M. Provisions and Contingent Liabilities
The Company creates a provision when there is present obligation as a result of a past event that probably
requires an outflow of resources and a reliable estimate can be made of the amount of the obligation.
A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that
may, but probably will not, require an outflow of resources. The Company also discloses present obligations
for which a reliable estimate cannot be made. When there is a possible obligation or a present obligation in
respect of which the likelihood of outflow of resources is remote, no provision or disclosure is made.
N. Fair Value Measurement
The Company measures its qualifying financial instruments at fair value on each Balance Sheet date.
Fair value is the price that would be received against sale of an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date. The fair value measurement is based
on the presumption that the transaction to sell the asset or transfer the liability takes place in the accessible
principal market or the most advantageous accessible market as applicable. The Company uses valuation
techniques that are appropriate in the circumstances and for which sufficient data is available to measure fair
value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised
within the fair value hierarchy into Level I, Level II and Level III based on the lowest level input that is significant
to the fair value measurement as a whole.
For assets and liabilities that are fair valued in the financial statements on a recurring basis, the Company
determines whether transfers have occurred between levels in the hierarchy by re-assessing categorisation
(based on the lowest level input that is significant to the fair value measurement as a whole) at the end of
each reporting period. For the purpose of fair value disclosures, the Company has determined classes of
assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of
the fair value hierarchy.
O. Recent Accounting Pronouncements:
Ministry of Corporate Affairs (‘MCA') notifies new standard or amendments to the existing standards under
Companies (Indian Accounting Standards) Rules as issued from time to time. For the year ended March 31,
2025, MCA has not notified any new standards or amendments to the existing standards applicable to the
Company.
NOTE 22 - EARNINGS PER EQUITY SHARE
Earnings Per Share (EPS) - The Company presents basic and diluted earnings per share (“EPS”) data for its
ordinary shares. Basic EPS is calculated by dividing the net profit or loss attributable to ordinary shareholders of
the Company by the weighted average number of ordinary shares outstanding during the year. The weighted
average number of shares outstanding during the year is adjusted for events such as rights issue (including the
bonus element) that have changed the number of shares outstanding.
For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to ordinary
shareholders and the weighted average number of ordinary shares outstanding is adjusted for the effects of all
dilutive potential ordinary shares.
NOTE 24 - LEGAL DISPUTES IN PROJECTS UNDERTAKEN BY THE COMPANY
i. Company has entered into a Development Agreement with M/s. Krishna Sagar Builders Ltd. to develop a
property situated at Charkop Village, Kandivali (West) admeasuring total area of 1138.78 Sq. Mtrs (Developable
Area: 984.90 Sq Mtrs) the total amount incurred on the said project is Rs. 446.62 Lacs as on 31st March, 2025
which is under Legal Dispute.
ii. The company has entered into a Joint Venture Agreement with M/s. Krishna Developers through its proprietor
Mr. Rajiv Kashyap to develop the property situated at CTS No.484 at Gulmohar Road, Juhu, Mumbai. The total
amount incurred on the said project is Rs. 147.45 Lacs as on 31st March, 2013, which is also under Dispute but
The Company has a defined benefit gratuity plan in India (unfunded). The Company's defined benefit gratuity
plan is a final salary plan for employees. Gratuity is paid from Company as and when it becomes due and is
paid as per Company scheme for Gratuity.
Risks associated with defined benefit plan: Gratuity is a defined benefit plan and entity is exposed to the
following Risks:
a. Salary Risk: The present value of the defined benefit plan liability is calculated by reference to the future
salaries of members. As such, an increase in the salary of the members more than assumed level will
increase the plan's liability.
b. Interest rate risk: A fall in the discount rate which is linked to the Government Securities Rate will
increase the present value of the liability requiring higher provision.
c. Asset Liability Matching Risk: The plan faces the ALM risk as to the matching cash flow. Entity has to
manage pay-out based on pay as you go basis from own funds.
d. Mortality risk: Since the benefits under the plan is not payable for life time and payable till retirement
age only, plan does not have any longevity risk.
Characteristics of defined benefit plans:
a. During the year, there were no plan amendments, curtailments and settlements.
b. Gratuity plan is unfunded.
28. There are no dues to Micro and Small Enterprises as at 31st March, 2025. This information as required to be
disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to
the extent such parties have been identified on the basis of information available with the company.
29. Foreign Currency Transactions: Earning / Expenditure in foreign currency Rs. Nil (P.Y. Rs. Nil).
30. Segment Reporting: In the opinion of the Management, the Company is operating in a single segment only
as per the provisions of the Ind AS 108.
31. In accordance with Accounting standard ‘AS -18' relating to Related Party Disclosures, information pertinent
to related party transaction is given as under: -
32. FAIR VALUE
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
in the principal (or most advantageous) market at the measurement date under current market conditions
(i.e., an exit price), regardless of whether that price is directly observable or estimated using a valuation
technique. In order to show how fair values have been derived, financial instruments are classified based on a
hierarchy of valuation techniques. This note describes the fair value measurement of both financial and non¬
financial instruments.
Valuation Framework:
The Group has an internal fair value assessment team which assesses the fair values for assets qualifying for
fair valuation.
i. The Group's valuation framework includes:
a. Benchmarking prices against observable market prices or other independent sources;
b. Development and validation of fair valuation models using model logic, inputs, outputs and
adjustments.
c. These valuation models are subject to a process of due diligence and validation before they
become operational and are continuously calibrated. These models are subject to approvals by
various functions including risk, treasury and finance functions. Finance function is responsible
for establishing procedures, governing valuation and ensuring fair values are in compliance with
accounting standards.
ii. Fair values of financial assets, other than those which are subsequently measured at amortised cost,
have been arrived at as under:
a. Fair values of Investments held for trading under FVTPL have been determined under level 1 using
quoted market prices of the underlying instruments;
b. Fair values of other investments under FVOCI have been determined under level 1 using quoted
market prices of the underlying instruments;
The Group has determined that the carrying values of cash and cash equivalents, bank balances, trade
receivables, short-term loans, floating rate loans, trade payables, short-term debts, borrowings, bank
overdrafts and other current liabilities are a reasonable approximation of their fair value and hence their
carrying value are deemed to be fair value.
33. FAIR VALUE HIERARCHY
The Company determines fair values of its financial instruments according to the following hierarchy:
Level 1: valuation based on quoted market price: financial instruments with quoted prices for identical
instruments in active markets that the Company can access at the measurement date.
Level 2: valuation based on using observable inputs: financial instruments with quoted prices for similar
instruments in active markets or quoted prices for identical or similar instruments in inactive markets and
financial instruments valued using models where all significant inputs are observable.
Level 3: valuation technique with significant unobservable inputs: - financial instruments valued using
valuation techniques where one or more significant inputs are unobservable.
34. FINANCIAL RISK MANAGEMENT
The Company's business activities are exposed to a variety of financial risks, namely liquidity risk, market
risks and credit risk. The Company's senior management has the overall responsibility for establishing and
governing the Company's risk management framework. The Company has constituted a core Management
Committee, which is responsible for developing and monitoring the Company's risk management policies.
The Company's risk management policies are established to identify and analyse the risks faced by the
Company, to set and monitor appropriate risk limits and controls, periodically review the changes in market
conditions and reflect the changes in the policy accordingly. The key risks and mitigating actions are also
placed before the Audit Committee of the Company.
A. Market Risk: Market risk is the risk that the fair value of future cash flows of a financial instrument will
fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate
risk, currency risk and another price risk. Financial instruments affected by market risk include loans and
borrowings and deposits.
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. This risk exists mainly on account
of borrowings of the Company. However, all these borrowings are at fixed interest rate and hence the
exposure to change in interest rate is insignificant.
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 Company is not exposed to
significant foreign currency risk as at the respective reporting dates.
Price Risk: The Company is mainly exposed to the price risk due to its investment in debt mutual funds.
The price risk arises due to uncertainties about the future market values of these investments.
B. Credit Risk: Credit risk is the risk that counterparty will not meet its obligations under a financial
instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from
its operating activities (primarily trade receivables) and other financial assets.
Trade Receivables: Customer credit risk is managed by each business unit subject to the Company's
established policy, procedures and control relating to customer credit risk management. An impairment
analysis is performed at each reporting date on an individual basis for major trade receivables.
Other Financial Assets: Credit risk from balances with banks and financial institutions is managed by the
Company in accordance with the Company's policy. Investments of surplus funds are made only in highly
marketable debt instruments with appropriate maturities to optimise the cash return on instruments
while ensuring sufficient liquidity to meet its liabilities.
C. Excessive risk concentration: Concentrations arise when a number of counterparties are engaged
in similar business activities, or activities in the same geographical region, or have economic features
that would cause their ability to meet contractual obligations to be similarly affected by changes in
economic, political or other conditions. Concentrations indicate the relative sensitivity of the Company's
performance to developments affecting a particular industry. In order to avoid excessive concentrations
of risk, the Company's policies and procedures include specific guidelines to focus on the maintenance of
a diversified portfolio. Identified concentrations of credit risks are controlled and managed accordingly.
D. Liquidity risk: Liquidity risk is the risk that the Company will face in meeting its obligations associated
with its financial liabilities. The Company's approach in managing liquidity is to ensure that it will have
sufficient funds to meet its liabilities when due without incurring unacceptable losses.
The Company maintained a cautious liquidity strategy, with a positive cash balance throughout the
year ended March 31, 2025 and March 31, 2024. Cash flow from operating activities provides the funds
to service the financial liabilities on a day-to-day basis. The Company regularly monitors the rolling
forecasts to ensure it has sufficient cash on an on going basis to meet operational needs. Any short¬
term surplus cash generated, over and above the amount required for working capital management and
other operational requirements, is retained as cash and cash equivalents (to the extent required) and any
excess is invested in interest bearing term deposits and other highly marketable debt investments with
appropriate maturities to optimise the cash returns on investments while ensuring sufficient liquidity to
meet its liabilities.
The Company manages its liquidity requirement by analysing the maturity pattern of Company's cash
flows of financial assets and financial liabilities. The Company's objective is to maintain a balance between
continuity of funding and flexibility. The Company invests its surplus funds in debt schemes of mutual
funds, which carry low mark to market risks.
The table below summarises the maturity profile of the undiscounted cash flows of the Company's
financial assets and liabilities:
35. The disclosure on the following matters required under Schedule III as amended not being relevant or
applicable in case of the Company, same are not covered such as
a. Title Deeds of Immovable Property not held in name of Company: Title deeds of immovable property are
held in the name of the Company
b. Disclosure on Revaluation of Assets: The Company has not revalued its property, plant and equipment or
intangible assets or both during the current or previous year.
c. Details of benami property held: No proceedings have been initiated on or are pending against the
Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988)
and Rules made thereunder.
d. Borrowings against current assets: The returns or statements submitted by the company to lenders
are in agreement with books of accounts. There are no material discrepancies observed in returns or
statements submitted by the company to lenders.
e. Wilful defaulter: The Company have not been declared wilful defaulter by any bank or financial institution
or government or any government authority.
f. Relationship with struck off companies: The Company has no transactions with the companies struck off
under Companies Act, 2013 or Companies Act, 1956.
g. Registration of charges or satisfaction with Registrar of Companies: There are no charges or satisfactions
which are yet to be registered with the Registrar of Companies beyond the statutory period.
h. Compliance with number of layers of companies: The Company has complied with the number of layers
prescribed under clause (87) of section 2 of the Companies Act 2013 read with the Companies (Restriction
on number of Layers) Rules, 2017.
i. No funds have been advanced / loaned / invested (from borrowed funds or from share premium or from
any other sources / kind of funds) by the Company to any other person(s) or entity(ies), including foreign
entities (Intermediaries), with the understanding (whether recorded in writing or otherwise) that the
Intermediary shall (i) 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 (ii) provide any guarantee,
security or the like to or on behalf of the Ultimate Beneficiaries.
No funds have been received by the Company from any person(s) or entity(ies), including foreign entities
(Funding Parties), with the understanding (whether recorded in writing or otherwise) that the Company
shall (i) 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 (ii) provide any guarantee, security or the
like on behalf of the Ultimate Beneficiaries.
j. Compliance with approved scheme of arrangements: The Company has not entered into any scheme of
arrangement which has an accounting impact on current or previous financial year.
k. Undisclosed income: There is no income surrendered or disclosed as income during the current or
previous year in the tax assessments under the Income Tax Act, 1961, that has not been recorded in the
books of account.
l. Details of crypto currency or virtual currency: The Company has not traded or invested in crypto currency
or virtual currency during the current or previous year.
During the year, Company has invested in technology, human resource and geographical expansion which has
resulted in growth of loan book by over 100%. Hence the change in ratio have variance of more than 25%.
“Tier I Capital" means owned fund as reduced by investment in shares of other non-banking financial companies
and in shares, debentures, bonds, outstanding loans and advances including hire purchase and lease finance
made to and deposits with subsidiaries and companies in the same group exceeding, in aggregate, ten per cent
of the owned fund.
“Owned Fund" means paid-up equity capital, preference shares which are compulsorily convertible into equity,
free reserves, balance in share premium account and capital reserves representing surplus arising out of sale
proceeds of asset, excluding reserves created by revaluation of asset, as reduced by accumulated loss balance,
book value of intangible assets and deferred revenue expenditure, if any.
“Tier II capital" includes the following -
(a) preference shares other than those which are compulsorily convertible into equity;
(b) revaluation reserves at discounted rate of fifty five percent;
(c) General provisions (including that for Standard Assets) and loss reserves to the extent these are not
attributable to actual diminution in value or identifiable potential loss in any specific asset and are available
to meet unexpected losses, to the extent of one and one-fourth per cent of risk weighted assets. 12 month
expected credit loss (ECL) allowances for financial instruments i.e. where the credit risk has not increased
significantly since initial recognition, shall be included under general provisions and loss reserves in Tier II
capital within the limits specified by extant regulations. Lifetime ECL shall not be reckoned for regulatory
capital (numerator) while it shall be reduced from the risk weighted assets.
(d) hybrid debt capital instruments; and
(e) subordinated debt to the extent the aggregate does not exceed Tier I capital.
Aggregate Risk Weighted Assets -
Under RBI Guidelines, degrees of credit risk expressed as percentage weightages have been assigned to each of
the on-balance sheet assets and off-balance sheet assets. Hence, the value of each of the on-balance sheet assets
and off-balance sheet assets requires to be multiplied by the relevant risk weights to arrive at risk adjusted value
of assets. The aggregate shall be considered for reckoning the minimum capital ratio.
37. DISCLOSURE REQUIREMENTS UNDER SCALE BASED REGULATION FOR NBFC
a. Exposure to Real Estate Sector: The Company does not have any exposures (including off-balance
sheet items), in the nature of loans as at March 31, 2025 and March 31, 2024.
e. Unhedged foreign currency exposure: The Company does not have any un-hedge foreign currency
exposures as at March 31, 2025 and March 31, 2024.
f. Disclosure of complaints: The Company does not have any customer interface and thus there are no
complaints received by the NBFCs from customers and from the Offices of Ombudsman during the year
ended March 31, 2025 and March 31, 2024.
g. Corporate Governance: For Corporate Governance, refer report on Corporate Governance.
h. Details of penalties and strictures: There are no penalties or stricture imposed on the Company by the
Reserve Bank or any other statutory authority.
38. In terms of the requirement as per RBI Notification No. RBI/2019-20/170 DOR NBFC).CC.PD.No.
109/22.10.106/2019-20 dated March 13, 2020 on Implementation of Indian Accounting Standards, Non-Banking
Financial Companies (NBFCs) are required to create an impairment reserve for any shortfall in impairment
allowances under Ind AS 109 and Income Recognition, Asset Classification and Provisioning (IRACP) norms
(including provision on standard assets). The impairment allowances under Ind AS 109 made by the Company
is equal to the total provision required under IRACP (including standard asset provisioning), as at March 31,
2025 and accordingly, no amount is required to be transferred to impairment reserve.
39. During the year, the Company has received Rs. 89.65 Lakhs from ICICI Bank as directed by the Special Court,
Hyderabad and the same has been booked under Interest Income.
40. During the year, the Company issued and allotted 9,37,20,000 equity shares of Re. 1/- each (including a
premium of Rs. 2/- per equity share), aggregating to Rs. 2,811.60 lakhs, to the eligible equity shareholders on a
rights basis, after obtaining the necessary approvals.
41. Subsequent to the financial year ended March 31, 2025, the Board of Directors, at its meeting held on April 2,
2025, approved the allotment of 8,66,20,000 fully convertible share warrants on a preferential basis to persons/
entities from both the Promoter and Non-Promoter categories. The warrants were issued at a price of T4.31
per warrant (including a share premium of T3.31 per warrant), aggregating to a total amount of T37.33 crores.
As per the terms of the issue, 25% of the total consideration, amounting to T9.33 crores, was received upfront.
Out of the total warrants allotted, 77,30,000 warrants were converted into 77,30,000 equity shares, pursuant
to which the company received sum of T2.50 crores.
42. The Previous year's figures have been regrouped / rearranged / reclassified wherever necessary. Amounts and
other disclosures for the preceding financial year are included as an integral part of current year's financial
statements.
As per our report of even date
For R S R V & Associates For & On Behalf of Board
Chartered Accountants Sd/- Sd/-
FRN : 115691W Ankur Agrawal Apeksha Kadam
Managing Director Director
DIN : 06408167 DIN : 08878724
Sd/- Sd/- Sd/- Sd/-
Ajay Sundaria Nishi Shah Pravin Gupta Bobby Singh Chandel
Partner CS CFO CEO
M. No. 181133
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