1. Lease contracts entered by the Company for land and buildings taken on lease to conduct business activity in ordinary course of business with tenure of leases upto 99 years.
2. Lease rent of ' 47.05 Lakhs (PY ' 86.58 Lakhs) is recognised in statement of profit and loss towards short term lease and lease of low value assets (refer Note 40).
3. Extension and termination options are included in some lease contracts. These are used to maximise operational flexibility in terms of managing assets and operations.
4. Lease Obligation, interest expense on lease maturity profile of lease obligation and payment of lease obligation are disclosed respectively in lease liabilities (refer note 23 & 27), Finance Costs (refer note 38), Liquidity risk (refer note 49) and Standalone statement of cash flows.
5. The operating lease arrangements are cancellable subject to the stipulated notice period which generally does not exceed 3 months. Thus, management is of the view that there is no obligation to pay the agreed lease rentals in case of termination.
The Company tests goodwill for impairment annually and provides for impairment if the carrying amount of goodwill exceeds its recoverable amount. The recoverable amount is determined based on "value in use" calculations which is calculated as the net present value of forecasted cash flows of cash generating unit (CGU) to which the goodwill is related.
The Company believes that any reasonably possible change in the key assumptions on which a recoverable amount is based would not cause the aggregate carrying amount to exceed the aggregate recoverable amount of the cash generating unit.
(b) Rights, preferences and restrictions attached to equity shares:
The Company has only one class of equity share having a par value of ' 2 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend, which is approved by Board of Directors of the Company. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.
(e) The Board of Directors of the Company, at its meeting held on 07 August, 2024 approved a proposal for buyback of up to 10,00,000 fully paid-up Equity Shares of face value of ' 2/- each, representing 1.06% of the total number of equity shares of the Company, at a price of up to ' 5,000 per share for an aggregate consideration not exceeding ' 500 Crores (excluding transaction cost and any expenses incurred or to be incurred for the Buyback) representing 7.92% and 7.51% of the total paid-up equity share capital and free reserves (including securities premium account) as per the audited standalone financial statements and audited consolidated financial statements of the Company for the year ended on 31 March 2024, respectively. Further, the buy back had been completed and consideration transferred to the participating shareholders on 06 September, 2024.
Borrowing based on security of current assets:
1. The Company has obtained various borrowings from banks on the basis of security of current assets wherein the quarterly returns/ statements of current assets as filed with banks are in agreement with the books of accounts.
2. Secured Export Packing Credit ('EPC') facilities are availed from State Bank of India carrying interest rate ranging from 5.95% to 6.00% during the year (Previous Year 5.30% to 7.30%) against first charge over entire current assets of the Company including stock of raw material, work in process, finished goods, stores and spares and goods in transit.
3. Unsecured Export Packing Credit ('EPC') facilities are availed from Citi Bank N.A. carrying interest rate ranging from 5.30% to 6.01% during the year (Previous Year 3.75% to 7.63%).
4. Unsecured Export Packing Credit ('EPC') facilities were availed during the previous year from JP Morgan carrying interest rate ranging from 5.40% to 7.96%.
5. Unsecured Export Packing Credit ('EPC') facilities were availed during the previous year from HDFC Bank Ltd. carrying interest rate of 6.00%.
6. Company has availed borrowings under Tri-Party Repo Dealing System by pledging Government securities carrying interest rate ranging from 4.15% to 6.12% (Previous Year 5.90% to 6.98%).
(i) Risks associated to the defined benefit plans:
a. Actuarial risk: Risks due to adverse salary growth / Variability in mortality and withdrawal rates.
b. Investment risk: Risks due to significant changes in discount rate during the inter-valuation year.
c. Liquidity risk: Risks on account of Employees resign/retire from the Company and as result strain on the cash flow arises.
d. Market risk: Risks related to changes and fluctuation of the financial markets and assumption depends on the yields on the government bonds and hence the valuation of liability is exposed to fluctuations in the yields as at the valuation date.
e. Legislative risk: Risks of increase in the plan liabilities or reduction in plan assets due to change in legislation.
The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is certified by the actuary.
The expected rate of return on plan assets is determined considering several applicable factors, mainly the composition of plan assets held, assessed risks, historical results of return on plan assets and the Company's policy for plan assets management.
(viii) Sensitivity analysis:
The sensitivity analysis below have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting year, while holding all other assumptions constant.
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NOTE 44: CONTINGENT LIABILITIES AND CAPITAL COMMITMENTS
Currency: ' in Lakhs
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Particulars
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As at
31 March, 2026
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As at
31 March, 2025
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(a) Contingent liabilities
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|
|
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Claims against the Company not acknowledged as debts:
|
|
|
|
Central Excise, Service tax and Goods and Services tax
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17.15
|
228.62
|
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Income tax
|
|
|
|
In High Court (Decision is received in favour of company in ITAT and Income Tax Department has appealed decision of ITAT in High Court)
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28,943.41
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11,473.81
|
|
In Income Tax Appellate Tribunal (ITAT)
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-
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17,469.60
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In Commissioner of Income-tax (CIT)
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7,933.79
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4,129.01
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Total Income tax
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36,877.20
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33,072.42
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Sales tax / VAT
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21.70
|
21.70
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Guarantees:
|
|
|
|
Outstanding bank guarantees
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18,492.07
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15,562.71
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Outstanding corporate guarantees given to customers / Subsidiaries
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11,307.12
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2,373.24
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Letter of Credit
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1,542.97
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142.28
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Others matters including claims related to ESIC, Electricity and Ex-employees
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599.26
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599.26
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| |
68,857.47
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52,000.23
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(b) Capital commitments:
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|
|
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Estimated amount of contracts remaining to be executed on capital account and not provided for (net of capital advances)
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1,645.66
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2,120.02
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| |
1,645.66
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2,120.02
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Notes:
(i) Most of the issues of litigation pertaining to Central Excise/ Service tax / Income tax (including transfer pricing matters) are based on interpretation of the respective law & rules thereunder. Management has been opined by its counsel that many of the issues raised by revenue will not be sustainable in law as they are covered by judgements of respective judicial authorities which supports its contention. Further, in several matters, the management has successfully defended their case at lower forums of adjudication. Accordingly, the management do not envisage any material impact on the standalone financials statements of the Company. Pending resolution of the respective proceedings, it is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above as it is determinable only on receipt of judgements/decisions pending with various forums/authorities.
(ii) Sales tax/VAT related litigation/demand primarily pertains to non submission of required declaration forms in time due to non-receipt of the same from customers and / or some interpretation related issues. However in most of the cases, required documents are being filed and minor impact if any, shall be given in the year of final outcome of respective matter in appeal.
(iii) Amounts mentioned above do not include possible interest / penalty from the date of the contested order till the balance sheet date.
NOTE 45: ANTI- DUMPING DUTY
Brazil : Ministry of Development, Industry, Trade and Services Foreign Trade - Department of Trade Defense, Brazil (DECOM) on completion of the sun set review of Anti Dumping Duty decided in favour of the Company and issued an order to terminate the antidumping duty with effect from 13 June, 2024. Further, the Sun Set Review completed during the year on 02 December, 2025 for countervailing duty and same is reduced to 4.69% from 6.40% earlier.
USA : During the previous year ended 31 March, 2025, the Company and VEGA USA (wholly owned subsidiary) received a notice in relation to the investigations around alleged dumping and subsidising of certain grinding media from India based on complaint filed by Magotteux Inc. Post submission of required information, United States Department of Commerce announced its determination for cash deposit of Countervailing Duty at 3.16% and Anti-Dumping Duty at 6.91% which is effective from 12 June, 2025 on certain high chrome iron grinding media imported from India.
There are no transactions with a single customer which amounts to 10% or more of the Company's revenue other than Vega Industries (Middle East) F.Z.C. and Vega Middle East (DFTZ) FZE.(refer note 46 C).
NOTE 48: The Company's international transactions with associated enterprises are at arm's length, as per the independent accountant's report for the year ended 31 March, 2025. The management believes that the Company's international transactions with associated enterprises post 31 March, 2025 continue to be at arm's length and that transfer pricing legislations will not have any impact on the standalone financial statements, particularly on the amount of tax expenses for the financial year 202526 and the amount of provision for taxation as at 31 March, 2026.
NOTE 49: FINANCIAL RISK MANAGEMENT
The Company's business activities expose it to a variety of financial risks, namely credit risk, liquidity risk, market risk and commodity risk. The Company's senior management has overall responsibility for the establishment and oversight of the Company's risk management framework. The Company has constituted a Risk Management Committee which is responsible for developing and monitoring the Company's risk management policies. The key risks and mitigating actions are also placed before the Audit Committee of the Company. The Company's risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company's activities.
The Risk Management Committee of the Company is supported by the Finance team and experts who provide assurance that the Company's financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company's policies and risk objectives. The activities are designed to protect the Company's financial results and position from financial risks, maintain market risks within the acceptable parameters while optimising returns and protect the Company's financial investments while maximising returns.
Credit risk
Credit risk arises from the possibility that the counter party may not be able to settle the obligation as agreed. To manage this, the Company periodically assesses financial reliability of customers, taking into account the financial condition, current economic trends and analysis of historical bad debts and ageing of accounts receivable. Customer wise limits are set accordingly.
The Company considers the probability of default of asset and whether there has been a significant increase in credit risk on an ongoing basis through each reporting period. To assess whether there is a significant increase in credit risk the Company compares the risk of default occurring on asset as at the reporting date with the risk of default as at the date of initial recognition. It considers reasonable and supportive forward-looking information such as:
(i) Actual or expected significant adverse changes in business
(ii) Actual or expected significant changes in the operating results of the counterparty
(iii) Financial or economic conditions that are expected to cause a significant change to the counterparty's ability to meet its obligations.
(iv) Significant increase in credit risk on other financial instruments of the same counterparty.
The Company categorises financial assets based on the assumptions, inputs and factors specific to the class of financial asset into High-quality assets, negligible credit risk; Quality assets, low credit risk; Standard assets, moderate credit risk; Substandard assets, relatively high credit risk; Low quality assets, very high credit risk; Doubtful assets, credit impaired.
Financial assets are written off only when there are no reasonable expectations of recovery, such as a debtor failing to engage in a repayment plan with the Company. The Company considers a loan or receivable for write off review when it pasts greater than one year from due date. Where loans or receivables have been written off, the Company continues engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognised in the standalone statement of profit and loss.
Note: Guarantees issued by the Company aggregating to ' 10,615.40 Lakhs (previous year: ' 2136.46 Lakhs) on behalf of subsidiaries are with respect to borrowing limits obtained by the respective entity. These amounts will be payable on default by the concerned entity. As of the reporting date, none of the subsidiary have any outstanding borrowing and hence the Company does not have any present obligation to third parties in relation to such guarantees.
Market risk - interest rate
Interest rate risk is the risk that the fair value of future cash flows of the financial instruments will fluctuate because of changes in market interest rates. In order to optimise the Company's position with regards to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate risk management by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio.
Market risk - Foreign currency risk
The Company operates internationally and large portion of the business is transacted in several currencies. Consequently the Company is exposed to foreign exchange risk through its sales in overseas and purchases from overseas suppliers in various foreign currencies. Exports of the Company are significantly higher in comparison to its imports. As a policy the Company does not cover the foreign exchange requirements for its imports and the same is managed from the export earnings in foreign currency. Foreign currency exchange rate exposure for exports is managed by prudent hedging policy.
Derivative financial instruments
The Company holds derivative financial instruments such as foreign currency forwards to mitigate the risk of changes in exchange rate on foreign currency exposures relating to the underlying transactions and firm commitments. The counterparty for these contracts are banks. These derivative financial instruments are generally with a maturity up to 1 year. The Company does not enter into any derivative instruments for trading or speculative purposes.
Commodity Risk
Principal raw material for Company's products are metal scrap and ferro chrome. Company sources its raw material requirement from domestic and international markets. Domestic market price generally remains in line with international market prices. Volatility in metal prices, currency fluctuation of rupee viz a viz other prominent currencies coupled with demand-supply scenario in the world market affect the effective price of scrap and ferrous metal. Company effectively manages availability of material as well as price volatility through:
(i) widening its sourcing base;
(ii) appropriate contracts with vendors and customers and commitments;
(iii) well planned procurement and inventory strategy.
Risk committee of the Company has developed and enacted a risk management strategy regarding commodity price risk and its mitigation
Company believes in conservative leverage policy. Company's capital expenditure plan over the medium term shall be largely funded through internal accruals.
B. The Company follows the policy of Dividend for every financial year as may be decided by the Board considering financial performance of the Company and other internal and external factors enumerated in the Company's dividend policy such as reinvestment of capital in business. Company's Dividend policy is to distribute 10-25% of its consolidated net profit as dividend.
NOTE 50: FAIR VALUE MEASUREMENTS
Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques
as follows:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: Inputs other than quoted prices included in level 1 that are observable for the asset or liability, either directly (i.e. as
prices) or indirectly (i.e. derived from prices).
Level 3: Inputs for the asset or liability that are not based on observable market data (unobservable input).
NOTE 57 (a) : No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities ("Intermediaries") with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries). The Company has not received any fund from any party(s) (Funding Party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
NOTE 57 (b) : In accordance with the requirements stipulated under the provisions of Companies Act, 2013 for audit trail feature being tampered with, service provider has initiated the required improvements and configuration changes to enable edit logs of audit trail for financially relevant tables.
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