to H 23.93 million (31 March 2024 : 22.87 million)
to wholly owned subsidiary, Neorise Technologies, FZCO Dubai (""Neorise"") for a period of 3 years at an interest
rate of 180 day average month Secured Overnight Financing Rate (SOFR) plus 0.50%, payable at the end of term.
The Board of Directors vide resolution dated 21 December 2024 had approved conversion of ICD of AED 2 million
extended to Neorise Technologies FZCO, wholly owned foreign subsidiary (âWOSâ or âthe Foreign Entityâ), into
equity capital at a valuation derived by the external valuer.
Subsequent to the balance sheet date, on 1 April 2025, on receipt of approval from authorities of foreign
subsidiary, the Company has converted loan extended to Neorise Technologies FZCO, wholly owned subsidiary
(âWOSâ or âthe Foreign Entityâ), into equity capital aggregating to AED 1.99 million in accordance with the FEMA
regulations. The Company management has assessed this transaction as a non-adjusting event as at the balance
sheet date.
c. During the year ended 31 March 2025, the Company had assigned its inter corporate deposit amounting to
H 209.70 million (including interest accrued), given to subsidiary Company, Neotec Enterprises Limited to
Priapus Developer Private Limited (PDPL), an existing lender of the Company, under a deed of assignment of
ICD agreement dated 31 March 2025. Pursuant to this, the assigned ICD has been derecognized from the books
in accordance with the derecognition criteria under Ind AS 109 - Financial Instruments. The Company has no
continuing involvement in the assigned asset post-transfer.
d. Further, the Company, subsequent to the balance sheet date, has assigned its inter corporate deposit amounting
to H 168.79 million (including interest accrued), given to subsidiary Company, Neosky India Limited to Priapus
Developer Private Limited (PDPL), under a deed of assignment of ICD agreement dated 6 May 2025. Such
transaction has been assessed to be a non adjusting event as at balance sheet date.
e. For transactions with related parties, refer note 33(viii)
The Company has only one class of equity shares with voting rights, having a par value of H 2 per share. Each
shareholder of equity shares is entitled to one vote per share held. Each share is entitled to dividend, if declared, in
Indian Rupees. The dividend, if any, proposed by Board of Directors is subject to the approval of the shareholders in the
ensuing Annual General Meeting, except in the case of interim dividend. In the event of liquidation of the Company,
the holders of equity shares will be entitled to receive 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.
(ii) 4.82% equity shares of the Company, held by one of the promoter Company got released that were earlier
pledged to secure working capital facility for Cocoblu and Revolt."
*During the year ended 31 March 2024:
(i) 1.36% equity shares of the Company, held by one of the promoter Company were pledged to secure the issuance
of Unlisted Non-Convertible Redeemable Debentures by Cocoblu Retail Limited, a wholly owned subsidiary.
(ii) 6.88% equity shares of the Company, held by one of the promoter Company got released that were earlier
pledged to secure working capital loan for Cocoblu Retail Limited, a wholly owned subsidiary of the Company."
The above information has been furnished as per the shareholders'' register as at the year end.
For the details of shares reserved for issue under the Employees Stock Options Plan (ESOP) of the Company, refer
note 51
Capital reserve was created in earlier years in relation to specific transactions. Capital reserve is not available for
distribution to the shareholders.
Securities premium represents premium received on issue of shares. The reserve is utilised in accordance with the
provisions of the Companies Act, 2013.
- There are no non cash transactions entered with promoters or directors.
- The transactions with related parties are made on terms equivalent to those that prevail in arm''s length transactions.
- Key managerial personnel are entitled to post-employment benefits and other long term employee benefits
recognised as per Ind AS 19 - ''Employee benefits'' in the standalone financial statements. As the employees benefits
are lump sum amounts provided on the basis of actuarial valuation, the same is not included above.
- During the year, pursuant to the scheme (refer note 51), the Company granted Stock Options to eligible employees,
including KMPs, under its Employee Stock Option plan [within the meaning of the Securities and Exchange Board of
India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. Since such Stock Options are not tradeable,
no perquisite or benefit is immediately conferred upon the employee by grant of such Stock Options, and accordingly
the said grants have not been considered as ''remuneration''. However, in accordance with Ind AS 102, the Company
has recorded employee benefits expense by way of share based payments to employees of H Nil for the year ended
31 March 2025 (2024 - H 29.97 million), of which H Nil is attributable to KMPs.
Contributions are made to the Government Provident Fund and Family Pension Fund which cover all regular
employees eligible under applicable Acts. Both the eligible employees and the Company make pre-determined
contributions to the Provident Fund. The contributions are normally based upon a proportion of the employee''s
salary. The Company has recognized in the Statement of Profit and Loss an amount of H 1.21 million (31 March 2024:
H 0.97 million) towards employer''s contribution towards provident fund.
Gratuity scheme - This is an unfunded defined benefit plan and it entitles an employee, who has rendered at
least 5 years of continuous service, to receive one-half month''s salary for each year of completed service at the
time of retirement/exit details as below
i) On normal retirement / early retirement / withdrawal / resignation: As per the provisions of the Payment
of Gratuity Act, 1972 with vesting period of 5 years of service.
ii) On death in service: As per the provisions of the Payment of Gratuity Act, 1972 without any vesting period.
Gratuity payable to employee in case (i) and (ii), as mentioned above, is computed as per the Payment of
Gratuity Act, 1972 except the Company does not have any limit on gratuity amount.
Provision for unfunded compensated absences payable to eligible employees on availment/ retirement/ separation
is based upon an actuarial valuation as at the year ended 31 March 2025. Major drivers in actuarial assumptions,
typically, are years of service and employee compensation. The commitments are actuarially determined using the
''Projected Unit Credit Actuarial Method'' as at the year end. Gains/ losses on changes in actuarial assumptions are
accounted for in the Statement of Profit and Loss as identified by the Management of the Company.
Based on the actuarial valuation obtained in this respect, the following table sets out the status of Gratuity and
Compensated Absences and the amounts recognised in the financial statements for the year ended 31 March 2025
and 31 March 2024:
The employer''s best estimate of contributions expected to be paid during the annual period beginning after
the balance sheet date, towards gratuity is H 1.36 million (31 March 2024 : H 2.17 million).
The defined benefit plans expose the Company to actuarial risk which are set out below:
Interest rate risk: The present value of the defined benefit plan liability is generally calculated using a discount
rate determined by reference to government bond yields and in certain overseas jurisdictions, it is calculated
in reference to government bond yield adjusted for a corporate spread. If bond yields fall, the defined benefit
obligation will tend to increase.
Life expectancy : 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.
Inflation risk: A significant proportion of the defined benefit liability is linked to inflation. An increase in the
inflation rate will increase the Company''s liability.
Salary growth risk: The present value of the defined benefit plan obligation is calculated by reference to the future
salaries of plan participants. An increase in the salary of the plan participants will increase the plan obligation.
a. The sensitivity analysis above have been determined based on a method that extrapolates the impact
on defined benefit obligation as a result of reasonable changes in an assumptions occurring at the end
of the reporting period while holding all other assumption constraint. In practice it is unlikely to occur
and change in some of the assumption 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.
b. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared
to the prior period.
c. Sensitivities due to mortality & withdrawals are not material & hence impact of change not calculated.
d. Sensitivities as to rate of inflation, rate of increase of pensions in payment, rate of increase of pensions
before retirement & life expectancy are not applicable being a lump sum benefit on retirement.
The Company has elected not to recognise a lease liability for short term leases (leases of expected term of 12 months
or less) or for leases of low value assets. Payments made under such leases are expensed on a straight-line basis. In
addition, certain variable lease payments are not permitted to be recognised as lease liabilities and are expensed
as incurred.
37 As per Ind AS 108 "Operating Segments", if a financial report contains both consolidated financial statements and
the separate financial statements of the Parent Company, segment information may be presented on the basis of
the consolidated financial statements. Thus, disclosure required by regulation 33 of the SEBI (Listing Obligations
8- Disclosure Requirements) Regulations, 2015 on segment information and as per Ind AS 108 has been given in
consolidated financial statements.
38 The Company is primarily engaged in the business of investing in technology focused new age businesses including
retail e-commerce, electric vehicles, fintech, drones and others through its Group Companies. During the previous
year ended 31 March 2024, the Company had met the principal business test criteria as per RBI press release dated
April 8, 1999, for classification as a Non-Banking Financial Company (''NBFC'').
Further, as at 31 March 2024, the Company held more than 90% of its assets in the form of investments in shares
of its Group Companies and loans to such Group Companies and the Company had not accessed any public funds.
Accordingly, the Company qualifies to be an "Unregistered Core Investment Company" (''CIC'') in terms of "Master
Direction - Core Investment Companies (Reserve Bank) Directions, 2016"", effective from the current financial year.
Consequently, the Company is eligible to carry on business activities permissible to CIC, without obtaining registration
from Reserve Bank of India under section 45-IA of the Reserve Bank of India Act, 1934.
Pursuant to above applicability, the standalone financial statements have been prepared and presented in the format
prescribed in the Division III of Schedule III to the Companies Act, 2013 instead of Division II of Schedule III followed
in year ended 31 March 2024, with no impact on the reported amounts of assets, liabilities, income & expenses
in aggregate.
39 (i) The Company has acquired 100% stake in Neofirst Limited on 04 February 2025 (now Cocoblu Quick Commerce
limited) for H 0.1 million, consequent to which it has become a wholly owned subsidiary of the Company.
(ii) During the previous year ended 31 March 2024, Revolt Intellicorp Private Limited ("Revolt"), a wholly owned
subsidiary of the Company had acquired 100% stake of Neoseller Limited on 28 March 2024 (now Revolt Coco
Limited), consequent to which it had become a wholly owned subsidiary of Revolt and step down subsidiary
of the Company.
40 During the year ended 31 March 2025, in accordance with Ind AS-109, the Company has recognised unrealised gain of
H 1,638.50 million (31 March 2024: unrealised gain of H5,638.99 million), on investment in equity shares of RattanIndia
Power Limited, on account of movement in market/ quoted price. Further, necessary tax impact on such unrealised
gain has been considered in these standalone financial statements.
Out of total holding, 79,54,54,718 (31 March 2024: 79,54,54,718), equity shares of RPL are pledged in favour of the
lenders of Rattanindia Power Limited.
The Company had executed a Deed dated 31 December 2019 as a Sponsor of RattanIndia Power Limited (RPL),
in favour of Vistra ITCL (India) Limited (Security Trustee). As per the terms of Deed, the Company (Sponsor) had
guaranteed the Backstopped Liabilities; liabilities of the borrower and claims made by the existing lenders
against the borrower in relation to the existing lenders, redeemable preference shares, including but not limited
to the payment of any dividend or the redemption of the existing lenders redeemable preference shares, that
the management of RPL and REL, have assessed the likelihood to be not probable as at the balance sheet date.
Further, during the previous year, the Company had executed a deed of assurance in respect of amounts payable,
if any, on account of a claim made against RPL, in relation to certain identified liabilities, on occurrence of certain
identified event of defaults as mentioned in the deed, that the management of RPL and REL, have assessed the
likelihood to be not probable as at the balance sheet date.
âCorporate guarantees given on behalf of subsidiary companies to vendors, financial institutions for working
capital limits. (refer note 33)
2The Company has provided a corporate guarantee towards financing facility availed by a related party. (also
backed by Nettle Constructions Private Limited. [refer note 33 (VIII) & (XI)] )
c. During the year ended 31 March 2025, Canara Bank has filed an application under Section 7 of the Insolvency and
Bankruptcy Code, 2016 before the National Company Law Tribunal - New Delhi Bench - Court - II, which is not yet
admitted, alleging default in payment by borrower- Sinnar Thermal Power Limited [an erstwhile subsidiary Company
of RattanIndia Power Limited; and currently admitted under Corporate Insolvency Resolution Process (CIRP)],
seeking initiation of CIRP against the Company, as a Corporate Guarantor. The Company has assessed the allegation
and has concluded that it is not a Corporate Guarantor and has filed its response. The matter is sub judice as on date.
The Company''s management based upon inputs from legal experts, is of the view that Canara Bank does not
have a valid case and that the application filed under section 7 of IBC Code, is not maintainable under applicable
laws and believes that the matter is not expected to have any material impact on these Standalone financial
statements and/or on the operations and functioning of the Company."
Net worth of certain subsidiaries of the Company have eroded and the Company has issued letter of support as
committed operational and financial support to these subsidiaries as and when needed for a period of atleast
12 months from the date of approval / preparation of financial statements of such subsidiaries.
42 The Ministry of Corporate Affairs (MCA) has prescribed a new requirement for companies under the proviso to Rule
3(1) of the Companies (Accounts) Rules, 2014 inserted by the Companies (Accounts) Amendment Rules 2021 requiring
companies, which uses accounting software for maintaining its books of account, shall use only such accounting
software which has a feature of recording audit trail of each and every transaction, creating an edit log of each change
made in the books of account along with the date when such changes were made and ensuring that the audit trail
cannot be disabled.
The Company has used accounting software for maintaining its books of account which has a feature of recording
audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in
the software, except that the audit trail of accounting software for the period 1 April 2023 to 3 April 2023 has not
been preserved by the Company as per the statutory requirements for record retention.
Further, no instance of audit trail feature being tampered with was noted in respect of the software and except
for the instance above, the audit trail has been preserved by the Company as per the statutory requirements for
record retention.
43 The Code on Social Security, 2020 (''Code'') has been notified in the Official Gazette of India on 29 September 2020,
which could impact the contributions of the Company towards certain employment benefits. Effective date from
which changes are applicable is yet to be notified and the rules are yet be framed. Impact, if any, of change will be
assessed and accounted for in the period of notification of relevant provisions.
The above information has been determined to the extent such parties have been identified on the basis of
information available with the Company.
45 The Company did not have any long-term contracts including derivative contracts for which there were any material
foreseeable losses as at 31 March 2025 and 31 March 2024.
46 The disclosure as per Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
related to loans and advances in the nature of loans given to subsidiaries, associates and others and investments in
shares of the Company by such parties is covered in the related party disclosures (refer note 33).
47 The Company is covered under Section 135 of the Act and accordingly, has constituted a Corporate Social
Responsibility Committee of the Board. However, as the Company did not have average net profits based on the
immediately preceding three financial years, the Company is not required to spend amounts towards Corporate
Social Responsibility in terms of the Act.
48 The Company has long-term investments, Inter-company deposits and other balances in subsidiaries, which are
measured at cost less impairment or at fair value through profit or loss. The management assesses the performance
of these entities including the future projections, relevant economic and market conditions in which they operate to
identify if there is any indicator of impairment in the carrying value of the investments and loans. In case indicators
of impairment exist, the impairment loss is measured by estimating the recoverable amounts based on the higher
of (i) ''fair value less cost of disposal'' determined using market price information, where available, and (ii) ''value-
in-use'' estimates determined using discounted cash flow projections, where available. The fair value less costs of
disposal is determined using the market approach. The future cash flow projections are specific to the entity based
on its business plan and may not be the same as those of market participants. The future cash flows consider key
assumptions such as volume projections, margins, terminal growth rates, etc. with due consideration for the potential
risks given the current economic environment in which the entity operates. The discount rates used with required
tax rates based on weighted average cost of capital and reflects market''s assessment of the risks specific to the asset
as well as time value of money. The recoverable amount estimates are based on judgments, estimates, assumptions
and market data as on reporting date and ignore subsequent changes in the economic and market conditions.
During the previous year ended 31 March 2024, the performance of subsidiaries along with capital allocation decisions,
coupled with the relevant economic and market indicators including inflationary trends resulted in indicators of
impairment in respect of one entity. Accordingly, the Company determined the recoverable amounts of the long
term investments and other exposures related to these entities and recorded a provision of H 80 million during the
previous year ended 31 March 2024. The value-in-use calculation considered discount rates ranging from 40.0% -
50.0% and the terminal growth rates ranging from 3.0% -5.0%.
During the previous year ended 31 March 2024, the Company had entered into a business transfer agreement dated
1 June 2023, for acquisition of Technology Business, as a going concern on slump sale basis for cash consideration
of H 1 million (determined based on valuation by a registered valuer), from RattanIndia Technologies Private Limited
(''RTPL''). Management believed that such acquisition shall enable the Company develop new capabilities, create
valuable knowledge-based resources and improve strategic flexibility to reduce cost and development time.
The Company''s management had assessed that the above acquisition was within the purview of Appendix C of
Ind AS 103- ''Business Combinations''. Accordingly, such acquisition had been accounted using ""Pooling of Interest
Method"" wherein the assets and liabilities of the acquired business had been recorded in the books of the Company
at their pre-acquisition carrying amounts and no adjustments had been made to reflect fair values and thus, there
was no recognition of any new assets or liabilities arising from this business combination. The retained earnings of the
acquired business had been combined with the retained earnings of the Company. Further, the difference between
the consideration paid, and the net assets acquired as adjusted by the retained earnings combined as aforesaid, had
been adjusted under ''Capital reserve'' in accordance with Appendix C of Ind AS 103, Business Combinations.
As further required under Appendix C to Ind AS 103, the comparative accounting period presented for earlier period
in the financial statements and notes had been restated by including the accounting effect of the acquisition of the
business, as stated above, from the beginning of the comparative period presented, i.e., 1 April 2022, in the financial
statements for the year ended 31 March 2024, the impact of which is detailed as follows:
(i) Stock Option Scheme of RattanIndia Enterprises Limited (formerly RattanIndia Infrastructure Limited) ("RIL
ESOP 2022"):
(a) During the previous year ended 31 March 2023, RattanIndia Enterprises Limited Employee Stock Option Plan 2022
("REL ESOP 2022) was formulated and is being administered through REL Employee Welfare Trust (hereinafter
"Trust"). The Trust had acquired equity shares of the Company from the open market against the loan given by
the Company to the Trust which is payable on demand. The financial statements of the Trust have been included
in the standalone and consolidated financial statements of the Company in accordance with the requirements
of IND AS and cost of such treasury shares has been presented as a deduction in ""Other Equity"", Such number
of equity shares (held by the Trust) have been excluded while computing basic and diluted earnings per share.
As of 31 March 2025, the Trust holds 1,381,988 equity shares (Face value of H 2 each) of the Company.
The Nomination & Remuneration Committee of Company:
(b) During the previous year ended 31 March 2024, approved the grant of 30,00,000 stock options to the eligible
employees at an exercise price of H 61.15 per share on 4 September 2023.
(c) During the year ended 31 March 2025, approved the grant of 25,00,000 stock options to the eligible employees
at an exercise price of H 76.20 per share on 9 April 2024.
The above stock options shall vest over a period of 3 years from the date of grant and are exercisable within a period
of 3 years from the date of vesting.
52 Financial instruments
i) Fair values hierarchy
Financial assets and financial liabilities are measured at fair value in the statement of financial position are
grouped into three levels of a fair value hierarchy. The three levels are defined based on the observability of
significant inputs to the measurement, as follows:
Level 1: Quoted prices (unadjusted) in active markets for financial instruments.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using
valuation techniques which maximise the use of observable market data rely as little as possible on entity
specific estimates.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is
included in level 3.
The fair value of a financial instrument on initial recognition is normally the transaction price (fair value of the
consideration given or received). Subsequent to initial recognition, the Company determines the fair value of
financial instruments that are quoted in active markets using the quoted bid prices (financial assets held) or
quoted ask prices (Financial liabilities held) and using valuation techniques for other instruments. Valuation
techniques include discounted cash flow method, market comparable method, recent transactions happened
in the company and other valuation models. The Company uses valuation techniques that are appropriate in
the circumstances and for which sufficient data is available to measure fair value, maximizing the use of relevant
observable inputs and minimising the use of unobservable inputs.
The Company is exposed to various risks in relation to financial instruments. The Company''s financial assets
and liabilities by category are summarised in note 53(i). The main types of risks are market risk, credit risk and
liquidity risk. The most significant financial risks to which the Company is exposed are described below.
The Company''s risk management is carried out by a central finance department (of the Company) under direction
of the Board of Directors. The Board of Directors provides principles for overall risk management, and covering
specific areas, such as foreign exchange risk, interest rate risk, credit risk and investment of excess liquidity.
Credit risk is the risk that a counterparty fails to discharge an obligation to the Company. Credit risk arises from
cash and cash equivalents, trade receivables, investments carried at amortised cost and deposits with banks
and financial institutions. The Company''s maximum exposure to credit risk is limited to the carrying amount of
financial assets recognised at 31 March 2025 and 31 March 2024, as summarised below:
The Company continuously monitors defaults of customers and other counterparties, and incorporates this
information into its credit risk controls. The Company''s policy is to deal only with creditworthy counterparties.
The Company''s management considers that all of the above financial assets are not impaired and/ or past due
for each of the above assets reporting dates under review are of good credit quality.
The Company considers the probability of default upon initial recognition of asset and whether there has
been a significant increase in credit risk on an on-going basis throughout each reporting period. In general, it
is presumed that credit risk has significantly increased since initial recognition if the payments are more than
30 days past due. A default on a financial asset is when the counterparty fails to make contractual payments
when they fall due. This definition of default is determined by considering the business environment in which
entity operates and other macro-economic factors.
(i) The Company''s management considers assets other than trade receivables, which are 30 days past due
and analyses facts and circumstances surrounding each such defaults separately. If the facts indicate
a probability of loss of value, the asset''s then expected cash flows are plotted in present value based
impairment model to determine the amount of impairment loss. Amounts are written off only in the
following circumstances: a) no probable legal recourse is available for recovery, b) the counterparty is
bankrupt, c) the cost of recovery is more than the amount or d) after all possible efforts the Company is
unable to recover amounts after a period of 3 years.
Similarly, substantial part of Company''s financial assets including trade receivables are recoverable from
Company''s subsidiaries, which the management of the Company believes are not credit impaired. Further, the
Company measures the loss allowance for a financial instrument at an amount equal to the lifetime expected
credit losses if the credit risk on that financial instrument has increased significantly since initial recognition. If
the credit risk on a financial instrument has not increased significantly since initial recognition, the Company
measures the loss allowance for that financial instrument at an amount equal to 12-month expected credit losses
(ii) The Company has no such assets where credit losses have been recognised as none of the assets are
credit impaired.
(iii) The credit risk for cash and cash equivalents and other bank balances is considered negligible, since the
counterparties are reputable banks with high quality external credit ratings.
(iv) In respect of ICDs assigned during the year, the Company has transferred substantially all risks and rewards
associated with the assigned ICD. There is no residual credit risk or exposure retained by the Company.
Prudent 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. Due to the nature of the business, the Company maintains flexibility in funding by maintaining availability
under committed facilities.
Management monitors rolling forecasts of the Company''s liquidity position and cash and cash equivalents
on the basis of expected cash flows. The Company takes into account the liquidity of the market in which the
entity operates.
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of
changes in foreign exchange rates. The Company''s exchange risk arises from its foreign currency assets and
liabilities. The Company''s exposure to the risk of changes in foreign exchange rates arises on account of Inter
Corporate Deposit (Loan) given to wholly owned subsidiary company. The Company has not taken any derivative
instrument during the year and there is no derivative instrument outstanding as at the year. [refer note 7 (b)]
The above table illustrates the sensitivity of profit and equity in relation to the Company''s financial assets and
financial liabilities and the AED/INR exchange rate and ''all other things being equal''. It assumes a /- 1% change
of the INR/AED exchange rate for the year ended 31 March 2025 (31 March 2024: 1%). These percentages have
been determined based on the average market volatility in exchange rates in the previous twelve months.
Based on the movements in the foreign exchange rates historically and the prevailing market conditions as
at the reporting date, the Company''s management has concluded that the above mentioned rates used for
sensitivity are reasonable benchmarks. The sensitivity analysis is based on the Company''s foreign currency
financial instruments held at each reporting date.
The Company''s policy is to minimise interest rate cash flow risk exposures on long-term financing. The Company''s
fixed deposits are carried at amortised cost and are fixed rate deposits. They are therefore not subject to interest
rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate
because of a change in market interest rates.
The Company'' s capital management objectives are;
- to ensure the Company''s ability to continue as a going concern
- to provide an adequate return to shareholders
The Company monitors capital on the basis of the carrying amount of equity less cash and cash equivalents as
presented on the face of balance sheet.
Management assesses the Company''s capital requirements in order to maintain an efficient overall financing structure
while avoiding excessive leverage. This takes into account the subordination levels of the Company''s various classes
of debt. The Company manages the capital structure and makes adjustments to it in the light of changes in economic
conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure,
the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new
shares, or sell assets to reduce debt.
60 a) No funds have been advanced or loaned or invested (either from borrowed funds or securities premium or any
other sources or kind of funds) by the Company to or in any person(s) or entity(ies), including foreign entities (''the
intermediaries''), with the understanding, whether recorded in writing or otherwise, that the intermediary shall,
whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever
by or on behalf of the Company (''the Ultimate Beneficiaries'') or provide any guarantee, security or the like on
behalf the Ultimate Beneficiaries.
b) Other than as disclosed below, no funds have been received by the Company from any person(s) or entity(ies),
including foreign entities (''the Funding Parties''), with the understanding, whether recorded in writing or
otherwise, that the Company shall, whether 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 provide
any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
During the year, the Company has received fund as inter corporate deposit (ICD) from one of the related party-Priapus
Developers Private Limited (PDPL). Further, same was given in form of inter corporate deposit (ICD) for business
operations of below subsidiary companies (100% subsidiaries of the Company).
61 In respect of amounts as mentioned under Section 125 of the Act, there is no amount required to be transferred to
the Investor Education and Protection Fund as at 31 March 2025 and as at 31 March 2024.
62 The investments made in group Companies and other establishments are long-term and strategic in nature. Further, loans
are given for meeting business and working capital requirements of such subsidiary companies. The Company is merely
holding shares of its group companies. It is not carrying on any business of Non-Banking Financial Company (NBFC).
Accordingly, the disclosures required as per Reserve Bank of India Master Direction-Non-Banking Financial Company-
Systemically Important Non-Deposit taking Company and Deposit taking Company (Reserve Bank) Directions, 2016
and other circulars issued by RBI from time to time, are not applicable to the Company.
(i) The Company did not have any Benami property and no proceedings have been initiated or pending against
the Company and its Indian subsidiaries for holding any Benami property, under the Benami Transactions
(Prohibitions) Act, 1988 (45 of 1988) and the rules made thereunder.
(ii) The Company did not have transactions during the current and previous year with struck off companies under
section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956.
(iii) The Company did not have any charges or satisfaction which is yet to be registered with ROC beyond the
statutory period.
(iv) The Company has not traded or invested in Crypto currency or Virtual Currency during the year.
(v) The Company has not entered into any such transaction which is not recorded in the books of accounts that
has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act,
1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.
(vi) The Company has not been declared as a ''Wilful Defaulter'' by any bank or financial institution (as defined under
the Companies Act, 2013) or consortium thereof, in accordance with the guidelines on wilful defaulters issued
by the Reserve Bank of India.
(vii) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read
with the Companies (Restriction on Number of Layers) Rules 2017.
(viii) No scheme of arrangement has been approved by the competent authority in terms of sections 230 to 237 of
the Companies Act, 2013, hence this is not applicable.
64 The Company has not declared or paid any dividend during the year ended 31 March 2025 and 31 March 2024.
Chartered Accountants
Firm Registration No.: 001076N/ N500013
Partner Chairman Whole Time Director
Membership No.: 503843 DIN: 00010849 DIN: 03291545
Place: New Delhi Place: Dubai Place: New Delhi
Date: 27 May 2025 Date: 27 May 2025 Date: 27 May 2025
Ashok Kumar Sharma Rajesh Arora
Chief Financial Officer Company Secretary
PAN: APWPS6094P FCS-4081
Place: New Delhi Place: New Delhi
Date: 27 May 2025 Date: 27 May 2025
Mar 31, 2024
(i) A share warrant is a financial instrument which gives holder the right to acquire equity shares. Money received against share warrants comprise of share warrants issued by the Company against which shares are yet to be allotted.
During the year ended 31 March 2022, Revolt Intellicorp Private Limited (RIPL) issued and allotted 317,328 share warrants to the Company. RIPL vide its letter dated 5 October 2022, had extended the term of such share warrants for a further period of 18 months i.e. up to 29 April 2024. Further, as per the agreed terms, RIPL was obligated to issue the equity shares at the prevailing date fair market value on the date of conversion.
Subsequent to the year end, the Company opted not to exercise its right of conversion and consequently the amount of C5.82 million outstanding towards warrant application money from the Company has been forfeited by Revolt in its Board Meeting held on 29 April 2024 and investment in share warrant stands lapsed and cancelled. The accounting impact thereof has been considered in these standalone financial statements.
(ii) The Company during the year ended 31 March 2022, had set up a Trust where the Company is a Settlor.
* During the year, inter corporate deposits amounting to C22.87 million (31 March 2023 : Nil) were extended to wholly owned subsidiary, Neorise Technologies, FZCO Dubai for a period of 3 years at an interest rate of 180 day average month Secured Overnight Financing Rate (SOFR) plus 0.50%, payable at the end of term.
** Current inter corporate deposits carry interest in range of 6.50%-7.25% and are recoverable on demand.
* During the year ended 31 March 2023, the Company had entered into an arrangement with RattanIndia Power Limited (RPL) for exploring for commercial development on surplus land admeasuring 421 acres, situated at Thermal Power Plant of RPL at Amravati, which was approved by the shareholders in Annual General Meeting of the Company. The arrangement is subject to approvals by Maharashtra Industrial Development Corporation (''MIDC'') and the lenders.
The Company has only one class of equity shares with voting rights, having a par value of C2 per share. Each shareholder of equity shares is entitled to one vote per share held. Each share is entitled to dividend, if declared, in Indian Rupees. The dividend, if any, proposed by Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in the case of interim dividend. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive 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.
* During the year ended 31 March, 2024:
(i) 1.36% equity shares of the Company, held by one of the promoter Company were pledged to secure the issuance of Unlisted Non-Convertible Redeemable Debentures by Cocoblu Retail Limited, a wholly owned subsidiary.
(ii) 6.88% equity shares of the Company, held by one of the promoter Company got released that were earlier pledged to secure working capital loan for Cocoblu Retail Limited, a wholly owned subsidiary of the Company.
* During the year ended 31 March, 2023:
(i) 6.87% equity shares of the Company, held by one of the Promoter Company were pledged to secure a loan availed by other promoter Company to provide working capital to Cocoblu Retail Limited, the wholly owned subsidiary. Of the aforesaid equity shares, pledge on 3.07% equity shares has been released on 24 May 2023.
(ii) 4.64% equity shares of the Company, held by one of the Promoter Company were pledged to avail/ fulfil the additional margin requirement for working capital facility and to secure invoice discounting facility by Cocoblu Retail Limited, the wholly owned subsidiary.
The above information has been furnished as per the shareholders'' register as at the year end.
For the details of shares reserved for issue under the Employees Stock Options Plan (ESOP) of the Company refer note 46
e) Bonus shares issued, shares issued for consideration other than cash or shares bought back over during the period of five years immediately preceding the reporting date are nil.
Capital reserve was created in earlier years in relation to specific transactions. Capital reserve is not available for distribution to the shareholders.
Securities premium represents premium received on issue of shares. The reserve is utilised in accordance with the provisions of the Companies Act, 2013.
The reserve account is used to recognise the grant date value of options issued to employees under Employee stock option plan.
Retained earnings is used to record balance of statement of profit & loss and other equity adjustments. Positive retained earnings represent the amount that can be distributed as dividend considering the requirements of the Companies Act, 2013.
Treasury shares
This represents own equity shares held by RattanIndia Enterprises Employee Welfare Trust.
The Company''s contracts with customers for the services generally include one performance obligation. The Company has concluded that revenue from sale of services should be recognised at the point in time when services are rendered to the customer.
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 contract liability is the obligation to transfer goods or services to a customer for which the Company has received consideration from the customer. Contract liabilities are recognised as revenue when the Company performs obligations under the contract.
The remaining performance obligation disclosure provides the aggregate amount of the transaction price yet to be recognized as at the end of the reporting period and an explanation as to when the Company expects to recognize these amounts in revenue. Applying the practical expedient as given in Ind AS 115, the Company has not disclosed the remaining performance obligation related disclosures for contracts as the revenue recognised corresponds directly with the value to the customer of the entity''s performance completed till the reporting period.
Contributions are made to the Government Provident Fund and Family Pension Fund which cover all regular employees eligible under applicable Acts. Both the eligible employees and the Company make pre-determined contributions to the Provident Fund. The contributions are normally based upon a proportion of the employee''s salary. The Company has recognized in the Statement of Profit and Loss an amount of C0.97 million (31 March 2023: C0.29 million) towards employer''s contribution towards provident fund.
Gratuity scheme - This is an unfunded defined benefit plan and it entitles an employee, who has rendered at least 5 years of continuous service, to receive one-half month''s salary for each year of completed service at the time of retirement/exit details as below
i) On normal retirement / early retirement / withdrawal / resignation: As per the provisions of the Payment of Gratuity Act, 1972 with vesting period of 5 years of service.
ii) On death in service: As per the provisions of the Payment of Gratuity Act, 1972 without any vesting period. Gratuity payable to employee in case (i) and (ii), as mentioned above, is computed as per the Payment of Gratuity Act, 1972 except the Company does not have any limit on gratuity amount.
Provision for unfunded compensated absences payable to eligible employees on availment/ retirement/ separation is based upon an actuarial valuation as at the year ended 31 March 2024. Major drivers in actuarial assumptions, typically, are years of service and employee compensation. The commitments are actuarially determined using the ''Projected Unit Credit Actuarial Method'' as at the year end. Gains/ losses on changes in actuarial assumptions are accounted for in the Statement of Profit and Loss as identified by the Management of the Company.
Based on the actuarial valuation obtained in this respect, the following table sets out the status of Gratuity and Compensated Absences and the amounts recognised in the financial statements for the year ended 31 March 2024 and 31 March 2023:
The employer''s best estimate of contributions expected to be paid during the annual period beginning after the balance sheet date, towards gratuity and compensated absences is C2.17 million (31 March 2023 : C0.52 million) and C0.73 million (31 March 2023: C0.27 million) respectively.
a. The sensitivity analysis above have been determined based on a method that extrapolates the impact on defined benefit obligation as a result of reasonable changes in an assumptions occurring at the end of the reporting period while holding all other assumption constraint. In practice it is unlikely to occur and change in some of the assumption 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.
b. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.
c. Sensitivities due to mortality & withdrawals are not material & hence impact of change not calculated.
d. Sensitivities as to rate of inflation, rate of increase of pensions in payment, rate of increase of pensions before retirement & life expectancy are not applicable being a lump sum benefit on retirement.
The Company has entered into sub-lease agreement with RattanIndia Power Limited (Sub-lessor) for the use of licensed premises for carrying business for term of 37 months which has been considered as finance lease as per Ind AS 116.
a) The table below describes the nature of the Company''s leasing activities by type of right-of-use asset recognised on balance sheet:
At 31 March 2024, the Company has not committed to leases which had not commenced.
The Company has elected not to recognise a lease liability for short term leases (leases of expected term of 12 months or less) or for leases of low value assets. Payments made under such leases are expensed on a straight-line basis. In addition, certain variable lease payments are not permitted to be recognised as lease liabilities and are expensed as incurred.
32 As per Ind AS 108 "Operating Segments", if a financial report contains both consolidated financial statements and the separate financial statements of the Parent Company, segment information may be presented on the basis of the consolidated financial statements. Thus, disclosure required by regulation 33 of the SEBI (Listing Obligations 8- Disclosure Requirements) Regulations, 2015 on segment information and as per Ind AS 108 has been given in consolidated financial statements.
33 The Company is primarily engaged in the business of investing in technology focused new age businesses including e-commerce, electric vehicles, fintech and drones, through its group companies. During the year ended 31 March 2024, the Company has met the principal business test criteria as per RBI press release dated April 8, 1999, for classification as a Non-Banking Financial Company (''NBFC'') which would be effective from the financial year 2024-25. Further, as at 31 March 2024, the Company holds more than 90% of its assets in the form of investments in shares of its group companies and loans to such group companies and the Company has not accessed any public funds. Accordingly, the Company qualifies to be an "Unregistered Core Investment Company" (''CIC'') in terms of "Master Direction - Core Investment Companies (Reserve Bank) Directions, 2016" effective from financial year 2024-25. Consequently, the Company is eligible to carry on business activities permissible to CIC, without obtaining registration from Reserve Bank of India under section 45-IA of the Reserve Bank of India Act, 1934.
Consequent to the above, the Company shall be preparing and presenting its financial statements effective financial year 2024-25 in accordance with Division III of Schedule III to the Companies Act, 2013 instead of Division II of Schedule III followed presently. Such presentation change shall not have any financial imapct on the amounts presented in these standalone financial statements.
34 (i) During the year ended 31 March 2024:
(a) Revolt Intellicorp Private Limited ("Revolt"), a wholly owned subsidiary of the Holding Company has acquired 100% stake of Neoseller Limited on 28 March, 2024 (now Revolt Coco Limited), consequent to which it has become a wholly owned subsidiary of Revolt and step down subsidiary of the Company.
(ii) During the year ended 31 March 2023:
(a) the Company had entered into an agreement with Revolt Intellicorp Private Limited (""Revolt"") and its promoter to acquire balance 66.16% of equity share capital of Revolt for a cash consideration of C770 million. The Company fulfilled the prescribed conditions under the agreement and consequently, Revolt became a wholly owned subsidiary of the Company effective 13 January 2023.
(b) NeoSky India Limited, a wholly- owned subsidiary of the Company, acquired 60% equity stake in Throttle Aerospace Systems Private Limited (''TAS'') on 24 May 2022, for a cash consideration of C200 million. TAS is a drone hardware and software maker based out of Bangalore and is a market leader in enterprise, defence and delivery drones.
(c) The Company had acquired 100% stake of Neobrands Limited for C0.10 million, consequent to which it had become a wholly owned subsidiary of the Company effective 10 November 2022.
(d) The Company had invested an amount of 1 million AED (equivalent C22.5 million), in wholly owned foreign subsidiary, Neorise Technologies- FZCO formed under Dubai Silicon Oasis Authority and registered in Free Zone.
35 During the year ended 31 March 2024, in accordance with Ind AS-109, the Company has recognised unrealised gain of C5,638.99 million, forming part of ''Other Income'' (31 March, 2023: unrealised loss of C2,553.50 million, forming part of ''Other Expenses''), on investment in equity shares of RattanIndia Power Limited, on account of movement in market/ quoted price.
Out of total holding, 79,54,54,718 (31 March 2023: 1,040,506,638), equity shares of RPL are pledged in favour of the lenders of RPL.
The Company had executed a Deed dated 31 December 2019 as a Sponsor of RattanIndia Power Limited (RPL), in favour of Vistra ITCL (India) Limited (Security Trustee). As per the terms of Deed, the Company (Sponsor) had guaranteed the Backstopped Liabilities; liabilities of the borrower and claims made by the existing lenders against the borrower in relation to the existing lenders, redeemable preference shares, including but not limited to the payment of any dividend or the redemption of the existing lenders redeemable preference shares, that the management of RPL and REL, have assessed the likelihood to be not probable as at the balance sheet date.
Further, during the current year, the Company has executed a deed of assurance in respect of amounts payable, if any, on account of a claim made against RPL, in relation to certain identified liabilities, on occurrence of certain identified event of defaults as mentioned in the deed, that the management of RPL and REL, have assessed the likelihood to be not probable as at the balance sheet date.
Net worth of certain subsidiaries of the Company have eroded and the Company has issued letter of support as committed operational and financial support to these subsidiaries as and when needed for a period of at least 12 months from the date of approval / preparation of financial statements of these subsidiaries.
37 The Ministry of Corporate Affairs (MCA) has prescribed a new requirement for companies under the proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 inserted by the Companies (Accounts) Amendment Rules 2021 requiring companies, which uses accounting software for maintaining its books of account, shall use only such accounting software which has a feature of recording audit trail of each and every transaction, creating an edit log of each change made in the books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled. The new requirement is applicable with effect from the financial year beginning on 1 April 2023.
The Company has used accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software, except that the feature of recording audit trail (edit log) facility was not enabled for the period 1 April 2023 to 3 April 2023. Further, no instance of audit trail feature being tampered with was noted in respect of the software.
38 The Code on Social Security, 2020 (''Code'') has been notified in the Official Gazette of India on 29 September 2020, which could impact the contributions of the Company towards certain employment benefits. Effective date from which changes are applicable is yet to be notified and the rules are yet be framed. Impact, if any, of change will be assessed and accounted for in the period of notification of relevant provisions.
The above information has been determined to the extent such parties have been identified on the basis of information available with the Company.
40 The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses as at 31 March 2024 and 31 March 2023.
41 The disclosure as per Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 related to loans and advances in the nature of loans given to subsidiaries, associates and others and investments in shares of the Company by such parties is covered in the related party disclosures (refer note 28).
42 The Company is covered under Section 135 of the Act and accordingly, has constituted a Corporate Social Responsibility Committee of the Board. However, as the Company did not have average net profits based on the immediately preceding three financial years, the Company is not required to spend amounts towards Corporate Social Responsibility in terms of the Act.
43 The Company has long-term investments, Inter-company loans and other balances in subsidiaries, which are measured at cost less impairment or at fair value through profit or loss. The management assesses the performance of these entities including the future projections, relevant economic and market conditions in which they operate to identify if there is any indicator of impairment in the carrying value of the investments and loans. In case indicators of impairment exist, the impairment loss is measured by estimating the recoverable amounts based on the higher of (i) ''fair value less cost of disposal'' determined using market price information, where available, and (ii) ''value-in-use'' estimates determined using discounted cash flow projections, where available. The fair value less costs of disposal determined using the market approach. The future cash flow projections are specific to the entity based on its business plan and may not be the same as those of market participants. The future cash flows consider key assumptions such as volume projections, margins, terminal growth rates, etc. with due consideration for the potential risks given the current economic environment in which the entity operates. The discount rates used with required tax rates based on weighted average cost of capital and reflects market''s assessment of the risks specific to the asset as well as time value of money. The recoverable amount estimates are based on judgments, estimates, assumptions and market data as on reporting date and ignore subsequent changes in the economic and market conditions.
During the year ended 31 March, 2024, the performance of subsidiaries along with capital allocation decisions, coupled with the relevant economic and market indicators including inflationary trends resulted in indicators of impairment in respect of one entity. Accordingly, the Company determined the recoverable amounts of the long term investments and other exposures related to these entities and recorded a provision of C80 million (2023 : C Nil) for the year ended 31 March, 2024. The value-in-use calculation considered discount rates ranging from 40.0% - 50.0% and the terminal growth rates ranging from 3.0% -5.0%.
During the year ended 31 March 2024, the Company entered into a business transfer agreement dated 1 June 2023, for acquisition of Technology Business, as a going concern on slump sale basis for cash consideration of C 1 million (determined based on valuation by a registered valuer), from RattanIndia Technologies Private Limited (''RTPL''). Management believes that such acquisition shall enable the Company develop new capabilities, create valuable knowledge-based resources and improve strategic flexibility to reduce cost and development time.
The Company''s management has assessed that the above acquisition is within the purview of Appendix C of Ind AS 103- ''Business Combinations''. Accordingly, such acquisition has been accounted using "Pooling of Interest Method" wherein the assets and liabilities of the acquired business have been recorded in the books of the Company at their pre-acquisition carrying amounts and no adjustments have been made to reflect fair values and thus, there is no recognition of any new assets or liabilities arising from this business combination. The retained earnings of the acquired business have been combined with the retained earnings of the Company. Further, the difference between the consideration paid, and the net assets acquired as adjusted by the retained earnings combined as aforesaid, has been adjusted under ''Capital reserve'' in accordance with Appendix C of Ind AS 103, Business Combinations.
As further required under Appendix C to Ind AS 103, the comparative accounting period presented in the accompanying Statement and accompanying notes have been restated by including the accounting effect of the acquisition of the business, as stated above, from the beginning of the comparative period presented, i.e., 1 April 2022, the impact of which is detailed as follows:
46 Employees Stock Options Schemes
(i) Stock Option Schemes of RattanIndia Enterprises Limited (formerly RattanIndia Infrastructure Limited) (âRIL ESOP 2019"):
Pursuant to a decision taken by the Board of Directors of the Company (Board) in its meeting held on 30 May 2022, the Employee Stock Option Plan- 2019 covering 20,000,000 stock options, earlier instituted by the Board, stands cancelled from the said date. No stock options were outstanding under the said scheme, on the date of its cancellation.
(a) During the previous year ended 31 March, 2023, RattanIndia Enterprises Limited Employee Stock Option Plan 2022 ("REL ESOP 2022) was formulated and is being administered through REL Employee Welfare Trust (hereinafter "Trust"). The Trust had acquired equity shares of the Company from the open market against the loan given by the Company to the Trust which is payable on demand. The financial statrments of the Trust have been included in the standalone and consolidated financial statements of the Company in accordance with the requirements of IND AS and cost of such treasury shares has been presented as a deduction in "Other Equity", Such number of equity shares (held by the Trust) have been excluded while computing basic and diluted earnings per share. As of 31 March, 2024, the Trust holds 1,381,988 equity shares (Face value of C2 each) of the Company.
The Nomination & Remuneration Committee of Company:
(b) During the year ended 31 March, 2024, approved the grant of 3,000,000 stock options to the eligible employees at an exercise price of C61.15 per share on 4 September, 2023.
(c) Subsequent to the Balance Sheet date, approved the grant of 2,500,000 stock options to the eligible employees at an exercise price of C76.20 per share on 9 April, 2024.
The above stock options shall vest over a period of 3 years from the date of grant and are exercisable within a period of 3 years from the date of vesting.
47 Financial instruments i) Fair values hierarchy
Financial assets and financial liabilities are measured at fair value in the statement of financial position are grouped into three levels of a fair value hierarchy. The three levels are defined based on the observability of significant inputs to the measurement, as follows:
Level 1: Quoted prices (unadjusted) in active markets for financial instruments.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data rely as little as possible on entity specific estimates.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
Valuation technique used to determine fair value
The fair value of a financial instrument on initial recognition is normally the transaction price (fair value of the consideration given or received). Subsequent to initial recognition, the Company determines the fair value of financial instruments that are quoted in active markets using the quoted bid prices (financial assets held) or quoted ask prices (Financial liabilities held) and using valuation techniques for other instruments. Valuation techniques include discounted cash flow method, market comparable method, recent transactions happened in the company and other valuation models. The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data is available to measure fair value, maximizing the use of relevant observable inputs and minimising the use of unobservable inputs.
The management assessed that cash and cash equivalents, trade receivables, trade payables, other current financial assets and other current financial liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments. [refer note no 48(i)].
Investment in subsidiaries are measured at cost as per Ind AS 27, ''Separate Financial Statements'' and hence, not presented here.
ii) Risk management
The Company is exposed to various risks in relation to financial instruments. The Company''s financial assets and liabilities by category are summarised in note 48(i). The main types of risks are market risk, credit risk and liquidity risk. The most significant financial risks to which the Company is exposed are described below.
The Company''s risk management is carried out by a central finance department (of the Company) under direction of the Board of Directors. The Board of Directors provides principles for overall risk management, and covering specific areas, such as foreign exchange risk, interest rate risk, credit risk and investment of excess liquidity.
Credit risk is the risk that a counterparty fails to discharge an obligation to the Company. Credit risk arises from cash and cash equivalents, trade receivables, investments carried at amortised cost and deposits with banks and financial institutions. The Company''s maximum exposure to credit risk is limited to the carrying amount of financial assets recognised at 31 March 2024 and 31 March 2023, as summarised below:
The Company''s management considers that all of the above financial assets are not impaired and/ or past due for each of the above assets reporting dates under review are of good credit quality.
The Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an on-going basis throughout each reporting period. In general, it is presumed that credit risk has significantly increased since initial recognition if the payments are more than 30 days past due. A default on a financial asset is when the counterparty fails to make contractual payments when they fall due. This definition of default is determined by considering the business environment in which entity operates and other macro-economic factors.
(i) The Company''s management considers assets other than trade receivables, which are 30 days past due and analyses facts and circumstances surrounding each such defaults separately. If the facts indicate a probability of loss of value, the asset''s then expected cash flows are plotted in present value based impairment model to determine the amount of impairment loss. Amounts are written off only in the following circumstances: a) no probable legal recourse is available for recovery, b) the counterparty is bankrupt, c) the cost of recovery is more than the amount or d) after all possible efforts the Company is unable to recover amounts after a period of 3 years.
Similarly, substantial part of Company''s financial assets including trade receivables are recoverable from Company''s subsidiaries, which the management of the Company believes are not credit impaired and there are no 12 month expected credit losses that are required to be recognised, other than those already assessed and recorded.
(ii) The Company has no such assets where credit losses have been recognised as none of the assets are credit impaired.
(iii) The credit risk for cash and cash equivalents and other bank balances is considered negligible, since the counterparties are reputable banks with high quality external credit ratings.
Prudent 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. Due to the nature of the business, the Company maintains flexibility in funding by maintaining availability under committed facilities.
Management monitors rolling forecasts of the Company''s liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company takes into account the liquidity of the market in which the entity operates.
The tables below analyse the Company''s financial liabilities into relevant maturity groupings based on their contractual maturities for all non-derivative financial liabilities.
The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying balances as the impact of discounting is not significant.
The Company''s policy is to minimise interest rate cash flow risk exposures on long-term financing. At 31 March 2024 and 31 March 2023, the Company is exposed to changes in market interest rates through bank borrowings at variable interest rates. The Company''s fixed deposits are carried at amortised cost and are fixed rate deposits. They are therefore not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.
The Company'' s capital management objectives are;
- to ensure the Company''s ability to continue as a going concern
- to provide an adequate return to shareholders"
The Company monitors capital on the basis of the carrying amount of equity less cash and cash equivalents as presented on the face of balance sheet.
Management assesses the Company''s capital requirements in order to maintain an efficient overall financing structure while avoiding excessive leverage. This takes into account the subordination levels of the Company''s various classes of debt. The Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares, or sell assets to reduce debt.
55 a) No funds have been advanced or loaned or invested (either from borrowed funds or securities premium or any other sources or kind of funds) by the Company to or in any person(s) or entity(ies), including foreign entities (''the intermediaries''), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (''the Ultimate Beneficiaries'') or provide any guarantee, security or the like on behalf the Ultimate Beneficiaries.
b) Other than as disclosed below, no funds have been received by the Company from any person(s) or entity(ies), including foreign entities (''the Funding Parties''), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether 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 provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
During the year, the Company has received fund as inter corporate deposit (ICD) from one of the related party Priapus Developers Private Limited (PDPL). Further, same was given in form of inter corporate deposit (ICD) for business operations and investment in equity shares of below subsidiary companies (100% subsidiaries of the Company).
The Company was required to lend and invest in above subsidiary companies (100% subsidiaries of the Company)
as per their respective business requirements for furtherance of Company''s interest. One of the related party PDPL
supported the Company by providing ICD for the same.
56 In respect of amounts as mentioned under Section 125 of the Act, there is no amount required to be transferred to
the Investor Education and Protection Fund as at 31 March 2024 and as at 31 March 2023.
57 Other statutory information
(i) The Company did not have any Benami property and no proceedings have been initiated or pending against the Company and its Indian subsidiaries for holding any Benami property, under the Benami Transactions (Prohibitions) Act, 1988 (45 of 1988) and the rules made thereunder.
(ii) The Company did not have transactions during the current and previous year with struck off companies under section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956.
(iii) The Company did not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(iv) The Company has not traded or invested in Crypto currency or Virtual Currency during the year.
(v) The Company has not entered into any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.
(vi) The Company has not been declared as a ''Wilful Defaulter'' by any bank or financial institution (as defined under the Companies Act, 2013) or consortium thereof, in accordance with the guidelines on wilful defaulters issued by the Reserve Bank of India.
(vii) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the Companies (Restriction on Number of Layers) Rules 2017.
58 The Company has not declared or paid any dividend during the year ended 31 March 2024 and 31 March 2023.
Mar 31, 2023
The Company''s contracts with customers for the services generally include one performance obligation. The Company has concluded that revenue from sale of services should be recognised at the point in time when services are rendered to the customer.
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 contract liability is the obligation to transfer goods or services to a customer for which the Company has received consideration from the customer. Contract liabilities are recognised as revenue when the Company performs obligations under the contract.
The remaining performance obligation disclosure provides the aggregate amount of the transaction price yet to be recognized as at the end of the reporting period and an explanation as to when the Company expects to recognize these amounts in revenue. Applying the practical expedient as given in Ind AS 115, the Company has not disclosed the remaining performance obligation related disclosures for contracts as the revenue recognised corresponds directly with the value to the customer of the entity''s performance completed till the reporting period.
Contributions are made to the Government Provident Fund and Family Pension Fund which cover all regular employees eligible under applicable Acts. Both the eligible employees and the Company make pre-determined contributions to the Provident Fund. The contributions are normally based upon a proportion of the employee''s salary. The Company has recognized in the Statement of Profit and Loss an amount of H0.29 million (31 March 2022: H0.02 million) towards employer''s contribution towards provident fund.
Gratuity scheme - This is an unfunded defined benefit plan and it entitles an employee, who has rendered at least 5 years of continuous service, to receive one-half month''s salary for each year of completed service at the time of retirement/exit details as below
i) On normal retirement/early retirement/withdrawal/resignation: As per the provisions of the Payment of Gratuity Act, 1972 with vesting period of 5 years of service.
ii) On death in service: As per the provisions of the Payment of Gratuity Act, 1972 without any vesting period. Gratuity payable to employee in case (i) and (ii), as mentioned above, is computed as per the Payment of Gratuity Act, 1972 except the Company does not have any limit on gratuity amount.
Provision for unfunded compensated absences payable to eligible employees on availment/ retirement/ separation is based upon an actuarial valuation as at the year ended 31 March 2023. Major drivers in actuarial assumptions, typically, are years of service and employee compensation. The commitments are actuarially determined using the ''Projected Unit Credit Actuarial Method'' as at the year end. Gains/ losses on changes in actuarial assumptions are accounted for in the Statement of Profit and Loss as identified by the Management of the Company.
The employer''s best estimate of contributions expected to be paid during the annual period beginning after the balance sheet date, towards gratuity and compensated absences is H0.52 million (31 March 2022 : H0.34 million) and H0.27 million (31 March 2022: H0.12 million) respectively.
The sensitivity analysis above have been determined based on a method that extrapolates the impact on defined benefit obligation as a result of reasonable changes in an assumptions occurring at the end of the reporting period while holding all other assumption constraint. In practice it is unlikely to occur and change in some of the assumption 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.
b. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.
c. Sensitivities due to mortality & withdrawals are not material & hence impact of change not calculated.
d. Sensitivities as to rate of inflation, rate of increase of pensions in payment, rate of increase of pensions before retirement & life expectancy are not applicable being a lump sum benefit on retirement.
The Company has elected not to recognise a lease liability for short term leases (leases of expected term of 12 months or less) or for leases of low value assets. Payments made under such leases are expensed on a straight-line basis. In addition, certain variable lease payments are not permitted to be recognised as lease liabilities and are expensed as incurred.
(i) In the absence of reasonable certainty of availability of surplus taxable profits, the Company has restricted the recognition of deferred tax asset on unabsorbed depreciation and brought forward business losses to the extent of the corresponding deferred tax liability. The unabsorbed business losses of H178.51 million (31 March 2022: H128.12 million) are available for offset for maximum period of eight years from the incurrence of loss.
As per Ind AS 108 "Operating Segments", if a financial report contains both consolidated financial statements and the separate financial statements of the Parent Company, segment information may be presented on the basis of the consolidated financial statements. Thus, disclosure required by regulation 33 of the SEBI (Listing Obligations 8- Disclosure Requirements) Regulations, 2015 on segment information and as per Ind AS 108 has been given in consolidated financial statements.
33 (i) During the previous year ended 31 March 2022, the Company had acquired 623,712 equity shares constituting
33.84 % of the paid-up share capital of Revolt Intellicorp Private Limited ("RIPL") and paid application money for subscription to 317,328 share warrants for an aggregate amount of H1,000 million. Pursuant to the investment made, RIPL became an associate of the Company.
(ii) During the year ended 31 March 2023, the Company had entered into an agreement with Revolt Intellicorp Private Limited ("Revolt") and its promoter to acquire balance 66.16% of equity share capital of Revolt for a cash consideration of H770 million. The Company fulfilled the prescribed conditions under the agreement and consequently, Revolt has became a wholly owned subsidiary of the Company effective 13 January 2023.
34 During the year ended 31 March 2023:
(a) NeoSky India Limited, a wholly- owned subsidiary of the Company, acquired 60% equity stake in Throttle Aerospace Systems Private Limited (''TAS'') on 24 May 2022, for a cash consideration of H200 million. TAS is a drone hardware and software maker based out of Bangalore and is a market leader in enterprise, defence and delivery drones.
(b) The Company has acquired 100% stake of Neobrands Limited for H0.10 million, consequent to which it has become a wholly owned subsidiary of the Company effective 10 November 2022.
(c) The Company has invested an amount of 1 million AED (equivalent H22.5 million), in wholly owned foreign subsidiary, Neorise Technologies- FZCO formed under Dubai Silicon Oasis Authority and registered in Free Zone
35 (i) During the previous year ended 31 March 2022, REL had sold 121,039,989 equity shares of RattanIndia Power
Limited (RPL), resulting in decrease in shareholding from 22.07 % to 19.81%, accordingly, RPL had ceased to be associate of REL and consequently, investment in RPL had been classified as financial asset. Further, the Company had recognised a realised gain of H88.77 million and unrealised gain of H372.39 million on classification of investment in RPL as financial asset.
(ii) During the year ended 31 March 2023, in accordance with Ind AS-109, the Company has recognised unrealised loss of H2,553.50 million, forming part of ''Other Expenses'', on investment in equity shares of RattanIndia Power Limited, on account of movement in market/ quoted price.
Out of total holding, 1,040,506,638 (31 March 2022: 1,040,506,638), equity shares of RPL are pledged in favour of the lenders of RPL.
b. The Company has executed a Deed of Guarantee dated 31 December 2019 as a Sponsor of RattanIndia Power Limited (RPL) in favour of Vistra ITCL (India) Limited (Security Trustee). As per the terms of Deed of Guarantee the Company (Sponsor) has guaranteed the Backstopped Liabilities; liabilities of the borrower and claims made by the existing lenders against the borrower in relation to the existing lenders redeemable preference shares, including but not limited to the payment of any dividend or the redemption of the existing lenders redeemable preference shares.
37 Subsequent to the Balance Sheet date:
a. The Company''s Board of Directors at their meeting held on 10 May 2023, have approved raising of fund through issue of securities, by way of Qualified Institutions Placement ("QIP") or any other permissible mode in compliance with applicable laws, subject to shareholders and other applicable regulatory approvals, for an amount up to H10,000 million or its equivalent in any other currencies.
b. The Company''s Board of Directors at their meeting held on 18 May 2023, agreed to enter into a Business Transfer Agreement with RattanIndia Technologies Private Limited, a related entity, to purchase business activities pertaining to its Technology Business, as a going concern, on slump sale basis, for a lump sum consideration of H1 million, without values being assigned to individual assets and liabilities. The objective of such acquisition is to enable the Company to develop new capabilities, create valuable knowledge-based resources and improve strategic flexibility to reduce cost and development time.
38 In respect of amounts as mentioned under Section 125 of the Act, there is no amount required to be transferred to the Investor Education and Protection Fund as at 31 March 2023 and as at 31 March 2022.
The above information has been determined to the extent such parties have been identified on the basis of information available with the Company.
40 The Company has not entered into any derivative instruments during the year. The Company does not have any foreign currency exposures towards receivables, payables or any other derivative instrument as at 31 March 2023 and 31 March 2022.
41 The disclosure as per Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 related to loans and advances in the nature of loans given to subsidiaries, associates and others and investments in shares of the Company by such parties is covered in the related party disclosures (refer note 27).
42 The Company is covered under Section 135 of the Act and accordingly, has constituted a Corporate Social Responsibility Committee of the Board. However, as the Company did not have average net profits based on the immediately preceding three financial years, the Company is not required to spend amounts towards Corporate Social Responsibility in terms of the Act.
43 The Company considers its investment in subsidiaries as strategic and long term in nature and accordingly, in the view of the management, there is no impairment loss that needs to be recorded for such investments in these standalone financial statements.
45 Employees Stock Options Schemes
(i) Stock Option Schemes of RattanIndia Enterprises Limited (formerly RattanIndia Infrastructure Limited) (âRIL ESOP 2019"):
Pursuant to a decision taken by the Board of Directors of the Company (Board) in its meeting held on 30 May 2022, the Employee Stock Option Plan- 2019 covering 2,00,00,000 stock options, earlier instituted by the Board, stands cancelled from the said date. No stock options were outstanding under the said scheme, on the date of its cancellation.
RattanIndia Enterprises Limited Employee Stock Option Plan 2022 ("REL ESOP 2022) has been formulated by the Board of Directors pursuant to the authority vested by the shareholders through the resolution passed through postal ballot, the result whereof was declared on 3 August 2022, that such plan shall be administered through REL Employee Welfare Trust (hereinafter "Trust"). The Trust shall make secondary market acquisition for the purpose of the Scheme in accordance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. The pool options proposed to be offered under the Scheme shall be up to a maximum of 5% of the paid-up capital of the Company.
During the year ended 31 March 2023, the Trust has acquired 1,381,988 equity shares (including 226,859 shares settled subsequently) of the Company from the open market at an average price of H35.77 per share against the loan given by the Company amounting to H50 million to the ESOP Trust which is repayable on demand. As of 31 March 2023, the Trust holds 1,381,988 equity shares (Face value of H2 each) of the Company. The financial statements of the Trust have been included in the standalone financial statements of the Company in accordance with the requirements of IND AS and cost of such treasury shares has been presented as a deduction in "Other Equity". Such number of equity shares (held by the Trust) have been excluded while computing basic and diluted earnings per share.
46 Financial instruments i) Fair values hierarchy
Financial assets and financial liabilities are measured at fair value in the statement of financial position are grouped into three levels of a fair value hierarchy. The three levels are defined based on the observability of significant inputs to the measurement, as follows:
Level 1: Quoted prices (unadjusted) in active markets for financial instruments.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data rely as little as possible on entity specific estimates.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
The fair value of a financial instrument on initial recognition is normally the transaction price (fair value of the consideration given or received). Subsequent to initial recognition, the Company determines the fair value of financial instruments that are quoted in active markets using the quoted bid prices (financial assets held) or quoted ask prices (Financial liabilities held) and using valuation techniques for other instruments. Valuation techniques include discounted cash flow method, market comparable method, recent transactions happened in the company and other valuation models. The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data is available to measure fair value, maximizing the use of relevant observable inputs and minimising the use of unobservable inputs.
The management assessed that cash and cash equivalents, trade receivables, trade payables, other current financial assets and other current financial liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments. [refer note no 47(i)].
The Company is exposed to various risks in relation to financial instruments. The Company''s financial assets and liabilities by category are summarised in note 47(i). The main types of risks are market risk, credit risk and liquidity risk. The most significant financial risks to which the Company is exposed are described below.
The Company''s risk management is carried out by a central finance department (of the Company) under direction of the Board of Directors. The Board of Directors provides principles for overall risk management, and covering specific areas, such as foreign exchange risk, interest rate risk, credit risk and investment of excess liquidity.
The Company continuously monitors defaults of customers and other counterparties, and incorporates this information into its credit risk controls. The Company''s policy is to deal only with creditworthy counterparties.
The Company''s management considers that all of the above financial assets are not impaired and/ or past due for each of the above assets reporting dates under review are of good credit quality.
The Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an on-going basis throughout each reporting period. In general, it is presumed that credit risk has significantly increased since initial recognition if the payments are more than 30 days past due. A default on a financial asset is when the counterparty fails to make contractual payments when they fall due. This definition of default is determined by considering the business environment in which entity operates and other macro-economic factors.
(i) The Company''s management considers assets other than trade receivables, which are 30 days past due and analyses facts and circumstances surrounding each such defaults separately. If the facts indicate a probability of loss of value, the asset''s then expected cash flows are plotted in present value based impairment model to determine the amount of impairment loss. Amounts are written off only in the following circumstances: a) no probable legal recourse is available for recovery, b) the counterparty is bankrupt, c) the cost of recovery is more than the amount or d) after all possible efforts the Company is unable to recover amounts after a period of 3 years.
Similarly, substantial part of Company''s financial assets including trade receivables are recoverable from Company''s subsidiaries, which the management of the Company believes are not credit impaired and there are no 12 month expected credit losses that are required to be recognised, other than those already assessed and recorded.
(ii) The Company has no such assets where credit losses have been recognised as none of the assets are credit impaired.
(iii) The credit risk for cash and cash equivalents and other bank balances is considered negligible, since the counterparties are reputable banks with high quality external credit ratings.
Prudent 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. Due to the nature of the business, the Company maintains flexibility in funding by maintaining availability under committed facilities.
Management monitors rolling forecasts of the Company''s liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company takes into account the liquidity of the market in which the entity operates.
The tables below analyse the Company''s financial liabilities into relevant maturity groupings based on their contractual maturities for all non-derivative financial liabilities.
The Company is not exposed to foreign exchange risk arising from foreign currency transactions. Foreign exchange risk arises from recognised assets and liabilities denominated in a currency that is not the Company''s functional currency.
The Company''s policy is to minimise interest rate cash flow risk exposures on long-term financing. At 31 March 2023 and 31 March 2022, the Company is exposed to changes in market interest rates through bank borrowings at variable interest rates. The Company''s fixed deposits are carried at amortised cost and are fixed rate deposits. They are therefore not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.
The Company''s capital management objectives are;
- to ensure the Company''s ability to continue as a going concern
- to provide an adequate return to shareholders
The Company monitors capital on the basis of the carrying amount of equity less cash and cash equivalents as presented on the face of balance sheet.
Management assesses the Company''s capital requirements in order to maintain an efficient overall financing structure while avoiding excessive leverage. This takes into account the subordination levels of the Company''s various classes of debt. The Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares, or sell assets to reduce debt.
50 Other statutory information
(i) The Company does not have any Benami property and no proceedings have been initiated or pending against the Company and its Indian subsidiaries for holding any Benami property, under the Benami Transactions (Prohibitions) Act, 1988 (45 of 1988) and the rules made thereunder.
(ii) The Company does not have transactions during the current and previous year with struck off companies under section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956.
(iii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(iv) The Company has not traded or invested in Crypto currency or Virtual Currency during the year.
(v) The Company has not entered into any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.
(vi) The Company has not been declared as a ''Wilful Defaulter'' by any bank or financial institution (as defined under the Companies Act, 2013) or consortium thereof, in accordance with the guidelines on wilful defaulters issued by the Reserve Bank of India.
(vii) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the act read with the Companies (Restriction on Number of Layers) Rules 2017.
51 The Code on Social Security, 2020 (''Code'') has been notified in the Official Gazette of India on 29 September 2020, which could impact the contributions of the Company towards certain employment benefits. Effective date from which changes are applicable is yet to be notified and the rules are yet be framed. Impact, if any, of change will be assessed and accounted for in the period of notification of relevant provisions.
56 a) No funds have been advanced or loaned or invested (either from borrowed funds or securities premium or any other sources or kind of funds) by the Company to or in any person(s) or entity(ies), including foreign entities (''the intermediaries''), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (''the Ultimate Beneficiaries'') or provide any guarantee, security or the like on behalf the Ultimate Beneficiaries.
b) Other than as disclosed below, no funds have been received by the Company from any person(s) or entity(ies), including foreign entities (''the Funding Parties''), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether 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 provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
During the year, the Company has received fund as inter corporate deposit (ICD) from one of the related party Priapus Developers Private Limited (PDPL). Further, same was given in form of inter corporate deposit (ICD) for business operations and investment in equity shares of below subsidiary companies (100% subsidiaries of the Company).
The Company was required to lend and invest in above subsidiary companies (100% subsidiaries of the Company) as per their respective business requirements for furtherance of company''s interest. One of the related party PDPL supported the Company by providing ICD for the same.
57 The Company has not declared or paid any dividend during the year ended 31 March 2023 and 31 March 2022.
Mar 31, 2022
Rights/ restrictions attached to equity shares
The Company has only one class of equity shares with voting rights, having a par value of '' 2 per share. Each shareholder of equity shares is entitled to one vote per share held. Each share is entitled to dividend, if declared, in Indian Rupees. The dividend, if any, proposed by Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in the case of interim dividend. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive 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.
No bonus shares or shares issued for consideration other than cash or shares bought back over the last five years immediately preceding the reporting date.
During the previous year, the authorised share capital of the Company was increased vide approval of equity share holders from '' 35,000 lakhs divided into 1,750,000,000 equity shares of '' 2 each to '' 40,000 lakhs divided into 2,000,000,000 equity shares of '' 2 each.
Nature and purpose of other reserves Capital reserve
Capital reserve which is created out of the capital profit. It is created out of the profit earned from some specific transactions of capital nature. Capital reserve is not available for the distribution to the shareholders.
Securities premium represents premium received on issue of shares. The reserve is utilised in accordance with the provisions of the Companies Act.
Employee''s stock options reserve
The reserve account is used to recognise the grant date value of options issued to employees under Employee stock option plan.
Contract asset is the right to consideration in exchange for goods or services transferred to the customer. Contract liability is the Company''s obligation to transfer goods or services to a customer for which the Company has received consideration from the customer in advance. Contract assets are transferred to receivables when the rights become unconditional and contract liabilities are recognized as and when the performance obligation is satisfied.
29. Employee benefits Defined contribution:
Contributions are made to the Government Provident Fund and Family Pension Fund which cover all regular employees eligible under applicable Acts. Both the eligible employees and the Company make pre-determined contributions to the Provident Fund. The contributions are normally based upon a proportion of the employee''s salary. The Company has recognized in the Statement of Profit and Loss an amount of '' 0.25 lakhs (31 March 2021: '' 0.07 lakhs) towards employer''s contribution towards provident fund.
Gratuity scheme - This is an unfunded defined benefit plan and it entitles an employee, who has rendered atleast 5 years of continuous service, to receive one-half month''s salary for each year of completed service at the time of retirement/exit.
i) On normal retirement / early retirement / withdrawal / resignation: As per the provisions of the Payment of Gratuity Act, 1972 with vesting period of 5 years of service.
ii) On death in service: As per the provisions of the Payment of Gratuity Act, 1972 without any vesting period. Gratuity payable to employee in case (i) and (ii), as mentioned above, is computed as per the Payment of Gratuity Act, 1972 except the Company does not have any limit on gratuity amount.
Provision for unfunded compensated absences payable to eligible employees on availment/ retirement/ separation is based upon an actuarial valuation as at the year ended 31 March 2022. Major drivers in actuarial assumptions, typically, are years of service and employee compensation. The commitments are actuarially determined using the ''Projected Unit Credit Actuarial Method'' as at the year end. Gains/ losses on changes in actuarial assumptions are accounted for in the Statement of Profit and Loss as identified by the Management of the Company.
Based on the actuarial valuation obtained in this respect, the following table sets out the status of Gratuity and Compensated Absences and the amounts recognised in the financial statements for the year ended 31 March 2022:
32. In the annual general meeting of the Company held on 30 September 2020, the shareholders passed a resolution altering the Objects Clause of its Memorandum of Association so as to remove the Power and other Infrastructure related business activities therefrom and incorporating therein, a wide range of business activities inter alia from software, legal, financial, human resources, consultancy, to supply of manpower (skilled, semiskilled and unskilled), software designing and development, design development and implementation of payment systems and gateways, etc. The Company is constantly in the process of evaluating its options of undertaking a business activity which ensures generation of revenues and profitability in rapid time. In pursuance of the same the business of human resource/manpower supply, payroll management and other related services (the "Manpower Business") has already been commenced in the quarter ended 31 March 2021, which has enabled the Company to earn revenues.
33. Consequent to the issuance of a fresh certificate of incorporation by the Registrar of Companies NCT of Delhi & Haryana (RoC), the name of the Company stood changed from the previous RattanIndia Infrastructure Limited to RattanIndia Enterprises Limited with effect from 22 March 2021. The shareholders of the Company had earlier approved the change in the name as aforesaid, in their Annual General Meeting held on 30 September 2020 post which the Company had applied to the RoC for the change in its name.
34. The Board Directors of the Company has been identified as the Chief Operating Decision Maker (CODM) as defined by Ind AS 108 *Operating Segments." The Company''s operating segments are established in the manner consistent with the components of the Company that are evaluated regularly by the Chief Operating Decision Maker as defined in ''Ind AS 108 -Operating Segments''. Currently operation of the Company falls under "Manpower Business" and allocation of resources towards business has been commensurate with the size of the business, so far achieved. The allocation of resources and assessment of performance by the Board of Directors based thereon for the other business as taken up in future, would depend upon the business that is decided to be undertaken in future. For the year under review the expenses incurred, were of ordinary nature, not attributable to any specific business activity or segment. There are no separate reportable segments as per Ind AS 108.
a) Information about operation segment:
The Company deals in only one product i.e. "Manpower Business" to beneficiaries. Hence no separate disclosure is required.
b) Information about geographical areas:
The entire revenue of the Company are made to beneficiaries which are domiciled in India. Also all the non-current assets of the Company are located in India. The Company is engaged in the operation within India. The conditions prevailing in India being uniform no separate geographical disclosure is considered necessary.
c) Information about major beneficiaries (from external beneficiaries):
The Company earns revenues for more than 10 per cent from a single customer amounting to Rs. 230.00 lakhs (31 March 2021: Rs. Nil).
35. During the year, the Company has acquired 623,712 equity shares constituting 33.33 % of the paid-up share capital of Revolt Intellicorp Private Limited ("RIPL") and paid application money for subscription of 317,328 share warrants for an
aggregate amount of Rs 10,000 lakh. Warrants when converted into equity shares after payment of balance consideration, shall result in the Company having aggregate stake of 43% in RIPL. Pursuant to the investment made, RIPL became an associate of the Company.
36. During the year, the Company has acquired 100% equity stake in RattanIndia Investment Manager Private Limited & Cocoblu Retail Limited. Further, the Company is in the process of investing in a wholly owned foreign subsidiary by the name NEORISE TECHNOLOGIES - FZCO which has been formed under the Dubai Silicon Oasis Authority and registered in Free Zone Company records on 27 December 2021. Further, wholly owned subsidiary of the Company by the name Neosky India Limited is incorporated on 20 September 2021 and Neotec Insurance Brokers Limited is incorporated on 15 November 2021.
37. During the year, REL has sold 121,039,989 equity shares of RattanIndia Power Limited (RPL), resulting in decrease in shareholding from 22.07 % to 19.81%, accordingly RPL ceases to be associate of REL and consequently investment in RPL has been recognised as financial asset. Further the Company has recognised a realised gain of '' 887.68 lakhs and unrealised gain of '' 3,723.86 lakh on classification of investment in RPL as financial asset.
Out of total holding, 1,040,506,638 (31 March 2021: 1,174,843,916) equity shares of RPL are pledged in favour of the lenders of RPL.
38. Subsequent to balance sheet date, REL has acquired 60% shareholding in India''s leading drone company Throttle Aerospace Systems Private Limited (TAS). This investment in TAS has been done through NeoSky India Limited (NeoSky), a wholly owned subsidiary of REL.
39. Contingent liabilities on guarantees excluding financial guarantees
a) The Company has executed a Deed of Guarantee dated 26 April 2017, as a Guarantor and Deed of Undertaking dated 30 June 2021 as a Guarantor / Obligor for and on behalf of Sinnar Power Transmission Company Limited (SPTCL) in favour of Power Finance Corporation Limited (PFC).
As per the terms of the Deed of Guarantee the Company (Guarantor) shall ensure that SPTCL, the borrower, duly and punctually pays and discharges the Secured Obligations in accordance with the terms, conditions and provisions of the Facility Agreement failing which the Secured Obligations shall be discharged by the Guarantor in accordance with the terms and conditions contained herein and/ or the Financing Documents.
Further the Company as Obligor has executed Deed of Undertaking for SPTCL facilities from Power Finance Corporation Limited and undertakes to comply with all the terms and conditions specified by the Lender under this Deed and from time to time, with respect to the benefit of the Moratorium period for COVID (under RBI guidelines) and revised amortisation schedule granted to the Borrower by the Lender.
b) The Company has executed a Deed of Guarantee dated 31 December 2019 as a Sponsor of RattanIndia Power Limited (RPL) in favour of Vistra ITCL (India) Limited (Security Trustee). As per the terms of Deed of Guarantee the Company (Sponsor) has guaranteed the Backstopped Liabilities; liabilities of the borrower and claims made by the existing lenders against the borrower in relation to the existing lenders redeemable preference shares, including but not limited to the payment of any dividend or the redemption of the existing lenders redeemable preference shares.
40. Majority Shareholders of Revolt Intellicorp Private Limited ("the associate company") and the Company have alleged certain matters against each other, under the shareholders agreement between them. However, no monetary claim, including any compensation or penalty, has been sought against the Company and accordingly, the Company believes that the aforesaid matter does not impact the standalone financial statement of the Company.
41. In respect of amounts as mentioned under Section 125 of the Act, there is no amount required to be transferred to the Investor Education and Protection Fund as at 31 March 2022 and as at 31 March 2021.
42. Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006:
|
Particulars |
As at 31 March 2022 |
As at 31 March 2021 |
|
i) Principal amount remaining unpaid to any supplier as at the end of the accounting year; |
Nil |
Nil |
|
ii) Interest due thereon remaining unpaid to any supplier as at the end of the accounting year; |
Nil |
Nil |
|
Particulars |
As at 31 March 2022 |
As at 31 March 2021 |
|
iii) The amount of interest paid by the buyer in terms of section 16 of the Micro, Small and Medium Enterprises Development Act, 2006, along with the amount of the payment made to the supplier beyond the appointed day; |
Nil |
Nil |
|
iv) The amount of interest due and payable for the period of delay in making payment (which have been paid but beyond the appointed day during the year) but without adding the interest specified under the Micro, Small and Medium Enterprises Development Act, 2006; |
Nil |
Nil |
|
v) The amount of interest accrued and remaining unpaid at the end of the accounting year; |
Nil |
Nil |
|
vi) The amount of further interest remaining due and payable even in the succeeding years, until such date when interest dues above are actually paid to the small enterprise, for the purpose of disallowance of a deductible expenditure under section 23 of Micro, Small and Medium Enterprises Development Act, 2006. |
Nil |
Nil |
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. This has been relied upon by the auditors.
43. The Company has not entered into any derivative instruments during the year. The Company does not have any foreign currency exposures towards receivables, payables or any other derivative instrument as at 31 March 2022 and 31 March 2021.
44. The disclosure as per Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 related to loans and advances in the nature of loans given to subsidiaries, associates and others and investments in shares of the Company by such parties is covered in the related party disclosures (refer note 28).
45. The Company is covered under Section 135 of the Act and accordingly constituted a Corporate Social Responsibility Committee of the Board. However, as the Company did not have average net profits based on the immediately preceding three financial years, the Company is not required to spend amounts towards Corporate Social Responsibility in terms of the Act.
46. The Company considers its investment in associates as strategic and long term in nature and accordingly, in the view of the Management, there is no impairment loss that needs to be recorded for such investments.
48. Employees Stock Options Schemes
Stock Option Schemes of RattanIndia Enterprises Limited (formerly RattanIndia Infrastructure Limited) ("RIL ESOP 2019"):
Pursuant to a decision taken by the Board of Directors of the Company (Board) in its meeting held on 30 May 2022 the Employee Stock Option Plan- 2019 covering 2,00,00,000 stock options, earlier instituted by the Board, stands cancelled from the said date. No stock options were outstanding under the said scheme, on the date of its cancellation.
i) Fair values hierarchy
Financial assets and financial liabilities are measured at fair value in the statement of financial position are grouped into three levels of a fair value hierarchy. The three levels are defined based on the observability of significant inputs to the measurement, as follows:
Level 1: Quoted prices (unadjusted) in active markets for financial instruments.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data rely as little as possible on entity specific estimates.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
Valuation technique used to determine fair value
The fair value of a financial instrument on initial recognition is normally the transaction price (fair value of the consideration given or received). Subsequent to initial recognition, the Company determines the fair value of financial instruments that are quoted in active markets using the quoted bid prices (financial assets held) or quoted ask prices (Financial liabilities held) and using valuation techniques for other instruments. Valuation techniques include discounted cash flow method, market comparable method, recent transactions happened in the company and other valuation models. The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data is available to measure fair value, maximizing the use of relevant observable inputs and minimising the use of unobservable inputs.
Investment in subsidiary and associate are measured as cost as per Ind AS 27, ''Separate Financial Statements'' and hence, not presented here.
ii) Risk management
The Company is exposed to various risks in relation to financial instruments. The main types of risks are credit risk and liquidity risk. The most significant financial risks to which the Company is exposed are described below:
Credit risk is the risk that a counter party fails to discharge an obligation to the Company. Credit risk arises from investments, cash and cash equivalents and loans. The Company''s maximum exposure to credit risk is limited to the carrying amount of financial assets recognised at 31 March 2022 and 31 March 2021, as summarised below:
|
Particulars |
31 March 2022 |
31 March 2021 |
|
Investment |
56,982.15 |
8,434.97 |
|
Trade receivables |
46.40 |
- |
|
Cash and cash equivalents |
126.89 |
2.71 |
|
Bank balances other than cash and cash equivalents |
3.05 |
- |
|
Loans |
361.46 |
- |
|
Other financial assets |
461.01 |
- |
The credit risk for cash and cash equivalents and other bank balances is considered negligible, since the counterparties are reputable banks with high quality external credit ratings.
The Company''s management considers that all of the above financial assets that are not impaired and/ or past due for each of the above assets reporting dates under review are of good credit quality
Prudent 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. Due to the nature of the business, the Company maintains flexibility in funding by maintaining availability under committed facilities.
Management monitors rolling forecasts of the Company''s liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company takes into account the liquidity of the market in which the entity operates.
Maturities of financial liabilities
The tables below analyse the Company''s financial liabilities into relevant maturity groupings based on their contractual maturities for all non-derivative financial liabilities.
The Company'' s capital management objectives are;
- to ensure the Company''s ability to continue as a going concern
- to provide an adequate return to shareholders
The Company monitors capital on the basis of the carrying amount of equity less cash and cash equivalents as presented on the face of balance sheet.
Management assesses the Company''s capital requirements in order to maintain an efficient overall financing structure while avoiding excessive leverage. This takes into account the subordination levels of the Company''s various classes of debt. The Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares, or sell assets to reduce debt.
52. Deferred tax assets have not been recognised in respect of unabsorbed business loss amounting to '' 1,281.39 lakhs as at 31 March 2022 (31 March 2021: '' 1,228.40 lakhs). These unabsorbed business losses will expire over a period of eight years from the end of respective reporting periods.
53. Pursuant to the enactment of the Taxation Law (Amendment) Act 2019 ("Act") which is effective from 01 April 2019 domestic company have the option to pay the income tax at 22% plus surcharges and cess ("new tax regime") subject to certain condition. Company has decided to opt for new tax regime and file its return under section 115BAA. Accordingly, the tax liabilities for FY 2021-22 are computed based on provision of section 115BAA.
55. Other statutory information
(i) The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(ii) The Company do not have any transactions with companies struck off.
(iii) The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(iv) The Company have not traded or invested in Crypto currency or Virtual Currency during the period/year.
(v) The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding 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 have not any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.
(vii) The company has not been declared willful defaulter by any bank or financial institution or government or any government authority.
(viii) The company complies with the number of layers prescribed under clause (87) of section 2 of the act read with companies (restriction on number of layers) rule 2017.
56. The Code on Social Security, 2020 (''Code'') has been notified in the Official Gazette of India on 29 September 2020, which could impact the contributions of the Group towards certain employment benefits. Effective date from which changes are applicable is yet to be notified and the rules are yet be framed. Impact, if any, of change will be assessed and accounted for in the period of notification of relevant provisions.
58. a) No funds have been advanced or loaned or invested (either from borrowed funds or securities premium or any other sources or kind of funds) by the Company to or in any person(s) or entity(ies), including foreign entities (''the intermediaries''), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (''the Ultimate Beneficiaries'') or provide any guarantee, security or the like on behalf the Ultimate Beneficiaries.
b) Other than as disclosed below, no funds have been received by the Company from any person(s) or entity(ies), including foreign entities (''the Funding Parties''), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether 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 provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
During the year, the Company had received fund as inter corporate deposit (ICD) from one of the related party Priapus Developers Private Limited (PDPL). Further same was invested in equity shares of Cocoblu Retail Limited (100% subsidiary of the Company).
59. The Company has not declared or paid any dividend during the year ended 31 March 2022 and 31 March 2021.
60. COVID-19, a global pandemic has affected the economic activities. The business of RattanIndia Power Limited (RPL) and that of Revolt Intellicorp Private Limited ("Revolt") an associate, is also expected to be impacted. However, RPL''s capital and liquidity position remains strong, accordingly RPL does not anticipate any major challenge in meeting its financial obligations. Further, electric vehicle two wheeler is relatively new product and accordingly Revolt does not anticipate any major challenge in meeting its obligations.
61. Previous year figures have been regrouped/rearranged, wherever considered necessary, to conform to the classification/ disclosure adopted in the current year including the requirements of the amendments of Schedule III of the Act.
Mar 31, 2018
1. Corporate Information Nature of Operations
RattanIndia Infrastructure Limited (formerly known as Indiabulls Infrastructure and Power Limited) (âthe Companyâ) was incorporated on 9 November 2010 with an authorized share capital of Rs. 50 lakhs divided into 5 lakhs equity shares of face value of Rs. 10 each. During the financial year 2011-12, the face value of equity share was reduced to Rs. 2 per share. Pursuant to that, the authorized capital was increased by Rs. 29,950 lakhs and Rs. 500 lakhs during the financial year 2011-12 and 201314 respectively. It was further increased by Rs. 4,500 lakhs during the financial year 2015-16 resulting in total authorized capital of Rs. 35,000 lakhs. The Companyâs objects enable it to carry on the business of generating, developing, transmitting, distributing, trading and supplying all forms of the electrical power energy and to establish commission, set up, operate and maintain electric power generating stations and do all other related and ancillary objects.
Pursuant to and in terms of the Court approved Scheme of Arrangement under Section 391 to 394 of the Companies Act, 1956, by and among Indiabulls Real Estate Limited, RattanIndia Infrastructure Limited (formerly known as Indiabulls Infrastructure and Power Limited), Indiabulls Builders Limited, RattanIndia Power Limited (formerly known as Indiabulls Power Limited.) (RPL), Poena Power Supply Limited and their respective shareholders and creditors (Scheme 2011), which had been approved by the Honâble High Court of Delhi vide its order dated 17 October 2011 and came into effect on 25 November 2011, with effect from 1 April 2011 i.e. the Appointed Date, - (a) The Power business undertaking of Indiabulls Real Estate Limited (IBREL) which included the IBREL investment in the Company, stood demerged from IBREL and transferred to and vested in favor of RattanIndia Infrastructure Limited (formerly known as Indiabulls Infrastructure and Power Limited) (RIL) which had the effect of making RIL the Promoter Group/holding company of the RattanIndia Power Limited (formerly known as Indiabulls Power Limited.) :-
a) Certain Assets comprising of Fixed Assets and Loans and Advances in the IBREL aggregating to Rs. 18.40 lakhs have been transferred to the Company, at their book values;
b) The Equity Share Capital of the Company amounting to Rs. 5 lakhs was cancelled;
c) The Investment in RPL amounting to Rs. 59,250 lakhs had been transferred from IBREL to the Company;
d) The net adjustment for such transfer of assets, liabilities and cancellation and issue of Equity Share Capital amounting to Rs. 35,079.82 lakhs has been shown in the Capital Reserve Account;
e) Pursuant to the Scheme on 25 November 2011, the Company has issued and allotted 11,885.87 lakhs Fully Paid up Equity Shares and 843.70 lakhs Partly Paid up Equity Shares to the shareholders of Indiabulls Real Estate Limited, who were holding the shares, as on the Record Date i.e. 8 December 2011, in the ratio of 2.95:1.
Pursuant to the Scheme, the Authorized Share Capital of the Company has been reorganized to Rs. 30,000 lakhs divided into 15,000 lakhs Equity Shares Face Value of â2 each.
In terms of the Court approved Scheme of Arrangement which came into effect on 2 June 2012 (Effective Date), Indiabulls Infrastructure Development Limited (IIDL scheme 2012) was merged with RattanIndia Power Limited (formerly known as Indiabulls Power Limited.) (the Holding Company) as a going concern with effect from 1 April 2012, the Appointed Date under the Scheme, upon which the entire undertaking and the entire assets and liabilities of IIDL stand transferred to and vested in RattanIndia Power Limited (formerly known as Indiabulls Power Limited.) at their book values. Pursuant to the Scheme as aforesaid, an aggregate of 4,154.07 lakhs Equity Shares of face value Rs. 10 each in RPL were issued and allotted in favor of the IIDL shareholders as on the Effective Date, thereby increasing the paid up capital of RPL to Rs. 264,273 lakhs divided into 26,427.30 lakhs Equity Shares of face value Rs. 10 each. Consequent to issuance and allotment of Equity Shares to IIDL, RattanIndia Infrastructure Limited (formerly known as Indiabulls Infrastructure and Power Limited) (RIL) ceased to be the holding company of RattanIndia Power Limited (formerly known as Indiabulls Power Limited.) w.e.f 20 June 2012.
During the financial year 2014-15 pursuant to the announcements on restructuring of the promotersâ inter-se roles, there have been declassifications in respect of certain Promoters/Promoter Group Entities/Persons Acting in Concert with Promoters (PACs) of the Company, as was intimated by the Company to NSE and BSE (the Stock Exchanges) on 18 July 2014 and 28 October 2014 respectively.
Pursuant to an understanding arrived at between the erstwhile promoters of the Indiabulls group namely, Mr. Sameer Gehlaut, Mr. Saurabh Mittal and Mr. Rajiv Rattan, during the financial year 2014-15, Mr. Sameer Gehlaut and Mr. Saurabh Mittal relinquished the ownership rights, management and control as also the supervision of the Power Business. Accordingly Mr. Sameer Gehlaut and Mr. Saurabh Mittal transferred their direct and indirect shareholding in power group entities to
Mr. Rajiv Rattan and the entities owned and promoted by him pursuant to an inter-se transfer and subsequently resigned from their directorships and chairmanship/ vice chairmanship of the Power Business respectively. Thus the ownership, management and control of the Power Business and its supervision rights came to vest with Mr. Rajiv Rattan who also assumed the Chairmanship of the Power Business.
During the financial year 2014-15, in accordance with the provisions of Section 13 and other applicable provisions of the Companies Act, 2013, company has received fresh certificate of incorporation consequent upon change of name, from the Registrar of Companies, National Capital Territory of Delhi & Haryana, dated 3 November 2014 in respect of the said change. Accordingly, the name of the Company was changed to âRattanIndia Infrastructure Limitedâ.
General information and statement of compliance with Ind AS
The financial statements of the Company have been prepared in accordance with the Indian Accounting Standards as notified under section 133 of the Companies Act, 2013 read with the Companies [Indian Accounting Standards (âInd ASâ)] Rules, 2015 (by Ministry of Corporate Affairs (âMCAâ)). The Company has uniformly applied the accounting policies during the periods presented.
The financial statements for the year ended 31 March 2018 were approved by the Board of Directors on 18 May 2018.
2. Recent accounting pronouncements
Standards issued but not yet effective
In March 2018, the Ministry of Corporate Affairs issued the Companies (Indian Accounting Standards) notified the Ind AS 115, âRevenue from contract with customersâ. The core principle of the new standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Further, the new standard requires enhanced disclosures about the nature ,amount timing and uncertainty of revenue and cash flow arising from entityâs contract with customers.
The effective date for adoption of Ind AS 115 is financial period beginning on or after 01 April 2018
1,185,000,000 (31 March 2017: 1,185,000,000) equity shares of RattanIndia Power Limited (formerly known as Indiabulls Power Limited.) are pledged in favour of the Project Lenders of RattanIndia Power Limited.
b) Rights/restrictions attached to equity shares
The Company has only one class of equity shares with voting rights, having a par value of Rs. 2 per share. Each shareholder of equity shares is entitled to one vote per share held. Each share is entitled to dividend, if declared, in Indian Rupees. The dividend, if any, proposed by Board of Directors is subject to the approval of the Shareholders in the ensuing Annual General Meeting, except in the case of interim dividend. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive 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.
Nature and purpose of other reserves Capital reserve
Capital reserve which is created out of the capital profit. It is created out of the profit earned from some specific transactions of capital nature. Capital reserve is not available for the distribution to the shareholders.
Securities premium account
Securities premium reserve represents premium received on issue of shares. The reserve is utilised in accordance with the provisions of the Companies Act.
Employeeâs stock options reserve
The reserve account is used to recognise the grant date value of options issued to employees under Employee stock option plan.
3. Employee Benefits Defined contribution:
Contributions are made to the Government Provident Fund and Family Pension Fund which cover all regular employees eligible under applicable Acts. Both the eligible employees and the Company make pre-determined contributions to the Provident Fund. The contributions are normally based upon a proportion of the employeeâs salary. The company has recognized in the Statement of Profit and Loss an amount of Rs. 0.29lakhs (31 March 2017: Rs.2.36lakhs) towards employerâs contribution towards Provident Fund.
Defined benefits:
Provision for unfunded Gratuity payable to eligible employees on retirement/ separation is based upon an actuarial valuation as at the year ended 31 March 2018. Major drivers in actuarial assumptions, typically, are years of service and employee compensation. The commitments are actuarially determined using the âProjected Unit Credit Methodâ as at the year end. Gains/ losses on changes in actuarial assumptions are accounted for in the other comprehensive income as identified by the Management of the Company.
Other benefits:
Provision for unfunded compensated absences payable to eligible employees on availment/ retirement/ separation is based upon an actuarial valuation as at the year ended 31 March 2018. Major drivers in actuarial assumptions, typically, are years of service and employee compensation. The commitments are actuarially determined using the âProjected Unit Credit Methodâ as at the year end. Gains/ losses on changes in actuarial assumptions are accounted for in the Statement of Profit and Loss as identified by the Management of the Company.
The actuarial valuation in respect of commitments and expenses relating to unfunded Gratuity and Compensated absences are based on the following assumptions which if changed, would affect the commitmentâs size, funding requirements and expenses:
The employerâs best estimate of contributions expected to be paid during the annual period beginning after the Balance Sheet date, towards Gratuity and Compensated Absences is Rs. 4.24 lakhs (31 March 2017: Rs. 4.28 lakhs) and Rs. 1.15 lakhs (31 March 2017: Rs. 1.29 lakhs) respectively.
(a) Sensitivity analysis of defined benefit obligation
Sensitivities due to mortality & withdrawls are not material & hence impact of change not calculated.
Sensitivities as to rate of inflation, rate of increase of pensions in payment, rate of increase of pensions before retirement & life expectancy are not applicable being a lump sum benefit on retirement.
(b) Maturity profile of defined benefit obligation
4. The Companyâs activities during the year involved setting up of its power project in India for generation of thermal power. Considering the nature of Companyâs business and operations and based on the information available with the Company, the company has one reportable business segment i.e. âPower generation and allied activitiesâ as per the requirements of Ind AS 108 - âOperating Segmentsâ.
5. There is neither any Contingent liability nor any Commitments to be reported as at 31 March 2018 (31 March 2017: Rs. Nil).
6. In respect of amounts as mentioned under Section 125 of the Companies Act, 2013, there are no delays in transfer of dues required to be credited to the Investor Education and Protection Fund as at 31 March 2018. There were no dues required to be credited to the Investor Education and Protection Fund as at 31 March 2017.
7. Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006:
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. This has been relied upon by the auditors.
8. The Company has not entered into any derivative instruments during the year. The Company does not have any foreign currency exposures towards receivables, payables or any other derivative instrument as at 31 March 2018 (31 March 2017 Rs. Nil).
9. The disclosure as per Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 related to Loans and advances in the nature of loans given to subsidiaries, associates and others and investments in shares of the Company by such parties is covered in the related party disclosures. (Refer Note 21).
10. The Company is covered under Section 135 of the Companies Act, 2013 and accordingly constituted a Corporate Social Responsibility Committee of the Board. However, as the Company did not have average net profit, in terms of Section 198 of the Companies Act, 2013, based on the immediately preceding three financial years, the Company is not required to spend amounts towards corporate social responsibility as required under section 135 of the Companies Act, 2013.
11. The Company considers its investment in associates as strategic and long term in nature and accordingly, in the view of the Management, there is no impairment loss that needs to be recorded for such investments.
12. Employees Stock Options Schemes:
Stock Option Schemes of RattanIndia Power Limited (âRPLâ) (Formerly known as Indiabulls Power Limited.):
The Companyâs associate company, RattanIndia Power Limited (âRPLâ) has formulated ESOS/ ESOP schemes for applicable/ eligible employees. The schemes so formulated are also applicable to the eligible employees of its subsidiaries and of other companies under common control with the company. The Company has adopted the said schemes of RPL which are administered by a Compensation Committee constituted by the Board of Directors of RPL. RPL does not seek reimbursement of expenses from the Company for ESOP granted to employees of the Company.
Stock Option Schemes of RattanIndia Power Limited (âRPLâ):
On 10 January 2008 the erstwhile Indiabulls Power Services Limited (âIPSLâ), had established the IPSL ESOS Plan, under which, IPSL was authorised to issue upto 20,000,000 equity settled options at an exercise price of Rs. 10 per option to eligible employees. Employees covered by the plan were granted an option to purchase equity shares of IPSL subject to the requirements of vesting. A Compensation Committee constituted by the Board of Directors of IPSL administered the plan. All these options were outstanding as at 1 April 2008.
Pursuant to a Scheme of Amalgamation under Sections 391 to 394 of the Companies Act, 1956, duly approved by the Honâble High Court of Delhi at New Delhi vide its order dated 1 September 2008, and during the year ended 31 March 2015, pursuant to the name change of the ultimate holding company to RattanIndia Power Limited, the name of the plan was changed to RattanIndia Power Limited Employeesâ Stock Option Plan 2008 (âRPL ESOP 2008â). These options vest uniformly over a period of 10 years commencing one year after the date of grant.
During the financial year ended 31 March 2010, RattanIndia Power Limited had established the âIndiabulls Power Limited Employeesâ Stock Option Scheme 2009â (âIPL ESOS 2009â) under which, IPSL was authorised to issue equity settled options at an exercise price of Rs. 14 per option to eligible employees. During the year ended 31 March 2015, the name of the ESOS scheme IPL ESOS 2009 was changed to RattanIndia Power Limited Employeesâ Stock Option Scheme 2009 (âRPL ESOS 2009â). These options vest uniformly over a period of 10 years commencing one year after the date of grant.
During the Financial Year ended 31 March 2012, RattanIndia Power Limited has established the âIndiabulls Power Limited Employee Stock Option Scheme -2011â (âIPL ESOS -2011â) under which, IPSL was authorised to issue equity settled options at an exercise price of Rs. 12 per option to eligible employees. During the year ended 31 March 2015, the name of the ESOS scheme IPL ESOS 2011 was changed to RattanIndia Power Limited Employeesâ Stock Option Scheme 2011 (âRPL ESOS 2011â). These options vest uniformly over a period of 10 years commencing one year after the date of grant.
13. Financial instruments
(i) Financial instruments by category
All Financial Instruments i.e. Cash & Cash Equivalent, Loans and Other financial liabilities are measured at amortised cost.
(ii) Risk Management
The Company is exposed to various risks in relation to financial instruments. The main types of risks are credit risk and liquidity risk. The most significant financial risks to which the Company is exposed are described below:
Credit risk
Credit risk is the risk that a counter party fails to discharge an obligation to the Company. Credit risk arises from cash and cash equivalents. The Companyâs maximum exposure to credit risk is limited to the carrying amount of financial assets recognised at 31 March, as summarised below:
The credit risk for cash and cash equivalents is considered negligible, since the counterparties are reputable banks with high quality external credit ratings.
The Companyâs management considers that all of the above financial assets that are not impaired and/ or past due for each of the above assets reporting dates under review are of good credit quality.
Liquidity Risk
The tables below analyse the Companyâs financial liabilities into relevant maturity groupings based on their contractual maturities for all non-derivative financial liabilities.
The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying balances as the impact of discounting is not significant.
14. Capital management
The Companyâs capital management objective is to maintain a positive equity balance.
Equity includes capital and al reserves of the Company that are managed as capital.
15. Deferred tax assets have not being recognised in respect of unabsorbed business loss amounting to Rs. 966.56 lakhs as at 31 March 2018; Rs. 778.84 lakhs as at 31 March 2017. These unabsorbed business losses will expire over a period of eight years from the end of respective reporting periods.
Mar 31, 2016
1. employee benefits
Contributions are made to the Government Provident Fund and Family Pension Fund which cover all regular employees eligible under applicable Acts. Both the eligible employees and the company make pre-determined contributions to the Provident Fund. The contributions are normally based upon a proportion of the employee''s salary. The company has recognized in the Statement of Profit and Loss an amount of Rs. 8,533 (Previous Year: Rs. 1,660) towards employer''s contribution towards Provident Fund.
Provision for unfunded Gratuity and Compensated absences payable to eligible employees on retirement/ separation is based upon an actuarial valuation as at the year ended March 31, 2016. Major drivers in actuarial assumptions, typically, are years of service and employee compensation. After the issuance of Accounting Standard (AS) 15 (Revised) on ''''Employee Benefits'''', commitments are actuarially determined using the ''Projected Unit Credit Method''. Gains/ losses on changes in actuarial assumptions are accounted for in the Statement of Profit and Loss as applicable and as identified by the Management of the Company.
Based on the actuarial valuation obtained in this respect, the following table sets out the status of Gratuity and Compensated Absences and the amounts recognized in the financial statements for the year ended March 31, 2016 as per Accounting Standard (AS) 15- "Employee Benefits", as notified under section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014:
* Liability transferred to RattanIndia Power Limited (formerly known as Indiabulls Power Limited.), RattanIndia Nasik Power Limited (formerly known as Indiabulls Realtech Limited), Elena Power & Infrastructure Limited and IIC Limited, the Company having substantial interest pursuant to services of certain employees transferred from the Company during the year of Rs.Nil (Previous Year Rs. 3,911,453) in respect of Gratuity and Rs. Nil (Previous Year Rs.1,825,886) in respect of Leave Encashment.
The actuarial valuation in respect of commitments and expenses relating to unfunded Gratuity and Compensated absences are based on the following assumptions which if changed, would affect the commitment''s size, funding requirements and expenses:
The employer''s best estimate of contributions expected to be paid during the annual period beginning after the Balance Sheet date, towards Gratuity and Compensated Absences is Rs.1,229,621 (Previous Year: Rs. 1,127,132) and Rs. 408,383 (Previous Year: Rs. 523,892) respectively.
2. Earnings Per Equity Share (EPS):
The basic earnings per equity share is computed by dividing the net profit/ (loss) after tax (including the post-tax effect of extraordinary items, if any) attributable to equity shareholders for the year by the weighted average number of equity shares outstanding during the year. Diluted earnings per equity share is computed by dividing the profit / loss after tax (including the post-tax effect of extraordinary items, if any) as adjusted for dividend, interest and other charges to expense or income relating to the dilutive potential equity shares, by the weighted average number of equity shares considered for deriving basic earnings per equity share and the weighted average number of equity shares which could have been issued on the conversion of all dilutive potential equity shares. Potential equity shares are deemed to be dilutive only if their conversion to equity shares would decrease the net profit per equity share from continuing ordinary operations. Potential dilutive equity shares are deemed to be converted as at the beginning of the period, unless they have been issued at a later date. The dilutive potential equity shares are adjusted for the proceeds receivable had the shares been actually issued at fair value (i.e. average market value of the outstanding shares). Dilutive potential equity shares are determined independently for each period presented. The number of equity shares and potentially dilutive equity shares are adjusted for share splits/ reverse share splits, bonus shares and share warrants and the potential dilutive effect of Employee Stock Options Plans, as appropriate.
3. The Company''s activities during the year involved setting up of its power project in India for generation of thermal power. Considering the nature of Company''s business and operations and based on the information available with the Company, there is/are no reportable segment (business and/ or geographical) in accordance with Accounting Standard 17 on ''''Segment Reporting'''' as notified under section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014. Hence no further disclosures are required in respect of reportable segments, under Accounting Standard 17.
4. There is neither any Contingent liability nor any Commitments to be reported as at March 31, 2016 (Previous Year Rs. Nil).
5. In respect of amounts as mentioned under Section 125 of the Companies Act, 2013, there were no dues required to be credited to the Investor Education and Protection Fund as at March 31, 2016.
6. In the opinion of the Board of Directors, all current and non-current assets, long term and short term loans and advances appearing in the Balance Sheet as at March 31, 2016 have a value on realization in the ordinary course of the Company''s business at least equal to the amount at which they are stated in the Balance Sheet. In the opinion of the Board of the Director''s, no provision is required to be made against the recoverability of these balances.
7. Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006:
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. This has been relied upon by the auditors.
8. The Company has not entered into any derivative instruments during the year. The Company does not have any foreign currency exposures towards receivables, payables or any other derivative instrument as at March 31, 2016 (Previous Year Rs. Nil).
9. The disclosure as per Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 related to Loans and advances in the nature of loans given to subsidiaries, associates and others and investments in shares of the Company by such parties is covered in the related party disclosures. (Refer Note 19).
10. The Company is covered under Section 135 of the Companies Act, 2013 and accordingly constituted a Corporate Social Responsibility Committee of the Board. However, as the Company did not have average net profits based on the immediately preceding three financial years, the Company is not required to spend amounts towards Corporate Social Responsibility in terms of the 2013 Act.
11. Previous Year''s figures have been regrouped/ reclassified wherever necessary to correspond with the current year''s classification/ disclosure.
Mar 31, 2015
1. Employee Benefits
Contributions are made to the Government Provident Fund and Family
Pension Fund which cover all regular employees eligible under
applicable Acts. Both the eligible employees and the company make
pre-determined contributions to the Provident Fund. The contributions
are normally based upon a proportion of the employee's salary. The
company has recognized in the Statement of Profit and Loss an amount of
Rs. 1,660 (Previous Year: Rs. 700) towards employer's contribution
towards Provident Fund.
Provision for unfunded Gratuity and Compensated absences payable to
eligible employees on retirement/ separation is based upon an actuarial
valuation as at the year ended March 31, 2015. Major drivers in
actuarial assumptions, typically, are years of service and employee
compensation. After the issuance of Accounting Standard (AS) 15
(Revised) on "Employee Benefits", commitments are actuarially
determined using the 'Projected Unit Credit Method'. Gains/ losses on
changes in actuarial assumptions are accounted for in the Statement of
Profit and Loss as applicable and as identified by the Management of
the Company.
Based on the actuarial valuation obtained in this respect, the
following table sets out the status of Gratuity and Compensated
Absences and the amounts recognized in the financial statements for the
year ended March 31, 2015 as per Accounting Standard (AS) 15- "Employee
Benefits", as notified under section 133 of the Companies Act, 2013
read with Rule 7 of the Companies (Accounts) Rules, 2014:
2. Earnings Per Equity Share (EPS):
The basic earnings per equity share is computed by dividing the net
profit/ (loss) after tax (including the post-tax effect of
extraordinary items, if any) attributable to equity shareholders for
the year by the weighted average number of equity shares outstanding
during the year. Diluted earnings per equity share is computed by
dividing the profit / loss after tax (including the post-tax effect of
extraordinary items, if any) as adjusted for dividend, interest and
other charges to expense or income relating to the dilutive potential
equity shares, by the weighted average number of equity shares
considered for deriving basic earnings per equity share and the
weighted average number of equity shares which could have been issued
on the conversion of all dilutive potential equity shares. Potential
equity shares are deemed to be dilutive only if their conversion to
equity shares would decrease the net profit per equity share from
continuing ordinary operations. Potential dilutive equity shares are
deemed to be converted as at the beginning of the period, unless they
have been issued at a later date. The dilutive potential equity shares
are adjusted for the proceeds receivable had the shares been actually
issued at fair value (i.e. average market value of the outstanding
shares). Dilutive potential equity shares are determined independently
for each period presented. The number of equity shares and potentially
dilutive equity shares are adjusted for share splits/ reverse share
splits, bonus shares and share warrants and the potential dilutive
effect of Employee Stock Options Plans, as appropriate.
3. The Company's activities during the year involved setting up of
its power project in India for generation of thermal power.
Considering the nature of Company's business and operations and based
on the information available with the Company, there is/are no
reportable segment (business and/or geographical) in accordance with
Accounting Standard 17 on "Segment Reporting" as notified under section
133 of the Companies Act, 2013 read with Rule 7 of the Companies
(Accounts) Rules, 2014. Hence no further disclosures are required in
respect of reportable segments, under Accounting Standard 17.
4. There is neither any Contingent liability nor any Commitments to
be reported as at March 31, 2015 (Previous Year Rs. Nil).
5. In respect of amounts as mentioned under Section 205C of the
Companies Act, 1956, there were no dues required to be credited to the
Investor Education and Protection Fund as at March 31, 2015.
6. In the opinion of the Board of Directors, all current and
non-current assets, long term and short term loans and advances
appearing in the Balance Sheet as at March 31, 2015 have a value on
realization in the ordinary course of the Company's business at least
equal to the amount at which they are stated in the Balance Sheet. In
the opinion of the Board of the Director's, no provision is required to
be made against the recoverability of these balances.
7. Disclosure under the Micro, Small and Medium Enterprises
Development Act, 2006:
a) There is no payment due to suppliers as at the end of the accounting
year on account of principal and interest.
b) No interest was paid during the year in terms of section 16 of the
Micro, Small and Medium Enterprises Development Act, 2006 and no amount
was paid to the supplier beyond the appointed day.
c) No interest is payable at the end of the year other than interest
under Micro, Small and Medium Enterprises Development Act, 2006.
d) No amount of interest was accrued and unpaid at the end of the
accounting year.
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. This has been relied
upon by the auditors.
8. The Company has not entered into any derivative instruments during
the year. The Company does not have any foreign currency exposures
towards receivables, payables or any other derivative instrument as at
March 31, 2015 (Previous Year Rs. Nil).
9. The disclosure as per Clause 32 of the Listing Agreements with
Stock Exchanges related to Loans and advances in the nature of loans
given to subsidiaries, associates and others and investments in shares
of the Company by such parties is covered in the related party
disclosures. (Refer Note 19)
10. Previous Year's figures have been regrouped/ reclassified wherever
necessary to correspond with the current year's
classification/disclosure.
Mar 31, 2014
1. Overview
Indiabulls Infrastructure and Power Limited ("the Company") was
incorporated on November 09, 2010 The Company is in the business of
generating, developing, transmitting, distributing, trading and
supplying all forms of the electrical power/energy and to establish
commission, set up, operate and maintain electric power generating
stations and do all other related and ancillary objects.
Pursuant to and in terms of the Court approved Scheme of Arrangement
under Section 391 to 394 of the Companies Act, 1956, by and among
Indiabulls Real Estate Limited, Indiabulls Infrastructure and Power
Limited, Indiabulls Builders Limited, Indiabulls Power Limited.,Poena
Power Supply Limited and their respective shareholders and creditors
(Scheme 2011), which had been approved by the Hon''ble High Court of
Delhi vide its order dated October 17, 2011 and came into effect on
November 25, 2011, with effect from the April 1, 2011 i.e. the
Appointed Date, - (a) The Power business undertaking of Indiabulls Real
Estate Limited (IBREL) which included the IBREL investment in the
Company, stood demerged from IBREL and transferred to and vested in
favour of Indiabulls Infrastructure and Power Limited (IIPL) which had
the effect of making IIPL the Promoter Group / holding company of the
Indiabulls Power Limited. :-
a) Certain Assets comprising of Fixed Assets and Loans and Advances in
the IBREL aggregating to Rs. 1,840,201 have been transferred to the
Company, at their book values;
b) The Equity Share Capital of the Company amounting to Rs. 500,000 was
cancelled;
c) The Investment in IPL amounting to Rs. 5,925,000,000 had been
transferred from IBREL to the Company;
d) The net adjustment for such transfer of assets, liabilities and
cancellation and issue of Equity Share Capital amounting to Rs.
3,507,981,841 has been shown in the Capital Reserve Account;
e) Pursuant to the Scheme on November 25, 2011, the Company has issued
and allotted 1,188,586,680 Fully Paid up Equity Shares and 84,370,000
Partly Paid up Equity Shares to the shareholders of Indiabulls Real
Estate Limited, who were holding the shares, as on the Record Date i.e.
8th December, 2011, in the ratio of 2.95 : 1.
Pursuant to the Scheme, the Authorised Share Capital of the Company has
been reorganised to Rs. 3,000,000,000 divided into 1,500,000,000 Equity
shares Face Value of Rs.2/-each.
In terms of the Court approved Scheme of Arrangement which came into
effect on June 2, 2012 (Effective Date), Indiabulls Infrastructure
Development Limited (IIDL scheme 2012) was merged with Indiabulls Power
Limited. (the Holding Company) as a going concern with effect from
April 1, 2012, the Appointed Date under the Scheme, upon which the
entire undertaking and the entire assets and liabilities of IIDL stand
transferred to and vested in Indiabulls Power Limited. at their book
values. Pursuant to the Scheme as aforesaid, an aggregate of
415,407,007 Equity shares of face value Rs. 10 each in IPL were issued
and allotted in favour of the IIDL shareholders as on the Effective
Date, thereby increasing the paid up capital of IPL to Rs.
26,427,299,530 divided into 2,642,729,953 Equity shares of face value
Rs. 10 each. Consequent to issuance and allotment of equity shares to
IIDL, Indiabulls Infrastructure and Power Limited (IIPL) ceased to be
the holding company of Indiabulls Power Limited. w.e.f June 20, 2012.
2. Employee Benefits
Contributions are made to the Government Provident Fund and Family
Pension Fund which cover all regular employees eligible under
applicable Acts. Both the eligible employees and the company make
pre-determined contributions to the Provident Fund. The contributions
are normally based upon a proportion of the employee''s salary. The
company has recognized in the Statement of Profit and Loss an amount of
Rs. 700 (Previous Year: Rs.1,920) towards employer''s contribution
towards Provident Fund.
Provision for unfunded Gratuity and Compensated absences payable to
eligible employees on retirement/ separation is based upon an actuarial
valuation as at the year ended March 31, 2014. Major drivers in
actuarial assumptions, typically, are years of service and employee
compensation. After the issuance of Accounting Standard (AS) 15
(Revised) on ''Employee Benefits'', commitments are actuarially
determined using the ''Projected Unit Credit Method''. Gains/ losses on
changes in actuarial assumptions are accounted for in the Statement of
Profit and Loss as applicable and as identified by the Management of
the Company.
Based on the actuarial valuation obtained in this respect, the
following table sets out the status of Gratuity and Compensated
Absences and the amounts recognised in the financial statements for the
year ended March 31, 2014 as per Accounting Standard (AS) 15- Employee
Benefits, as notified under the Companies (Accounting Standards) Rules,
2006, as amended:
There are no employees with the Company as at March 31, 2014 and
accordingly, the liability as at the year-end is Rs. Nil.
The employer''s best estimate of contributions expected to be paid
during the annual period beginning after the Balance Sheet date,
towards Gratuity and Compensated Absences is Rs. Nil (Previous Year:
Rs. 784,083) and Rs. Nil (Previous Year: Rs. 336,699) respectively.
Indiabulls Employees'' Welfare Trust:
During the financial year 2011-12, Indiabulls Employee Welfare Trust
("IEWT" or "Trust") came to hold shares in the Company, being shares
issued and allotted in its favour, in terms of the Court approved
Scheme of Arrangement between the Company and Indiabulls Real Estate
Limited ( IBREL), against the Trust holding in IBREL.
The Company has assured and represented that it shall comply with the
requirements of SEBI Circular no. CIR/ CFD/DIL/3/2013 dated January 17,
2013 read with Circular no. CIR/CFD/DIL/7/2013 dated May 13, 2013 and
the Circular no. CIR/CFD/POLICYCELL/14/2013 dated November 29, 2013.
3. Earnings Per Equity Share (EPS):
The basic earnings per equity share is computed by dividing the net
profit/ (loss) after tax (including the post tax effect of
extraordinary items, if any) attributable to equity shareholders for
the year by the weighted average number of equity shares outstanding
during the year. Diluted earnings per equity share is computed by
dividing the profit / loss after tax (including the post tax effect of
extraordinary items, if any) as adjusted for dividend, interest and
other charges to expense or income relating to the dilutive potential
equity shares, by the weighted average number of equity shares
considered for deriving basic earnings per equity share and the
weighted average number of equity shares which could have been issued
on the conversion of all dilutive potential equity shares. Potential
equity shares are deemed to be dilutive only if their conversion to
equity shares would decrease the net profit per equity share from
continuing ordinary operations. Potential dilutive equity shares are
deemed to be converted as at the beginning of the period, unless they
have been issued at a later date. The dilutive potential equity shares
are adjusted for the proceeds receivable had the shares been actually
issued at fair value (i.e. average market value of the outstanding
shares). Dilutive potential equity shares are determined independently
for each period presented. The number of equity shares and potentially
dilutive equity shares are adjusted for share splits/ reverse share
splits, bonus shares and share warrants and the potential dilutive
effect of Employee Stock Options Plans, as appropriate.
4. The Company''s activities during the year involved setting up of its
power project in India for generation of thermal power. Considering the
nature of Company''s business and operations and based on the
information available with the Company, there is/are no reportable
segment (business and/or geographical) in accordance with Accounting
Standard 17 on ''Segment Reporting'' as notified under the Companies
(Accounting Standards) Rules, 2006, as amended. Hence no further
disclosures are required in respect of reportable segments, under
Accounting Standard 17.
5. In respect of amounts as mentioned under Section 205C of the
Companies Act, 1956, there were no dues required to be credited to the
Investor Education and Protection Fund as at March 31, 2014.
6. In the opinion of the Board of Directors, all current and
non-current assets, long term and short term loans and advances
appearing in the Balance Sheet as at March 31, 2014 have a value on
realization in the ordinary course of the Company''s business at least
equal to the amount at which they are stated in the Balance Sheet. In
the opinion of the Board of the Director''s, no provision is required to
be made against the recoverability of these balances.
7. Disclosure under the Micro, Small and Medium Enterprises
Development Act, 2006:
a) An amount of Rs. Nil (Previous Year: Rs. Nil) and Rs. Nil (Previous
Year: Rs. Nil) was due and outstanding to suppliers as at the end of
the accounting year on account of Principal and Interest respectively.
b) No interest was paid during the year in terms of section 16 of the
Micro, Small and Medium Enterprises Development Act, 2006 and no amount
was paid to the supplier beyond the appointed day.
c) No interest is payable at the end of the year other than interest
under Micro, Small and Medium Enterprises Development Act, 2006.
d) No amount of interest was accrued and unpaid at the end of the
accounting year.
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. This has been relied
upon by the Auditors.
8. The Company has not entered into any derivative instruments during
the year. The Company does not have any foreign currency exposures
towards receivables, payables or any other derivative instrument that
have not been hedged.
9. There is neither any Contingent liability nor any Commitments to be
reported as at March 31, 2014 (Previous Year Rs. Nil).
10. The disclosure as per Clause 32 of the Listing Agreements with
Stock Exchanges related to Loans and advances in the nature of loans
given to subsidiaries, associates and others and investments in shares
of the Company by such parties is covered in the related party
disclosures. (Refer Note 19)
11. Previous Year''s figures have been regrouped/ reclassified wherever
necessary to correspond with the current year''s classification/
disclosure.
Mar 31, 2013
1. Overview
Indiabulls Infrastructure and Power Limited ("the Company") was
incorporated on November 09, 2010 The Company is in the business of
generating, developing, transmitting, distributing, trading and
supplying all forms of the electrical power/energy and to establish
commission, set up, operate and maintain electric power generating
stations and do all other related and ancillary objects.
Pursuant to and in terms of the Court approved Scheme of Arrangement
under Section 391 to 394 of the Companies Act, 1956, by and among
Indiabulls Real Estate Limited, Indiabulls Infrastructure and Power
Limited, Indiabulls Builders Limited, Indiabulls Power Limited., Poena
Power Supply Limited and their respective shareholders and creditors
(Scheme 2011), which had been approved by the Hon''ble High Court of
Delhi vide its order dated October 17, 2011 and came into effect on
November 25, 2011, with effect from the April 1, 2011 i.e. the
Appointed Date, - (a) The Power business undertaking of Indiabulls Real
Estate Limited (IBREL) which included the IBREL investment in the
Company, stood demerged from IBREL and transferred to and vested in
favour of Indiabulls Infrastructure and Power Limited (IIPL) which had
the effect of making IIPL the Promoter Group / holding company of the
Indiabulls Power Limited. :-
a) Certain Assets comprising of Fixed Assets and Loans and Advances in
the IBREL aggregating to Rs. 1,840,201 have been transferred to the
Company, at their book values;
b) The Equity Share Capital of the Company amounting to Rs. 500,000 was
cancelled;
c) The Investment in IPL amounting to Rs. 5,925,000,000 had been
transferred from IBREL to the Company;
d) The net adjustment for such transfer of assets, liabilities and
cancellation and issue of Equity Share Capital amounting to Rs.
3,507,981,841 has been shown in the Capital Reserve Account;
e) Pursuant to the Scheme on November 25, 2011, the Company has issued
and allotted 1,188,586,680 Fully Paid up Equity Shares and 84,370,000
Partly Paid up Equity Shares to the shareholders of Indiabulls Real
Estate Limited, who were holding the shares, as on the Record Date i.e.
8th December, 2011, in the ratio of 2.95 : 1.
Pursuant to the Scheme, the Authorised Share Capital of the Company has
been reorganised to Rs. 3,000,000,000 divided into 1,500,000,000 Equity
shares Face Value of Rs.2/-each.
In terms of the Court approved Scheme of Arrangement which came into
effect on June 2, 2012 (Effective Date), Indiabulls Infrastructure
Development Limited (IIDL scheme 2012) was merged with Indiabulls Power
Limited.(the Holding Company) as a going concern with effect from April
1, 2012, the Appointed Date under the Scheme, upon which the entire
undertaking and the entire assets and liabilities of IIDL stand
transferred to and vested in Indiabulls Power Limited. at their book
values. Pursuant to the Scheme as aforesaid, an aggregate of
41,54,07,007 Equity shares of face value Rs. 10 each in IPL were issued
and allotted in favour of the IIDL shareholders as on the Effective
Date, thereby increasing the paid up capital of IPL to Rs.
26,427,299,530 divided into 264,27,29,953 Equity shares of face value
Rs. 10 each. Consequent to issuance and allotment of equity shares to
IIDL, Indiabulls Infrastructure and Power Limited (IIPL) ceased to be
the holding company of Indiabulls Power Limited. w.e.f June 20, 2012.
2. Employee Benefits
Contributions are made to the Government Provident Fund and Family
Pension Fund which cover all regular employees eligible under
applicable Acts. Both the eligible employees and the company make
pre-determined contributions to the Provident Fund. The contributions
are normally based upon a proportion of the employee''s salary. The
company has recognized in the Statement of Profit and Loss an amount of
Rs. 1,920 (Previous Year: Rs.450) towards employer''s contribution
towards Provident Fund.
Provision for unfunded Gratuity and Compensated absences payable to
eligible employees on retirement/ separation is based upon an actuarial
valuation as at the year ended March 31, 2013. Major drivers in
actuarial assumptions, typically, are years of service and employee
compensation. After the issuance of Accounting Standard (AS) 15
(Revised) on ''Employee Benefits'', commitments are actuarially
determined using the ''Projected Unit Credit Method''. Gains/ losses on
changes in actuarial assumptions are accounted for in the Statement of
Profit and Loss as applicable and as identified by the Management of
the Company.
Based on the actuarial valuation obtained in this respect, the
following table sets out the status of Gratuity and Compensated
Absences and the amounts recognised in the financial statements for the
year ended March 31, 2013 as per Accounting Standard (AS) 15- Employee
Benefits, as notified under the Companies (Accounting Standards) Rules,
2006, as amended:
3. Earnings Per Equity Share (EPS):
The basic earnings per equity share is computed by dividing the net
profit/loss after tax (including the post tax effect of extraordinary
items, if any) attributable to equity shareholders for the year by the
weighted average number of equity shares outstanding during the year.
Diluted earnings per equity share is computed by dividing the profit /
loss after tax (including the post tax effect of extraordinary items,
if any) as adjusted for dividend, interest and other charges to expense
or income relating to the dilutive potential equity shares, by the
weighted average number of equity shares considered for deriving basic
earnings per equity share and the weighted average number of equity
shares which could have been issued on the conversion of all dilutive
potential equity shares. Potential equity shares are deemed to be
dilutive only if their conversion to equity shares would decrease the
net profit per equity share from continuing ordinary operations.
Potential dilutive equity shares are deemed to be converted as at the
beginning of the period, unless they have been issued at a later date.
The dilutive potential equity shares are adjusted for the proceeds
receivable had the shares been actually issued at fair value (i.e.
average market value of the outstanding shares). Dilutive potential
equity shares are determined independently for each period presented.
The number of equity shares and potentially dilutive equity shares are
adjusted for share splits/ reverse share splits, bonus shares and share
warrants and the potential dilutive effect of Employee Stock Options
Plans, as appropriate.
4. The Company''s activities during the year involved setting up of
its power project in India for generation of thermal power. Considering
the nature of Company''s business and operations and based on the
information available with the Company, there is/are no reportable
segment (business and/ or geographical) in accordance with Accounting
Standard 17 on ''Segment Reporting'' as notified under the Companies
(Accounting Standards) Rules, 2006, as amended. Hence no further
disclosures are required in respect of reportable segments, under
Accounting Standard 17.
5. In respect of amounts as mentioned under Section 205C of the
Companies Act, 1956, there were no dues required to be credited to the
Investor Education and Protection Fund as at March 31, 2013.
6. The Company has taken various premises on operating leases/ leave
and license and lease rent/ license fees amounting to Rs. Nil (Previous
Year: Rs. 376,613) in respect of the same have been incurred during the
year ended March 31, 2013. The minimum lease rentals outstanding as at
March 31, 2013, are as under:
7. In the opinion of the Board of Directors, all current and
non-current assets, long term and short term loans and advances
appearing in the Balance Sheet as at March 31, 2013 have a value on
realization in the ordinary course of the Company''s business at least
equal to the amount at which they are stated in the Balance Sheet. In
the opinion of the Board of the Director''s, no provision is required to
be made against the recoverability of these balances.
8. Disclosure under the Micro, Small and Medium Enterprises
Development Act, 2006:
a) An amount of Rs. Nil (Previous Year: Rs. Nil) and Rs. Nil (Previous
Year: Rs. Nil) was due and outstanding to suppliers as at the end of
the accounting year on account of Principal and Interest respectively.
b) No interest was paid during the year in terms of section 16 of the
Micro, Small and Medium Enterprises Development Act, 2006 and no amount
was paid to the supplier beyond the appointed day.
c) No interest is payable at the end of the year other than interest
under Micro, Small and Medium Enterprises Development Act, 2006.
d) No amount of interest was accrued and unpaid at the end of the
accounting year.
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. This has been relied
upon by the Auditors.
9. The Company has not entered into any derivative instruments during
the year. The Company does not have any foreign currency exposures
towards receivables, payables or any other derivative instrument that
have not been hedged.
10. There are no Contingent liabilities and Commitments to be reported
as at March 31, 2013 (Previous Year Rs. Nil).
11. The disclosure as per Clause 32 of the Listing Agreements with
Stock Exchanges related to Loans and advances in the nature of loans
given to subsidiaries, associates and others and investments in shares
of the Company by such parties is covered in the related party
disclosures. (Refer Note 20)
12. Previous Year''s figures have been regrouped/ reclassified wherever
necessary to correspond with the current year''s
classification/disclosure.
Mar 31, 2012
1. Overview
Indiabulls Infrastructure and Power Limited ("the CompanyÂ) was
incorporated on November 09, 2010 The Company is in the business of
generating, developing, transmitting, distributing, trading and
supplying all forms of the electrical power/energy and to establish
commission, set up, operate and maintain electric power generating
stations and do all other related and ancillary objects.
Pursuant to and in terms of the Court approved Scheme of Arrangement
under Section 391 to 394 of the Companies Act, 1956, by and among
Indiabulls Real Estate Limited, Indiabulls Infrastructure and Power
Limited, Indiabulls Builders Limited, Indiabulls Power Limited. (the
Company), Poena Power Supply Limited and their respective shareholders
and creditors (Scheme), which had been approved by the Hon''ble High
Court of Delhi vide its order dated October 17, 2011 and came into
efect on November 25, 2011, with efect from the April 1, 2011 i.e. the
Appointed Date, - (a) The Power business undertaking of Indiabulls Real
Estate Limited (IBREL) which included the IBREL investment in the
Company, stood demerged from IBREL and transferred to and vested in
favour of Indiabulls Infrastructure and Power Limited (IIPL) which had
the efect of making IIPL the Promoter Group / holding company of the
Indiabulls Power Limited. :- a) Certain Assets comprising of Fixed
Assets and Loans and Advances in the IBREL aggregating to Rs.1,840,201
have been transferred to the Company, at their book values;
b) The Equity Share Capital of the Company amounting to Rs. 500,000 was
cancelled;
c) The Investment in IPL amounting to Rs. 5,925,000,000 had been
transferred from IBREL to the Company;
d) The net adjustment for such transfer of assets, liabilities and
cancellation and issue of Equity Share Capital amounting to Rs.
3,507,981,841 has been shown in the Capital Reserve Account;
e) Pursuant to the Scheme on November 25, 2011, the Company has issued
and allotted 1,188,586,680 Fully Paid up Equity Shares and 84,370,000
Partly Paid up Equity Shares to the shareholders of Indiabulls Real
Estate Limited, who were holding the shares, as on the Record Date i.e.
8th December, 2011, in the ratio of 2.95 : 1.
Pursuant to the Scheme, the Authorised Share Capital of the Company has
been reorganised to Rs. 3,000,000,000 divided into 1,500,000,000 Equity
shares Face Value of Rs.2/-each.
2. Employee Benefts
Contributions are made to the Government Provident Fund and Family
Pension Fund which cover all regular em- ployees eligible under
applicable Acts. Both the eligible employees and the company make
pre-determined con- tributions to the Provident Fund. The contributions
are normally based upon a proportion of the employee''s salary. The
company has recognized in the Statement of Proft and Loss an amount of
Rs. 450 (Previous Year: Rs.Nil) towards employer''s contribution towards
Provident Fund.
Provision for unfunded Gratuity and Compensated absences payable to
eligible employees on retirement/ separation is based upon an actuarial
valuation as at the year ended March 31, 2012. Major drivers in
actuarial assumptions, typically, are years of service and employee
compensation. After the issuance of Accounting Standard (AS) 15
(Revised) on ÂEmployee Benefts'', commitments are actuarially determined
using the ÂProjected Unit Credit Method''. Gains/ losses on changes in
actuarial assumptions are accounted for in the Statement of Proft and
Loss as applicable and as identifed by the Management of the Company.
Based on the actuarial valuation obtained in this respect, the
following table sets out the status of Gratuity and Compensated
Absences and the amounts recognised in the fnancial statements for the
year ended March 31, 2012 as per Accounting Standard (AS) 15Â Employee
Benefts, as notifed under the Companies (Accounting Standards) Rules,
2006, as amended:
3. Earnings Per Equity Share (EPS):
The basic earnings per equity share is computed by dividing the net
proft/ loss after tax (including the post tax efect of extraordinary
items, if any) attributable to equity shareholders for the year by the
weighted average num- ber of equity shares outstanding during the year.
Diluted earnings per equity share is computed by dividing the proft /
loss after tax (including the post tax efect of extraordinary items, if
any) as adjusted for dividend, interest and other charges to expense or
income relating to the dilutive potential equity shares, by the
weighted average number of equity shares considered for deriving basic
earnings per equity share and the weighted average number of equity
shares which could have been issued on the conversion of all dilutive
potential equity shares. Potential equity shares are deemed to be
dilutive only if their conversion to equity shares would decrease the
net proft per equity share from continuing ordinary operations.
Potential dilutive equity shares are deemed to be converted as at the
beginning of the period, unless they have been issued at a later date.
The dilutive potential equity shares are adjusted for the proceeds
receivable had the shares been actually issued at fair value (i.e.
average market value of the outstanding shares). Dilutive potential
equity shares are determined independently for each period presented.
The number of equity shares and potentially dilutive equity shares are
adjusted for share splits/ reverse share splits, bonus shares and share
warrants and the potential dilutive efect of Employee Stock Options
Plans, as appropriate.
4. The Company''s activities during the year involved setting up of
its power project in India for generation of thermal power. Considering
the nature of Company''s business and operations and based on the
information available with the Company, there is/are no reportable
segment (business and/ or geographical) in accordance with Accounting
Standard 17 on ÂSegment Reporting'' as notifed under the Companies
(Accounting Standards) Rules, 2006, as amended. Hence no further
disclosures are required in respect of reportable segments, under
Accounting Standard 17.
5. In respect of amounts as mentioned under Section 205C of the
Companies Act, 1956, there were no dues required to be credited to the
Investor Education and Protection Fund as at March 31, 2012.
6. The Company has taken various premises on operating leases/ leave
and license and lease rent/ license fees amounting to Rs. 376,613
(Previous Year: Rs. Nil) in respect of the same have been incurred
during the year ended March 31, 2012. The underlying agreements are
executed for a period generally ranging from one year to three years,
renewable at the option of the Company and are cancellable, by giving a
notice generally of 30 to 90 days. There are no restrictions imposed
by such leases and there are no subleases. The minimum lease rentals
outstanding as at March 31, 2012, are as under:
7. In the opinion of the Board of Directors, all current and
non-current assets, long term and short term loans and advances
appearing in the Balance Sheet as at March 31, 2012 have a value on
realisation in the ordinary course of the Company''s business at least
equal to the amount at which they are stated in the Balance Sheet. In
the opinion of the Board of the Director''s, no provision is required to
be made against the recoverability of these balances.
8. Disclosure under the Micro, Small and Medium Enterprises
Development Act, 2006:
a) An amount of Rs. Nil (Previous Year: Rs. Nil) and Rs. Nil (Previous
Year: Rs. Nil) was due and outstanding to suppliers as at the end of
the accounting year on account of Principal and Interest respectively.
b) No interest was paid during the year in terms of section 16 of the
Micro, Small and Medium Enterprises Development Act, 2006 and no amount
was paid to the supplier beyond the appointed day.
c) No interest is payable at the end of the year other than interest
under Micro, Small and Medium Enterprises Development Act, 2006.
d) No amount of interest was accrued and unpaid at the end of the
accounting year.
The above information regarding Micro, Small and Medium Enterprises has
been determined to the extent such parties have been identifed on the
basis of information available with the Company. This has been relied
upon by the Auditors.
9. The Company has not entered into any derivative instruments during
the year. The Company does not have any foreign currency exposures
towards receivables, payables or any other derivative instrument that
have not been hedged.
10. There are no Contingent liabilities and Commitments to be reported
as at March 31, 2012 (Previous Year Rs. Nil).
11. The Revised Schedule VI has become efective from April 01, 2011
for the preparation of fnancial statements. This has signifcantly
impacted the disclosure and presentation made in the fnancial
statements. Previous Year''s fgures have been regrouped/ reclassifed
wherever necessary to correspond with the current year''s classifcation/
disclosure.
Disclaimer: This is 3rd Party content/feed, viewers are requested to use their discretion and conduct proper diligence before investing, GoodReturns does not take any liability on the genuineness and correctness of the information in this article