3.7 Provisions, contingent liabilities and contingent assets(a) Provisions:
A provision is recognised when the Company has a present obligation (legal or
constructive) as a result of the 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. 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 risk specific to the liability. When
discounting is used, the increase in the provision due to the passage of time is recognised
as a finance cost. These are reviewed at each balance sheet date and adjusted to reflect the
current best estimates.
(b) Contingency liability:
A disclosure for a contingent liability is made when there is a possible obligation or a
present obligation that may, but probably will not, require an outflow of resources. When
there is a possible obligation or a present obligation in respect of which the likelihood of
outflow of resources is remote, no provision or disclosure is made.
(c) Contingent assets:
The Company does not recognize a contingent asset but discloses its existence in the
financial statements if the inflow of economic benefits is probable. However, when the
realisation of income is virtually certain, then the related asset is no longer a contingent
asset, but it is recognised as an asset.
3.8 Revenue recognition
The Company recognises revenue to depict the transfer of promised goods or services to
customers in an amount that reflects the consideration to which the entity expects to be entitled
in exchange for those goods or services. A 5-step approach is used to recognise revenue as
below:
Step 1: Identify the contract(s) with a customer
Step 2: Identify the performance obligation in the contract
Step 3: Determine the transaction price
Step 4: Allocate the transaction price to the performance obligations in the contract
Step 5: Recognise revenue when (or as) the entity satisfies a performance obligation.
Revenue is recognised to the extent that it is probable that the economic benefits will flow to
the Company and it can be reliably measured. Revenue is measured at the fair value of the
consideration received or receivable.
Interest income is recognized on a time proportion basis taking into account the amount
outstanding and the applicable interest rate. Interest income is included and classified under the
head “other income” in the standalone statement of profit and loss.
3.9 Borrowing Costs
Borrowing costs attributable to the acquisition of a qualifying asset are capitalized as part of
the cost of the asset till the asset is ready for its intended use and borrowing costs are being
incurred. A qualifying asset is an asset that necessarily takes a substantial period of time to get
ready for its intended use. All other borrowing costs are recognized as an expense in the period
in which they are incurred. Borrowing cost includes interest expense incurred in connection
with the borrowing of funds and exchange difference arising from foreign currency borrowings
to the extent they are regarded as an adjustment to the Interest cost.
3.10 Earnings per share (‘EPS’)
Basic earnings per share are calculated by dividing the net profit or loss (after tax) for the year
attributable to equity shareholders by the weighted average number of equity shares outstanding
during the year. The weighted average number of equity shares outstanding during the period
and all periods presented is adjusted for events of bonus issue and share split.
For the purpose of calculating diluted earnings per share, the net profit or loss (after tax) for
the year attributable to equity shareholders and the weighted average number of equity shares
outstanding during the year are adjusted for the effects of all dilutive potential equity shares.
3.11 Cash Flow Statement:
Cash Flows are reported using the indirect method, whereby net profit before tax is adjusted
for the effects of transactions of non-cash nature, any deferrals or accruals of past or future
operating cash receipts or payments and the items of income or expenses associated with
investing or financing cash flows. The cash flows from the operating, investing and financing
activities of the Company are segregated.
4 Standards notified effective as at reporting date
MCA notifies new standards or amendments to the existing standards under Companies (Indian
Accounting Standards) Rules as issued from time to time. For the year ended March 31, 2026,
MCA has not notified any new standards or amendments to the existing standards applicable to the
Company.
6.1 During the previous year 2024-25, on 4th March, 2025, the Company has received 6,00,000, Equity
Shares of Rs.10/- each in Give Vinduet Windows & Doors Private Limited (GVWDPL) on conversion
of 6,00,000, 15% Compulsory Convertible Debenture (CCD) of Rs. 10/- each. (in ratio of 1:1 shares
i.e. 1 Equity Share for 1 Compulsory Convertible Debenture (CCD).
6.2 During the FY 25-26, the Company has made investment in Equity Shares of Give Vinduet Windows
& Doors Private Limited (GVWDPL) by allotting 18,68,512 no. of Equity Shares of Rs. 10 each at
premium of Rs. 15 on preferential basis by swap of shares in the ratio of 1:2.50 shares vide resolution
dated 05th February, 2026.
During the previous year 23-24, the Company has made investment in Equity Shares of Give Vinduet
Windows & Doors Private Limited (GVWDPL) by allotting 1,78,98,746 no. of Equity Shares of
Rs. 10 each at premium of Rs. 3.5299 on preferential basis by swap of shares vide resolution dated
13th May, 2023. On this date, GVWDPL become a subsidiary of Modulex Construction Technologies
Limited.
6.3 During the previous year 23-24, the Company has given Corporate Guarantee to its subsidiary
Modulex Modular Buildings Pvt. Ltd. against the loan of Rs. 200 lakhs. As on 31.03.2026, loan
outstanding is Rs. 200 lakhs.
b) Terms / rights attached to equity shares
The Company has only one class of equity shares of Rs. 10/- each. These shares rank pari passu with
each other and in accordance with the Articles of Association of the Company. Each equity shareholder
is entitled to the same rights as regards voting, dividend and repayment of capital in proportion to his
shareholding and there are no restrictions to the rights of shareholders. In the event of liquidation of
the Company, the holders of equity shares will be entitled to receive any of the remaining assets after
distribution of all preferential amounts. The distribution assets of the company will be in proportion to the
number of equity shares held by the shareholders after preferential allocation.
Note:
1) In the year 2025-26, the Company has issued its own 18,68,512 fully paid equity shares against
46,71,280 fully paid equity shares of Give Vinduet Windows & Doors Private Limited (“GVWDPL”)
in terms of swap ratio approved by Bombay stock Exchange (BSE).
2) In the year 2023-24, the Company had issued its own 178,98,746 fully paid equity shares against
2,42,17,000 fully paid equity shares of Give Vinduet Windows & Doors Private Limited (“GVWDPL”)
in terms of swap ratio approved by Bombay stock Exchange (BSE).
Nature and purpose of reserves:1) Capital Reserve
The capital reserve is created from capital profits in the earlier years.
2) General Reserve
General reserve is transfer of profits from retained earnings for appropriation purposes.
3) Share Premium
Securities premium is created due to shares being issued on premium. The reserve can be utilised only
for certain purpose as per the provisions of the Companies Act, 2013.
4) Retained earning
The retained earnings represents balance of accumulated net profit or loss from business operations.
5) Transaction Cost on the Equity Instruments
This reserve represents the transaction cost incurred for issue of equity share capital and recognised
due to Ind AS adjustment.
During the FY 25-26, the Company has incurred Rs. 3.00 lakhs with respect to preferential allotment
of shares etc.
During the FY 24-25, the Company increased its authorised share capital by Rs. 2,700 lakhs (which
comprises 270,00,000 equity shares with the face value of Rs 10 each). The Company has incurred
Rs. 25.65 lakhs with respect to duty payable on an increase in authorized share capital and Rs. 7.11
lakhs other transaction costs pertaining to issue of share warrants As per the relevant Ind AS, the said
transaction costs is recognised and disclosed under “Other Equity”.
6) Money received against share warrants
During the FY 2024-25, the Board of Directors, in its meeting held on 13th November 2024, approved
the issuance of up to 3,71,80,555 convertible warrants, aggregating to Rs. 6,292.49 lakhs, at an
issue price of Rs. 18 per warrant, on a preferential basis. Subsequently, on 10th December 2024, the
shareholders approved the issuance of 3,71,80,555 convertible warrants (aggregating to Rs. 6,292.49
lakhs) through a resolution passed at the Extraordinary General Meeting. The Company received
in-principle approval from the Bombay Stock Exchange on 17th December 2024 for the proposed
issue of 3,71,80,555 convertible warrants, each convertible into one equity share of face value
Rs. 10 at a price not less than Rs. 18 per warrant, to non-promoters on a preferential basis. Further, on
18th December 2024, the Board of Directors approved the allotment of 1,16,89,473 convertible
warrants, representing 25% of the total consideration (i.e., Rs. 1,573.12 lakhs, being 25% of
Rs. 6,292.49 lakhs), in accordance with applicable regulations. During the financial year 2025-26, the
Company has received Rs. 3,049.97 lakhs towards first call and second call money for the convertible
warrants.
As on 31st March 2026, the Company had received Rs. 4723.10 lakhs towards application and calls
money for the convertible warrants.
14.3 Under the Micro, Small and Medium Enterprises Development Act, 2006, certain disclosures
are required to be made relating to dues to Micro, Small and Medium enterprises. Based on the
information available with the Company, parties who have been identified as micro, small and
medium enterprises as at reporting date other than mentioned above based on the confirmations
circulated and responses received as at reporting date by the management. Any updated information
received by the management post reporting date regarding change in the status to micro, small and
medium enterprises would be given effect of status change in the next financial year. The Company
has made necessary provision for interest on delayed payment to parties registered under MSME Act,
2006.
Note:- The Company has 3,71,80,555 number of share warrants outstanding as at 31st March 2026. Since
the Company has incurred a loss during the year, the effect of such warrants is anti-dilutive. Accordingly,
the share warrants have not been considered in the computation of Dilutated EPS, and therefore Basic EPS
and Diluted EPS are the same for the year.
Note 24 Financial Instruments
Financial Instrument by category and hierarchy
The fair values of the financial assets and liabilities are included at the amount at which the instrument could
be exchanged in a current transaction between willing parties, other than in a forced sale or liquidation.
The following methods and assumptions were used to estimate the fair values:
i) The management assessed that fair value of cash and cash equivalents, borrowing, other financial
assets and liabilities approximate their carrying amounts largely due to the short-term maturities of
these instruments and are equal to the fair values.
ii) Financial instruments with fixed and variable interest rates are evaluated by the Company based on
parameters such as interest rates and individual credit worthiness of the counterparty. Based on this
evaluation, allowances are taken to account for expected losses of these receivables. Accordingly, fair
value of such instruments is not materially different from their carrying amounts.
The fair values of non-current borrowings are based on discounted cash flows using a current
borrowing rate. They are classified as level 3 fair values in the fair value hierarchy due to the use of
unobservable inputs, including own credit risk.
The carrying amount of financial assets and financial liabilities measured at amortised cost in the
financial statements are a reasonable approximation of their fair values since the Company does
not anticipate that the carrying amounts would be significantly different from the values that would
eventually be received or settled except investment in subsidiary which is carried at cost.
Hierarchy used for determining and disclosing the fair value of financial instruments by valuation
technique:
The different levels have been defined as follows:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: Other techniques for which all inputs which have a significant effect on the recorded fair
value are observable, either directly or indirectly.
Level 3: Techniques which use inputs that have a significant effect on the recorded fair value that are
not based on observable market data.
Note 25 Fair value hierarchy
The following table provides the fair value measurement hierarchy of the Company’s financial instruments
along with their carrying amounts and fair value.
Investment in Modulex Modular Buildings Private Limited & Give Vinduet Windows & Doors Pvt. Ltd.
(Subsidiaries) are carried at cost and hence, not disclosed in above table.
25.1 Financial risk management objectives and policies :
The Company’s financial liabilities comprise mainly of borrowings, trade payables and other payables. The
Company’s financial assets comprise mainly of investments and other assets.
The Company’s Board of Directors has overall responsibility for the establishment and oversight of the
Company’s risk management framework. The Company has adopted a Risk Management Charter and
Policy for self-regulatory processes and procedures for ensuring the conduct of the business in a risk
conscious manner. The Risk Management Policy of the Company states the Company’s approach to
address uncertainties in its endeavour to achieve its stated and implicit objectives. It prescribes the roles
and responsibilities of the Company’s management, the structure for managing risks and the framework for
risk management. The framework seeks to identify, assess and mitigate financial risks in order to minimize
potential adverse effects on the Company’s financial performance.
The Company has exposure to the following risks arising from financial instruments:
I. Market Risk
II. Credit Risk
III. Liquidity Risk
I. Market Risk
Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from
a change in the price of a financial instrument. The value of a financial instrument may change as a
result of changes in the interest rates, foreign currency exchange rates, equity prices and other market
changes that affect market risk sensitive instruments.
Market risk comprises three types of risks:
a. Interest Rate Risk,
b. Currency Risk,
c. Other Price Risk.
Financial instruments affected by market risk includes borrowings, investments and trade payables.
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.
Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value
interest rate risk is the risk of changes in fair values of fixed interest bearing instruments because
of fluctuations in the interest rates, in cases where the borrowings are measured at fair value. Cash
flow interest rate risk is the risk that the future cash flows of floating interest bearing instruments will
fluctuate because of fluctuations in the interest rates.
The impact on Company’s loss after tax and on other equity due to change in interest rate is given
below :
b. Foreign Currency Risk
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate
because of changes in foreign exchange rates. The Company’s exposure to the risk of changes in
foreign exchange rates relates primarily to the Company’s operating activities i.e. when revenue or
expense is denominated in a foreign currency. The Company is not exposed to foreign currency risk.
c. Price Risk :
Price risk is the risk that the fair value of a financial instrument will fluctuate due to changes in market
traded price. The Company has investment in securities which is not exposed to price risk which is
recognised under the category of Fair value through profit and loss (under level 3) which is made in
previous year.
Credit risk refers to risk that a counterparty will default on its contractual obligations resulting in
financial loss to the Company. Credit risk arises primarily from financial assets such as Investment,
Cash and cash equivalent, balances with banks and other financial assets . The Company’s exposure
to credit risk is disclosed in note 6, 8, 9 and 10.
The Company considers the probability of default upon initial recognition of asset and whether there
has been a significant increase in credit risk on an ongoing basis through each reporting period. To
assess whether there is a significant increase in credit risk the Company compares the risk of default
occurring on asset as at the reporting date with the risk of default as at the date of initial recognition.
It considers reasonable and supportive forwarding-looking information such as:
i) Actual or expected significant adverse changes in business,
ii) Actual or expected significant changes in the operating results of the counterparty,
iii) Financial or economic conditions that are expected to cause a significant change to the
counterparty’s ability to meet its obligations,
iv) Significant increase in credit risk on other financial instruments of the same counterparty,
v) Significant changes in the value of the collateral supporting the obligation or in the quality of
the third-party guarantees or credit enhancements.
Financial assets are written off when there is no reasonable expectations of recovery. Where loans
or receivables have been written off, the Company continues to engage in enforcement activity to
attempt to recover the receivable due. Where recoveries are made, these are recognized as income in
the standalone statement of profit and loss.
The Company measures the expected credit loss based on historical trend, industry practices and
the business environment in which the entity operates. Loss rates are based on actual credit loss
experience and past trends.
Other Financial assets
Credit risk arising from other balances with banks is limited and there is no collateral held against
these because the counterparties are banks and recognised financial institutions with high credit
ratings assigned by the international credit rating agencies.
For other financial assets e.g. Investments and other assets, Company periodically assesses financial
reliability counter parties, taking into account the financial condition, current economic trends,
and analysis of historical credit losses and ageing of financial assets. Individual risk limits are
set and periodically reviewed on the basis of such information. The limits are set to minimise the
concentration of risks and therefore mitigate financial loss through counterparty’s potential failure to
make payments.
III. Liquidity Risk
Liquidity risk is the risk that the Company will encounter difficulty in raising funds to meet
commitments associated with financial instruments that are settled by delivering cash or another
financial asset. Liquidity risk may result from an inability to sell a financial asset quickly at close to
its fair value.
The Company has an established liquidity risk management framework for managing its short
term, medium term and long term funding and liquidity management requirements. The Company’s
exposure to liquidity risk arises primarily from mismatches of the maturities of financial assets and
liabilities.
The table below analyse financial liabilities of the Company into relevant maturity groupings based
on the remaining period from the reporting date to the contractual maturity date. The amounts
disclosed in the table are the contractual undiscounted cash flows.
Capital Management
For the purpose of the Company’s capital management, capital includes issued capital and all other
equity reserves attributable to the equity shareholders of the Company. The primary objective of the
Company when managing capital is to safeguard its ability to continue as a going concern and to
maintain an optimal capital structure so as to maximize shareholder value.
As at March 31, 2026 and March 31, 2025, the Company has one class of shares in the nature of
equity. Further company had raised fund through loans from related parties. Consequent to such
capital structure, there are no externally imposed capital requirements.
The Company monitors capital using gearing ratio, which is total debt divided by total capital plus
debt.
There are no reportable segments under Ind AS-108 ‘Operating Segments’ as all the activities relate to only
one segment i.e. civil construction. Further the management of the Company is also reviewing the results
/ operations of the Company as single segment i.e. civil construction.
Note 28 : Deferred Tax Assets / Liabilities:
As at 31st March 2026, the Company has unrecognised deferred tax assets aggregating to Rs. 168.36 lakhs
(Previous year: Rs. 157.76 lakhs) arising mainly from carried forward business losses and other timing
differences. While the Company has prepared its financial statements on a going concern basis considering the
expectedcommencementofmanufacturingoperationsduringFY2026-27andcontinuedfinancialsupportfrom
promoters and group entities (as detailed in Note No. 33), there is presently no virtual certainty, supported by
convincing evidence, that sufficient future taxable income will be available to realize these deferred tax assets.
Accordingly, in compliance with Ind AS 12 - Income Taxes, the Company has not recognised these
deferred tax assets in its books and has disclosed them by way of note only.
Accordingly, in compliance with Ind AS 12 - Income Taxes, the Company has not recognised these
deferred tax assets in its books and has disclosed them by way of note only.
Since the Company does not have any revenue from operations and inventories, the relevant ratios
pertaining to it is not applicable and hence, not disclosed.
Note 30 The fair value of the investments in the subsidiary, Modulex Modular Buildings Private Limited
(MMBPL), as assessed by Independent valuer for the year ended March 31, 2026, is sufficient to cover the
cost of investments. The valuer has factored in the impact of the subsidiary’s project progress and projected
business in coming years. Based on management’s outlook for long-term improvement in MMBPL’s
performance and the commitment to future business outlook, management believes that no impairment is
required for the Investment in the subsidiary.
(i) The Company do not have any Benami property, where any proceeding has been initiated or pending
against the Company for holding any Benami property.
(ii) The Company do not have any transactions with Companies struck off.
(iii) The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond
the statutory period,
(iv) The Company have not traded or invested in Crypto currency or Virtual Currency during the financial
year.
(v) The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies),
including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
(a) 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
(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
(vi) The Company have not received any fund from any person(s) or entity(ies), including foreign entities
(Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company
shall:
(a) 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
(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,”
(vii) 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).
(viii) The Company has complied with provisions of downstream layers of companies as per Section 2(87)
of the Companies Act, 2013 read with Companies (Restriction on number of Layers) Rules, 2017.
(ix) Reporting/disclosures is not made/applicable to the Company with respect to submission of statement
of current assets to the bank as credit facility is not sanctioned against current assets of the Company.
(x) The Company has not been declared wilful defaulter by any bank or financial institution or government
or any government authority.
(xi) Any other disclosure with respect to the amendment of Schedule III of the Act is either Nil or not
applicable.
Interest expense on borrowings was Rs. NIL and Rs 45.66 lakhs for the year ended 31st March 2026 and
31st March 2025 respectively.
Note 33 The Company has incurred a net loss (before Other Comprehensive Income) during the
current period and in previous years, primarily due to delays in the implementation of the project at
Pune through its subsidiary, Modulex Modular Buildings Private Limited (MMBPL). These delays,
along with other contributing factors, have resulted in a situation where the Company’s current
assets are insufficient to meet its current liabilities, thereby indicating the existence of a material
uncertainty that may cast significant doubt on the Company’s ability to continue as a going concern.
However, in June 2024, the subsidiary received a land re-allotment order from MIDC and subsequently
executed a 95-year long-term lease agreement with the Sub-Registrar at Indapur. As previously committed,
the management has initiated the factory construction project at Indapur, District Pune, through MMBPL
and is actively working towards its completion. The promoters and other investors have extended financial
support to facilitate the completion of this project. In view of these developments, the Standalone Financials
have been prepared on a going concern basis.
Note 34 Other Commitments:
The Company has given the commitment to provide the financial support to Subsidiary Company (Modulex
Modular Buildings Private Limited) as and when required.
Note 35 Contingent liabilities, Capital & Other Commitments
As per Note 6.3, during the year 23-24, the Company has given Corporate Guarantee to its subsidiary
Modulex Modular Buildings Pvt. Ltd. against the loan of Rs. 200 lakhs. As on 31.03.2026, loan outstanding
is Rs.200 lakhs.
Note 36 Comparatives
The figures of the previous year have been regrouped and re-arranged wherever necessary to conform to
current presentation. The figures for the current year and previous year have been presented in INR in
Lakhs.
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