The Company has decided to sell the additional land located at Reengus, along with the land and building of the Lens situated at Kahrani, valued at Rs 1,024.36 lakhs. Additionally, plant, machinery, and other assets at Kahrani, valued at Rs 1,029.83 lakhs, have also been identified for sale. Accordingly, these assets have been classified as Assets held for sale in accordance with Ind AS 105 - Non-current Assets Held for Sale and Discontinued Operations.
Terms/ rights attached to equity shares
The Company has only one class of equity shares having par value of Rs 5/- per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian Rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in ensuing Annual General Meeting.
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.
(d) Aggregate number of shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the year end:
i) Shares allotted as fully paid pursuant to contract(s) without payment being received in cash during the FY 2019-20 to 2023-24:
Nil (during FY 2018-19 to 2022-23: Nil) equity shares allotted without payment being received in cash.
ii) Shares issued in aggregate number and class of shares allotted by way of bonus shares:
The Company has issued total Nil equity shares (during FY 2018-19 to 2022-23: Nil equity shares) during the period of five years immediately preceding March 31, 2025 as fully paid up bonus shares for which entire consideration not received in cash.
iii) Shares bought back during the financial year 2019-20 to 2023-24:
Nil (during FY 2018-19 to 2022-23: Nil ) equity shares bought back pursuant to section 68, 69 and 70 of the Companies Act, 2013.
Nature and Purpose of reserves other than retained earnings Securities premium
Securities premium is created due to premium on issue of shares. These reserve can be utilised in accordance with the section 52 of Companies Act, 2013 .
Capital reserve
Capital reserve is created on account of Amalgamation of erstwhile APAKSH Broadband Limited with the company.
Revaluation reserve
Revaluation reserve has been created on account of the revaluation of land situated at various company locations. Accordingly, land has been recorded in the financial statements at its market value, based on valuations obtained from a registered valuer. The difference between the market value and the carrying value of the land has been recognised as a revaluation reserve under the head Other Equity.
Nature of Security and Terms of Repayment of Long term borrowings
‘Indian rupee loan from banks amounting to Rs 1,113.43 lakhs (March 31, 2024: Rs 3,67786 lakhs) carries interest rate ranging between 9.45% p.a. to 13.20% p.a. and repayable in 5 years in quarterly installments. The loans are secured by way of first pari passu charge on fixed assets of the Company, second pari passu charge on current assets of the Company and further secured by personal guarantee of Dr. Kailash S Choudhari.
‘Foreign currency term loan from banks amounting to Rs.1,235.25 lakhs (March 31, 2024: Rs 1,203.66 lakhs) carries interest rate ranging between 5.30 % to 6.45% p.a. and repayable in 5 years in quarterly installments. The loans are secured by way of first pari passu charge on fixed assets of the Company, second pari passu charge on current assets of the Company and further secured by personal guarantee of Dr. Kailash S Choudhari.
Working capital facilities includes cash credit, overdarfaft facility against fixed deposit, Invoked SBLC from banks and are secured by first pari-passu charge by way of hypothecation of raw materials, work-in-progress, finished goods, fixed deposit of the company and trade receivables both present and future and second pari-passu charge on the fixed assets of the Company. These facilities are further secured by way of first pari-passu charge on the immovable properties of the Company and personal guarantee of Dr. Kailash S. Choudhari. It carries interest in the range of 710% to 16.40% (Previous year: 12.45% to 16.20 % p.a.)
Inter-Corporate Deposits availed by the Company are unsecured in nature and carry an interest rate of 15.00% per annum. These deposits are repayable within 90 days from the date of each disbursement.
The Company account has been classified as a Non-Performing Asset (NPA) by all its lenders. In view of this classification, the management believes that the Company is not under any obligation to submit stock statements or drawing power statements to the banks. Accordingly, no such statements were submitted during the year.
Letter of Credit guarantees amounting to Rs. 1,764.65 Lakhs (Previous Year: Rs. Nil Lakhs) were issued by the bank on behalf of the Company to its supplier. During the year, these guarantees were encashed by the bank. As of March 31, 2025, the Company has paid Rs. 923.12 Lakhs towards the encashed amount.
36. Segment information
Ind AS 108 establishes standards for the way that companies report information about operating segments and related disclosures about products and services, geographic areas, and major customers. The Company's operations pre-dominantly relate to manufacturing, services and trading of goods. The Chief Operating Decision Maker (CODM) evaluates the Company's performance and allocates resources based on analysis of various performance indicators pertaining to business. The accounting principles used in preparation of the financial statements are consistently applied to record revenue and expenditure in segment information, and are as set out in the significant accounting policies. The information about business segments are given below:
39. Earnings per share (EPS)
Basic EPS amounts are calculated by dividing the profit / (loss) for the year attributable to equity shareholders of the company by the weighted average number of equity shares outstanding during the year.
Diluted EPS amounts are calculated by dividing the profit / (loss) for the year attributable to the equity shareholders of the company by weighted average number of equity shares outstanding during the year plus the weighted average number of equity shares that would be issued on conversion of all the dilutive potential equity shares into equity shares.
40. Significant accounting judgements, estimates and assumptions
The preparation of the Company's financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, accompanying disclosures and the disclosure of contingent liabilities. Uncertainty 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.
(a) Estimates and assumptions
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 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.
(b) Income taxes
The Company is subject to income tax laws as applicable in India. Significant judgment is required in determining provision for income taxes. There are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. The Company recognises liabilities for anticipated tax issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the income tax and deferred tax provisions in the period in which such determination is made.
In assessing the realisability of deferred tax assets, management considers whether it is probable, that some portion, or all, of the deferred tax assets will not be realised. The ultimate realisation of deferred tax assets is dependent upon the generation of future taxable income during the periods in which the temporary differences become deductible. Management considers the projected future taxable income and tax planning strategies in making this assessment. Based on the level of historical taxable income and projections for future taxable incomes over the periods in which the deferred tax assets are deductible, management believes that it is probable that the Company will be able to realise the benefits of those deductible differences in future.
(c) Employee benefit obligations
The cost of the defined benefit obligations 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.
The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans operated in India, the management considers the interest rates of government bonds in currencies consistent with the currencies of the post-employment benefit obligation.
The mortality rate is based on publicly available mortality tables for the specific countries. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates. Further details about gratuity obligations are given in note 35.
(d) Contingencies
Management judgment is required for estimating the possible outflow of resources, in respect of contingencies/claim/litigations against the Company as it is not possible to predict the outcome of pending matters with accuracy.
(e) Other estimates
The preparation of financial statements involves estimates and assumptions that affect the reported amount of assets, liabilities at the date of financial statements and the reported amount of revenues and expenses for the reporting period. Specifically, the Company estimates the probability of collection of accounts receivable by analyzing historical payment patterns, customer concentrations, customer credit-worthiness and current economic trends. If the financial condition of a customer deteriorates, additional allowances may be required.
i) The Company has accounted for non-cenvatable duty liability amounting to Rs. 499.72 lakhs under the Advance Authorization and Export Promotion Capital Goods (EPCG) schemes, due to non-fulfilment of the export obligations . However, no provision has been considered for interest aggregating Rs. 1,552.48 lakhs and for cenvatable duty aggregating to Rs 648.36 lakhs under the said scheme.
Additionally, the Company has not accounted for duty liabilities under the Advance Authorization scheme in respect of cases where export obligations have been technically fulfilled but the corresponding export proceeds have remained unrealized over an extended period. Due to the non-realization of a substantial portion of these proceeds, the Company is exposed to a potential unrecognized liability amounting to Rs.632 lakhs, including duty and interest.
Management believes that these outstanding liabilities are expected to be resolved under the Government's amnesty scheme on a principal duty basis. Accordingly, these amounts have not been recognized in the financial statements but have been disclosed as contingent liabilities in the notes to accounts, pending resolution under the amnesty framework.
ii) Pursuant to an order passed by the Collector of Stamps, Jaipur dated October 4, 2023, a demand of Rs. 3,068.85 lakhs, along with surcharge, interest, and penalty, was raised in connection with the amalgamation of APAksh Broadband Limited against which the Company had paid Rs 120 lakhs in protest. Pursuant to recent amendments to the provisions of the Rajasthan Stamp Act, the stamp duty was duly recalculated to be Rs 0.13 lakhs , which the Company has since paid. The protest money of Rs. 120.00 lakhs continue to be carried as a recoverable amount in the Company's books based on the legal opinion received from the consultant.
46. Financial risk management objectives and policies
The Company's principal financial liabilities, other than derivatives, comprise loans and trade payables. The main purpose of these financial liabilities is to raise finance for the Company's operations. The Company has various financial assets such as trade receivables, bank balances and short-term deposits, which arise directly from its operations.
The Company is exposed to market risk, credit risk and liquidity risk. The Company's senior management oversees the management of these risks. The Company's senior management is responsible to ensure that 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. All activities for risk management purposes are carried out by teams that have the appropriate skills, experience and supervision. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below.
A. Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, foreign currency risk and and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include loans and borrowings, deposits, investments and derivative financial instruments.
(i) Interest rate risk
Interest rate risk is the risk that the fair value or the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company's exposure to the risk of changes in market interest rate primarily relates to the Company's long-term debt obligations with floating interest rates.
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 exposure to the risk of changes in foreign exchange rates relates primarily to the Company's operating activities (when revenue or expense is denominated in a foreign currency).
The Company has sales and purchases from outside India. The Company has transactional currency exposures arising from sales and purchases by an operating unit in currencies other than the unit's functional currency. Accordingly, the Company's financial state of affairs can be affected significantly by movements in the USD or any other currency exchange rates. The Company enters into derivative transactions, primarily in the nature of forward currency contracts on import payables. The purpose is to manage currency risks arising from the Company's operations.
B. Credit risk
Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks, foreign exchange transactions and other financial instruments.
(i) Trade Receivables
Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed. To manage this, the Company periodically assesses the financial reliability of customers, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of account receivables. Individual risk limits are also set accordingly
(ii) Financial instruments and cash deposits
Credit risk from balances with banks and financial institutions is managed by the Company's finance department in accordance with the Company's policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the Company's Board of Directors on an annual basis, and may be updated throughout the year. The limits are set to minimise the concentration of risks and therefore mitigate financial loss through counterparty's potential failure to make payments.
The Company's maximum exposure to credit risk for the components of the balance sheet at March 31, 2025 and March 31, 2024 is the carrying amounts of each class of financial assets except for financial guarantees and derivative financial instruments. The Company's maximum exposure relating to financial derivative instruments is noted in note no 41 and the liquidity table below:
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligation associated with its Financial Liabilities that are settled by delivering cash or another Financial Assets. The Company's approach to manage Liquidity is to have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed circumstances, without incurring unacceptable losses or risking damage to the Company's reputation. The Company has been experiencing liquidity problems due to delayed in realisation of receivables. It aims to minimise these risks by generating sufficient cash flows from its current operations, which in addition to the available cash and cash equivalents, liquid investments and sufficient committed fund facilities, will provide liquidity.
The Company's liquidity management process as monitored by management includes the following:-
(i) Day to day funding, managed by monitoring future cash flows to ensure that requirement can be met.
(ii) Maintaining rolling forecast of the Company's liquidity position on the basis of expected cash flows.
(iii) Strengthen of financial control with focus on realization of its receivables.
47. Code on Social Security, 2020
The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the Company towards Provident Fund and Gratuity. The draft rules for the Code on Social Security, 2020 have been released by the Ministry of Labour and Employment on November 13, 2020. The Company and its Indian subsidiary are in the process of assessing the additional impact on Provident Fund contributions and on Gratuity liability contributions and will complete their evaluation and give appropriate impact in the financial statements in the period in which the rules are notified become effective and the related rules to determine the financial impact are published.
48. Overdue outstanding foreign currency receivable and payable
The Company has foreign currency payable aggregating to Rs 26.42 lakhs and Rs 1,650.79 lakhs which are outstanding for more than six months and three years respectively, as of March 31,2025. The Company also has foreign currency receivable balances aggregating to Rs 4,438.26 lakhs which are outstanding for more than nine months , as of March 31, 2025. As on the date of signing of financial statement, the Company is in the process of applying for necessary extension in consultation with RBI Consultant. Management does not expect any material implication on account of delays under the existing regulations.
49A. Reassessment and reclassification of liability payable to Union Bank of India
During the year, the Company has undertaken a reassessment of its outstanding liability payable to Union Bank of India (UBI), based on an independent evaluation carried out by an external professional firm. This reassessment was guided by the generally accepted principle that repayments against outstanding dues are first appropriated towards accrued interest and subsequently against the principal, prioritizing borrowings with higher interest rates. Accordingly, the Company has reclassified its borrowings and accrued interest liabilities effective from the date the account was classified as a Non-Performing Asset (NPA), i.e., March 31, 2021. As a result of this reclassification:
i) An amount of Rs. 1,612.29 lakhs, representing a reduction in interest expense up to March 31, 2024, has been recognized under the head Exceptional Income/(Expense) in the financial statements.
ii) The reduction in interest expense attributable to the financial year ended March 31, 2025, amounting to Rs. 48717 lakhs, has been accounted for under the head Finance Costs.
Pursuant to the above adjustments and reclassification, the outstanding balance payable to UBI as per books does not align with the balance reflected in the bank's records.
49B. Disclosure relating to Proceedings under SARFAESI Act
Pursuant to the Notice received by the Company under section 13(4) of SARFAESI Act, 2002, the company has filed Securitization Application (SA) before Debt Recovery Tribunal (DRT), Jaipur. The Hon'ble Tribunal has granted Interim stay to the company and has listed the matter for further adjudication.
49C. Status of One time settlement (OTS) proposal submitted to HDFC Bank
HDFC Bank Limited, vide its letter dated October 16, 2024, has approved the One-Time Settlement (‘OTS') offer made by the Company, under which the company is required to pay Rs. 2,559.78 lakhs as full and final settlement against the outstanding dues on or before January 7 2025. In compliance with the above said OTS, the Company has part complied with the terms and has sought extension which is under consideration by the HDFC Bank.
50B. Other Information
(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(ii) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(iii) The Company has not been declared as 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.
(iv) The Company has no 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.
(v) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
- 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
- ‘provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
(vi) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
- directly or indirectly lend or invest in other persons or entities identified in any 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
(vii) The Company has used the borrowings from banks for the specific purpose for which it was obtained.
(viii) The title deeds of all the immovable properties held by the Company are in the name of the Company.
Explanation to Ratios where Variance in Ratio is more than 25% as compared to previous year
1. Debt Service Coverage Ratio: The ratio has improved due to reduction in debt obligations and improvement in EBITDA of the Company.
2. Return on Equity Ratio: The ratio has improved primarily due to an improvement in the Company's EBITDA.
3. Inventory Turnover ratio: Ratio decline due to increase in holding period of the inventory.
4. Trade Receivables turnover ratio: Ratio has increased due to increase in average trade receivable and decline in the company revenue.
5. Trade payable turnover ratio: Ratio has increased due to increase in average trade payable and decline in the company purchase.
6. Net capital turnover ratio: The Ratio has improved indicating that the company is utilizing its capital more effectively.
7 Net Profit Ratio: Ratio decline due to decline in loss of the company.
8. Return on Capital Employed (ROCE): Ratio decline due to decline in loss of the company.
52. Capital management
Capital of the Company, for the purpose of capital management, include issued equity capital, securities premium and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company's capital management is to maximise shareholders value. The funding requirement is met through a mixture of equity, internal accruals, long term borrowings and short term borrowings.
The Company monitors capital using gearing ratio, which is debt divided by total capital plus debt.The Company includes within net debt, interest bearing loans and borrowings less cash and cash equivalents.
Fair values
The fair values of trade receivables, cash and cash equivalents, other current financial asset, trade payables and other current financial liabilities are considered to be same as their carrying values due to their short term nature. The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.
Fair value hierarchy
All financial instruments for which fair value is recognised or disclosed are categorised within the fair value hierarchy, described as follows based on the lowest level input that is significant to the fair value measurement as whole.
Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices, for example listed equity instruments, traded bonds and mutual funds that have quoted prices.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques that maximise the use of observable market data and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable the instrument is included in level 2.
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 following table presents assets and liabilities measured at fair value at March 31, 2025 and March 31, 2024
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