b) Terms/ rights attached to equity shares:
The Company has only one class of equity shares having a par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The final dividend, if any, proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. The Board may from time to time pay to the members such interim dividends as appear to it to be justified by the profits of the Company.
During the year ended March 31, 2026, Board has declared first interim dividend of Rs. 18.25 per share and second interim dividend of Rs. 23.20 per share, aggregating Rs. 13,301.54 lakhs (Previous year: first interim dividend of Rs. 16 per share and second interim dividend of Rs. 17.75 per share, aggregating Rs. 10,830.56 lakhs).
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.
d) There are no shares reserved for issue under options and contracts/commitments for the sale of shares or disinvestment, including the terms and amounts.
e) Bonus shares issued during the five years preceding the reporting date
During the year 2023-24, the Company has issued and allotted 2,56,72,460 fully paid up Bonus Equity shares of Rs. 10 each in the ratio of 4:1 (i.e. 4 Bonus Equity shares for every 1 existing equity share of the Company) to the shareholders who held shares on October 17, 2023 (Record date).
f) Equity Shares Extinguished on Buy-Back
The Board of Directors of the Company, at its meeting held on December 12, 2022 had approved a proposal to buyback upto 34,500 equity shares of the Company being 0.53% of the total number of equity shares in the paid up equity share capital of the Company at a price of Rs. 14,500 per equity share for an aggregate amount not exceeding Rs. 5,002.50 lakhs. A Letter of Offer was made to all eligible shareholders. The Company bought back 34,500 equity shares out of the shares that were tendered by eligible shareholders and extinguished the equity shares bought back on 24 February 2023. The Company has utilised its Retained Earnings (Rs. 4,999.05 Lakhs) and General Reserve (Rs. 3.45 Lakhs) for the buyback of its equity shares and tax of Rs. 1,164.58 Lakhs was offset from retained earnings. In accordance with Section 69 of the Companies Act 2013, the Company has created Capital Redemption Reserve of Rs. 3.45 Lakhs equal to the nominal value of the shares bought back as an appropriation from the General Reserve.
23. Post-Employment Benefit Plans:
The Company sponsors funded defined benefit plans for qualifying employees. The defined benefit plans are administered by separate funds which are legally separate from the Company. These plans are:
Provident fund for certain category of employees administered through a recognised provident fund trust.
(i) These plans typically expose the company to actuarial risks such as investment risk, interest rate risk, longevity risk and salary risk.
Investment Risk
The probability or likelihood of occurrence of losses relative to the expected return on any particular investment. Salary Risk
The present value of defined benefit plan is calculated with the assumption of salary increase rate of plan participants in future. Deviation in rate of increase in salary in future for plan participants from the rate of increase in salary used to determine the present value of obligation will have a bearing on the plan’s liability.
Interest 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 value of the liability.
Longevity Risk
The present value of defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after employment. An increase in the life expectancy of the plan participants will increase the plans liability.
(a) Defined Contribution Plans:
Contributions paid / payable to defined contribution plans comprising of provident fund, pension fund, superannuation fund etc., in accordance with the applicable laws and regulations are recognised as expenses during the period when the contributions to the respective funds are due.
30. Financial Instruments & Risk management30.1 Capital management
The Company is cash surplus and has issued only equity share capital . The Company is a Core Investment Company (CIC) within the meaning of Reserve Bank of India (Core Investment Companies) Directions, 2025 and does not require registration with Reserve Bank of India under the said directions.
The cash surpluses are currently invested in equity instruments and inter -corporate loans depending on economic conditions in line with investment policy set by the Management. Safety of capital is of prime importance to ensure availability of capital for operations. Investment objective is to provide safety and adequate return on the surplus funds.
The Company does not have any borrowings.
30.2 Financial Risk Management
The Company being a Core Investment Company as per the Reserve Bank of India (Core Investment Companies) Directions, 2025 is required to invest or lend majority of it’s fund to subsidiaries. The Company’s principal financial liabilities comprise trade and other payables. The main purpose of these financial liabilities is to support Company’s operations. The Company’s principal financial assets include inter corporate deposits, loans, cash and cash equivalents and other receivables.
The Company is exposed to market risk, credit risk, liquidity risk and operational and business risk. The Company’s management oversees the management of these risks. The Company’s senior management is supported by a Risk Management Committee that advises on financial risks and the appropriate financial risk governance framework for the Company. The major risks are summarised below:
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. In the case of the Company, market risk primarily impacts financial instruments measured at fair value through profit or loss.
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 does not have exposure to the risk of changes in market interest rate as it does not have debt obligations.
Credit risk
Credit risk is the risk that the counterparty will not meet its obligations under a financial instrument or a customer contract, leading to a financial loss. The Company is exposed to credit risk from its financing activities towards inter corporate deposits to subsidiaries, where no significant impact on credit risk has been identified.
Equity price risk:
The Company’s investment in subsidiaries are accounted at cost in the financial statement net of impairment. The expected cash flow from these entities are regularly monitored to identify impairment indicators.
Liquidity risk
Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at a reasonable price. The Company’s corporate treasury department is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior management. The Company manages its liquidity requirement by analysing the maturity pattern of the Company’s cash flow of financial assets and financial liabilities . The Company’s objective is to maintain a balance between continuity of funding and flexibility through issuance of equity shares etc. The Company invests its surplus funds in subsidiary companies
31 Effective November 21,2025, the Government of India has consolidated multiple existing labour legislations into a unified framework comprising four labour Codes collectively referred to as the ‘New Labour Codes’. Under Ind AS 19, changes to employee benefit plans arising from legislative amendments constitute a plan amendment, requiring recognition of past service cost immediately in the statement of profit and loss. The New Labour Codes resulted in a one time increase in provision for employee benefit of the Company. The estimated incremental impact of the same amounting to Rs. 17.36 lakh had been recognised and presented as ‘One time impact of new Labour Codes’ under ‘Exceptional Item’ in the Statement of profit and loss for the period ended March 31, 2026.
The Company continues to monitor the finalisation of Central / State Rules and any clarifications from the Government on other aspects of the New Labour Codes and would provide appropriate accounting effect in the relevant period on the basis of such developments as needed.
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