1.10 Provisions, contingent liabilities, contingent assets
A provision is recognised when an enterprise has a present obligation as a result of past event and it is probable that an outflow of resources will be required to settle the obligation in respect of which a reliable estimate can be made. Provisions are measured at the present value of management's best estimate of the expenditure required to settle the present obligations at the end of the reporting period. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the changes in the provision due to the passage of time are recognised as finance cost. Contingent liabilities are disclosed in the case of:
a) a present obligation arising from the past events, when it is not probable that an outflow of resources will be required to settle the obligation;
b) a present obligation arising from the past events, when no reliable estimate is possible; and
c) a possible obligation arising from past events, unless the probability of outflow of resources is remote.
Contingent assets are not recognised but disclosed in the financial statements when an inflow of economic benefit is probable.
1.11 Employee benefits
A. Defined contribution plans
Retirement benefit in the form of contribution to provident fund and pension fund are charged to statement of Profit and Loss.
B. Defined benefit plan (funded)
Gratuity is the nature of a defined benefit plan. Provision for gratuity is calculated on the basis of actuarial valuation carried out at reporting date and is charged to statement of profit and loss. The actuarial valuation is computed using the projected unit credit method.
Re-measurements, comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amount included in net interest on the net defined benefit liability and the return on plan assets (excluding amount included in net interest on the net defined benefit liability) are recognised immediately in the Balance Sheet with a corresponding debit or credit to retained earnings through OCI in the period in which they occur. Re¬ measurement is not reclassified to profit or loss in subsequent periods.
C. Other employee benefits (unfunded)
Leave encashment is recognised as an expense in the statement of profit and loss account as and when they accrue. The Company determines the liability using the projected unit credit method with actuarial valuations carried out as at balance sheet date.
1.12 Revenue recognition
Revenue from sale of goods and services
The Company derives its revenue from sale of manufactured goods & traded goods primarily from steel segment and also from royalty services in respect of franchisee arrangement. The Company recognises revenue from sale of products & services at a time when performance obligations are satisfied and upon transfer of control of promised products and services to the customer as per the contract, in an amount that reflects the consideration, the Company expects to receive in exchange for their products or services. The Company disaggregates the revenue based on nature of products.
The revenue from sale of goods and services is net of variable consideration on account of various discounts and schemes offered by the Company.
Royalty income is recognised as per the contract when the goods are sold by the franchisee.
Sale of Power is recognised as per the agreement rates as per contract based on the unit produced.
Interest income
Interest income is recognised using the EIR method. The EIR is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the gross carrying amount of a financial asset. When calculating the effective interest rate, the Company estimates the expected cash flows by considering all the contractual terms of the financial instruments (for example, prepayment, extension, call and similar options) but does not consider the expected credit loss.
1.13 Taxes on income
Income tax expenses comprise current tax expenses and the net change in the deferred tax asset or liabilities during the year. Current and deferred tax are recognised in statement of profit and loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognised in other comprehensive income or directly in equity respectively.
Current tax
The Company provides current tax based on the provisions of the Income Tax Act, 1961 applicable to the Company.
Deferred tax
Deferred tax is recognised using the balance sheet approach. Deferred tax assets and liabilities are recognised for deductible and taxable temporary differences arising between the tax base of assets and liabilities and their carrying amount.
Deferred tax liabilities are recognised for all taxable temporary differences.
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilised.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it
is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are re¬ assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax assets to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or liability is settled, based on tax rates (and tax laws) that have been enacted or substantially enacted at the reporting date.
Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other comprehensive income (loss) or in equity). Deferred tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity. Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.
1.14 Leases
In accordance with Ind AS 116, the Company recognises right of use assets representing its right to use the underlying asset for the lease term at the lease commencement date. The cost of right of use asset measured at inception shall comprise of the amount of the initial measurement of the lease liability adjusted for any lease payments made at or before commencement date less any lease incentive received plus any initial direct cost incurred and an estimate of cost to be incurred by lessee in dismantling and removing underlying asset or restoring the underlying asset or site on which it is located. The right of use asset is subsequently measured at cost less accumulated depreciation, accumulated impairment losses, if any, and adjusted for any re-measurement of lease liability. The right of use assets is depreciated using the straight-line method from the commencement date over the shorter of lease term or useful life of right of use asset. The estimated useful lives of right of use
assets are determined on the same basis as those of property, plant and equipment. Right of use assets are tested for impairment whenever there is any indication that their carrying amounts may not be recoverable. Impairment loss, if any, is recognised in statement of profit and loss.
The Company measures the lease liability at the present value of the lease payments that are not paid at the commencement date of lease. The lease payments are discounted using the interest rate implicit in the lease, if that rate can be readily determined. If that rate cannot be readily determined, the Company uses incremental borrowing rate.
The lease liability is subsequently re-measured by increasing the carrying amount to reflect interest on lease liability, reducing the carrying amount to reflect the lease payments made and re-measuring the carrying amount to reflect any reassessment or lease modification or to reflect revised-in-substance fixed lease payments. The Company recognises amount of re-measurement of lease liability due to modification as an adjustment to write off use asset and statement of profit and loss depending upon the nature of modification. Where the carrying amount of right of use assets is reduced to zero and there is further reduction in measurement of lease liability, the Company recognises any remaining amount of the re¬ measurement in statement of profit and loss.
The Company has elected not to apply the requirements of Ind AS 116 to short term leases of all assets that have a lease term of 12 months or less unless renewable on long term basis and leases for which the underlying asset is of low value. The lease payments associated with these leases are recognised as an expense over lease term.
1.15 New additional amended standard adopted by the Company
Ministry of Corporate Affairs ("MCA") notifies new standards under companies (Indian Accounting Standards) Rules as issued from time to time. For the year ended 31st March, 2025, MCA has not notified any new standards or amendments to the existing standards applicable to the Company.
The repayment of equity share capital in the event of Liquidation and buy back of Shares are possible subject to prevalent regulations. In the event of Liquidation, normally the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amount, in proportion of shareholding.
The Company has not allotted any fully paid up shares pursuant to contract(s) without payment being received in cash. The Company has neither allotted any fully paid up shares by way of bonus shares nor has bought back any class of shares during the period of five years immediately preceding the balance sheet date.
(d) Dividend
The Company declares and pays dividends in Indian Rupees. The dividend 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. The remittance of dividends outside India is governed by Indian law on foreign exchange.
The amount of per share dividend recognised as distributions to equity shareholders during FY 2024-25 pertaining to FY 2023-24 amounted to ' 554.77 Lakhs have been shown as deduction from retained earning.
The Board of Directors of the Company in their meeting held on 7th May, 2025 have proposed a dividend @ 25% i.e. ' 0.25/- per equity share for the financial year ended 31st March, 2025, which are subject to the approval of shareholders at the AGM.
e) Share warrants
(i) The Company has issued and allotted 27,50,000 (Twenty Seven Lakh Fifty Thousand only) share warrant convertible into equivalent number of equity shares, having face value of ' 10/- per equity shares, within a period of 18 months from the dated of allotment i.e 22nd February, 2024 at an issue price of ' 353/- (Rupees Three Hundred and Fifty three Only) (including premium of ' 343/- each) to individual (Non-Promoters) and Public-FPIs (Non-Promoters). The Company has received ' 2426.88 lakhs being 25% of the total amount payable towards subscription of the warrants from all the allotees in FY 2023-24.
During the year ended 31st March 2025, the Company has received an amount of ' 2125.41 lakhs towards conversion of 8,02,800 warrants into equity shares (out of 27,50,000 warrants allotted on 22nd February, 2024 at an issue price of ' 353/- per warrant) on 28th June, 2024. The utilization of the proceeds from issue of warrants and its abovesaid conversion into equity shares have been given below:
ii) Demand of' 156.30 lakhs has determined u/s 74 and 50 of CGST Act, 2017 for FY 2017-18 & 2018-19 , out of which ' 3.35 lakhs has been deposited under protest, appeal against orders, have been filied to appropriate authority by the Company
iii) Demand of' 47.83 lakhs has been determined u/s 73 and 50 of CGST Act, 2017 for FY 2020-21. Appeal for rectification of Order filed on 2nd April, 2025.
c) The Company vide its termination letter dated 19th September, 2024 had terminated all MOUs, Agreements and License User Agreement dated 29th January, 2021 with Ashiana Ispat Limited. The litigations are currently sub-judice with the Courts. However, based on the legal opinion obtained by the Company, these litigations will have no material impact on the financial statements.
Defined contribution plan
The Company deposit an amount determined a fixed percentage on salary paid of every month to the state administerd provident fund, employee state insurance and labour welfare fund for the benefit of employees.The total amount recognised in statement of profit and loss during the financial year is ' 121.59 lakhs (31st March, 2024: ' 121.23 lakhs) and is included in note 32 " Employees benefit expenses".
Financial risk management framwork
The Company’s activities expose it to variety of financial risks viz. Credit risk, liquidity risk and market risk. These risks are managed by the senior management of the Company supervised by the Board of Directors to minimize potential adverse effects on the financial performance of the Company.
The Company’s principal financial liabilities comprise lease liabilities, trade payables, security deposits received, other payables etc. The main purpose of these financial liabilities is to manage finances for the Company’s operations. The Company’s principal financial assets include investments, trade receivables, unbilled revenue, cash and cash equivalents etc. that derive directly from its operations.
The Company has exposure to the following risks arising from financial instruments:
1) Credit risk
2) Liquidity risk
3) Market risk
1) Credit risk
The Company extends credit to customers in normal course of business. The Company considers factors such as credit track record in the market and past dealings for extension of credit to customers. The Company monitors the payment track record of the customers. Outstanding customer receivables are regularly monitored.
Credit risk from cash and cash equivalents and bank deposits is considered immaterial in view of the credit worthiness of the banks, the Company works with. The Company has specific policies for managing customer credit risk on an ongoing basis; these polices factor in the customer’s financial position, past experience and other customer specific factors. Financial instruments that are subject to concentration of credit risk principally consists of trade receivables, investments, Loans, security deposit paid and other financial assets. None of the financial instruments of the Company results in material concentration of credit risk.
Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor failing to engage in a repayment plan with the Company. The Company makes provision for doubtful debt or writes off, when a debtor fails to make contractual payments based on provisioning matrix. When loans or receivables have either been provided for or written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. When recoveries are made, these are recognised in statement of profit and loss. The Company has followed expected credit loss (ECL) model to provide for provision for ECL allowance.
2) 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 and 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 condition, without incurring unacceptable losses or risking damage to the Company’s reputation.
Ultimate responsibility for liquidity risk management rests with the board of directors, who has established an appropriate liquidity risk management framework for the management of the Company’s short-term, medium-term and long-term funding and liquidity management requirements. The Company manages liquidity risk by maintaining adequate reserves, banking facilities and by continuously monitoring forecast and actual cash fows, and by matching the maturity profiles of financial assets and liabilities.
Maturity profile of financial liabilities
The below table provide the detail regarding the remaining contractual maturities of financial liabilities at the reporting date based on contractual undiscounted payments. The contractual maturities based on the earliest date on which Company may be required to pay.
3) Market risk
Market risk is the risk that changes in the market prices such as foreign currency risk, interest risk, equity price and commodity prices. The market risk will affect the Company’s income or value of its holding of financial instruments. The objective of the market risk management is to manage and control market risk exposure within acceptable parameters, while optimizing the returns.
i) Commodity risk
Demand/supply risk are inherent in the prices of Ingot/Billet, the main raw material and also the prices of TMT bar, the main product in Steel segment. The requirement of raw material is sourced on spot basis so as to float with fluctuations in the market and to guard against price volatility. The Company has also linked its sales to raw material prices so that the Company has adequate cushion to protect its margin in the event of any increase/decrease in raw material costs.
ii) Interest rate risk
Interest rate is the risk that fair value or future cash flows of a financial instrument will fluctate because of changes in interest rate. There is no borrowings of funds by the Company during the year hence there is no interest rate risk.
iii) Price Related Risk
The Company’s exposure to price risk arises for investment in equity shares, portfolio management services, mutual funds, bonds and other debts held by the Company. To manage its price risk arising from the above investments, the Company diversifies its portfolio.
vi) Foreign Exchange Risk
The Company do not have any foreign currency exposure as at 31st March, 2025.
Capital Management
The Company’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The Company have sufficient surplus to meet its business interest and any capital risk in future.
During the year, The Company has not availed debts therefore gearing ratio (debt to total equity ratio) is not applicable for current year.
Disclosure in accordance with requirements under Ind AS-10 Event after the reporting date:
(i) The Board of Directors of the Company have recommended a dividend @ 0.25 per equity share for the financial year
ended 31st March, 2025 for the approval of shareholders. The actual dividend outgo will be dependent on share capital
outstanding as on record date.
(ii) The Company had allotted 40,00,000 equity shares of face value of ' 1 each, as fully paid-up shares at a price of ' 35.30
per equity share, consequent upon the conversion of 4,00,000 Warrants issued earlier at an Issue price of ' 353/- each,
after adjusting the number of shares, paid-up capital per share and premium per share post sub-division of nominal value of the equity share of the Company from 1 Equity Share of ' 10/- each to 10 Equity Shares of ' 1/- each, upon conversion of equivalent number of Warrants and after making necessary adjustment of Sub-division of equity shares. Company had received remaining 75% (i.e ' 26.475 per share) amount of ' 1059 lakhs.
As per our report of even date attached For and on behalf of Board of Directors of Kamdhenu Limited
For S S Kothari Mehta & Co. LLP Sd/- Sd/-
Chartered Accountants (Satish Kumar Agarwal) (Sunil Kumar Agarwal)
Firm Registration No. 000756N / N500441 Chairman & Managing Director Whole Time Director
DIN: 00005981 DIN: 00005973
Sd/- Sd/- Sd/-
Sunil Wahal (Harish Kumar Agarwal) (Khem Chand)
Partner Chief Financial Officer Company Secretary
Membership No. 087294 ICAI M. No. 075505 M.No.- F10065
Place: Gurugram
Date : 7th May, 2025
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