C. Measurement of fair values
(i) Fair valuation hierarchy
The fair value of investment property has been determined by external, independent property valuers, having appropriate recognised professional qualifications and recent experience in the location and category of the property being valued. The valuer is a registered valuer as defined under Rule 2 of Companies (Registered Valuers and Valuation) Rules, 2017.
The fair value measurement for all of the investment property has been categorised as a level 3 fair value based on the inputs to the valuation technique used (see note 2(E)).
(ii) Valuation technique
Discounted cash flows method and Market comparable method have been used for valuation. The valuation model considers the present value of net cash flows to be generated from the property, taking into account the expected rental growth rate, vacant periods, occupancy rate, lease incentive costs such as rent-free periods and other costs not paid by tenants, if any. The expected net cash flows are discounted using risk-adjusted discount rates. Among other factors, the discount rate estimation considers the quality of a building and its location (prime vs secondary), tenant credit quality and lease terms.
D. Investment property comprises of the following:
(i) The Company along with other co-owners, has developed a plot of land at 25 Barakhamba Road, New Delhi, where the Company's share is 15%. The registration of the said plot of the value of INR 427.60 Lacs (31 March 2024: INR 427.60 Lacs) in the name of the Company is pending. Refer details below:
D. Investment property comprises of the following: (Contd..)
(ii) The Company has given the investment properties located in New Delhi and Hyderabad on operating lease to some parties. Certain lease agreements are cancellable and some are noncancellable in nature. There are no contingent rents in the lease agreements. The lease terms are mainly for 3 to 5 years and are renewable at the option of the lessee. There are no restrictions imposed by lease agreements on realisability of the investment property. Although there are sublease rights given to the lessees, there are no sub-leases as on the reporting date.
(b) The Company has not revalued any intangible assets after initial recognition, during the year ended 31 March 2025 and 31 March 2024.
(c) Impairment
See accounting policy in note 3(g).
Impairment testing for cash generating unit containing goodwill
For the purpose of impairment testing, goodwill is allocated to the Company’s operating division which represents the lowest level within the Company at which goodwill is monitored for internal management purposes, not higher than the Company’s operating segment. The goodwill acquired through business combination has been allocated to CGU "Cuttack unit” which is part of the Building Solutions segment of the Company. The carrying amount of goodwill as at 31 March 2025 is INR 747.25 Lacs.
The cash flow projections include specific estimates for five years and a terminal growth rate thereafter. The terminal growth rate has been determined based on the management's estimate of the long-term compound annual EBITDA growth rate, consistent with the assumptions that a market participant would make.
Weighted average cost of capital % (WACC) = (We*Re) (Wd*Rd)
Re = Risk free return (market premium x beta for the Company) additional risk premium.
Rd = Cost of debt *(1-tax rate)
We,Wd = Average debt to capital ratio
The Company has performed sensitivity analysis around the base assumptions and has concluded that no reasonable change in key assumptions would result in the recoverable amount of the CGU to be less than the carrying value. Accordingly, no impairment charges were recognised for the year ended 31 March 2025 and 31 March 2024.
The cash flow projections include specific estimates for five years and a terminal growth rate thereafter. The terminal growth rate has been determined based on the management's estimate of the long-term compound annual EBITDA growth rate, consistent with the assumptions that a market participant would make.
Weighted average cost of capital % (WACC) = (We*Re) (Wd*Rd)
Re = Risk free return (market premium x beta for the Company) additional risk premium.
Rd = Cost of debt *(1-tax rate)
We,Wd = Average debt to capital ratio
The Company has performed sensitivity analysis around the base assumptions and has concluded that no reasonable change in key assumptions would result in the recoverable amount of the investments in subsidiary to be less than the carrying value. No impairment charges were recognised for the year ended 31 March 2025 and 31 March 2024.
(a) Equity shares designated as at fair value through other comprehensive income
The Company designated the investments shown below as equity shares at FVOCI because these equity shares represent investments that the Company intends to hold long-term for strategic purposes.
No strategic investments were disposed off during the year ended 31 March 2025 and 31 March 2024, and there were no transfers of any cumulative gain or loss within equity relating to these investments.
The Company has not traded or invested in Crypto currency or Virtual currency during the year ended 31 March 2025 and 31 March 2024.
Refer note 55(A) and 55(C) for the Group's exposure to fair value measurement, credit risk and market risk.
(ii) Rights, preferences and restrictions attached to the equity shares
The Company has only one class of equity shares having a face value of INR 10/- each. Accordingly, all equity shares rank equal with regard to dividends and share in the Company's residual assets on winding up. Each holder of equity share is entitled to one vote per share. The Company declares and pays dividends in Indian Rupees. The final dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.
In the event of liquidation of the Company, the equity shareholders 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.
As per records of the Company, including its register of shareholders/ members, the above shareholding represents both legal and beneficial ownership of shares.
(iv) Shares reserved for issue under Option
For details of shares reserved for issue under Employee Stock Option Schemes of the Company, refer note 42.
The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the general reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the general reserve will not be reclassified subsequently to profit or loss.
Dividends
After the reporting dates, the following dividends on equity shares were proposed by the Board of Directors subject to the approval at the Annual General Meeting; the dividends have not been recognised as liabilities.
Dividend paid during the year ended 31 March 2025 includes an amount of INR 22.50 per equity share towards final dividend for the year ended 31 March 2024. Dividends paid during the year ended 31 March 2024 include an amount of INR 25.00 per equity share towards final dividend for the year ended 31 March 2023 and an amount of INR 15.00 per equity share towards interim dividend for the year ended 31 March 2024.
The Board of Directors of the Company have recommended a final dividend of INR 30.00 per share (300%) on 17 May 2025 for the financial year ended 31 March 2025. There was no interim dividend declared during the financial year ended 31 March 2025.
(a) The Company’s borrowings are subject to compliance with certain pre-defined financial and other covenants, whereby the Company is required to meet certain specified financial ratios and other commitments/measures. During the current period, the Company has complied with the requirements of these loan agreements as at or for the year ended 31 March 2025 except for certain covenants in respect of the borrowings from Federal Bank and Kotak Mahindra bank. The management, has however, obtained necessary waivers from these lenders waiving the aforesaid breaches during the year ended 31 March 2025. Accordingly, these borrowings have been continued to be classified in accordance with their originally agreed repayment schedule in these financial statements.
(b) Represents interest free sales tax loan taken from a financial institution, which is repayable after 7 years from the date of its respective disbursement with the last installment falling due in August 2024. As per the agreement, these loans was secured by way of first charge on its entire assets of Sathariya unit, first charge on plant and equipment of its Balasore unit and collateral security of Corporate office building of the Company located at Gachibowli, Hyderabad. The loan amount was completely repaid during the current year and charge against the loan has been released.
(c) In respect of the following charges, the Company is in the process of collecting no due certificate from the respective parties and the same is expected to get closed in the next financial year. The charges on these loans are open with Registrar of Companies (ROC) Hyderabad: 1. Indian Oil Corporation Limited amounting to INR 4 Lacs.
(d) There were no delays / defaults in repayment of dues or delays in payment of interest to banks and financial institutions.
- Trade receivables are the amounts receivable by the Company from the Revenues from Contracts with customers and other operating revenues.
- The contract assets primarily relate to the Company’s rights to consideration for work completed but not billed at the reporting date.
- The contract liabilities primarily relate to the advance consideration received from customers and contract liabilities arising from loyalty programmes of the Company. The amount of INR 3528.32 Lacs included in contract liabilities at 31 March 2024 have been recognised as revenue during the year ended 31 March 2025 (31 March 2024: INR 3722.63).
No information provided about remaining performance obligations as at 31 March 2025 and 31 March 2024
that have an original expected duration of one year or less, as allowed by Ind AS 115.
33. Business combination
On 11 March 2024, the Company had entered into a Share subscription and purchase agreement (SSPA) (as amended) with Crestia Polytech Private Limited (‘Crestia’) for subscription and purchase of the shares of Crestia. Pursuant to the SSPA, Crestia entered into Share purchase agreements (SPAs) with the respective shareholders of Topline Industries Private Limited, Aditya Polytechnic Private Limited, Prabhu Sainath Polymers Private Limited (formerly known as "Sainath Polymers”) and Aditya Poly Industries Private Limited (formerly known as "Aditya Industries”) (Crestia and other entities as mentioned here are together referred to as ‘the Group entities’). Post completion of the agreed closing conditions, the Company obtained control over the Group entities effective 05 April 2024. The Company has made investment of INR 16,045.66 lakhs in the Group entities as on 31 March 2025 including amounts payables towards hold back consideration and contingent consideration payable.
35. Operating segments
The Company has presented segment information in the consolidated financial statements which are presented in the same financial report. Accordingly, in terms of paragraph 3 of Ind AS 108 'Operating Segments', no disclosures related to segment are presented in these standalone financial statements.
36. Employee benefits
The Company has the following post-employment benefit plans:
(a) Defined contribution plan
The following amount has been recognised as an expense in standalone statement of profit and loss on account of contribution to provident fund and other funds. There are no other obligations other than the contribution payable to the respective authorities.
(b) Defined benefit plan
In accordance with the ‘The Payment of Gratuity Act, 1972’, the Company provides for Gratuity, the Employees' Gratuity Fund Scheme (the Gratuity Plan), covering eligible employees. Liabilities with regard to such Gratuity Plan are determined by an actuarial valuation as at the end of the year and are charged to the standalone statement of profit and loss. This defined benefit plans expose the Company to actuarial risks, such as liquidity risk, interest rate risk, investment risk, etc.
Interest Rate risk: The plan exposes the Company to the risk of fall in interest rates. A fall in interest rates will result in an increase in the ultimate cost of providing the above benefit and will thus result in an increase in the value of the liability.
Liquidity Risk: This is the risk that the Company is not able to meet the short-term gratuity payouts. This may arise due to non availability of enough cash / cash equivalent to meet the liabilities or holding of illiquid assets not being sold in time.
Investment Risk: The probability or likelihood of occurrence of losses relative to the expected return on any particular investment.
The Gratuity plan is administered through Group Gratuity Scheme with Life Insurance Corporation of India ("LIC"). Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service or part thereof in excess of six months.
The Company has determined that, in accordance with the terms and conditions of the gratuity plan, and in accordance with statutory requirements (including minimum funding requirements) of the plan of the relevant jurisdiction, the present value of refund or reduction in future contributions is not lower than the balance of the total fair value of the plan assets less the total present value of obligations. As such, no decrease in the defined benefit asset is necessary at 31 March 2025 (31 March 2024: no decrease in defined benefit asset). Project unit credit method has been used for valuation.
The discount rate indicated above reflects the estimated timing and currency of benefit payments. It is based on the market yields of high quality corporate bonds on the valuation date.
The salary growth rate indicated above is the Company's best estimate of an increase in salary of the employees in future years, determined considering the general trend in inflation, seniority, promotions, past experience and other relevant factors such as demand and supply in employment market, etc.
Attrition rate indicated above represents the Company's best estimate of employee turnover in future (other than on account of retirement, death or disablement) determined considering various factors such as nature of business, retention policy, industry factors, past experience, etc.
iii. Sensitivity analysis
Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation and current service cost by the amounts shown below:
Although the analysis does not take account of the full distribution of cash flows expected under the plan, it does provide an approximation of the sensitivity of the assumptions shown.
There are no changes in the methods and assumptions used in preparing the sensitivity analysis from the previous year.
Expected contributions to the plan for the next annual reporting period
The Company expects to contribute a sum of INR 929.96 Lacs to the plan for the next annual reporting period (31 March 2024: INR 722.35 Lacs).
Maturity profile of the defined benefit obligation
Expected cash flows on undiscounted basis
Other commitments
(i) The Holding Company has issued a corporate guarantee of Euro 33.705 million (31 March 2024: Euro 33.705 million) at a commission of 0.50% p.a. on the outstanding guarantee amount, in favour of the wholly owned subsidiary company, HIL International GmbH, Germany on 27 September 2023 in respect of the loan taken by the subsidiary from ICICI Bank UK PLC, Germany. Further, the Holding company has extended an unconditional letter of financial support to HIL International GmbH and its subsidiaries ('the subsidiary group') to the extent necessary for the subsidiary group. This will enable the subsidiary group to continue to operate their business and meet their financial obligations for the foreseeable future and specifically at least until 31 December 2026. The Holding company will continue to make available such funds as are needed by the Subsidiary group.
(ii) The Company has issued a corporate guarantee of INR 4450 lakhs at a commission of 1% p.a. on the outstanding guarantee amount, in favour of the wholly owned subsidiary company, Crestia Polytech Private Limited, on 29 March 2025 in respect of the loan taken by the subsidiary from Axis Bank Limited.
(iii) The Company has issued a corporate guarantee of INR 1853 lakhs at a commission of 1% p.a. on the outstanding guarantee amount, in favour of the wholly owned Step down subsidiary company, Prabhu Sainath Polymers Private Limited, on 29 March 2025 in respect of the loan taken by the Step down subsidiary from Axis Bank Limited.
39. Contingent liabilities
A. Contingent liabilities (not provided for) in respect of:
|
Particulars
|
31 March 2025
|
31 March 2024
|
(a) Demand raised by the Income-tax authorities, being disputed by the Company1
|
1,181.10
|
1,180.92
|
(b) Demands raised by sales tax and Goods and service taxes authorities, being disputed by the Company2
|
10,247.35
|
8,591.89
|
(c) Demands (including penalties) raised by excise authorities, being disputed by the Company3
|
698.37
|
698.37
|
(d) Appeal filed by the Company before the High Court of
Judicature of Andhra Pradesh against the decision of appeal in favour of the Income-tax department pertaining to wealth tax matter.
|
56.98
|
56.98
|
(e) Pending cases with High Court where Income-tax department has preferred appeals
|
1,531.36
|
1,531.36
|
(f) Demand for property tax, being disputed by the CompanyA
|
-
|
-
|
(g) Other claims against the Company not acknowledged as debts 4
|
271.11
|
271.11
|
(h) There are other civil matters against the Company of which one such case is pertaining to certain mining activity performed by the Company in the past. The National Green Tribunal (“NGT”), New Delhi, disposed off the above case in the earlier year, directing that the restoration of mine to be carried out by State of Jharkhand; and filing of claims by the victims before the District Judge, Chaibasa for adjudication. Aggrieved by some of the findings in the aforesaid Orders and subsequent Orders passed by NGT, the Company filed a Civil Appeal before the Honourable Supreme Court of India. The Honourable Supreme Court of India directed to issue notice to other parties and maintain status in the meantime. During the earlier year, the district mining officer, Chaibasa, has sought payment of environment compensation of INR 1344 lakhs from the Company which is in wilful disobedience of the aforesaid order passed by the Honourable Supreme Court. The Company has responded accordingly. In view of the aforesaid Status Quo Order the further proceedings before NGT are being adjourned from time to time. Management believes that the final outcome of the above matter is not expected to be material on the financial statements.
subject to compliance of applicable laws. The original tax dues stand disposed in view of fresh tax computation within the provision of law. While the Company is awaiting fresh demand notice from GHMC consequent to the order of Honourable High Court, the management has created adequate provision basis its own assessment.
The Company is contesting various claims and demands and the Management believes that its position will likely be upheld in the process and accordingly no expense has been accrued in the standalone financial statements for such claims and demands received as the ultimate outcome of this process will not have a material adverse effect on the Company's standalone financial statements.
Pending resolution of the aforesaid respective proceedings, it is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above.
The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its standalone financial statements. The Company does not expect any reimbursements in respect of the above contingent liabilities.
B. On 28 February 2019, the Hon’ble Supreme Court of India has delivered a judgment clarifying the principles that need to be applied in determining the components of salaries and wages on which Provident Fund (PF) contributions need to be made by establishments. However, considering that there are numerous interpretative issues relating to retrospective application of this judgement, the Company has made a provision for provident fund contribution based on the best estimate during the . earlier year. The Company will evaluate its position and update its provision, if required, on receiving further clarity on the subject.
# During earlier year, the Company made provision for the dividend receivable amounting to INR 9.01 Lacs from Supercor Industries Limited ("Supercor") as the receipt of same is considered to be doubtful. Further, the Company has also made provision for value of investment in Supercor in the books of account amounting to INR 142.60 Lacs.
* Payment of insurance costs are made for the Company as a whole, the amount pertaining to the key management personnel is not ascertainable, therefore, not included above.
** The related party loan given to HIL International GmbH, Germany in the earlier year, was for the purpose of partly financing the acquisition of 100% shareholding of Parador Holding GmbH, Germany. The outstanding loan amount is repayable in three instalments starting 16 August 2027 upto 16 August 2029. The said loan carries an interest rate of 8% p.a. (31 March 2024: 8% p.a.).
aaa During the current year, the Company has given a corporate guarantee (CG) at a commission of 1% p.a on the outstanding CG amount to Crestia Polytech Private Limited and Prabhu Sainath Polymers Private Limited. aa During the earlier year, the Company has given a loan and a corporate guarantee (CG) at a commission of 0.50% p.a on the outstanding CG amount to HIL International GmbH, Germany. a Disclosures are including Goods and Services Tax, wherever applicable.
42. Share based payments
A. Description of share-based payment arrangements
Employee stock option scheme (equity-settled)
The Company provides share-based payment schemes to its eligible employees as identified in the employee stock option schemes. The relevant details of these schemes and the grants are as below:
On 12 August 2019, the Nomination and Remuneration cum Compensation Committee of the Board of Directors of the Company approved the HIL Employees Stock Option Scheme 2019 (ESOP scheme 2019) for issue of stock options to identified employees of the Company.
On 27 January 2023, the Nomination and Remuneration cum Compensation Committee of the Board of Directors of the Company approved the HIL Employees Stock Option Scheme 2023 (ESOP scheme 2023) for issue of stock options to identified employees of the Company. Subsequently, the scheme was approved by the Shareholders of the Company on 04 April 2023, through Postal Ballot process.
According to the scheme, eligible employees identified by the Nomination and Remuneration cum Compensation Committee are entitled to options, subject to satisfaction of the prescribed vesting conditions.
The expected life of the stock is based on current expectations and is not necessarily indicative of exercise patterns that may occur. The expected volatility reflects the assumption that the historical volatility over a period similar to the life of the options is indicative of future trends, which may not necessarily be the actual outcome. The weighted average remaining contractual life for the stock options outstanding is 3.90 years (31 March 2024: 4.90 years).
There are no share exercised during the year ended 31 March 2025. The weighted average share price at the date of exercise for share options exercised during the year ended 31 March 2024 was INR 2809.20 per share.
43. Service concession arrangement
On 21 March 2011, the Company entered into a service concession agreement with Gujarat Urja Vikas Nigam Limited (the grantor) to provide the service of generation of electricity and selling the same to grantor. The Power Plant was commissioned and available for use on 18 April 2011. Under the terms of the agreement, the Company will sell all available capacity of electricity generated from the 1.8 MW wind power plant at village Vandhiya, Gujarat for a period of 25 years at a fixed rate of INR 3.56 per kwh for delivered energy as certified by state electricity authority of Gujarat state load dispatch center ("SLDC"), starting from 18 April 2011 (commercial operation date). The Company will be responsible for any maintenance services required during the concession period. The Company does not expect major repairs to be necessary during the concession period.
On 24 September 2014, the Company entered into a service concession agreement with Ajmer Vidyut Vitran Nigam Limited (the grantor) to provide the service of generation of electricity and selling the same to grantor. The Power Plant was commissioned and available for use on 30 September 2014. Under the terms of the agreement, the Company will sell all available capacity of electricity generated from the 2 MW wind power plant at village Rajgarh, district Jaisalmer for a period of 25 years at a fixed rate of INR 5.31 per kwh for the delivered energy conforming the standards as approved by Rajasthan Electricity Regulatory Commission ("RERC"), starting from 30 September 2014 (commercial operation date). The Company will be responsible for any maintenance services required during the concession period. The Company does not expect major repairs to be necessary during the concession period.
The Company recognised service concession arrangement with Gujarat Urja Vikas Nigam Limited and Ajmer Vidyut Vitran Nigam Limited under intangible asset model, on the basis that the Company will receive variable amount of revenue from the respective DISCOMs in Gujarat and Rajasthan depending upon the actual amount of electricity generated and supplied to the respective DISCOMs. The DISCOMs has not assured any minimum amount of proceeds to the Company. The Company bears the demand risk and the right to receive cash from the DISCOMs is not unconditional i.e. it depends upon the actual amount of electricity generated and supplied to the DISCOMs.
The service concession agreements with the Gujarat Urja Vikas Nigam Limited and Ajmer Vidyut Vitran Nigam Limited does not contain a renewal option. The standard rights of the grantor to terminate the agreement in both the arrangements include poor performance by the Company and the event of a material breach of the terms of the agreement by the Company. The standard rights of the Company to terminate the agreement in both the arrangements include failure of the grantor to make payment under the agreement and a material breach by the grantor of the terms of the agreement.
During the year, the Company has recorded revenue of INR 151.18 Lacs (31 March 2024: INR 220.62 Lacs) on generation of power, and recorded profit of INR 22.96 Lacs (31 March 2024: INR 39.81 Lacs).
The Company aims to maintain a strong capital base so as to maintain the confidence of all stakeholders and to sustain future development of the 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 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 and debt represents non-current borrowings and current borrowings.
46. Expenditure incurred on research and development
Revenue expenditure debited to respective heads of accounts includes expenditure incurred on Research and Development during the year amounting to INR 706.26 Lacs (31 March 2024: INR 645.76 Lacs) and assets / equipment purchased for research activities of INR 118.92 Lacs (31 March 2024: INR 124.82 Lacs) disclosed under Property, plant and equipment.
48 .The Company has established a comprehensive system of maintenance of information and documents
as required by the transfer pricing legislation under Sections 92-92F of the Income-tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company is in the process of updating the documentation for the international transactions entered into with the associated enterprise during the financial year and expects such records to be in existence latest by 31 October 2025, as required by law. The Management confirms that its international transactions are at arm’s length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expenses and that of provision for taxation.
49 . The Company has a process whereby periodically all long term contracts (including derivative contracts)
are assessed for material foreseeable losses. At the year end, the Company has reviewed and ensured that adequate provision as required under any law / accounting standards for material foreseeable losses on such long term contracts (including derivative contracts), if any, has been made in the books of account.
As at balance sheet date, the Company is not exposed to future cash flows for extension / termination options, residual value guarantees and leases not commenced to which lessee is committed.
The Company does not face a significant liquidity risk with regard to its lease liabilities as the current assets are sufficient to meet the obligations related to lease liabilities as and when they fall due.
The Company has taken certain rented premises on lease with contract terms within one year. These leases are short-term in nature and the Company has elected not to recognise right-of-use-assets and lease liabilities for these assets. The Company has incurred following expenses relating to short-term leases for which the recognition exemption has been applied (refer note 31).
a) Interest in subsidiary
(i) The Company incorporated a wholly owned subsidiary "HIL International GmbH” at Germany on
04 July 2018 which acquired 100% shareholding of Parador Holding GmbH, Germany through sale and purchase agreement dated 11 July 2018 and completed the acquisition on 27 August 2018.
(ii) The Company had entered into a Share subscription and purchase agreement (SSPA) (as amended) with Crestia Polytech Private Limited (‘Crestia’) for subscription and purchase of the shares of Crestia. Pursuant to the SSPA, Crestia entered into Share purchase agreements (SPAs) with the respective shareholders of Topline Industries Private Limited, Aditya Polytechnic Private Limited, Prabhu Sainath Polymers Private Limited (formerly known as ‘‘Sainath Polymers”) and Aditya Poly Industries Private Limited (formerly known as "Aditya Industries”) (Crestia and other entities as mentioned here are together referred to as ‘the Group entities’). Post completion of the agreed closing conditions, the Company obtained control over the Group entities effective
05 April 2024. The Company has made investment of INR 16,045.66 lakhs in the Group entities as on 31 March 2025.
c) The Company in financial year 1979-80 had invested in Supercor Industries Limited, Nigeria ("Supercor"). Supercor suspended its operations from November 2015 and closed its offices because of which it has not prepared any financial statements since then. Therefore, the Company has been unable to incorporate the requisite financial information, if any, of Supercor in its consolidated financial statements as required under Section 129(3) of the Companies Act, 2013 and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Company’s investment in Supercor as at 31 March 2025 amounts to INR NIL (31 March 2024: INR NIL), after considering the provision for diminution in value of investments amounting to INR 142.60 Lacs (31 March 2024: INR 142.60 Lacs). During the previous year, on the basis of the request filed by the Company, an intimation was received from Reserve Bank of India for suspension of the Unique Identification Number allotted to Supercor. The Management does not foresee any future liability on account of any claim, with respect to Supercor over and above the amount invested in Supercor.
The above loan given to HIL International GmbH, Germany was for the purpose of partly financing acquisition of 100% shareholding of Parador Holding GmbH, Germany. The outstanding loan amount is repayable in three instalments starting 16 August 2027 upto 16 August 2029. The said loan carries an interest rate of 8% p.a. (31 March 2024: 8% p.a.).
** During the year ended 31 March 2024, the Company has given a loan to HIL International GmbH, Germany amounting to INR 1606 Lacs for regular business purpose, which was repaid fully during the year ended 31 March 2024. The said loan carried an interest rate of 8% p.a.
The Company has given a long-term loan of Euro 3 million (INR 2788.43 Lacs) and Euro 4 million (INR 3641.30 Lacs) to its wholly owned subsidiary (WOS) HIL International GmbH, Germany on 01 October 2024 and 14 August 2023 respectively for the purpose of meeting its financial requirements especially the working capital requirements. The same is outstanding as at the year end. The said loan carries an interst rate of 8% p.a.
During the year ended 31 March 2025, the Company has issued a corporate guarantee (CG) of INR 4450 Lacs and INR 1853 Lacs at a commission of 1% p.a on the outstanding CG amount, in favour of the wholly owned subsidiary company, Crestia Polytech Private Limited and wholly owned step-down subsidiary company, Prabhu Sainath Polymers Private Limited, on 29 March 2025 in respect of the loan taken by them from Axis Bank Limited.
During the year ended 31 March 2024, the Company has issued a corporate guarantee (CG) of Euro 33.705 million at a commission of 0.50% p.a on the outstanding CG amount, in favour of HIL International GmbH, in respect of the loan taken by HIL International GmbH from ICICI bank UK PLC, Germany.
B. Measurement of fair values
i. Valuation technique and significant unobservable inputs
Derivative assets / liabilities: The fair value is determined using forward exchange rates at the reporting date and present value calculations based on high credit quality yield curve in the respective currencies.
Investment in equity instruments: The fair value is determined based on the value determined as per discounted cash flows approach as on the reporting date.
ii. Transfer between Level 1 and 2
There have been no transfers from Level 2 to Level 1 or vice-versa in 2024-25 and no transfers in either direction in 2023-24.
C. Financial risk management
The Company has exposure to the following risks arising from financial instruments:
a) Liquidity risk
b) Market risk
c) Credit risk
Risk management framework
The Company’s Board of Directors has overall responsibility for the establishment and deployment of risk management framework. The Board of Directors has adopted a Risk Policy, which empowers the management to access and monitoring the risk management parameters along with action taken and the same is updated to Board of Directors.
The Company's risk management policies are established to identify and analyse the risks being 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 Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.
The Company's audit committee oversees how management monitors compliance with the Company's risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risk faced by the Company. The audit committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and adhoc reviews of risk management controls and procedures, the result of which are reported to the audit committee.
a) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. 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.
As disclosed in Note 17, the Company has a secured bank loan that contains a loan covenant. A future breach of covenant may require the Company to repay the loan earlier than indicated. Under the agreement, the covenant is monitored on a regular basis by the treasury department and regularly reported to the Management to ensure compliance with the agreement.
The interest payments on variable interest rate loans reflect market forward interest rates at the reporting date and these amounts may change as market interest rates change.
The Company aims to maintain the level of its cash and cash equivalents at an amount in excess of expected cash outflows on financial liabilities (other than trade payables). The Company also monitors the level of expected cash inflows on trade receivables and loans together with expected cash outflows on trade payables and other financial liabilities.
Exposure to liquidity risk
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts reflect the principal amounts that are gross and undiscounted, and exclude the impact of netting agreements.
b) Market risk
Market risk is the risk that results from changes in market prices - such as foreign exchange rates, interest rates and others - 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.
The Company uses derivatives to manage market risks.
i) Foreign currency risk
The Company is exposed to currency risk to the extent that there is a mismatch between the currencies in which sales and purchases are denominated. The functional currency for the Company is Indian Rupees. The currencies in which these transactions are primarily denominated is US dollars and Euros. The Company does not enter into any derivative instruments for trading or speculative purposes.
Currency risks related to the principal amounts of the Company’s US dollar trade payables and Euro loan and interest receivables have been hedged using forward contracts that mature on or before the same dates as the payables and receivables are due for repayment. These contracts are designated as derivatives.
Generally, borrowings are denominated in currencies that matter the cash flows generated by the underlying operations of the Company. In addition, interest on borrowings is denominated in the currency of the borrowing. This provides an economic hedge without derivatives being entered into and therefore, hedge accounting is not applied in these circumstances.
In respect of other monetary assets and liabilities denominated in foreign currencies, the Company’s policy is to ensure that its net exposure is kept to an acceptable level by buying or selling foreign currencies at spot rates when necessary to address short-term imbalances.
Exposure to currency risk5
The summary of data about the Company's exposure to unhedged currency risk (based on notional amounts) as reported to the management is as follows:
Derivative assets and liabilities
Foreign currency exposures of the Company are hedged by way of forward contracts. These contracts are entered with Banks with AA , based on crisil ratings. Therefore, no risk is expected.
Sensitivity analysis
A reasonably possible strengthening (weakening) of the INR, US dollar or Euro against all other currencies at 31 March would have affected the measurement of financial instruments denominated in a foreign currency and affected equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant and ignores any impact of forecast sales and purchases.
c) 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.
Trade receivables :
Customer credit risk is managed by the respective department subject to Company's established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on individual credit limits as defined by the Company. Outstanding customer receivables are regularly monitored.
An impairment analysis is performed at each reporting date on an individual basis. The calculation is based on historical data of credit losses. The following table provides information about the exposure to credit risk and expected credit loss (ECL) for trade receivables.
The Company uses an allowance matrix to measure the ECL of trade receivables from individual customers, which comprise a very large number of small balances. Based on the industry practice and the business environment in which the entity operates, Management considers that the trade receivables are in default if the payments are more than 180 days past due.
Loss rates are based on actual credit loss experience over the past 5 years.
Security deposits
Security deposits are primarily given to electricity authorities of states across India. Recoverability of these deposits is probable and no risk is expected.
Contract assets
Contract assets are the unbilled revenues to the state electricity boards of Gujarat, Rajasthan and Tamil Nadu, towards the sale of electricity generated from Wind Turbine Generators of the Company, situated at those locations. Refer Note 43 for details. Recoverability of these receivables is probable and no risk is expected.
Loans and interest accrued on loans to subsidiary
The Company has advanced interest bearing long term loans to its wholly owned subsidiary (WOS) HIL International GmbH. Receipt of the principal and interest amounts of these loans is probable and no risk is expected.
Corporate guarantee fee receivables
During the year ended 31 March 2024, the Company has issued a corporate guarantee (CG) of Euro 33.705 million at a commission of 0.50% p.a on the outstanding CG amount, in favour of HIL International GmbH, in respect of the loan taken by HIL International GmbH from ICICI bank UK PLC, Germany. Receipt of such fee is probable and the Company expects no risk in its recoverability.
During the year ended 31 March 2025, the Company has issued a corporate guarantee (CG) of INR 4450 Lacs and INR 1853 Lacs at a commission of 1% p.a on the outstanding CG amount, in favour of the wholly owned subsidiary company, Crestia Polytech Private Limited and wholly owned step-down subsidiary company, Prabhu Sainath Polymers Private Limited, on 29 March 2025 in respect of the loan taken by them from Axis Bank Limited. Receipt of such fee is probable and the Company expects no risk in its recoverability.
Other receivables
The balances under other receivables is primarily the dividend receivables from the Company's investment in Supercor. As Supercor is inoperative (refer note 53(c)) the Company has considered the entire balances as credit impaired in its books.
Cash and cash equivalents and other bank balances
The cash and cash equivalents and other bank balances are held with banks. Credit risk on cash and cash equivalents and deposits with banks and financial institutions are generally low as the said deposits have been made with the banks and financial institutions who have been assigned high credit rating by international and domestic credit rating agencies.
Derivatives
The derivatives are entered into with bank and financial institutions who have been assigned high credit rating by international and domestic credit rating agencies
57. Benami property
There are no proceeding initiated or pending against the Company as at 31 March 2025 and 31 March 2024, under Prohibition of Benami Property Transactions Act, 1988 (as amended in 2016).
58. Wilful defaulter
The Company is not declared a wilful defaulter by any bank or financial Institution or other lender.
59. Undisclosed incomes
The Company has no such transaction which is not recorded in the books of account that has been surrendered or disclosed as income during the year or previous year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other provisions of the Income Tax Act, 1961).
60. (i) 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) except that the Company has given a long-term loan of Euro 3 million (INR 2788.43 Lacs) to its wholly owned subsidiary (WOS) HIL International GmbH, Germany on 01 October 2024. This loan was ulitilised by the subsidary Company for further advancing the loan to Parador GmbH, Germany, a wholly owned step down subsidary on 10 October 2024 for the purpose of meeting its financial requirements especially the working capital requirements. The same is outstanding as at the year end. The said loan carries an interst rate of 8% p.a.. The Company has complied with the relevant provisions of the Foreign Exchange Management Act, 1999 (42 of 1999) and the Companies Act, 2013. Such transactions are not violative of the Prevention of Money-Laundering Act, 2022 (15 of 2003).
(ii) 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.
62 . There are no loans or advances in the nature of loans granted to promoters, directors, KMP's and the related parties (as defined under the Companies Act, 2013) either severally or jointly with any other person, that are :
a) repayable on demand; or
b) without specifying any terms or period of repayment
63. Compliance with number of layers of companies prescribed under clause (87) of Section 2 of the Companies Act, 2013 read with Companies (Restriction on number of Layers) Rules, 2017 is not applicable.
64 .The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year. Also refer note 65.
65. Pursuant to the provisions of Sections 230 and 233, and all other applicable provisions, if any, of the Companies Act, 2013, and in accordance with the enabling provisions of the Memorandum of Association and Articles of Association of Crestia Polytech Private Limited, Aditya Poly Industries Private Limited, Aditya Polytechnic Private Limited, Prabhu Sainath Polymers Private Limited, and Topline Industries Private Limited (herein after referred to as the ‘Transferor Companies’), and BirlaNu Limited (formerly known as ‘HIL Limited’) (herein after referred to as the ‘Transferee Company’), and after securing the required approvals from the Board of Directors in their meetings held on 6 February 2025, subject to the requisite approval of the shareholders / creditors of the respective Companies, the aforementioned transferor companies and transferee company have filed the necessary ‘Company Applications’ seeking approval of the Scheme of Amalgamation of the Transferor Companies with the Transferee Company before the Hon’ble National Company Law Tribunal (‘NCLT’), the Kolkata Bench and the Hyderabad Bench. The said Company Applications are pending for consideration before the said Hon’ble NCLTs.
66. Certain land and buildings classified under non-current assets held for sale as identified in the previous year have been sold during the year. Profits arising on the sale transactions have been reported under Exceptional items amounting to INR 8189.41 Lacs (31 March 2024: INR 3721.29 Lacs).
67. Ministry of Corporate Affairs has approved the application for the change of the Company’s name from 'HIL Limited' to 'BirlaNu Limited,' effective 19 March 2025.
1
Income-tax demand comprises of demand from the Indian tax authorities upon completion of their assessment. The tax demands are mainly on account of disallowance of the benefit on research & development expenses, other expenses not allowed.
2
The demands raised by the sales tax authority are mainly towards enhancement of turnover due to certain disallowances, entry tax on stock transfers and local sales tax demand upon completion of assessment and various other miscellaneous cases raised by the respective state authorities.
**During the year ended 31 March 2023, the Company received a demand from Goods and Services Tax Department, Government of Tamil Nadu, Chennai amounting to INR 7160 lakhs for the period 01 July 2017 to 31 August 2022, with regards to HSN (Harmonized System Nomenclature) Classification code of one of the product sold by the Company. The Company challenged the said Orders by filing Appeals before Deputy Commissioner (Appeals), Chennai. Aggrieved by the order of the Appellate Authority confirming the demand, the Company has challenged the said Orders in the Honourable High Court of Madras by filing writ petition. Further, during the previous year, a demand for an amount of INR 470 lakhs was received by the Company from Goods and Services Tax Department, Government of Tamil Nadu, Chennai on this matter for the period 01 September 2022 to 31 March 2023. As on 31 March 2025, the Company has considered the aforesaid amount of INR 7630 lakhs as Contingent liability.
3
The demand raised by the excise authority is mainly towards excise duty demand including interest and penalty towards disallowance of availment of CENVAT credit and wrong classification of products as taxable versus exempt product.
4
Other claims against the Company not acknowledged as debt mainly includes liability towards fuel surcharge adjustment disputed with electricity board for the financial year 2008-09 and 2009-10.
a Greater Hyderabad Municipal Corporation ("GHMC") had served property tax demand notices on the Company claiming outstanding property tax to the tune of INR 1083 lacs and the same was considered as contingent liability. The Company challenged the said demand notices in the Honourable High Court of Telangana ("High Court"). During the earlier year, the Honourable High Court has passed an order directing GHMC to reassess the tax dues
5
Refer note 52 for details of hedged foreign currency exposure of the Company, the same are reported as derivative assets and liabilities under financial assets and financial liabilities.
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