1.12 Provisions, Contingent liabilities, Contingent Assets
A provision is recognized 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 recognized as an
interest 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 recognized but disclosed in
the standalone financial statements when an inflow of
economic benefit is probable.
1.13 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 (Unfunded)
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 recognized 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 recognized 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.
1.14 Revenue Recognition
In accordance with Ind AS 115, the Company
recognizes 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 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.
Dividend Income
Dividend income is recognized when the right to receive
is established and there is a reasonable certainty of its
collection.
Interest Income
Interest income is recognized using the effective
interest rate method. The effective interest rate 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.
Insurance Income
Income in respect of insurance claims recognized on
acceptance basis or when there is reasonable certainty
that the ultimate collection will be made.
Others
I ncome in respect of other claims and commissions
are measured at fair value and recognized when there
is reasonable certainty that the ultimate collection will
be made.
1.15 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
recognized in Statement of Profit and Loss, except
when they relate to items that are recognized in Other
Comprehensive Income or directly in equity, in which
case, the current and deferred tax are also recognized
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 recognized using the Balance Sheet
approach. Deferred tax assets and liabilities are
recognized for deductible and taxable temporary
differences arising between the tax base of assets and
liabilities and their carrying amount.
Deferred tax liabilities are recognized for all taxable
temporary differences.
Deferred tax assets are recognized for all deductible
temporary differences, the carry forward of unused
tax credits and any unused tax losses. Deferred tax
assets are recognized 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 utilized.
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 utilized. Unrecognized deferred tax assets are re¬
assessed at each reporting date and are recognized
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 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.
1.16 Leases
In accordance with Ind AS 116, the Company
recognizes 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 recognized 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 recognizes
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 recognizes 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 recognized
as an expense over lease term.
1.17 Foreign exchange transactions
Foreign currency transactions are accounted for at the
exchange rate prevailing on the date of the transaction.
All monetary foreign currency assets and liabilities
are converted at the exchange rates prevailing at the
reporting date. All exchange differences arising on
translation of monetary items are dealt with in the
Statement of Profit and Loss.
(d) Term/ rights attached to equity shares
The Company has Two types of Shares i.e. Equity Shares Capital and 9% Compulsorily Redeemable Preference shares.
The Equity share capital is having face value of ' 1 each and Compulsorily Redeemable Preference share has face value
of ' 10 each. Each holder of equity shares is entitled to one vote per share. 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. The Compulsorily Redeemable Preference shares have not been issued
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.
(e) During the year ended 31st March, 2024, the Company have issued 3,14,35,500 number of shares@ ' 5 each aggregate to
' 1,571.78 Lakhs as Bonus Shares to the existing shareholders of the Company in ratio of 1:1.
2,69,35,500 Equity shares of ' 5 each aggregated to ' 1,346.78 Lakhs were issued to equity shareholder of Kamdhenu
Limited in previous financial year ended 31st March, 2023 as part of scheme of Demerger approved by Hon’ble NCLT
Chandigarh. Except above, the Company has not allotted any fully paid up shares pursuant to contract without payment
being received in cash. Except for Bonus shares issued in financial year 2023-24 as explained above, the Company has
neither allotted any fully paid up shares by way of bonus shares nor has brought back any class of shares during the period
of 5 years immediately preceding the balance sheet date.
Nature and purposes of Reserves forming part of other equity are as under :
(a) Other Reserve: Surplus arising on de-merger (being excess of deemed investment over aggregate face value of new
equity and preference shares issued by the Company to the shareholders of Kamdhenu Limited (transferee Company) is
other Reserve and is not available for distribution as dividend.
(b) Securities Premium Account: Securities Premium is the amount received in excess of face value of equity shares at the
time of issue of Capital and can be used for the purposes as mentioned in section 52(2) of the Companies Act, 2013.
(c) Retained Earnings: This represents accumulated earnings (losses) by the Company as at balance sheet date.
During the year ended 31st March, 2025, The Board of Directors of Company at their meeting held on 3rd April, 2024, had
considered and approved Sub-division/Split of Equity Shares of Company in the ratio of (1:5) that is each shareholder having
One Equity Share of face value of ' 5 (Rupees Five) each shall get Five Equity Shares of face value of Re. 1 (Rupee One) each and
the aforesaid Sub-division/split was duly approved by the Shareholders of the Company by way of Postal Ballot on Saturday,
11th May, 2024. Basic and diluted Earnings per share have been retrospectively adjusted for all previous period presented by
giving effect of such Sub-division/Split of Equity Shares.
Capital Commitments and obligation: NIL
There are no employees in the Company, hence, disclosure as per "Ind AS-19 Employees Benefits" have not been given.
FINANCIAL RISK MANAGEMENT
The Company’s activities expose it to variety of financial risks viz. commodity price risk, credit risk, liquidity risk and capital
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.
i) Commodity Risk
There is no commodity risk.
ii) Credit Risk
There is no credit risk element involved.
iii) 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.
The Company’s objective is to maintain a balance between continuity of funding and flexibility through the use of surplus
funds. The Company considers liquidity risk as low risk.
iv) 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. The Company has not taken term loan and working capital limits from bank.
v) Exposure to liquidity risk
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross
and undiscounted, and include estimated interest payments and exclude the impact of netting agreements.
vi) 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 monitors capital using gearing ratio which is net debt divided by total equity. The Company do not have any
borrowing from bank/financial institutions hence there is no capital risk.
During the previous year ended 31st March, 2024, the Company issued 45,00,000 equity shares of ' 5 each to Qualified
Institutional Buyers (QIBs) at the rate of ' 145 per share (i.e. at premium of ' 140/- per share) aggregated to ' 6,525 Lakhs. The
proceeds from issue of equity shares of ' 6,525 Lakhs have been utilized as under:-
During the previous year ended 31st March, 2024, the Company invested in 0.01% Optionally Convertible Redeemable Preference
Shares ("OCRPS") on rights basis issued by its subsidiary company namely Kamdhenu Colour and Coatings Limited at an
issue price of ' 100 per OCRPS (including premium of ' 90 per OCRPS) aggregated to ' 5,776.00 Lakhs. The put option for
redemption/conversion is available with Company subject to applicable provisions of Companies Act, 2013, after expiry of 3
months from the date of allotment but before the expiry of tenure of 10 years from the date of allotment. The Company have
not exercised put option as at 31st March, 2025.
No funds have been advanced/loaned/invested (from borrowed fund or from share premium or from any other sources/kind
of fund) 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 peron
or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or (ii) provide any
guarantee, security or 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.
The Indian parliament has approved the Code of Social Security, 2020 which would impact the contribution by the Company
towards providend fund and gratuity. The Ministry of Labour and Employment has relesed draft rules for Code on Social Security,
2020 on 13th November, 2020. The Company will assess the impact and its evaluation once the subject rules are notified. The
Company will give appropriate impact in its financial statement in the period in which, the code become effective and the related
rules to determine the financial impact are published.
Additional regulatory information required by Schedule-III of Companies Act 2013
1) Relationship with struck off Companies: The Company do not have any relationship with companies struck off under
section 248 of Companies Act 2013 or Section 560 of Companies Act 1956.
2) Details of Benami Property: No proceedings have been initiated or are pending against the Company for holding any
Benami property under Benami Transactions (Prohibition) Act 1988 and the Rules made thereunder.
3) Compliance with numbers of layer of Companies: The Company has complied with the number of layers prescribed
under Companies Act 2013.
4) Compliance with approved Scheme of Arrangement: There is no Scheme of arrangement approved by the Competent
Authority in terms of section 230 to 237 of Companies Act 2023 in the current financial ended 31st March, 2025
5) Undisclosed Income: There is no income surrendered or disclosed as income during current or previous year in the tax
assessment under the Income Tax Act 1961 that has not been recorded in books of accounts.
6) 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.
7) Registration of Charges: There are no charges or satisfaction of charge which are yet to be registered with ROC beyond
the statutory period.
8) Wilful Defaulter: The Company has not been declared a wilful defaulter by any bank or financial institution or government
or any government authorities during the year ended 31st March, 2025.
9) Audit Trail: The Company has used an accounting software for maintaining its books of account for the financial year
ended March 31,2025 which has a feature of recording audit trail (edit log) facility and the same has been operating for all
relevant transactions recorded in the software. Although, the accounting software has inherent limitation, there were no
instances of the audit trail feature been tempered and the audit trail has been preserved by the Company as per statutory
requirements for record retention.
Previous year figures are regrouped or rearranged where necessary.
The accompanying notes are an integral part of the Standalone Financial Statements.
As per our separate report of even date annexed here with.
For M.C. BHANDARI & Co. For and on behalf of board of directors of
Chartered Accountants Kamdhenu Ventures Limited
FRN:303002E
Sd/- Sd/- Sd/-
Ravindra Bhandari Sunil Kumar Agarwal Vineet Kumar Agarwal
Partner Chairman Chief Financial Officer
Membership Number: 097466 DIN: 00005973
Sd/-
Date: 8th May, 2025 Nikhil Sukhija
Place: Gurugram Company Secretary
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