(o) Provisions and contingent liabilities
Provisions are recognised when there is a present obligation (legal or constructive) as a result of past event, where it is probable that there will be outflow of resources to settle the obligation and when a reliable estimate of the amount of the obligation can be made.
Contingent liabilities exist when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company, or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required or the amount cannot be reliably estimated. Contingent liabilities are appropriately disclosed unless the possibility of an outflow of resources embodying economic benefits is remote. The Company does not recognize a contingent liability but discloses its existence in the financial statements.
(p) Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity. Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instruments.
Initial recognition:
Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are charged to the Statement of Profit and Loss over the tenure of the financial assets or financial liabilities.
Classification and subsequent measurement:
Financial assets:
The Company classifies financial assets as subsequently measured at amortised cost, Fair Value through Other Comprehensive Income ("FVOQ”) or Fair Value through Profit or Loss ("FVTPL”) on the basis of following:
- the entity's business model for managing the financial assets and
- the contractual cash flow characteristics of the financial asset.
Financial assets carried at amortised cost :
A financial asset shall be classified and measured at amortised cost if both of the following conditions are met:
- the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows and
- the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
In case of financial assets classified and measured at amortised cost, any interest income, foreign exchange gains or losses and impairment are recognised in the Statement of Profit and Loss.
Financial assets at fair value through other comprehensive income :
A financial asset shall be classified and measured at fair value through OCI if both of the following conditions are met:
- the financial asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets and
- the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Financial assets at fair value through profit or loss :
A financial asset shall be classified and measured at fair value through profit or loss unless it is measured at amortised cost or at fair value through OCI. For financial assets at FVTPL, net gains or losses, interest or dividend income, are recognised in the Statement of Profit and Loss. All recognised financial assets are subsequently measured in their entirety either at amortised cost or fair value, depending on the classification of the financial assets. Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.
Impairment of financial assets:
The Company applies the expected credit loss for recognising impairment loss on financial assets measured at amortised cost, debt instruments at FVTOCI, trade receivables, other contractual rights to receive cash or other financial asset, and financial guarantees not designated as at FVTPL. The Company determines the allowance for credit losses based on historical loss experience adjusted to reflect current and estimated future economic conditions.
Derecognition of financial assets:
The Company derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.
Financial liabilities and equity instruments:
Debt and equity instruments issued by Company are classified as either financial liabilities or as equity instruments in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument. Financial liabilities are classified as either financial liabilities at FVTPL or 'other financial liabilities'.
Equity instruments:
An equity instrument is a contract that evidences residual interest in the assets of the Company after deducting all of its liabilities. Equity instruments recognised by the Company are recognised at the proceeds received net off direct issue cost.
Financial liabilities at fair value through profit or loss :
Financial liabilities are classified as at FVTPL when the financial liability is held for trading or is a derivative (except for effective hedge) or are designated upon initial recognition as FVTPL. Gains or Losses, including any interest expense on liabilities held for trading are recognised in the Statement of Profit and Loss.
Financial liabilities carried at amortised cost :
Other financial liabilities (including borrowings and trade and other payables) are subsequently measured at amortised cost using the effective interest method. The effective interest rate is the rate that exactly discounts estimated future cash payments (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial liability, or (where appropriate) a shorter period, to the amortised cost on initial recognition. Interest expense (based on the effective interest method), foreign exchange gains and losses, and any gain or loss on derecognition is recognised in the Statement of Profit and Loss.
Derecognition of financial liabilities:
The Company derecognises financial liabilities when, and only when, the Company's obligations are discharged, cancelled or have expired.
Derivative financial instruments:
The Company enters into derivative financial instruments viz. foreign exchange forward contracts, interest rate swaps and cross currency swaps to manage its exposure to interest rate, foreign exchange rate risks and commodity prices. The Company does not hold derivative financial instruments for speculative purposes. Derivatives are initially recognised at fair value at the date the derivative contracts are entered into and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gain or loss is recognised in Statement of Profit or Loss immediately excluding derivatives designated as cashflow hedge.
Offsetting of financial instruments:
Financial assets and financial liabilities are offset and the net amount presented in the balance sheet when, and only when, the Company currently has a legally enforceable right to set off the amounts and it intents either to settle them on net basis or to realise the assets and settle the liabilities simultaneously.
(q) Investments in subsidiaries, joint ventures and associates :
Investment in subsidiaries, joint ventures and associates are carried at cost in the financial statements.
(r) Cash and cash equivalents
Cash and cash equivalents in the Balance Sheet comprise cash at banks and on hand, cheques on hand and short-term deposits with an original maturity of three months or less, which are subject to an insignificant risk of changes in value.
For the purpose of the statement of cash flows, cash and cash equivalents consist of cash, cheques on hand and short¬ term deposits, as defined above.
(s) Cash dividend distributions to equity holders
The Company recognises a liability to make cash distributions to equity holders when the distribution is authorised and the distribution is no longer at the discretion of the Company. As per the corporate laws in India, a distribution is authorised when it is approved by the shareholders.
(t) Earnings per share
Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. Earnings considered in ascertaining the Company's earnings per share is the net profit or loss for the period. The weighted average number of equity shares outstanding during the period and all periods presented is adjusted for events, such as bonus shares, other than the conversion of potential equity shares that have changed the number of equity shares outstanding without a corresponding change in resources.
For calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period is adjusted for the effects of all dilutive potential equity shares.
(u) Operating Segments
An operating segment is a component of the Company that engages in business activities from which it may earn revenues and incur expenses, whose operating results are regularly reviewed by the company's Chief Operating Decision Maker C'CODM'0 to make decisions for which discrete financial information is available. Based on the management approach as defined in Ind AS 108, the CODM evaluates the Company's performance and allocates resources based on an analysis of various performance indicators by product segments and geographic segments.
(v) Use of estimates and critical accounting judgments
The preparation of the Company's financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Company based its assumptions and estimates on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments,
however, may change due to market changes or circumstances arising that are beyond the control of the Company. Such changes are reflected in the assumptions when they occur.
Estimates
(i) Recognition deferred tax assets and liabilities:
Deferred tax assets and liabilities are recognised for deductible temporary differences and unused tax losses for which there is probability of utilisation against the future taxable profit. The Company uses judgement to determine the amount of deferred tax liability / asset that can be recognised, based upon the likely timing and the level of future taxable profits and business developments.
(ii) Fair value measurement of financial instruments:
When the fair values of financial assets and financial liabilities recorded in the Balance Sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the Discounted Cash Flow model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility.
(iii) Defined benefit plans:
The cost of the defined benefit gratuity plan and the present value of the gratuity obligation are determined using actuarial valuation. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.
(iv) Allowance for expected credit losses:
The allowance for expected credit losses reflects management's estimate oflosses inherent in its credit portfolio. This allowance is based on Company's estimate ofthe losses to be incurred, which derives from past experience with similar receivables, current and historical past due amounts, dealer termination rates, write-offs and collections, the monitoring of portfolio credit quality and current and projected economic and market conditions.
Notes:
(a) For lien/charge against property, plant and equipment, refer note 45.
(b) On transition to Ind AS (i.e. 1st April 2015), the Company has elected to continue with the carrying value of all property, plant and equipment measured as per the previous GAAP and use that carrying value as the deemed cost of property, plant and equipment.
(c) For details of immovable properties where the title is yet to be transferred in the name of the Company, refer note 44.
(d) Interest rate of 10.51% (31st March, 2025: 10.65%) is used to determine the amount of borrowing costs eligible for capitalisation amounting to Rs. 248.25 lakhs (31st March, 2025: Rs. 8.33 lakhs) in respect of qualifying asset for the year ended 31st March, 2026 (refer note 27).
Note: The Company has acquired the Haldia Manufacturing Unit of K.S. Oil Limited (in liquidation) pursuant to the order of the Hon'ble National Company Law Appellate Tribunal dated 20th March 2025. The process of transferring the leasehold land in the name of the Company is ongoing. The Company has received possession of the leasehold land from the liquidator and has commenced necessary operations to transform it into functional industrial space, including ongoing maintenance and upkeep. Upon receipt of a claim from the regulator for deposit of transfer fees relating to the transfer of leasehold rights, the amount paid on acquisition of leasehold land, being Rs. 5614.09 lakhs, has been transferred to Right-of-use assets. The Company is actively following up with the concerned authorities for transfer and registration of the lease. Accordingly, no depreciation and lease liability in respect of leasehold land has been recognised in the financial statements.
(b) Rights, preference and restrictions attached to equity shares
The Company has only one class of equity shares having par value of Rs. 10 per share. Each shareholder is entitled to one vote per share. The dividend, if proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting except in case of interim dividend.
In the event of liquidation of the company, the holders of equity shares will be entitled to receive residual assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by each shareholder.
(d) Shares issued by the Company
(i) During the year ended 31st March 2026, the Company issued and allotted 82,92,090 bonus shares in the ratio of 2:1, i.e., two (2) new bonus equity shares of Rs. 10 each for every one (1) existing fully paid-up equity share of Rs. 10 each, by capitalization of the Securities Premium Account. The allotment was made on 3rd September, 2025 on the basis of shares held by those whose names appeared in the Register of Members as on the record date of 2nd September, 2025. In respect of share holders whose Demat account details were not available at the time of allotment, the Company opened a Suspense Demat account. Accordingly, 1,33,840 bonus equity shares was credited to the Suspense Demat account, which will be transferred to the eligible share holders upon completion of the requisite documentation.
(ii) During the year ended 31st March 2025, 9,85,345 equity shares were allotted pursuant to the Scheme of Arrangement sanctioned by the Hon'ble National Company Law Tribunal (NCLT) vide order dated 13th November 2024, by capitalization of the Share Allotment Suspense Account.
sanctioned by the Hon'ble National Company Law Tribunal (NCLT) vide order dated 13th November 2024. During the current year, further shares were allotted to the aforesaid subsidiaries by way of bonus issue in the ratio of 2:1, i.e., two (2) new bonus equity shares of Rs. 10 each for every one (1) existing fully paid-up equity share of Rs. 10 each. This holding is in contravention of the provisions of Section 19 of the Companies Act, 2013 (as amended). During the year, the subsidiaries have commenced disposal of these shares, and the balance is expected to be disposed of subsequent to the balance sheet date. Based on legal opinion obtained, the Company believes that this contravention will not result in any financial liability, and accordingly, no provision has been recognised in the books of account.
@ The Company utilizes reverse factoring facilities through TReDS platform wherein it bears the finance cost. The applicable interest rates are discovered through a competitive bidding mechanism on the platform. Due to the borrowing nature of these transactions, the outstanding liabilities are classified under short term borrowings. As per the terms of these arrangement the borrowings are to be settled within 90 to 180 days. The effective interest rates for the factored units settled during the year was 9% per annum.
The Company has filed quarterly returns or statements with the banks in lieu of the sanctioned working capital facilities, which are in agreement with the books of account other than those as set out below.
impact arising from these regulatory changes. Based on the assessment of the impact of these codes the Company has not recognized any incremental impact arising from implementation of the New Labour Codes in the Statement of Profit and Loss Account during the year ended 31st March, 2026. Subsequent to the year end the Central Government has notified the Code on Wages (Central) Rules 2026, Code on Wages 2019, Industrial Relations Code 2020, Code on Social Security 2020 and Occupational Safety, Health and Working Conditions Code 2020. However the corresponding state rules and certain other operational clarification under the new labour codes are yet to be notified. The Company continues to monitor the notification of the remaining state rules and clarifications. The impact, if any, of these will be accounted in accordance with applicable accounting standards.
Notes:
(i) The share holders of the Company on 29th April, 2026 has approved by way of postal ballot, the issue and allotment of 7,93,650 convertible warrants at Rs. 315 per warrant to specified persons/ entities by way of preferential allotment which are convertible to equity shares within a period of 18 months from the date of allotment of such warrants. The process of allotment of the warrants is ongoing and will be concluded subsequent to the balance sheet date.
(ii) Pursuant to Ind AS 33, basic and diluted earnings per share for the previous year have been restated for the bonus shares issued and allotted during the year ended 31st March, 2026.
(iii) There have been no other transactions involving equity shares between the reporting date and the date of authorisation of these financial statements.
32. Employee benefits
A. Post employment defined contribution plans Provident fund, pension fund and ESI
The Company provides provident fund, pension fund and ESI benefits for eligible employees as per applicable regulations wherein both employees and the Company make monthly contributions at a specified percentage of the eligible employee's salary. Contributions under such schemes are made to regulatory authority. Such provident fund, pension fund and ESI benefit is classified as defined contribution scheme as the Company does not carry any further obligations, apart from the contribution made on a monthly basis which is recognised as expense in the Statement of Profit and Loss, as indicated below:
The discount rate is based on government security yield.
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.
V. Sensitivity analysis
The basis of various assumptions used in actuarial valuations and their quantitative sensitivity analysis is as shown below:
Significant actuarial assumptions for the determination of the defined benefit obligation are discount rate, expected salary increase, attrition rate and mortality rate. The sensitivity analysis above has determined based on reasonably possible changes of the assumptions occuring at the end of the reporting period, while holding all other assumptions constant.
Furthermore, in presenting the above sensitivity analysis, the present value of defined benefit obligation has been calculated using the projected unit credit method at the end of reporting period, which is the same as that applied in calculating the defined benefit obligation liability recognized in the Balance Sheet.
VII. Risk analysis
(i) Longevity risk / Life expectancy
The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and at the end of the employment. An increase in the life expectancy of the plan participants will increase the plan liability.
Terms and conditions of transactions with related parties
The Company routinely enters into transactions with these related parties in the ordinary course of business at market rates and terms. The sales to and purchases from related parties are made on terms equivalent to those that prevail in arm's length transactions with third parties. Outstanding balances at the year-end are unsecured and settlement occurs through normal banking channels.
Advances paid to key management personnel are short term in nature and primarily includes advances for travel for business purposes.
During the year ended 31st March, 2026 and 31st March, 2025 the Company has not recorded any impairment of receivables relating to amounts owed by related parties. This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates.
(b) Fair value measurements
The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in an orderly transaction in the principal (or most advantageous) market at measurement date under the current market condition regardless of whether that price is directly observable or estimated using other valuation techniques.
The Company has established the following fair value hierarchy that categorizes the values into 3 levels. The inputs to valuation techniques used to measure fair value of financial instruments are:
Level 1: This hierarchy uses quoted (unadjusted) prices in active markets for identical assets or liabilities.
Level 2: The fair value of financial instruments that are not traded in an active market (for example derivative instruments) is determined using valuation techniques which maximize the use of observable market data and rely as little as possible on company specific estimates. Value. If all significant inputs required to fair value an instrument are observable, the instrument is included in Level 2. For example, the forward contracts is valued based on Mark to Market statements from banks.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in Level 3.
There are no transfers between Level 1, Level 2 and Level 3 during the year ended March 31,2026 and March 31,2025.
The management assessed that cash and cash equivalents, other bank balances, trade receivables, loans, trade payables, borrowings and other financial assets and liabilities (except derivative instruments) approximate their carrying amounts largely due to the short-term maturities of these instruments. Derivative instruments are measured at fair value at the end of each reporting period.
34 B. Financial risk management objectives and policies Risk management framework
The Company's principal financial liabilities, other than derivatives, comprises of borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company's operations. The Company's principal financial assets, other than derivatives include trade and other receivables, loans, cash and cash equivalents and other bank balances that derive directly from its operations.
The Company's activities expose it to market risk, liquidity risk and credit risk. The Company's overall risk management focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Company. The Company uses derivative financial instruments, such as foreign exchange forward contracts, foreign currency option contracts, principal only swaps, cross currency swaps that are entered to hedge foreign currency risk exposure, interest rate swaps, coupon only swaps to hedge variable interest rate exposure and commodity fixed price swaps to hedge commodity price risks. Derivatives are used exclusively for hedging purposes and not as trading or speculative instruments.
Compliances of these policies and principles are reviewed by the internal risk management committee on periodical basis. The corporate treasury team updates the Audit Committee on a quarterly basis about the implementation of the above policies. It also updates the Risk Management Committee of the Company on periodical basis about the various risks to the business and status of various activities planned to mitigate the risks.
(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. The Company is exposed to different types of market risks. The market risk is the possibility that changes in foreign currency exchange rates, interest rates and commodity prices may affect the value of the Company's financial assets, liabilities or expected future cash flows.The fair value information presented below is based on the information available with the management as of the reporting date.
(a.1) Foreign currency exchange 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. Exposures can arise on account of the various assets and liabilities which are denominated in currencies other than Indian Rupee.
Derivative financial instruments
The Company uses foreign exchange forward, futures and options contracts to hedge its exposures in foreign currency arising from firm commitments and highly probable forecast transactions. The proportion of forecast transactions that are to be hedged is decided based on the size of the forecast transaction and market conditions. As the counterparty for such transactions are highly rated banks or recognised exchange(s), the risk of their non-performance is considered to be insignificant. Such derivatives are not designated under hedge accounting and changes in the fair value of such hedges are recognised in the Statement of Profit and Loss. Forward exchange contracts that were outstanding on respective reporting dates is given below:
(a.2) 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's exposure to the risk of changes in market interest rates relates primarily to the Company's debt obligations with floating interest rates.
Interest rate risk is measured by using the cash flow sensitivity for changes in variable interest rates. Any movement in the reference rates could have an impact on the Company's cash flows as well as costs. The Company is subject to variable interest rates on most of its interest bearing liabilities. The Company's interest rate exposure is mainly related to debt obligations. The Company manages its interest rate risk by having a balanced portfolio of fixed and variable rate loans and borrowings. The financial assets which are bank fixed deposits are at a fixed rate of interest.
The exposure of the Company's financial assets and financial liabilities as at 31st March 2026 and 31st March, 2025 to interest rate risk are as follows :
(a.3) Commodity price risk
The Company's revenue is exposed to the risk of price fluctuations related to the sale of its products. Market forces generally determine prices for such products sold by the Company.These prices may be influenced by factors such as supply and demand, production costs (including the costs of raw material inputs) and global and regional economic conditions and growth. Adverse changes in any of these factors may reduce the revenue that the Company earns from the sale of products.
The Company is affected by the price volatility of certain commodities. Its operating activities require the ongoing manufacture and trading of rice, palmolein oil, crude soyabean oil and refined soyabean oil and therefore require a continuous supply of paddy, palmolein oil, crude soyabean oil and refined soyabean oil being the major input used in the manufacturing and trading. To mitigate the risk of supply and price fluctuations, domestic and overseas sources
are bench-marked to optimize the allocation of business share among various sources. The Company mitigated the risk of price volatility by entering long term and short term contracts for the purchase of these commodities on the basis of estimated annual requirements.
The Company does not have any commodity forward contract for commodity hedging.
The following table details the Company's sensitivity to a 5% movement in the movement in the price of paddy, palmolein oil, crude soyabean oil and refined soyabean oil. The sensitivity analysis includes only 5% change in commodity prices for quantity purchased during the year, with all other variables held constant. A positive number below indicates an increase in profit or equity where the commodity prices decrease by 5%. For a 5% increase in commodity prices, there would be a comparable impact on profit or equity, and the balances below are negative.
(b) 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, it will have sufficient liquidity to meet its liabilities when they are due. Management monitors rolling forecasts of the Company liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company takes into account the liquidity of the market in which the entity operates.
The tables below analyse the Company's financial liabilities into relevant maturity groupings based on their contractual maturities. The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying amounts as the impact of discounting is not significant:
(c) 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 from its financing activities, including deposits with banks and financial institutions, and other financial instruments, as applicable.
Trade receivables
Credit risk arising from trade receivables is managed in accordance with the Company's established policy, procedures and control relating to customer credit risk management. The average credit period on sales of products is less than 90 days. The concentration of credit risk is limited due to the fact that the customer base is large and diverse. There is no third-party customer representing more than 10% of the total balance of trade receivables. All trade receivables are reviewed and assessed for default on a quarterly basis.
In respect of third-party trade receivables, the Company measures the loss allowance at an amount equal to lifetime expected credit losses using a simplified approach. Based on evaluation of historical credit loss experience, management considers an insignificant probability of default in respect of receivables which are less than one year overdue. Receivables which are more than one year overdue are analysed individually and allowance for expected credit loss is recognised accordingly. Receivables are written off when there is no reasonable expectation of recovery, such as a debtor declaring bankruptcy or a litigation decided against the Company. The Company continues to engage with parties whose balances are written off and attempts to enforce repayment. Recoveries made are recognised in Statement of Profit and Loss.
Cash and cash equivalents, other bank balances and derivative financial instruments
Since the Company deals with only high-rated banks and financial institutions, credit risk in respect of cash and cash equivalents, other bank balances and derivative financial instruments is evaluated as very low.
Loans and other financial assets measured at amortised cost
Loans (comprising loan to employees) and other financial assets are considered to have low credit risk since there is a low risk of default by the counterparties owing to their strong capacity to meet contractual cash flow obligations in the near term. Credit risk is evaluated based on the Company's knowledge of the credit worthiness of those parties and loss allowance is measured. For such financial assets, the Company policy is to provide for 12 month expected credit losses upon initial recognition and provide for lifetime expected credit losses upon significant increase in credit risk.
34 C. Capital management
For the purpose of the Company's capital management, capital includes issued equity capital and other equity. The Company's primary capital management objectives are to ensure its liability to continue as a going concern and to optimize the cost of capital in order to enhance value to shareholders.
The Company manages its capital structure and makes adjustments to it as and when required. To maintain or adjust the capital structure, the Company may pay dividend or repay debts, raise new debt or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. No major changes were made in the objectives, policies or processes for managing capital during the year ended 31st March, 2026 and 31st March, 2025 respectively. The Company includes within net debt, interest bearing loans and borrowings, less cash and cash equivalents.
36. Dues to micro and small enterprises:
Under the Micro, Small and Medium Enterprises Development Act, 2006, (MSMED) which came in to force from 2nd October, 2006, certain disclosures are required to be made relating to Micro, Small and Medium enterprises. On the basis of the information and records available with management, outstanding dues to the Micro and Small enterprises as defined in the MSMED Act, 2006 are disclosed as below.
37. Corporate Social responsibility:
As per section 135 of the Companies Act, 2013, a Corporate Social Responsibility (CSR) Committee has been formed by the Company. Additionally, a CSR Trust - "The Rekha Halder Foundation” has been created on the 31st day of the year ended March 2026, to carry out CSR activities planned by the CSR Committee. The funds are utilized on the activities which are specified in Schedule VII of the Companies Act, 2013. The utilization is done by way of contribution towards various activities.
38. Compliance with Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014
The company has used an accounting software system for maintaining its books of account for the financial year ended 31st March, 2026 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 the software system except that the audit trail feature was not enabled by the Holding Company at the database level to log any direct data changes, including changes to posted tables and in the books of the subsidiaries, the audit trail feature was not operative throughout the year for all relevant transactions recorded in the software at the application level. Additionally, the audit trail that was enabled and operated for the year ended 31st March, 2025 has been preserved by the Company as per the statutory requirements for record retention. The Company has designed and deployed alternate mitigating controls for direct data changes at database level to mitigate the risks involved and comply with the MCA notification.
39. Capital advance
The Company has acquired a commercial office measuring 2062 sq ft carpet area at Mumbai in the auction held on 10th September 2024 under Enforcement of Security Interest Act, 2002 and accordingly a sale certificate was issued and the possession and custody of the property was handed over by the seller.
However, due to an ongoing litigation in respect of the aforesaid property which has impacted peaceful possession and custody of the property, the completion of transfer of title to the asset in the name of the Company and its registration with the statutory authorities has not been completed as at 31st March, 2026. The total amount paid on such acquisition along with other directly attributable expenses being Rs. 608.00 lakhs has been accounted for as capital advance.
40. Proposed Dividend
The Board of Directors has not proposed any dividend on equity shares for the financial year ended 31st March 2026. The Company approved final dividend of Rs. 1 each on equity shares for the financial year ended 31st March 2025 which was paid during the current year, except dividend on 1,33,840 shares whose demat details were not available at the time of payment.
43. Additional disclosures/regulatory information as required by Schedule III to the Companies Act, 2013
(a) At the balance sheet date, there is no unutilised amounts in respect of any issue of securities and long term borrowings from banks and financial institutions. The borrowed funds have been utilised for the specific purpose for which the funds were raised.
(b) The company do not have any charges or satisfaction which is yet to be registered with Registrar of Companies beyond the statutory period.
(c) The Company is in compliance with the number of layers prescribed under clause (87) of section 2 of the Companies Act read with the Companies (Restriction on number of Layers) Rules, 2017.
(d) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(e) The Company has not traded or invested in crypto currency or virtual currency during the financial year.
(f) The Company has not been declared wilful defaulter by any bank or financial institution or Government or any Government authority.
(g) The Company has not advanced or loaned or invested funds (either from borrowed funds or share premium or any other sources or kind of funds) 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:
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.
(h) The Company has not received any funds 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 Parties ("Ultimate Beneficiaries”); or
ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(i) The Company has performed the assessment to identify transactions with struck-off companies as at 31st March 2026 and identified no company with any transactions.
(j) The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act ,1961).
44. Title deeds of Immovable Properties not held in name of the Company :
Title of immovable properties having Gross Block of Rs.488.09 lakhs (March 31, 2025: Rs. 488.09 lakhs) and Net Block of Rs.405.42 lakhs (March 31,2025: Rs. 405.42 lakhs) is yet to be transferred in the name of the Company.
# The borrowings were sanctioned by banks in the name of Transferor Companies that were amalgamated pursuant to the Scheme of Amalgamation approved by the Hon'ble National Company Law Tribunal (NCLT) on 12th November, 2024, are in the process of being transferred in the name of the Transferee Company at the end of the year.
(a) The term loan is secured by way of exclusive charge by hypothecation on all the machineries and other movable fixed assets pertaining to unit II financed by the bank. Loan is secured by collateral security of first pari-passu charge on the entire 3.69 acres of land in the name of the Company (pertaining to unit I) at PS.-Sainthia, Dist-Birbhum, under area of Ahmedpur Gram Panchayat, and 3.99 acres of land in the name of the Company (pertaining to unit II) at PS.-Sainthia, Dist-Birbhum, under area of Ahmedpur Gram Panchayat & buildings, sheds, and other civil structures, pertaining to Unit I & Unit II along with working capital limits of BOB and Axis Bank. The first charge is shared on pari-passu basis for the term loan of BOB and working capital limits of BOB and Axis Bank. The second charge is on plant and machinery pertaining to unit II and current assets of the company, both present and future shared on pari-passu basis along with working capital limit. Loan is also secured by Corporate Guarantee of the Company and Personal Guarantee of Mr.Keshab Kumar Halder, Mr.Prabhat Kumar Haldar and Mrs.Poulomi Halder.
(b) The term loan is secured by first pari passu charge on equitable mortgage of all that leasehold land (of which transfer of lease in the name of the Company is yet to be completed) measuring 20.89 acres in PS.Bhabanipur, J.L.No 149 under Mouza - Debhog, District-Purba Mednipore together with all plant structures standing thereon admeasuring 84,644 sq ft in the said property. Loan is also secured by Corporate Guarantee of the Company and its subsidiaries viz.Intellect Buildcon Private Limited, Prakruti Commosale Private Limited and Halder Greenfuel Industries Limited and Personal Guarantee of Mr. Keshab Kumar Halder, Mr. Prabhat Kumar Haldar, Mrs. Poulomi Halder and Mr. Koustuv Halder.
(c) The term loan is secured by pari passu first charge on land and building/ plant and machinery with Union bank of India and Bandhan Bank on reciprocal basis of the property that includes all that piece and parcel of land being measuring about 20.89 Acres together with all plant Structures tools and machineries standing thereon admeasuring 84,644 Sq.ft., in the said property and all other movable assets lying and situated at Mouza Debhog, J.L No. 149, comprised in Dag nos. 628 P 629 P 630 P 631,632, 633 P 639/3677 P 639/3678 P 813 P 815 P 819 P 820 P 821 P 822 P 823 P 824, 825, 826, 827 P 829 P 1629 P 1630, 1631 P, 1632 P, 1634 P 1636 P 1662 P 1663 P 1664 P 1665 P 1666, 1667 P 1668, 1669, 1670 P, 1671 P 1672, 1673, 1674 P 1675 P 1692 P 1693 P & 1694 P; PS. -Bhabanipur (formerly Sutahata), District - Purba Mednipore. The working capital limit is secured by pari passu first charge on current assets on a reciprocal basis with lender banks Union Bank of India and Bandhan Bank (solely pertaining to the Haldia Project). The term loan and working capital limit are also secured by personal guarantees from Mr. Keshab Kumar Halder, Mr. Prabhat Kumar Haldar, Mrs. Poulomi Halder, and Mr. Koustuv Halder and by corporate guarantees from Intellect Buildcon Private Limited, Prakruti Commosale Private Limited and Halder Greenfuel Industries Private Limited.
(d) The term loan and working capital limit is secured by first pari-passu charge on the entire current assets of the company both present and future and first pari-passu charge on hypothecation of the entire movable fixed assets of the company both present and future ( other than motor vehicles, if any). Limit is secured by collateral security of first pari-passu charge on land and building of the factory situated at Mouza- Siur. JL No. 129, LR Khatian NO-279, under Bhorkune Gram Panchayat, first pari-passu charge on land and residential building at Mouza-Nalhati, PO.-Nalhati, PS.-Nalhati, Dist- Birbhum located at JL NO-53, Kh No-1347, Dag No-2459, Area 11.57 satak holding no-29/A on ward no.02 in the name of Mr. Prabhat Kumar Haldar. Limit is also secured by Personal Guarantee of Mr. Keshab Kumar Halder, Mr. Prabhat Kumar Haldar and Mrs. Poulomi Halder.
(e) The working capital limit is secured by 1st Pari Passu charge on land and building, Plant & Machinery with Union Bank of India and State Bank of India on reciprocal basis of the property that includes all that piece and parcel of land measuring about 20.89 Acres together with all plant structures oils & machineries standing thereon admeasuring 84,644 sq. ft., in the said property and all other movable assets lying and situated at Mouza Debhog, JL No 149 comprised in Dag nos. 628 P, 629 P, 630 P 631,632,633 P 639/3677P, 639/3678 P 813 P 815 P 819 P 820 P 821 P 822 P 823 P 824,825, 826, 827 P 829 P 1629 P 1630 1631 P 1632 P, 1634 P, 1636 P, 1662 P, 1663 P, 1664 P, 1665 P, 1666, 1667 P, 1668, 1669, 1670 P 1671 P 1672, 1673, 1674 P, 1675 P, 1692 P, 1693 P & 1694 P; PS-Bhabanipur (formerly Sutahata), District-Purba Medinipore.
The working capital limit are also secured with a personal guarantee from Mr. Keshab Kumar Halder, Mr. Prabhat Kumar Haldar, Mrs. Poulomi Halder, and Mr. Koustuv Halder and also corporate guarantee from Intellect Buildcon Private Limited, Prakruti Commosale Private Limited, Halder Greenfuel Industries Private Limited.
(f) The working capital limit is secured by first pari passu charge over the entire current assets of the company both present and future along with other working capital lenders i.e, Axis Bank Limited, Union Bank of India and ICICI Bank Limited is secured by collateral security of first pari passu charge on land and building of the factory, area 1243 decimal situated at Mouza - Siuri, Plot No. 1,3,4,5,21,29,32 JL No. 129, L R khatian No. 279 under Bhurkona Gram Panchayat along with working capital lenders i.e, Axis Bank Limited, Union Bank of India and ICICI Bank Limited, first pari passu charge on land and building and the residential property area- 11.57 decimal at mouza - Nalhati, PO and PS - Nalhati, Dist. - Birbhum, JL No. 53, LR khatian No. 7108, Dag No. 2549, Area -11.57 Shatak, at Nalhati on ward No. 2, Birbhum in the name of Mr Prabhat Kumar Haldar along with working capital lenders i.e, Axis Bank Limited, Union Bank of India and ICICI Bank Limited, first pari passu charge on the entire plant and machinery of unit I along with Axis Bank Limited, Union Bank of India and ICICI Bank Limited is also secured by Corporate Guarantee of the Company and Personal Guarantee of Mr. Keshab Kumar Halder, Mr. Prabhat Kumar Haldar and Mrs. Poulomi Halder.
(g) The working capital limit is secured by immovable fixed assets 6th floor room no 626 ,10th floor room no 1012 Strand Road, Diamond Heritage building, Kolkata, West Bengal, India, 700001), Flat No A & B (1AB) Ballygaunge, Gurusaday Road, Kolkata- 700019 and also secured by collateral security of first pari passu charge on land and building of the factory, area 1113.5 decimal situated at Birbhum, Sainthia, Gram Panchayat, Ahmedpur, Ishwar, JL No: 155, Pin Code: 731201 ,Plot No. 384,386,748, 759,762 to 772,780,781,782, 785,786, 787, 788, 371 to 379,381 to 387, 390, 675,344/1402,674/1410, 390/1454, 390/1455, 390/1456, 388/1457, 390/1458, 390/1459 and L R Plot No. 1,3,4,5,20,21,27,29,32 in Bhurkona, Gram Panchayat, Birbhum,West Bengal, 731102 and also 20.42 acre ofsemi commercial land having JL No: 130, LR-930 situated in NH 60 village Siur, PO Mohubana, PS SA DAIPUR, CHOWKI @ AD SRO- Siuri, Bhorkune Gram Panchayat, Birbhum West Bengal, 731102. The working capital limit are also secured with a personal guarantee from Mr. Keshab Kumar Halder, Mr. Prabhat Kumar Haldar, Mrs. Poulomi Halder.
(h) The working capital limit is secured by first pari-passu charge on the entire current assets of the company both present and future and first pari-passu charge on hypothecation of the entire movable fixed assets of the company both present and future ( other than motor vehicles, if any). Limit is secured by collateral security of first pari-passu charge on equitable mortgage of property located at Holding No. 29/A, Netaji Subhas Road, PO & PS Nalhati, Dist. Birbhum, West Bengal 731 220, in the name of Mr. Prabhat Kumar Haldar, first pari passu charge on equitable mortgage of property located at NH 60, Vill: Siur, PO Mohubona, PS Sadaipur, Chowkita ADSRO Suiri, Dist. Birbhum, West Bengal 731 102 under Bhorkune Gram Panchayat having Plot No 1,3,4,21 and 29 Old Khatian No. 42, 69, 101,277, New Khatian No. 279, Mouza Siur, JL No 129, in the name of the Company, first pari-passu charge on hypothecation of plant & machinery of the Company both present and future.. Limit is also secured by Corporate Guarantee of the Company and Personal Guarantee of Mr.Keshab Kumar Halder and Mrs.Poulomi Halder.
(i) The working capital limit is secured by exclusive charge by hypothecation of all type stock including raw material, W.l.P, finished goods, packing material, stock in transit including all other current assets with book debts both present and future. Limit is secured by collateral security of exclusive equitable mortgage of all that piece and parcel of land with all structures & sheds (Factory Land & Building) constructed on the land area admeasured total 211.00 decimals more or less, appertaining to L.R. Khatian No.878, pertaining to Twenty L.R Dag No. 748, 759, 762, 763,764, 765, 766, 767, 768, 769, 770, 771,772, 780, 781,782, 785, 786, 787 & 788 of Village/Mouza -lshwarpur, J.L No.155, PS Sainthia, Dist-Birbhum, under
area of Ahmedpur Gram Panchayat, exclusive hypothecation on entire plant & machineries with all other fixed asset (other than financed by other Bank/FIs) of company both present & future. Loan is also secured by Corporate Guarantee of the Company and Personal Guarantee of Mr. Keshab Kumar Halder and Mr.Prabhat Kumar Haldar.
(j) The working capital limit is secured by first pari-passu charge by way of hypothecation on the entire current assets including raw materials, WlP, finished goods, stock in process, book debts, advance to suppliers, and other movables present and future stores and /or to be stored in factory & godown along with working capital lenders. Limit is secured by collateral security of first pari-passu charge on entire 3.69 acres of the land along with building, sheds and other civil structures pertaining to unit I situated at JL No 15 5, LR Khatian No 922, Mouza - Ishwarpur, PS - Sainthia, Dist. -Birbhum under Ahmadpur Gram Panchayet, Pin 731201 along with working capital lenders & term loan lender i.e Bank of Baroda, first pari-passu charge on entire 3.99 acres of land in the name of company along with buildings, shed and other civil structures pertaining to Unit ll (excluding Plant and machinery financed by BOB) situated at JL NO I55, LR Khatian No 922, Mouza - lshwarPur, PS - Sainthia, Dist - Birbhum under Ahmadpur Gram Panchayet, Pin 731201 along with working capital lenders & term loan lender i.e Bank of Baroda, first pari-passu charge on entire plant and machineries pertaining to existing unit-l along with working capital lenders & term loan lender i.e Bank of Baroda, first pari-passu charge on cash collateral along with working capital lenders, second pari-passu charge on the entire plant and machinery of unit II along with working capital lenders. Limit is also secured by Corporate Guarantee of the Company and Personal Guarantee of Mr. Keshab Kumar Halder, Mr. Prabhat Kumar Haldar and Mrs. Poulomi Halder.
47. There were no significant adjusting events after end of the reporting period which require any adjustment or disclosure, except as disclosed in these financial statements.
48. During the year, the Ministry of Corporate Affairs ("MCA”) has notified amendments to the existing standards Ind AS 1 - "Presentation of Financial Statements” relating to classification of liabilities as current or non-current subject to covenants, Ind AS 12 - "Income Taxes” relating to international tax reforms - Pillar Two Model Rules, Ind AS 21 - "The Effects of Changes in Foreign Exchange Rates”, Ind AS 107 - "Financial Instruments: Disclosures” and Ind AS 7 - "Statement of Cash Flows” relating to disclosure of supplier financing arrangements, applicable from April 1,2025. The Company has evaluated the impact of these amendments, and all applicable provisions have been adhered to in these financial statements.
49. As per Ind AS 108 -"Operating Segment”, segment information has been provided under the notes to the consolidated financial statements.
50. Previous year's figures have been reclassified or rearranged wherever necessary, to align it to current year's presentation.
|