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ALLCARGO LOGISTICS LTD.

04 September 2026 | 03:59

Industry >> Logistics - Warehousing/Supply Chain/Others

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ISIN No INE418H01029 BSE Code / NSE Code 532749 / ALLCARGO Book Value (Rs.) 3.92 Face Value 2.00
Bookclosure 26/10/2024 52Week High 37 EPS 0.05 P/E 232.96
Market Cap. 1863.24 Cr. 52Week Low 7 P/BV / Div Yield (%) 3.17 / 0.00 Market Lot 1.00
Security Type Other

NOTES TO ACCOUNTS

You can view the entire text of Notes to accounts of the company for the latest year
Year End :2026-03 

Company has adopted an Asset Light Strategy, basis which the decision was taken to sell the all the non-core immovable properties and use the proceeds from such sale to pay the debt. Exceptional item refers to loss/ gain on disposal of such assets as at March 31, 2026 in line with Ind AS 105. The Company has taken necessary steps and negotiation is ongoing with the prospective buyers for the sale of assets classified as AHS which is expected to be concluded in next one year.

During the year, company sold properties of ^ 10 Crores (including land of ^ 3 Crores) and has recorded a gain of ^ 19 Crores in exceptional item.The proceeds from sale of properties are ^ 26 Crores.

b) Rights, preferences and restrictions attached to each class of shares

The Company has only one class of issued shares i.e. Equity Shares having par value of ^ 2/-per share. Each holder of Equity Shares is entitled to one vote per share and ranks pari passu. The dividend proposed by the Board of Director is subject to the approval of shareholder in the ensuing Annual General Meeting except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after payment of all preferential amounts, in proportion to their shareholding.

d) Aggregate number of shares issued for consideration other than cash, bonus shares allotted and shares bought back during the period of five years immediately preceding the reporting date

1) During the year the company has issued 40,90,08,172 equity shares of ^ 2 each pursunant to Composite scheme of arrangement for a consideration other than cash (Refer Note 45)

2) During the Financial Year 2023-24, the Company has alloted 73,70,86,572 Equity shares of ^ 2/- each as fully paid up bonus equity shares in the ratio of 3 fully paid Bonus Shares for every 1 Equity Share (3:l) held by the Equity Shareholders of the Company.

g) Qualified Institutional Placement

During the previous year, erstwhile company Allcargo Gati Limited had completed the process of Qualified Institution Placement (""qip"") and received proceeds of ^ 169 Crores by isuuing 1,67,60,800 equity shares. The objective of raising funds through QIP issue was to repayment, in part, of certain outstanding borrowings availed, building new/ upgradation of operating units and funding development of proprietary technology and any other purposes as may be permissible under applicable law. A part of the amount was used for the purpose for which it was raised and the balance amount is invested in fixed deposit pending utilization. (Refer Note 45)

A The description, nature and purpose of each reserve under other equity are as follows:-

a) Securities Premium:

Securities premium represents the premium on issue of equity shares. The same can be utilised in accordance with the provisions of the Companies Act, 2013.

b) General Reserve:

General reserve is the retained earnings of the Company, which are kept aside out of the Company's profit to meet future obligations, if any.

c) Capital Reserve:

Capital reserve pertains to the reserve created out of the difference between the share capital issued and the net assets taken over on account of Composite Scheme of Arrangement. (Refer Note 45)

d) Tonnage Tax (utilised) and Tonnage Tax Reserve:

These reserves are mandatory under the Income Tax Act, 1961 for companies who opt for the Tonnage Tax Scheme prescribed under the said Act.

e) Retained Earnings:

Retained earnings comprise of net accumulated profit/(loss) of the Company, after declaration of dividend net of taxes.

f) Share based payment Reserve:

The share based payment reserve is used to record the value of equity-settled share based payment transactions with employees. The amount recorded in this reserve is transferred to securities premium upon exercise of stock appreciation rights by employees. The amount outstanding in the ""Share based payment reserve"" will be transferred to ""General Reserve"", when the options are lapsed / cancelled.

g) Capital redemption reserve

Capital redemption reserve represents amounts set aside on redemption of issued shares.

h) Special Reserve:

The special reserve has been taken over from erstwhile Allcargo Gati Limited, pursuant to Composite schmeme of arrangement. This reserve has been created from Order of The Hon’ble Andhra Pradesh High Court dated March 19, 2013 in the Scheme of Arrangement for amalgamation. As per the terms of said approved scheme, any balance remaining in the Special Reserve shall be available for adjustment against any future permanent diminution in the value of assets and exceptional items etc. as specified in the Scheme as the Board of directors may deem fit. During the previous year, the said balalnces has been utilized against the balances of capital reserve arised in the Composite scheme of arrangement (Refer Note 45)

Rupee term loans from banks are secured against equipment funded from the term loan at various warehouses, Book debts of the company (both present and future), fixed deposits of ^ 3.58 Crores and lien marked on FD in favour of the bank and charge over all fixed assets and moveable fixed assets of the company and carry interest ranging 7.3% - 8.5 % and are repayble within a period of 3 year in equal quarterly installments. Financing Arrangement with Financial Institutions and others

The tenure of the arrangement is for the period of 3yrs to 7yrs carrying effective interest rate (eir) ranging between 3.7% to 8.6%. Interest and principal are repayable at the beginning of each quarter (Refer Note 55).

The breach of financial covenants represents instances where the performance indicators did not meet the criteria set by bankers for credit line arrangements. The breach of covenants entails 2% penal interest. These breaches with two banking partners are in existence since the time of loan sanction and renewal. Further, till the date of approval of these Financial statements, lenders have not demanded for the penal interest and based on the discussion have agreed to waive off the penal interest. Other than penal interest, there are no other implications. Considering the present financial position the Company maintains a healthy cash flow to meet it's obligations.

d) The Company had uncommited lines of credit of ^ 174 crores and ^ 211 crores as at March 31, 2026 and March31,2025,respectively,fromitsbanksforworkingcapitalrequirements.TheCompanydrawupontheselines of credit based on its working capital requirements.

Working capital loan as of the Company are secured by Current assets of the Company

Transaction Price - Unsatisfied Performance Obligation

The Company’s unsatisfied performance obligations mainly arises on account of undelivered shipments. The aggregate value of transaction price allocated to the unsatisfied performance obligations as at March 31, 2026 is ^ 8 Crores, (Previous year ^ 8 crores) which is expected to be recognised during next year after delivery of shipments.

There are no customers which individually accounted for more than 10% of revenue during the year ended March 31, 2026

34.2 Corporate Social Responsibility Expenditure

As per Section 135 of the Companies Act, 2013 (‘Act), a Company, meeting the applicability threshold, needs to spend at least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities. The areas for CSR activities are Education, Community, Environment Sustainability and Rural Development Projects & Donations. A CSR committee has been formed by the company as per the Act. The funds were primarily allocated to a corpus and utilized through the year on these activities which are specified in Schedule VII of the Companies Act, 2013.

(a) During the year, the Company has incurred ^ 1.05 Crore(March 31, 2025 ^ Nil) on account of Corporate Social Responsibility (CSR) included under Other Expenses.

(b) Gross Amount required to be spent by the company during the year is ^ 1.05 Crore

(c) Amount approved by the board to be spent during the year is ^ 1.05 Crore

a) On October 28, 2024, the Company sold its stake in Haryana Orbital Rail Corporation Limited (“HORCL”) (9.12 Crores equity shares representing 7.6% stake) to Allcargo Terminals Limited for a consideration of ' 115 Crores which included contingent consideration of ' 11 Crores payable after March 31, 2025 subject

to fulfilment of certain conditions. The said conditions have been fulfilled and balance of ' 11 Crores has been received on April 22, 2025. Profit on sale of investment of ' 23.8 Crores has been treated as an exceptional item.

b) Gati Import Export Trading Limited (GIETL), a wholly owned subsidiary of the Company, has discontinued its operations in FY 2021. Company’s investment in GIETL has been provided to extent of ^ 2 crores as on March 31, 2026, out of this ^ 0.05 Crores was provided in financial year 2024-25.

c) Net gain on sale of assets which are disclosed under “Assets held for Sale” is ^ 19 Crores (March 31, 2025 - Gain ^ 5 crores).

37. (a) Contingent liabilities and commitments Contingent liabilities

In the ordinary course of business, the Company faces claims by various parties. The Company assesses such claims and assertions and monitors the legal environment on an on-going basis with the assistance of external legal counsel, wherever necessary. The Company records a liability for any claims where a potential loss is probable and capable of being estimated and discloses such matters in its financial statements, if material. For potential losses that are considered possible, but not probable, the Company provides disclosure in the financial statements but does not record a liability in its accounts unless the loss becomes probable. The following is a description of claims and assertions where a potential loss is possible, but not probable.

(i) Contingent Liabilities (to the extent not provided for)

As at March 31, 2026

As at March 31, 2025 (Restated)

(a) Claim against the Company not acknowledged as debt

(i) Income tax Demand disputed in appeals and others (includes amount paid under protest ^ 4 Crore, previous year ^ 4 Crore)

12

12

(ii) Indirect Tax demand disputed in appeals (includes amount paid under protest ^ 2 Crore, previous year ? 2 Crore) (1)

53

55

(iii) Others®

9

6

Total

74

73

(All amounts in Indian Rupees crores, unless otherwise stated)(Wherever amounts are "0", the value is less than rupees fifty lakhs.)

(2) Other Claims

The Company is involved in legal proceedings, both as plaintiff and as defendant. There are claims which the Company does not believe to be of a material nature.

b) Bank Guarantee is issued to meet certain business obligations towards government agencies and certain customers.Bank guarantee amount as on March 31, 2026 is '4 Crores ( Previous year ' 10 Crores)

c) Under the approved demerger arrangement, all tax-related liabilities for periods up to 31 October 2025 (both direct taxes like income tax and indirect taxes like GST/customs, etc.) are the responsibility of Allcargo Global Limited, which is the “Resulting Company” after the demerger.

If any demand (Tax/Interest/penalty/fees/others) arisen on account of any pending proceedings (assessment, reassessment, adjudication,) of Direct Tax (Income Tax) or Indirect Tax (GST/Service Tax/VAT/CST) for those pre-demerger periods, Allcargo Global Limited must either directly pay it, or reimburse the current company for amounts paid.

Defined benefits - Gratuity

The Company provides gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/ termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service. The gratuity plan is a funded plan and the company makes contributions to recognised funds in India.

These defined benefit plans expose the Company to actuarial risks, such as currency risk, interest risk and market (investment) risk.

The Company expects ^ 9 crores to contribute to Gratuity Fund in the next year.

Defined benefits - Compensated absences

The Company provides for accumulation of leaves by certain categories of its employees. These employees can carry forward a portion of the unutilised leaves and utilise them in future periods or receive cash in lieu thereof as per the Company’s policy. The Company records a liability for such leaves in the period in which the employee renders the services that increases this entitlement. The total liability recorded by the Company towards this obligation is ^ 8 Crores and ^ 11 Crores as at March 31, 2026 and March 31, 2025, respectively.

Inherent risk

The plan is defined benefit in nature which is sponsored by the Company and hence it underwrites all the risk pertaining to the plan. In particular, this exposes the Company, to actuarial risk such as adverse salary growth, change in demographic experience, inadequate return on underlying plan assets. This may result in an increase in cost of providing these benefits to employees in future. Since the benefits are lump sum in nature, the plan is not subject to longevity risk.

The following tables analyse present value of defined benefit obligations, expense recognised in Statement of Profit and Loss, actuarial assumptions and other information.

During the year ended 31 March 2026, the Central Government of India has notified the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020 and the Occupational Safety, Health and Working Conditions Code, 2020, collectively referred to as the 'New Labour Codes', effective from 21 November 2025 primarily impacting the wage definition to be considered for the purpose of defined benefit obligation relating to gratuity.

The new Labour Codes introduced by the Government of India, inter alia , requires gratuity to be calculated based wages constituting at least 50% of total remuneration. This has resulted in an increase in gratuity benefits in respect of services rendered in prior periods, and accordingly, the Company has recognised amounting to ^ 1.4 crores during the year. In accordance with Ind AS 19, the past service cost has been recognised in the statement of profit and loss in the current year in which the plan amendment became effective.

B. Measurement of fair values

i. Valuation techniques and significant unobservable inputs

The fair value of cash and cash equivalents, bank balances, trade receivables, loans, investments in Debt instrument, borrowings, lease liabilities, trade payables and other financial assets and liabilities approximate their carrying amount largely due to the short-term nature of these instruments. The Company's loans have been contracted at market rates of interest. Accordingly, the carrying value of such loans approximate fair value.

During the previous year, Investments in equity instruments, which are classified as FVOCI are based on market price at the respective reporting date.

C. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

(i) Credit risk

(ii) Liquidity risk

(iii) Market risk

Risk management framework

The Company’s principal financial liabilities includes borrowings, Lease liabilities, trade payable and other financial liabilities. The main purpose of these financial liabilities is to finance the Company’s operations. The Company’s principal financial assets include Loans, trade receivables, cash and cash equivalents and other financial assets that derive directly from its operations.

The Company’s activities expose it to credit risk, liquidity risk and market risk. The Company’s primary risk management focus is to minimise potential adverse effects of market risk on its financial performance. The Company's exposure to credit risk is influenced mainly by the individual characteristic of each customer and the concentration of risk from the top few customers. The Company’s risk management assessment and policies and processes are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls, and to monitor such risks and compliance with the same. Risk assessment and management policies and processes are reviewed regularly to reflect changes in market conditions and the Company’s activities.

(i) Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s receivables from customers and loans given. Credit risk arises from cash held with banks and financial institutions, as well as credit exposure to customers, including outstanding accounts receivables. The maximum exposure to credit risk is equal to the carrying value of the financial assets. The objective of managing counterparty credit risk is to prevent losses in financial assets. The Company assesses the credit quality of the counterparties, taking into account their financial position, past experience and other factors.

a) Trade receivables

As per simplified approach, the Company makes provision of expected credit losses on trade receivables using a provision matrix to mitigate the risk of default payments and makes appropriate provisions at each reporting date whenever is for longer period and involves higher risk. The Company uses expected credit loss model to assess the impairment loss or gain in accordance with Ind AS 109. The Company uses a provision matrix to compute the credit loss allowance for trade receivables.

(ii) Liquidity risk

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at reasonable price. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of credit facilities to meet obligations when due. The Company's finance team is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior management. Management monitors the Company's liquidity position through rolling forecasts on the basis of expected cash flows. Besides, it generally has certain undrawn credit facilities which can be accessed as and when required ; such credit facilities are reviewed at regular intervals. Thus, no liquidity risk is perceived at present.

The Company's approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company's reputation.

(iii) Market Risk

Floating exchange rate

Floating exchange rate with reference to Market risk is the risk that changes in market prices - such as foreign exchange rates and interest rates - will affect the Company’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.

Foreign currency risk

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 total unhedged foreign currency exposure at the year end towards Trade Receivable & Trade Payable is ^ 0.08 Crores (Previous year ^ 0.1 Crores) and ^ Nil (Previous Year ^ 0.1 Crores) respectively. The Company does not have significant foreign currency exposure and hence, is not exposed to any significant foreign currency risk.

Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company exposure to the risk of changes in market interest rates relates primarily to the Company's long term and short term borrowing with floating interest rates. The Company constantly monitors the credit markets and rebalances its financing strategies to achieve an optimal maturity profile and financing cost.

(All amounts in Indian Rupees crores, unless otherwise stated)(Wherever amounts are "0", the value is less than rupees fifty lakhs.) Equity risk

The Company’s quoted equity instruments are susceptible to market price risk arising from uncertainties about future values of the investment securities. The reports on the equity portfolio are submitted to the Company’s senior management on a regular basis. The senior management reviews and approves all equity investment decisions.

41. Capital management

The Company’s policy is to maintain a stable and strong capital structure with a focus on total equity so as to maintain investors, creditors and market confidence and to sustain future development and growth of its business. In order to maintain the capital structure the Company monitors the return on capital, as well as the level of dividends to equity shareholders. The Company aims to manage its capital efficiently so as to safeguard its ability to continue as a going concern and to optimise returns to all its shareholders. For the purpose of the Company’s capital management, capital includes issued capital and all other equity reserves attributable to the equity holders and debt includes borrowings and lease liabilities.

43. Discontinued Operations

The management has decided to discontinue the business of Fuel stations, which meets the criteria for classification as a discontinued operation under Ind AS 105 - Non-current Assets Held for Sale and Discontinued Operations. Accordingly, the amounts pertaining to fuel stations segment have been disclosed under "Discontinued Operations" in the financial statements, and the corresponding figures for previous periods have been restated. Corporate costs have not been allocated to the discontinued operations.

1) Services to related parties

Services are rendered to related parties on the same terms as applicable to third parties in an arm’s length transaction and in the ordinary course of business. Such services generally include payment terms requiring related party to make payment within 30 days from the date of invoice.

2) Terms of receivable balances

Trade receivables outstanding balances are unsecured, interest free and require settlement in cash. No guarantee or other security has been received against these receivables. The amounts are recoverable within 30 days from the invoice date (31 March 2025: 30 days from the invoice date). For the year ended 31 March 2026, the Company has not recorded any impairment on receivables due from related parties (31 March 2025: Nil).

3) Terms of payable balances

Trade payables outstanding balances are unsecured, interest free and require settlement in cash. No guarantee or other security has been given against these payables. The amounts are payable within 30 days from the reporting date (31 March 2025: 30 days from the reporting date).

4) Compensation to KMP

The amounts disclosed in the table are the amounts recognised as an expense during the financial year related to KMP. The amounts do not include expense, if any, recognised toward post-employment benefits and other long-term benefits of key managerial personnel. Such expenses are measured based on an actuarial valuation done by compay. Hence, amounts attributable to KMPs are not separately determinable.

45. Composite Scheme of Arrangement for restructuring of business

On December 21, 2023, the respective Board of Directors of the Company, Allcargo Gati Limited (AGL), Allcargo Supply Chain Pvt. Ltd. (ASCPL), Gati Express and Supply Chain Pvt. Ltd. (GESCPL) and Allcargo Global Limited (“AGLo” - a recently formed entity) [Formerly known as Allcargo Worldwide Limited (formerly known as Allcargo ECU Limited)] considered and approved the restructuring of the business of the respective companies involved in the scheme by way of a composite scheme of arrangement (“Scheme”) in the following order:

(1) International Supply Chain (ISC) business of the Company would be demerged into AGLo - a recently formed entity,

(2) ASCPL and GESCPL would merge into AGL comprising the domestic supply chain business and

(3) AGL would merge into the Company.

The Scheme was approved by BSE Limited (“BSE”) and National Stock Exchange of India Limited (“NSE”). The Hon’ble National Company Law Tribunal, Mumbai Bench (“NCLT”), approved the Scheme on October 10, 2025 and the Certified True Copy of the Order along with sanctioned Scheme was received on October 17, 2025. The Company filed the Certified True Copy of the Order with Registrar of Companies (ROC) on November 01, 2025. Pursuant to the approved scheme, AGLo and AGL have issued and allotted the shares to their respective shareholders as on the record date i.e. November 12, 2025 and the Company has issued and allotted the shares to AGL shareholders as on the record date i.e. November 12, 2025 as a consideration in accordance with the Scheme.

A. The impact of the demerger of the ISC business from the Company to AGLo, has been given from the appointed date i.e. October 1, 2023, in order to comply with the approved scheme, instead of the effective date as per the scheme. However, such treatment overrides the requirements of the applicable Ind AS. According to the scheme the net assets of Rs. 157 crores have been transferred to the resultant entity i.e. AGLo on the appointed date and the financial information from that date is restated to give impact of the said demerger. Accordingly, the comparative information for the year ended March 31, 2025 have been restated.

B. The merger of ASCPL and GESCPL into AGL is considered on the appointed date of October 1, 2023, and the net assets of Rs. 306 crores have been accounted by AGL with the corresponding impact in its capital reserve.

C. The impact of the merger of AGL into the Company has been given from the effective date of November 1, 2025, when the scheme is consummated. Since the merger represents a transaction between entities under common control the same has been accounted for in accordance with Appendix C, Ind AS 103 (Business Combinations) from the beginning of the preceding period in the financial statements i.e. April 1, 2024, using the pooling of interest method, which is also in accordance with the Scheme. Accordingly, the comparative information for the period ended March 31, 2025 have been restated. On this merger net assets of Rs. 475 crores have been accounted by the Company, the value of investment held by the Company in AGL group of Rs. 1,272 crores are cancelled and the difference between the share capital issued as consideration and the amount of share capital of the transferor i.e. AGL have been transferred to Capital Reserve. Further as per the scheme, the debit balance in capital reserve is adjusted against the credit of special reserve account of Rs. 223 crores, securities premium account ' 601 crores and retained earnings of Rs. 699 crores respectively and the remaining balance debit in capital reserve is Rs. 237 crores.

D. The respective companies involved in the scheme have filed revised returns and accordingly the adjustment w.r.t. current and deferred tax have been considered in the restated previous financial years.

(1) The Company had given interest free loan to a wholly owned subsidiary “Gati Logistics Parks Private Limited (glpl)” amounting to ^ 20 Crores towards financing a project in an earlier year, where the operation is yet to commence. During the earlier financial year, the company has received repayment of loan amount to the tune of ^ 6 Crores and balance loan receivable amount of ^ 14 Crores had been provided as provision.

47. Employee share-based payment:

The Company has formulated employee share-based payment schemes with objective to attract and retain talent and align the interest of employees with the Company as well as to motivate them to contribute to its growth and profitability. The Company views employee stock options as instruments that would enable the employees to share the value they create for the Company in the years to come. For the year ended March 31, 2026 the Company recognised total expenses of ^ 1 Crore (March 31, 2025 - ^ Nil) related to Share based Payment schemes.

The Nomination and Remuneration Committee of the Board of Directors of the Company during the FY 2025-26 have granted 20,47,500 ESARs to the Employees of Allcargo Global Limited and Company. The necessary accounting for the above has been made in the books of accounts in the respective years. At present, following employee share-based payment scheme is in operation, details of which are given below:

Pursuant to the Composite Scheme of Arrangement the outstanding employee stock options granted under the existing ESOP scheme of Allcargo Gati Limited to eligible employees were replaced in accordance with the share exchange ratio approved under the Scheme. Accordingly, for every 1 (One) stock option outstanding under the erstwhile ESOP scheme, 6.3 (Six point Three) stock options of the Company were substituted/granted to the option holders. Further, these revision to the ESAR Plan shall be subject to obtaining all requisite approvals from the Nomination and Remuneration Committee ( Refer Note 45).

13 The volatility used in the Black-Scholes option-pricing model is the annualized standard deviation of the continuously compounded rates of return on the stock over a period of time. The period considered for the working is commensurate with the expected life of the options and is based on the daily volatility of the Company’s stock price on NSE.

14 There are no market conditions attached to the grant and vest.

48. The management has decided to discontinue the business of Fuel stations, which meets the criteria for classification as a discontinued operation under Ind AS 105 - Non-current Assets Held for Sale and Discontinued Operations. Accordingly, the amounts pertaining to fuel stations segment have been disclosed under "Discontinued Operations" in the financial statements, and the corresponding figures for previous periods have been restated. Corporate costs have not been allocated to the discontinued operations.(Refer Note 43)

49. The merged entity Allcargo Gati Limited completed the process of Qualified Institution Placement ("QIP") during the previous year. The placement document was filed on June 27, 2024 and after receipt of proceeds of ^ 169 Crores, 1,67,60,800 equity shares were allotted on June 28, 2024. The objective of raising funds through QIP issue was to repayment, in part, of certain outstanding borrowings availed, building new/ upgradation of operating units and funding development of proprietary technology and any other purposes as may be permissible under applicable law. A part of the amount was used for the purpose for which it was raised and the balance amount is invested in fixed deposit pending utilization.

50. The Board of Directors of the company have not recommended any dividend for the current financial year with an objective to conserve cash.

Notes:

1. The increase in the current ratio is primarily due to a rise in current assets, particularly income tax refund amount received during the year used to repay the shortterm borrowings

2. The debt service coverage ratio has improved as a result of higher earnings and a significant reduction in debt.

3. The decline in return on equity is attributable to decline in profitability.

4. The decrease in the trade payables turnover ratio is due to a increase in account payables compared to the previous year.

5. The rise in the net capital turnover ratio is linked to decrease in current Liabilities.

6. The net profit ratio has decreased owing to lower net profits compared to the previous year.

7. The return on capital employed has fallen due to a decline in profitability and increase in capital employeed.

8. Increase in ROI is attributed to new investments in mutual funds and unutilized QIP funds investment in Fixed Deposits

Definitions:

(a) Earning available for debt service = Net Profit after taxes Non-cash operating expenses like depreciation and other amortisations Interest other adjustments like loss on sale of Fixed assets etc.

(b) Debt service = Interest & Lease Payments Principal Repayments

(c) Average inventory = (Opening inventory balance Closing inventory balance) / 2

(d) Net sales = Net sales consist of gross sales minus sales return

(e) Average trade receivables = (Opening trade receivables balance Closing trade receivables balance) / 2

(f) Net purchases = Net purchases consist of gross purchases minus purchase return

(g) Net credit purchases = Net credit purchases consist of gross credit purchases minus purchase return

(h) Working capital = Current assets - Current liabilities.

(i) Earning before interest and taxes = Profit before exeptional items and tax Finance costs

(j) Capital Employed = Total Equity Total Debt

(k) Return on Investment (MV(T1) - MV(T0) - Sum [C(t)])

(MV(T0) Sum [W(t) * C(t)]) where,

T1 = End of time period, T0 = Beginning of time period, t = Specific date falling between T1 and T0 MV(Tl) = Market Value at T1, MV(T0) = Market Value at TO C(t) = Cash inflow, cash outflow on specific date

W(t) = Weight of the net cash flow (i.e. either net inflow or net outflow) on day ‘t’, calculated as [T1 - t] / T1

Note: l) Wherever amounts are "0", the value is less than rupees fifty lakhs.

2) None of the above mentioned party is related party as per the definition of "related party" under section 2(76) of the Companies Act, 2013.

(ii) The Company is in the continuous process of filing the charge satisfaction e-form with MCA, within the timelines, as and when it receives NOCs from the respective charge holders.

53. Other statutory information

(i) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period during current or previous financial year.

(ii) The Company has not traded or invested in Crypto currency or Virtual Currency during current or previous financial year.

(iii) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority during current or previous financial year.

(iv) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (intermediaries) during current or previous financial year 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

(v) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) during current or previous financial year with the understanding (whether recorded in writing or otherwise) that the company shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries

(vi) The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during current or previous financial 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) Loans or Advances in the nature of loans are granted to Promoters, Directors, KMPs and the Related Parties

(viii) The Company has not revalued it’s Property, Plant and Equipment (including Right of use assets) or intangible assets or both during current or previous financial year.

(ix) No proceedings have been initiated or are pending against the Company for holding any Benami property under the Benami Transactions (Prohibition) Act, 1988 and rules made thereunder.

(x) Compliance with Approved Composite Scheme of Arrangement

The Company has accounted for the composite scheme of arrangement in accordance with the accounting treatment as specified in the Scheme. (Refer Note - 45).

54. The Company has used certain accounting software’s 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 that software’s.

In respect of one of the accounting software used by the Company up to October 31, 2025, the books of account and other books and papers maintained in electronic mode were backed up as part of the Company’s regular data backup processes. However, the Company does not have sufficient supporting documentation to specifically evidence that such back-up was maintained on servers physically located in India on a daily basis during the period up to October 31, 2025. With effect from November 01, 2025, the Company has migrated to an accounting software on November 01, 2025 for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has been enabled and operated throughout such period for all relevant transactions recorded in such software.

Additionally, the audit trail of prior years has been preserved by the Company as per the statutory requirements for record retention to the extent it was enabled and recorded in respective years.

55 Financial Obligation

During the previous year the Company sold property, plant and equipments to M/s Capsave Finance Private Limited and M/s OPC Asset Solution Private Limited (the “Buyer”) amounting to ^ 24 Crores (excluding GST). In connection with these transactions, the Company and the Buyer entered into master lease agreements under which the Company agreed to lease back each of the properties for an initial term of 3,5 & 7 years.The proceeds received from the sale-leaseback transactions amounted to ^ 27 Crores.

The sale-leaseback transactions were considered to have “continuing involvement” at the inception of the lease as the Company continued to be subject to the risks and rewards of ownership of these assets. Consequently, such a transaction cannot be accounted for as a sale and leaseback transaction under Ind AS 116. As a result, the assets subject to the sale-leaseback remain on the balance sheet of the Company and are being depreciated while the funds received from the financer are accounted as regular borrowings. During the financial year, the Company recognized 5 4 Crore (March 31, 2025- 5 1 Crore)of depreciation expense on assets sold under the financing obligation recorded on the Company's balance sheet.

The Company has recorded a financing obligation of 522 Crore in the balance sheet ( 31st March,2025 - 26 Crore). During the Financial year the Company recognized 5 1.4 Crore (March 31, 2025- 0.47 Crore),of interest expense related to payments made under the financing obligation.

56. During the year ended March 31, 2025, a search was conducted by the Income-tax Authorities at the Company’s office premises and at the residences of certain key managerial personnel. The Company extended full cooperation during the course of the search and has continued to furnish information and clarifications as sought by the authorities from time to time. Necessary disclosures in relation to the search were made by the Company to the stock exchanges on 12 February 2025.

Subsequent to the search, the Company received a notice under Section 158BC of the Income-tax Act, 1961 for filing of return in respect of the block period. The Company has filed its return of income for the block period in response to the said notice, without any revision to the income assessed in earlier year Further, notices under Section 142(1) read with Section 158BC were issued by the Income-tax Authorities, in response to which the Company has furnished the requisite information, documents and explanations.

In respect of erstwhile subsidiary Allcargo Gati Limited, the assessment proceedings have been concluded and an order under Section 143(3) read with Section 158BC(l)(c) of the Income-tax Act, 1961 has been passed for the block period from 1 April 2018 to 5 April 2025 with ""Nil"" demand.