I. Provisions
Mines reclamation
The Company provides for the costs of restoring
a mine where a legal or constructive obligation
exists. The estimated future costs for known
restoration requirements are determined
on a mine-by-mine basis and are calculated
based on the present value of estimated
future cash outflows.
The restoration provision before exploitation of
the raw materials has commenced is included in
Property, Plant and Equipment and depreciated
over the life of the related asset.
The effect of any adjustments to the provision
due to further environmental damage as a result
of exploitation activities is recorded through
the Statement of Profit and Loss over the life
of the related asset, in order to reflect the best
estimate of the expenditure required to settle the
obligation at the end of the reporting period.
Changes in the measurement of a provision that
result from changes in the estimated timing or
amount of cash outflows, or a change in the
discount rate, are added to or deducted from the
cost of the related asset to the extent that they
relate to the asset's installation, construction
or acquisition.
Provisions are discounted to their present value.
The unwinding of the discount is recognised as a
finance cost in the Statement of Profit and Loss.
Provisions are recognised when the Company
has a present obligation (legal or constructive)
as a result of a past event, it is probable that
an outflow of resources embodying economic
benefits will be required to settle the obligation
and a reliable estimate can be made of the amount
of the obligation. When the Company expects
some or all of a provision to be reimbursed,
for example, under an insurance contract, the
reimbursement is recognised as a separate asset,
but only when the reimbursement is virtually
certain. The expense relating to a provision is
presented in the statement of profit and loss net
of any reimbursement.
II. Contingent liability
A contingent liability is a possible obligation
that arises from the past events whose
existence will be confirmed by the occurrence or
non-occurrence of one or more uncertain future
events beyond the control of the Company or a
present obligation that arises from past events
and that is not recognised because it is not
probable that an outflow of resources embodying
economic benefits will be required to settle the
obligation. The Company does not recognise a
contingent liability but discloses its existence in
the financial statements.
G. Revenue recognition
Revenue is recognised on the basis of approved
contracts regarding the transfer of goods or
services to a customer for an amount that reflects
the consideration to which the entity expects to be
entitled in exchange of those goods or services.
I. Sale of goods
Revenue from the sale of the goods is recognised
at the point in time when delivery has taken place
and control of the goods has been transferred
to the customer according to the specific
delivery term that have been agreed with the
customer and when there are no longer any
unfulfilled obligations.
Revenue is measured after deduction of any
discounts and any taxes or duties collected on
behalf of the government such as goods and
services tax, etc. The Company accrues for
discounts based on historical experience and
specific contractual terms with the customer.
No element of financing is deemed present as the
sales are made with credit terms largely ranging
between 0 to 30 days depending on the specific
terms agreed with customers.
II. Contract assets Trade receivables and
Contract liabilities:
Contract asset:
A contract asset is the right to consideration
in exchange for goods or services transferred
to the customer. If the Company performs by
transferring goods or services to a customer
before the customer pays consideration or
before payment is due, a contract asset is
recognised for the earned consideration that
is conditional. Contract assets are subject to
impairment assessment.
Trade receivables
A receivable represents the Company's right to
an amount of consideration that is unconditional
i.e., only the passage of time is required before
payment of consideration is due and the
amount is billable.
Contract liabilities
A contract liability is the obligation to transfer
goods or services to a customer for which the
Company has received consideration from the
customer. Contract liabilities are recognised as
revenue when the Company performs obligations
under the contract.
III. Interest income
Interest income from a financial asset is
recognised when it is probable that the economic
benefits will flow to the Company and the
amount of income can be measured reliably.
Interest income is accrued on a time basis, by
reference to the principal outstanding and at
the effective interest rate applicable, which
is the rate that exactly discounts estimated
future cash receipts through the expected life
of the financial asset to that asset's net carrying
amount on initial recognition.
H. Retirement and other employee benefits
I. Defined contribution plan
Employee benefits in the form of contribution
to Provident Fund managed by government
authorities, Employees State Insurance
Corporation and Labour Welfare Fund are
considered as defined contribution plans and the
same are charged to the statement of profit and
loss for the year in which the employee renders
the related service.
II. Defined benefit plan
The Company's gratuity fund scheme, additional
gratuity scheme and post-employment benefit
scheme are considered as defined benefit plans.
The Company's liability is determined on the basis
of an actuarial valuation using the projected unit
credit method as at the balance sheet date.
Employee benefit, in the form of contribution to
provident fund is charged to statement of profit
and loss for the year in which the employee
renders the related service.
Past service costs are recognised in the statement
of profit and loss on the earlier of:
a) The date of the plan amendment or
curtailment, and
b) The date that the Company recognises
related restructuring costs
The net interest cost is calculated by applying the
discount rate to the net balance of the defined
benefit obligation. The Company recognises the
following changes in the net defined benefit
obligation as an expense in the statement of
profit and loss:
a) Service costs comprising current service
costs, past-service costs, gains and
losses on curtailments and non-routine
settlements; and
b) Interest expense or income
c) Re-measurements, comprising actuarial
gains and losses, the effect of the asset
ceiling (if any), 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-measurements are not reclassified
to the statement of profit and loss in
subsequent periods.
III. Short term employee benefits
Short term employee benefits that are expected
to be settled wholly within 12 months after the
end of the period in which the employees render
the related service are recognised as an expense
at the undiscounted amount in the statement of
profit and loss of the year in which the related
service is rendered.
IV. Other long-term employee benefits
Compensated absences are provided for on
the basis of an actuarial valuation, using the
projected unit credit method, as at the date of
the balance sheet. Actuarial gains / losses, if any,
are immediately recognised in the statement of
profit and loss. Compensated absences, which
are expected to be settled wholly within 12
months after the end of the period in which the
employees render the related service, are treated
as short term employee benefits. The Company
measures the expected cost of such absences
as the additional amount that it expects to pay
as a result of the unused entitlement that has
accumulated at the reporting date.
Long service awards and accumulated
compensated absences which are not expected
to be settled wholly within 12 months after the
end of the period in which the employees render
the related service are treated as other long term
employee benefits for measurement purposes.
V. Presentation and disclosure
For the purpose of presentation of defined
benefit plans, the allocation between the short
term and long-term provisions have been made as
determined by an actuary. Obligations under other
long-term benefits are classified as short-term
provision, if the Company does not have an
unconditional right to defer the settlement
of the obligation beyond 12 months from the
reporting date. The Company presents the entire
compensated absences as short-term provisions
since employee has an unconditional right to
avail the leave at any time during the year.
I. Taxation
Tax expense includes current income tax and
deferred income tax and includes any adjustments
related to past periods in current and / or deferred
tax adjustments that may become necessary due
to certain developments or reviews during the
relevant period.
I. Current income tax
Current income tax assets and liabilities are
measured at the amount expected to be recovered
from or paid to the taxation authorities. The tax
rates and tax laws used to compute the amount
are those that are enacted or substantively
enacted, at the reporting date in the countries
where the Company operates and generates
taxable income.
Current income tax relating to items recognised
outside the statement of profit and loss is
recognised in correlation to the underlying
transaction either in OCI or directly in equity.
Management periodically evaluates positions
taken in the tax returns with respect to situations
in which applicable tax regulations are subject
to interpretation and recognise expense
where appropriate.
Current tax assets and current tax liabilities are
offset when there is a legally enforceable right
to set off the recognised amounts and there is
an intention to settle the asset and the liability
on a net basis.
II. Deferred tax
Deferred tax is recognized for the future
tax consequences of deductible temporary
differences between the carrying values of assets
and liabilities and their respective tax bases at
the reporting date.
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 only
to the extent that it is probable that sufficient
future taxable income will be available against
which such deferred tax assets can be realised.
The carrying amount of deferred tax assets
are reviewed at each balance sheet date.
The Company writes-down the carrying amount
of a deferred tax asset to the extent that it is
no longer probable that sufficient future taxable
income will be available against which deferred
tax asset can be realised. Any such write-down is
reversed to the extent that it becomes reasonably
certain that sufficient future taxable income
will be available.
Deferred tax assets and liabilities are measured
based on the tax rates that are expected to
apply in the year when the asset is realised or
the liability is settled, based on tax rates (and tax
laws) that have been enacted or substantively
enacted at the reporting date.
Deferred tax relating to items recognised
outside the statement of profit and loss is
recognised outside profit or loss (either in
other comprehensive income 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 liabilities are offset
when there is a legally enforceable right to
offset current tax assets and liabilities and when
the deferred tax balances relate to the same
taxation authority.
The Company applies significant judgment
in identifying uncertainties over income tax
treatments. Uncertain tax positions are reflected
in the overall measurement of the Company's tax
expense and are based on the most likely amount
or expected value that is to be disallowed by the
taxing authorities whichever better predict the
resolution of uncertainty. Uncertain tax balances
are monitored and updated as and when new
information becomes available, typically upon
examination or action by the taxing authorities
or through statute expiration.
J. Leases
The Company assesses whether a contract is or
contains a lease, at inception of a contract. A contract
is, or contains, a lease if the contract conveys the right
to control the use of an identified asset for a period of
time in exchange for consideration.
I. Company as a lessee:
Right-of-use assets
At the date of commencement of the lease,
the Company recognises a right-of-use asset
and a corresponding lease liability for all lease
arrangements in which it is a lessee, except for
short-term leases and leases of low-value assets.
The right-of-use assets are initially recognised at
cost, which comprises the initial amount of the
lease liability adjusted for any lease payments
made at or prior to the commencement date
of the lease plus any initial direct costs less
any lease incentives. They are subsequently
measured at cost less accumulated depreciation
and impairment losses, if any. Right-of-use assets
are depreciated from the commencement date
on a straight-line basis over the shorter of the
lease term and useful life of the underlying asset:
The right of use assets is also subject to
impairment. Right of use assets are evaluated
for recoverability whenever events or changes
in circumstances indicate that their carrying
amounts may not be recoverable.
Lease liabilities
Lease liability is initially measured at the present
value of the future lease payments. The lease
payments are discounted using the interest rate
implicit in the lease or, if not readily determinable,
using the incremental borrowing rates.
The Company uses the incremental borrowing
rate as the discount rate.
Lease payments included in the measurement
of the lease liability include fixed payments,
variable lease payments that depend on an index
or a rate known at the commencement date; and
extension option payments or purchase options
payments which the Company is reasonably
certain to exercise.
Variable lease payments that do not depend
on an index or rate are not included in the
measurement the lease liability and the ROU
asset. The related payments are recognised as
an expense in the period in which the event or
condition that triggers those payments occurs
and are included in the line "Other expenses” in
the Statement of Profit or Loss.
The lease term comprises the non-cancellable
lease term together with the period covered
by extension options, if assessed as reasonably
certain to be exercised, and termination options,
if assessed as reasonably certain not to be
exercised. For lease arrangement in respect
of ships, the non-lease components are not
separated from lease components and instead
account for each lease component, and any
associated non-lease component as a single
lease component.
The lease liability is subsequently remeasured by
increasing the carrying amount to reflect interest
on the lease liabilities, reducing the carrying
amount to reflect the lease payments made.
ROU asset and lease liabilities have been
separately presented in the Balance Sheet
and lease payments have been classified as
financing cash flows.
Short-term leases and leases of low-value
assets
The Company applies the low-value asset
recognition exemption on a lease-by-lease basis,
if the lease qualifies as leases of low-value assets.
In making this assessment, the Company also
factors below key aspects:
a) the assessment is conducted on an absolute
basis and is independent of the size, nature,
or circumstances of the lessee.
b) the assessment is based on the value of the
asset when new, regardless of the asset's
age at the time of the lease.
c) the lessee can benefit from the use of
the underlying asset either independently
or in combination with other readily
available resources, and the asset is
not highly dependent on or interrelated
with other assets.
d) if asset is subleased or expected to be
subleased, the head lease does not qualify
as a lease of a low-value asset.
II. Company as a lessor:
The determination of whether an arrangement is
(or contains) a lease is based on the substance
of the arrangement at the inception of the
lease. The arrangement is, or contains, a lease
if fulfilment of the arrangement is dependent
on the use of a specific asset or assets and the
arrangement conveys a right to use the asset or
assets, even if that right is not explicitly specified
in an arrangement. Leases are classified as
finance leases whenever the terms of the lease
transfer substantially all the risks and rewards
of ownership to the lessee. All other leases are
classified as operating leases. Rental income
from operating leases is generally recognised on
a straight-line basis over the term of the relevant
lease. Where the rentals are structured solely to
increase in line with expected general inflation
to compensate for the Company's expected
inflationary cost increases, such increases are
recognised in the year in which such benefits
accrue. Initial direct costs incurred in negotiating
and arranging an operating lease are added to
the carrying amount of the leased asset and
recognised on a straight-line basis over the lease.
K. Earnings per share
Basic earnings per share is calculated by dividing the
net profit or loss attributable to equity holders of
parent company by the weighted average number of
equity shares outstanding during the period.
Diluted earnings per share are computed by dividing
the profit after tax as adjusted for dividend, interest
and other charges to expense or income (net of any
attributable taxes) relating to the dilutive potential
equity shares, by the weighted average number of
equity shares considered for deriving basic earnings
per share and the weighted average number of equity
shares which could have been issued on conversion of
all dilutive potential equity shares.
L. Foreign currencies translations
The Company's financial statements are presented in
(H), which is also the Company's functional currency.
Monetary assets and liabilities denominated in
foreign currencies are translated at the functional
currency spot rates of exchange at the reporting
date. Exchange differences on monetary items
are recognised in profit and loss in the period in
which they arise.
Non-monetary items which are carried in terms of
historical cost denominated in a foreign currency
are reported using the exchange rate at the date of
the transaction.
M. Borrowing Costs
Borrowing costs are recognised in statement of
profit and loss in the period in which they are
incurred. Borrowing cost consist of interest and other
costs that an entity incurs in connection with the
borrowing of funds.
N. Cash and cash equivalents
Cash and cash equivalent in the balance sheet and
for the purpose of statement of cash flows comprise
cash at banks and on hand, short-term deposits with
an original maturity of three months or less and
investment in liquid mutual funds that are readily
convertible to a known amount of cash and subject
to an insignificant risk of changes in value.
O. Classification of current and non-current assets
and liabilities
The operating cycle is the time between the acquisition
of assets for processing and their realisation in cash
and cash equivalents. The Company has identified
twelve months as its operating cycle for determining
current and non-current classification of assets and
liabilities in the Balance sheet.
P. Exceptional Items
Exceptional items refer to items of income or expense,
within the statement of profit and loss from ordinary
activities which are non-recurring and are of such size,
nature or incidence that their separate disclosure is
considered necessary to explain the performance
of the Company.
3.1 Use of estimates and judgments
The preparation of the Company's financial statements
requires management to make judgments, estimates
and assumptions that affect the reported amounts of
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.
Estimates and judgments are continually evaluated
and are based on historical experience and other
factors, including expectations of future events that
are believed to be reasonable under the circumstances.
The estimates and underlying assumptions are
reviewed on an ongoing basis. Revisions to accounting
estimates are recognised in the period in which the
estimate is revised if the revision affects only that
period, or in the period of the revision and future
period, if the revision affects current and future
period. Revisions in estimates are reflected in the
financial statements in the period in which changes
are made and, if material, their effects are disclosed
in the notes to the financial statements.
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. Existing circumstances and assumptions about
future developments 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.
I. Classification of legal matters and tax litigations
(Refer Note 39)
The litigations and claims to which the Company
is exposed to are assessed by management with
assistance of the legal department and in certain
cases with the support of external specialised lawyers.
Determination of the outcome of these matters into
"Probable, Possible and Remote” require judgement
and estimation on case to case basis.
II. Defined benefit obligations (Refer Note 43)
The cost of defined benefit gratuity plans, and
post-retirement medical benefit is determined using
actuarial valuations. The actuarial valuation involves
making assumptions about discount rates, future
salary increases, mortality rates and future pension
increases. Due to the long-term nature of these plans,
such estimates are subject to significant uncertainty.
III. Useful life of property, plant and equipment (Refer
Note 4)
The charge in respect of periodic depreciation is
derived after determining an estimate of an asset's
expected useful life and the expected residual value.
Increasing an asset's expected life or its residual value
would result in a reduced depreciation charge in the
statement of profit and loss. The useful lives of the
Company's assets are determined by management at
the time the asset is acquired and reviewed at least
annually for appropriateness. The lives are based on
historical experience with similar assets as well as
anticipation of future events, which may impact their
life, such as changes in technology.
IV. Impairment of Property, plant and equipment
(Refer Note 4)
Determining whether the property, plant and
equipment are impaired requires an estimate of the
value of use. In considering the value in use, the
management has anticipated the capacity utilization
of plants, operating margins, mineable resources
and availability of infrastructure of mines, and other
factors of the underlying businesses / operations.
Any subsequent changes to the cash flows due to
changes in the above-mentioned factors could impact
the carrying value of property, plant and equipment.
V. Physical verification of Inventory (Refer Note 9)
Bulk inventory for the Company primarily comprises
of coal, petcoke and clinker which are primarily used
during the production process at the manufacturing
locations. Determination of physical quantities of bulk
inventories is done based on volumetric measurements
and involves special considerations with respect to
physical measurement, density calculation, moisture,
etc. which involve estimates / judgments.
VI. Deferred tax assets (Refer Note 7)
Significant management judgement is required to
determine the amount of deferred tax assets that
can be recognised, based upon the likely timing
and the level of future taxable profits together with
future tax planning strategies, including estimates
of temporary differences reversing on account of
available benefits under the Income Tax Act, 1961.
Deferred tax assets are recognised for unused tax
losses to the extent that it is probable that taxable
profit will be available against which the losses can
be utilised. Significant management judgement is
required to determine the amount of deferred tax
assets that can be recognised, based upon the likely
timing and the level of future taxable profits together
with future tax planning strategies.
VII. For key estimates and judgements related to fair
values Refer Note 36.
3.2 New and Amended Standards:
The accounting policies adopted in the preparation
of the financial statements are consistent with those
followed in the preparation of the Company's annual
financial statements for the year ended March 31,
2025, except for amendments to the existing Indian
Accounting Standards (Ind AS). The Company has
not early adopted any other standard, interpretation
or amendment that has been issued but is
not yet effective.
The Ministry of Corporate Affairs notified new
standards or amendment to existing standards under
Companies (Indian Accounting Standards) Rules as
issued from time to time.
The following amendments are effective from
April 1, 2024:
Introduction of Ind AS 117
MCA notified Ind AS 117, a comprehensive standard that
prescribe, recognition, measurement and disclosure
requirements, to avoid diversities in practice for
accounting insurance contracts and it applies to all
companies i.e., to all "insurance contracts" regardless
of the issuer. However, Ind AS 117 is not applicable
to the entities which are insurance companies
registered with IRDAI.
Additionally, amendments have been made to Ind
AS 101, First-time Adoption of Indian Accounting
Standards, Ind AS 103, Business Combinations,
Ind AS 105, Non-current Assets Held for Sale and
Discontinued Operations, Ind AS 107, Financial
Instruments: Disclosures, Ind AS 109, Financial
Instruments and Ind AS 115, Revenue from Contracts
with Customers to align them with Ind AS 117.
The amendments also introduce enhanced disclosure
requirements, particularly in Ind AS 107, to provide
clarity regarding financial instruments associated
with insurance contracts.
Amendments to Ind AS 116 -Lease liability in a sale
and leaseback
The amendments require an entity to recognise lease
liability including variable lease payments which are
not linked to index or a rate in a way it does not result
into gain on Right of use asset it retains.
The Company has reviewed the new pronouncements
and based on its evaluation has determined that these
amendments do not have impact on the Company's
Financial Statements.
i) During the year ended March 31, 2024, In terms of Share Purchase Agreement (SPA) dated August 3, 2023 as
amended, entered amongst (a) the Company (b) Certain Members of Erstwhile Promoters Group of the Company
and (c) Ambuja Cements Limited (Acquirer), Acquirer has acquired 140,821,941 Equity Shares constituting
54.51% of Equity Share Capital of Company on December 6, 2023. Consequently, the Board of Directors was
reconstituted on December 7, 2023. The Acquirer had made an Open Offer to Public Shareholders of the Company
for acquiring upto 67,164,760 Equity Shares constituting about 26% of the paid-up equity share capital of the
Company, wherein 20,481,161 Equity shares (i.e. 30.49% of the Offer size and 7.93% of the Paid-up Capital) were
tendered by public shareholders. Post this Open Offer, the shareholding of the Acquirer increased to 161,303,102
Equity shares (i.e. 62.44%) resulting in increase in the overall shareholding of promoter group to 80.52%.
In order to achieve the Minimum Public Shareholding (MPS), the Acquirer during the year sold 5,166,000 Equity
shares (i.e. 2%) in Open Market. Post selling of the shares, Acquirer held 156,137,102 Equity shares (i.e. 60.44%) of
the Company during the year and the overall shareholding of Promoter Group was 202,836,040 Equity shares (i.e.
78.52%) as on March 31, 2024.
ii) During the year ended March 31, 2025, in order to achieve the Minimum Public Shareholding, the Acquirer and
Mr. Ravi Sanghi (erstwhile promoter) sold 60,92,000 and 30,00,000 equity shares respectively aggregating to
90,92,000 Equity Shares (representing 3.52% of the Paid-up Equity Share Capital of the Company) through offer for
sale through stock exchange mechanism. Post successful completion of Offer for Sale, the Promoter Shareholding
has reduced from 78.52% to 75% of the Paid-up Equity Share Capital of the Company and Company has achieved
the MPS requirements, as mandated under Rules 19(2) (b) and 19A of the Securities Contracts (Regulations) Rules,
read with Regulation 38 of the SEBI Listing Regulations.
c) Performance obligation:
All sales are made at a point in time and revenue recognised upon satisfaction of the performance obligations
which is typically upon dispatch or delivery. The Company does not have any remaining performance obligation for
sale of goods or services which remains unsatisfied as at March 31, 2025 or March 31, 2024. Applying the practical
expedient as given in Ind AS 115, the Company has not disclosed the remaining performance obligation related
disclosures for contracts where the revenue recognised corresponds directly with the value to the customer of the
entity's performance completed to date.
d) Disaggregation of revenue - Refer Note 41 for disaggregated revenue information. The management determines
that the segment information reported is sufficient to meet the disclosure objective with respect to disaggregation
of revenue under Ind AS 115 "Revenue from contracts with customers".
C) Fair value measurements
The Company uses the following hierarchy for determining and/or disclosing the fair value of financial instruments
by valuation techniques:
a) Level 1
This level includes those financial instruments which are measured by reference to quoted prices (unadjusted)
in active markets for identical assets or liabilities.
b) Level 2
This level includes financial assets and liabilities measured using inputs other than quoted prices included
within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e.
derived from prices).
c) Level 3
This level includes financial assets and liabilities measured using inputs that are not based on observable market
data (unobservable inputs). Fair values are determined in whole or in part, using a valuation model based on
assumptions that are neither supported by prices from observable current market transactions in the same
instrument nor are they based on available market data.
Note:
a) There was no transfer between level 1 and level 2 fair value measurement.
b) Fair value of financial assets and financial liabilities that are not measured at fair value (but fair value
disclosures are required)
In the Company's opinion, the carrying amount of other financial assets, trade receivables, cash and cash equivalents
(excluding investments in liquid mutual funds), bank balances other than cash and cash equivalents, other financial
liabilities (excluding derivative financial instruments) and trade payable recognised in the financial statement
approximate their fair values largely due to the short-term maturities of these instruments.
Note 37. Financial risk management objectives and policies
The Company has a system-based approach to risk management, established policies and procedures and internal
financial controls aimed at ensuring early identification, evaluation and management of key financial risks such as market
risk, credit risk and liquidity risk that may arise as a consequence of its business operations as well as its investing and
financing activities. Accordingly, the Company's risk management framework has the objective of ensuring that such risks
are managed within acceptable and approved risk parameters in a disciplined and consistent manner and in compliance
with applicable regulations.
All derivative activities for risk management purposes are carried out by specialist teams that have the appropriate skills,
experience and supervision. It is the Company's policy that no trading in derivatives for speculative purposes shall be undertaken.
The Company's management is supported by a risk management committee that advises on financial risks and the
appropriate financial risk governance framework for the Company. The risk management committee provides assurance
to the Company's management that the Company's financial risk activities are governed by appropriate policies and
procedures and that financial risks are identified measured and managed in accordance with the Company's policies
and risk objectives. The Board of Directors reviews policies for managing each of these 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. Market risk comprises three types of risks a) commodity price risk b) currency risk and c)
interest rate risk. Financial instruments affected by market risk comprise deposits, investments, trade payables.
The Company's investments are predominantly held in bank deposits and liquid mutual funds. Mark to market
movements in respect of the Company's investments are valued through the Statement of Profit and Loss.
Bank deposits are held with highly rated banks and are not subject to interest rate volatility. The Company's borrowings
from the Holding Company are at fixed rate of interest so there is no interest rate risk related to borrowings.
Assumption made in calculating the sensitivity analysis
The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks.
The analysis excludes the impact of movements in market variables on the carrying values of gratuity and other
post - retirement obligations and provisions.
a) Commodity risk
Commodity price risk for the Company is mainly related to fluctuations in fuel prices linked to various external
factors, which can affect the production cost of the Company. Since the energy costs is one of the primary costs
drivers, any fluctuation in fuel prices can lead to a drop in operating margin. To manage this risk, the Company takes
following steps:
i) Optimizing the fuel mix, pursue longer term and fixed contracts where considered necessary.
ii) Consistent efforts to reduce the cost of power and fuel by using both domestic and international coal.
iii) Use of alternative Fuel and Raw Materials (AFR) and enhancing the utilisation of renewable power including
its onsite and offsite solar and wind power.
Additionally, processes and policies related to such risks are reviewed and controlled by senior management and
fuel requirements are monitored by the central procurement team.
b) Foreign currency risk
Foreign currency risk is the risk of impact related to fair value or future cash flows of an exposure in foreign
currency, which fluctuate due to change in foreign exchange rates. The Company's exposure to the risk of changes
in foreign exchange rates primarily relate to import of raw materials, fuels and capital items. The Company has not
used derivative financial instruments either for hedging purpose or for trading or speculative purposes except for
forward contracts executed for LC opened in foreign currency.
The carrying amounts of the Company's foreign currency denominated monetary assets at the end of the reporting
periods expressed in ', are as follows:
c) 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 is having all fixed rate borrowing as at date and accordingly there
is no exposure to interest rate risk.
B) Credit risk
Credit risk is the risk that the 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 investing activities, including deposits placed with banks and financial institutions
and other financial instruments.
Trade receivables
Trade receivables of the Company are from related parties. Trade receivables are due for less than one year while
the Company is regularly receiving its dues from related parties, accordingly in relation to these dues, the Company
does not foresee any Credit risk. The loss allowance represents aged trade receivables from third parties for the
sales made in earlier years.
Financial assets other than trade receivables
The exposure to the Company arising out of this category consists of balances with banks, investments in liquid
mutual funds and other receivables which do not pose any material credit risk. Such exposure is also controlled,
reviewed and approved by the management of the Company on routine basis. There are no indications that defaults
in payment obligations would occur in respect of these financial assets.
Credit risk on cash and cash equivalent. deposits with the banks / financial institutions is generally low as the
said deposits have been made with the banks / financial institutions who have been assigned high credit rating by
international and domestic credit rating agencies.
I nvestments of surplus funds are made only with approved financial Institutions. Investments primarily include
investment in units of liquid mutual funds and fixed deposits with banks having low credit risk.
Investments in liquid mutual funds as on March 31, 2025 are ' Nil (March 31, 2024: ' 109.15 crore)
Expected credit loss assessment
For trade receivables, as a practical expedient, the Company computes credit loss allowance based on a provision
matrix. The provision matrix is prepared based on historically observed default rates over the expected life of trade
receivables and is adjusted for forward-looking estimates. At each reporting date, the historically observed default
rates and changes in the forward-looking estimates are updated. Accordingly, loss allowances on trade receivables
are measured using provision matrix at an amount equal to life time expected losses i.e. expected cash shortfall.
Credit Impaired
For expected credit loss as at each reporting date, the Company assesses position for the assets for which credit
risk has not significantly increased from initial recognition, assets for which credit risk has increased significantly
but are not credit impaired and for assets for which credit risk has increased significantly and are credit impaired.
The Company assesses detrimental impacts on the estimated future cash flows of the financial asset including
receivables and other assets. Based on the assessment of the observable data relating to significant financial
difficulty and creditworthiness of the counterparties, the management believes that there are no financial assets
which are credit impaired except as disclosed in the notes to the financial statements.
C) 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
reasonable price. The Company's treasury team is responsible for liquidity, funding as well as settlement management.
In addition, processes and policies related to such risks are overseen by senior management. Management monitors
the Company's liquidity position through rolling forecasts on the basis of expected cash flows. The Company has
invested in short term liquid funds which can be redeemed on a very short notice and hence carried negligible
liquidity risk.
The table below provides details regarding the remaining contractual maturities of financial liabilities at the reporting
date based on undiscounted contractual payments.
Note 38. Capital Management
a) The Company's objectives when managing capital are to maximise shareholders value through an efficient
allocation of capital towards expansion of business optimisation of working capital requirements and deployment
of balance surplus funds on the back of an effective portfolio management of funds within a well defined risk
management framework.
b) The management of the Company reviews the capital structure of the Company on regular basis to optimise cost of
capital. As part of this review, the Board considers the cost of capital and the risks associated with the movement
in the working capital.
c) The Company has borrowings from Holding Company as apprearing in note 18 which carries intretest @ 8 % p.a.
The Company expects to meet its capital requirement through internal accruals going forward and will continue to
have support from Holding Company
which an application was filed with Electricity Department seeking an exemption for payment of electricity duty
for a period of 10 years as per then prevailing provisions of the Gujarat Electricity Duty Act, 1958. In August 1997,
Company's application for exemption for payment of Electricity Duty was rejected by Electricity Department on the
grounds that the Company had not commenced cement manufacturing activities.
The Company commenced cement manufacturing in April 2002 and reapplied for the exemption of electricity
duty for the period starting April 2002 to March 2012. Against company's application, the electricity department
issued exemption certificate for the period of April 2002 to November 2005, interpreting that exemption would be
applicable from the date of commissioning of DG sets i.e. from November 1995 and not manufacturing date and
also in view of the authority issued demand of ' 3.30 crore vide orders dated March 02, 2006 and April 1, 2006, for
the period of November 18, 2005, to February 2006.
The Company filed writ petition challenging department's demand orders claiming that the Company is entitled to
exemption from the payment of electricity duty for a period of 10 years from March 2002 on the basis of Section
3(2)(vii) of the Electricity Act with Hon'ble Gujarat High Court in year 2006. The Hon'ble High Court of Gujarat, in
their interim order dated May 5, 2006, granted ad-interim relief in the matter.
Since the matter is sub-judice, there is no open demand from the electricity department for the period upto
March 2012. Based on management assessment and the advice of external legal counsel, the Company believes it
has a strong case on merits for successful appeal in this matter. The Company has recognised a provision of ' 43.90
crore (related to principal portion of duty for the period 2007 to 2012) and an amount of ' 174.15 crore is disclosed
as contingent liability towards interest for the dispute period for the year ended March 31, 2025.
For the period post April 2012, pursuant to a demand of ' 161.95 crore (including interest) raised by Chief Commissioner
of State Tax, Gujarat, vide letter dated July 16, 2024, the Company has recognised a provision of ' 170.62 crore
(including interest) in the books against the demand till March 31, 2025, pending payment of demand. Accrual of
provision of ' 119.81 crore and ' 62.72 crore (including interest) has been disclosed as exceptional expense for the
year ended March 31, 2025 and March 31, 2024, respectively.
Further, the Company, as per the terms of Share Purchase Agreement (SPA) dated August 3, 2023, entered between
the Promoters of Sanghi Industries Limited, Sanghi Industries Limited (the "Company" or "SIL'), and Ambuja Cements
Limited, the Company has raised indemnity claims amounting to ' 84.31 crore against the demand raised by
authorities for the period post April 2012. Management, as per the terms of SPA, also has rights to raise further claims
for the period pre-2012, in case the matter is ruled against the Company and demand is raised by the authorities.
The Company has made detailed review of its pending litigation & disputed matters. Based on such review, provision
for probable matters amounting to ' 121.20 crore (March 31, 2024'104.49) is made in the financials and same has
been disclosed as exceptional items, and it includes provision of electricity duty demand which the Company is
litigating with Chief Commissioner of State Tax. The litigation is with regards to computation of duty and interest
thereon. Pending settlement, the Company has accounted for provisions of ' 119.81 Crores (March 31, 2024'62.72
crores) (including interest) as an exceptional item (Refer Note 46).
iii) The Company has applied for the refund for the GST Compensation Cess amounting to ' 2.28 crores which is
currently shown under the balance with government authorities in financial statements. The same was rejected by
the department and the matter is currently under litigation by the Company. The management has assessed the
risk category of the litigation as Possible.
Note:
a) Transactions with related parties are disclosed exclusive of applicable taxes
b) Transaction entered into with related party are made on terms equivalent to those that prevail in arm's length
transactions and normal credit terms. The company has not recorded any loss allowance for trade receivable from
related parties. Outstanding balances at the end of the year are unsecured and interest free and settlement occurs
in cash. There have been no guarantees provided or received for any related party receivables or payables.
c) Remuneration does not include provision towards Gratuity and Leave Encashment which is provided based on
actuarial valuation on an overall company basis.
d) The Company reimburses salary cost to Holding Company and ACC Limited for employees deployed including key
managerial personnel for performing operational, financial and other functions.
e) ' 0.00 represents the amount less than ' 50,000/- in the above tables.
Note 43. Employee Benefits
The Company operates post employment and other long term employee benefits defined plans as follows:
a) Defined contribution plans
Amount recognised and included in Note 30 Contribution to Provident and Other Funds (including contribution to
provident fund trust) of the Statement of Profit and Loss ' 1.71 crore (March 31, 2024 - ' 0.82 crore).
b) Defined benefit plans
The defined benefit plan (the Gratuity plan) covers eligible employees and provides a lump sum payment to vested
employees at retirement, death, incapacitation or termination of employment, of an amount based on the respective
employee's salary and the tenure of employment.
The defined benefit gratuity plan (unfunded) is governed by the Payment of Gratuity Act, 1972. Under the Act, every
employee who has completed at least five year of service is entitled to gratuity benefits on departure at 15 days
salary (last drawn salary) for each completed year of service.
The plans in India typically expose the Company to actuarial risks such as: interest rate risk, salary risk and
longevity risk.
i) Interest risk: A decrease in the bond interest rate will increase the plan liability.
ii) Salary risk: The present value of the defined benefit plan liability is calculated by reference to the future salaries
of plan participants. As such, an increase in the salary of the plan participants will increase the plan's liability.
iii) Longevity risk: 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 after their employment. An increase in the life
expectancy of the plan participants will increase the plan's liability.
Note 45.
The code on Social Security, 2020 ('Code') relating to employee benefits during employment and post employment benefits
received Presidential assent in September 2020. The Code has been published in the Gazette of India. Certain sections of
the Code came into effect on 3 May 2023. However, the final rules/interpretation have not yet been issued. The Company
will assess the impact of the Code when the final rules/interpretation comes into effect and will record any related impact.
Notes:
i) During the previous year, the Company has sold certain non-core immoveable properties. Profit on disposal of certain
non-core immoveable properties amounting to ' 224.10 crore for the year ended March 31, 2024 has been disclosed
as exceptional items.
ii) Includes provision of ' 119.81 crore and ' 62.72 crore (including interest) on electricity duty litigation for the year
ended March 31, 2025 and March 31, 2024, respectively.
iii) During the previous year, the Company has paid one- time charges to lenders for prepayment of loans amounting
to ' 88.42 crore which has been disclosed as exceptional items.
iv) During the previous year, the Company had paid Interest on Custom Duty dues amounting to ' 13.72 crore which
has been disclosed as exceptional items.
Note 47. Corporate Social Responsibility Expenses (CSR)
As per Section 135 of the Companies Act, 2013 read with guidelines issued by Department of Public Enterprises,
Government of India, the Company in absence of profits is not required to spend, in every financial year, at least two per
cent of the average net profits made during the three immediately preceding financial years in accordance with its CSR
Policy. Accordingly, the provision of section 135(5) of the Companies Act, 2013 are also not applicable to the Company.
Note 48. Additional disclosures as required under Schedule III of the Companies Act 2013.
1) Title deeds of all immovable properties including right to use assets are held in name of the Company as at
March 31, 2025.
2) The company does not hold any Investment Property in its books of accounts, so fair valuation of investment property
is not applicable.
3) The Company has not revalued any of its Property, Plant & Equipment including Right of use assets in the current
year and previous year.
4) The Company has not given any loans or advances in the nature of loans to promoters, directors, KMPs and/ or related
parties (as defined under Companies Act, 2013), either severally or jointly with any other person, that are repayable
on demand, or without specifying any terms or period of repayment.
5) No proceedings have been initiated or pending against the company under the Benami Transactions
(Prohibition) Act,1988.
6) Company is not having any transaction with the Companies struck off under the Section 248 of the Companies Act
2013 or Section 560 of the Companies Act 1956 except as below
7) There are no charges or satisfaction which are to be registered with Registrar of Companies (ROC) beyond
statutory period.
8) The Company has not been declared a willful defaulter by any bank or financial institution or other lender (as defined
under the Companies Act, 2013) or consortium thereof, in accordance with the guidelines on willful defaulters issued
by the Reserve Bank of India.
9) The provisions of clause (87) of section 2 of the Act read with the Companies (Restriction on number of Layers)
Rules, 2017 are not applicable to the company as per Section 2(45) of the Companies Act, 2013.
10) The Company has 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
11) The Company has 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
12) The company does not have any transaction which is not recorded in the books of accounts that has been surrendered
or disclosed as income during the year in the tax assessment under the Income Tax Act, 1961
13) The company has not traded or invested in Crypto Currency or Virtual Currency during the financial year.
14) Scheme of Arrangement:
The Board of Directors of the Company at its meeting held on December 17, 2024, has approved the Scheme of
Arrangement between the Company ("Transferor Company”), Ambuja Cements Limited ("Transferee Company”) and
their respective shareholders under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013
("Act”) w.e.f. appointed date April 1, 2024.
Upon the Scheme becoming effective, the equity shareholders of the Transferor Company (Other than Transferee
Company) will be issued and allotted 12 equity shares of the face value of ' 2 each fully paid of Transferee Company,
for every 100 equity shares of the face value of ' 10 each fully paid held by shareholders in Transferor Company.
The proposed Scheme is subject to necessary statutory and regulatory approvals under the applicable laws, including
approval of the jurisdictional Hon'ble National Company Law Tribunal ("NCLT”).
The Transferee Company has filed proposed schemes with the Bombay Stock Exchange (BSE) and the National
Stock Exchange of India Limited (NSE). As on the date of adoption of these financial statements by the Board, the
Transferee Company is awaiting No Objection Certificate from Securities and Exchange Board of India (SEBI).
Note 49. Going Concern
The Company has incurred a loss of ' 498.38 crore and ' 448.34 crore for the year ended March 31, 2025 and
March 31, 2024 respectively. Further, the company has incurred cash losses of ' 278.61 crore and ' 327.54 crore for
the year ended March 31, 2025 and March 31, 2024 respectively. As on March 31, 2025, Company's current liabilities
exceeds its current assets by ' 10.80 crore. The Company has earned EBITDA (excluding exceptional items) of
' 66.98 crore for the year ended March 31, 2025 which has significantly improved as compared to ' (81.39) crore for
the year ended March 31, 2024. The financial and operational condition of the Company has improved significantly
post-acquisition by Ambuja Cements Limited and considering the cash flow projection of the Company, the financial
statements have been prepared on a going concern basis.
Note 51.
Previous year's figures have been regrouped and rearranged wherever necessary to conform to current year's classification.
Below are the regrouping and rearrangements of assets and liabilities based on requirements of Schedule III and review
of commonly prevailing practices:
i) The Company has Investment in bank deposits amounting to ' 18.44 crore. These Investment were previously
disclosed as "Bank balances other than cash and cash equivalents", however, based on review of commonly prevailing
practices, the management considers it is to be more relevant to disclose the same under "Other non-current
financial assets" of ' 2.24 crore and "Current financial assets" of ' 16.20 crore.
ii) The Company has liabilities amounting to ' 181.58 crore previously disclosed as "Current provisions", however based
on review of commonly prevailing practices, the management considers it is to be more relevant to disclose the
same under "Other current liabilities" of ' 167.74 crore and "Trade payables" of ' 13.84 crore.
iii) The Company has deposit paid under protest amounting to ' 46.02 crore previously disclosed as "Other current assets",
however the management considers it is to be more relevant to disclose the same under "Other non-current assets".
iv) The Company has payables to employees which were presented under "Trade Payables". However, for better
presentation and disclosure in terms of requirement of Ind AS 1 'Presentation of Financial Statements' and Division
II - Ind AS of Schedule III to the Companies Act, 2013, such employee payables have been presented under head
other financial liabilities (Current) under nomenclature of "Payables to employees".
Considering this, such payables to employees as at March 31, 2024 amounting to ' 0.28 crore has been presented
from the trade payables to the other financial liabilities. Due to such better presentation, there is neither any impact
on net profits for the current financial year and previous year nor the financial position as at the current and previous
year presented in the financial statements.
Note 52. Audit Trail
The Company uses an accounting software for maintaining its books of account 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 accounting software except the audit trail feature is enabled, for certain direct changes to SAP application and its
underlying HANA database when using certain privileged / administrative access rights where the process is started
during the year, stabilized and enabled from March 25, 2025.
Further, there is no instance of audit trail feature being tampered with in respect of the accounting software where
such feature is enabled.
Additionally, the audit trail of relevant prior years has been preserved for record retention to the extent it was enabled
and recorded in those respective years by the Company as per the statutory requirements for record retention.
Note 53.
' 0.00 in the financial statement represents the amount less than ' 50,000/-
Note 54. Events occuring after the Balance Sheet Date
The Company evaluates events and transactions that occur subsequent to the balance sheet date but prior to approval
of the financial statements to determine the necessity for recognition and / or reporting of any of these events
and transactions in the financial statements. As on April 28, 2025. there are no material subsequent events to be
recognized or reported.
The accompanying notes are an integral part of these financial statements.
As per our report of even date attached For and on behalf of the Board of Directors of
Sanghi Industries Limited
For S R B C & CO LLP Ajay Kapur Sukuru Ramarao
Chartered Accountants Chairman Whole-time Director
ICAI Firm Registration No. 324982E/E300003 DIN: 03096416 and Chief Executive Officer
DIN: 08846591
per Abhishek Karia Sanjay Khajanchi Anil Agrawal
Partner Chief Financial Officer Company Secretary
Membership No. 132122 Membership No: A-14063
Place: Ahmedabad Place: Ahmedabad
Date: April 28, 2025 Date: April 28, 2025
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