1.18Provisions, Contingent Liabilities and Contingent Assets
a) Provisions
Provisions are recognised when there is a present obligation (legal or constructive) as a result of a past event and it is probable that an outflow of resources embodying economic beneuts will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions, if any, are determined by discounting the expected future cash uows (representing the best estimate of the expenditure required to settle the present obligation at the balance sheet date) at a pre-tax rate that reuects current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognised as finance cost.
Onerous Contracts:
Present obligations arising under onerous contracts are recognised and measured as provisions. An onerous contract is considered to exist when a contract under which the unavoidable costs of meeting the obligations exceed the economic benefits expected to be received from it.
b) Contingent Liabilities
Contingent liability is a possible obligation arising from past events and the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events but is not recognised because it is not possible that an outflow of resources embodying economic benefit will be required to settle the obligations or reliable estimate of the amount of the obligations cannot be made. The Company discloses the existence of contingent liabilities in other notes to financial statements.
c) Contingent Assets
Contingent assets usually arise from unplanned or other unexpected events that give rise to the possibility of an infow of economic benefits. Contingent assets are not recognised though are disclosed, where an infow of economic benefits is probable.
1.19 Investment properties
• Investment property, if any, is property (comprising land or building or both) held to earn rental income or for capital appreciation or both, but not for sale in ordinary course of business, used in the production or supply of goods or services or for administrative purposes.
• Upon initial recognition, an investment property is measured at cost. Subsequently they are stated in the balance sheet at cost, less accumulated depreciation/amortisation and accumulated impairment losses, if any.
• Any gain or loss on disposal of investment property is determined as the difference between net disposal proceeds and the carrying amount of the property and is recognised in the statement of profit and loss.
• The depreciable investment property i.e., buildings, are depreciated on a straight line method at a rate determined based on the useful life as provided under Schedule II of the Act.
• Leasehold land if any, is amortised on a straight line basis over the period of lease.
• Investment properties are derecognised either when they have been disposed ou or when they are permanently withdrawn from the use and no future economic beneut is expected from their disposal. The net difference between the net disposal proceeds and the carrying amount of the asset is recognised in profit or loss in the period of derecognition.
1.20Non-current assets (or disposal groups) held for sale and discontinued operations
• Non-current assets (or disposal groups) are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use and a sale is considered highly probable. They are measured at the lower of the carrying amount and the fair value less cost to sell.
• An impairment loss, if any, is recognised for any initial or subsequent write-down of the asset (or disposal group) to fair value less costs to sell. A gain is recognised for any subsequent increases in fair value less costs to sell of an asset (or disposal group), but not in excess of any cumulative impairment loss previously recognised. A gain or loss not previously recognised by the date of the sale of the non-current asset (or disposal group) is recognised at the date of de-recognition.
• Non-current assets (including those that are part of a disposal group) are not depreciated or amortised while they are classified as held for sale. Non-current assets (or disposal group), if any, classified as held for sale are presented separately in the balance sheet. Any profit or loss,
if any, arising from the sale or Remeasurement of discontinued operations is presented as part of a single line item in statement of prout and loss.
1.21 Earnings Per Share:
Basic earnings per share is calculated by dividing the net prout or loss for the period attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding during the period are adjusted for the effects of all dilutive potential ordinary shares.
1.22Cash dividend distribution to equity holders
The Company recognizes a liability to make cash distributions to equity holders of the Company when the distribution is authorized and the distribution is no longer at the discretion of the Company. Final dividends on shares are recorded as a liability on the date of approval by the shareholders and interim dividends are recorded as a liability on the date of declaration by the Company’s Board of Directors.
1.23Measurement of Fair Values
A number of the accounting policies and disclosures of the Company require the measurement of fair values, for both unancial and non-unancial assets and liabilities.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:
• In the principal market for the asset or liability, or
• In the absence of a principal market, in the most advantageous market for the asset or liability.
The principal or the most advantageous market must be accessible by the Company. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest. A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic beneuts by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy, described as follows, based on the input that is significant to the fair value measurement as a whole:
• Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities;
• Level 2 — Inputs other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly; and
• Level 3 — Inputs which are unobservable inputs for the asset or liability.
External valuers are involved for valuation of signiucant assets and liabilities. Involvement of external valuers is decided by the management of the Company considering the requirements of Ind AS and selection criteria include market knowledge, reputation, independence and whether professional standards are maintained.
1.24Significant Judgments and Key sources of Estimation in applying Accounting Policies
Information about significant judgments and key sources of estimation made in applying accounting policies that have the most significant effects on the amounts recognised in the unancial statements is included in the following notes:
a) Recognition of Deferred Tax Assets
The extent to which deferred tax assets can be recognised is based on an assessment of the probability of the Company’s future taxable income against which the deferred tax assets can be utilised. In addition, signiucant judgement is required in assessing the impact of any legal or economic limits.
b) Useful lives of depreciable/ amortizable assets (property, plant and equipment)
Management reviews its estimate of the useful lives of depreciable/ amortisable assets at each reporting date, based on the expected utility of the assets.
c) Provisions and Contingencies
The assessments undertaken in recognizing provisions and contingencies have been made in accordance with Indian Accounting Standards (Ind AS) 37, ‘Provisions, Contingent Liabilities and Contingent Assets’. The evaluation of the likelihood of the contingent events is applied best judgement by management regarding the probability of exposure to potential loss.
d) Impairment of Financial Assets
The Company reviews its carrying value of investments carried at amortised cost annually, or more frequently when there is indication of impairment. If recoverable amount is less than its carrying amount, the impairment loss is accounted for.
e) Fair value measurement of financial Instruments
When the fair values of financial assets and unancial liabilities recorded in the balance sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the discounted cash flow model. The input to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgment is required in establishing fair values. Judgments include considerations of inputs such as liquidity risk, credit risk and volatility.
Note : 5.1
During the precedding year the company had received ITAT order for A.Y. 1997-98 and learned ITAT has deleted substantial addition made by the learned Income Tax officer (set aside by CIT-(A) . the company had preferred appeal against ITAT.) Further, against order of CIT-(A) for A.Y. 1995-96, 2001-02 & 2002-03, the department has preferred appeal before ITAT, the orders have been received deleting the substantial additions made by learned Income Tax officer deleted by Learned ITAT, however the effect of re¬ computation of Income as per CIT-(A) & ITAT order and computation of Tax and Interest for relevent assessments years are yet not done/ adjusted against tax Deposited/ Paid. Further, during the year 2019-20, the company had received refund of Rs. 25,08 lakhs the same has been adjusted against deposits made against the disputed demand in absence of details regarding year wise refund and interest, if any, thereon. The balance deposit outstanding Rs. 16.01 lakhs - (P.Y. Rs. 16.01 lakhs) is subject to refund/ interest receivable and tax payable/ adjusted if any on finalisation of computation of income.
16.1 Based on the Information available with the company and as provided by the management of the Company the company is maintaining record of vendors who are registered as micro, small or medium enterprises under “The Micro, Small and Medium Enterprises Development Act 2006” as per information obtained from respective vendors. The information provided below is as per information and records maintained by the Company as at March 31st 2025 and 2024.
16.2Outstanding Balances are subject to confirmation and reconciliation, if any.
16.3 As per information and explanation provided by the Management, subject to the terms and condition of the Lease deed with Pushpadevi Goenka Trust, yet not registered with competent authority till date, though the Trust is in the possession of the property. Based on information provided to us by the management, the company has charged lease income due for the quarter ending on 31STDecember 2024,Rs.45.00 (Rupees forty five lakhs) and for quarter ending on 31ST March,2025,Rs.45.00 (Rupees forty five lakhs) and for the year ended on 31st March,2025 amounting Rs.90.00 lakhs, the Company has adjusted Rs.20.00 lakhs against lease rent out of Security deposit Rs.50.00 lakhs, and balance yet to be received.
(C) Labour Laws 36.62 36.11
(D) The Company is also involved in certain litigation for lands acquired by it for Development purposes, either through agreements or through outright purchases. These case are pending with various courts and are scheduled for hearings. After considering the circumstances and legal advice received, management believes that these cases will not adversely effect its financial statements. The liabilities, if any, is not ascertainable.
(E) The Company does not expect any reimbursement in respect of the above contingent liability and it is not practicable to estimate the timings of the cash out flows, if any, in respect of matters above pending and it is not probable that an outflow of resources will be required to settle the above obligations/claims.
Note: 29.2 NCLT Cases and other Legal Cases:
(1) (a) Special notice and requisition under section 100(2) read with section 169 of The Companies
Act, 2013 and the rules framed there under received from one shareholder for removal of one of the Director of the Company.Pursuant to special notice Extra Ordinary Genereal Meeting (EOGM) was heald on 10th May, 2017. However, director approched National Compnay Law Tribunal (NCLT) under Section 241 & 242 of the Companies Act, 2013. NCLT has directed that results of voting at EOGM can be declared by the company, however implementation have been stayed till the tribunal directs otherwise.
(1) (b) One of the Shareholder approach National Company Law Tribunal (NCLT) under section 58 & 59
of the Companies Act, 2013 for rectification of register of member.
(1) (c) The Company is in receipt of NCLT order stating that the original petitioners to the CP 65 of
2017 with the Company Appeal No.15 of 2017 unconditional withdrawn allowed by the NCLT along with pending IAS dismissed as removed infrctuous vide order delivered on 13.09.2023.
(1) (d) The Company is in process of assessing the impect, if any, on the financial statements of the
said order received on 13.09.2023.
2. The Compnay has filed a FIR No. I/71/2018 under Section 406,409,418,420 and 114 of The Indian Penal Code for Misappropriation of Funds/Wrongfully holding property acquired from Company Funds at Vastrapur Police Station against Director and Ex Managing Director of the company during their tenure.
During the year in course of hearing the Company and defeendents submitted in the court that both the parties have arrived at conensus and have no objection if the impugned complaint is quashed vide order dated 11/08/23 the learned judges of Gujarat high court quashed impugned FIR and set aside .
(3) (a) The Company is in receipt of letter dt.15.06.18 from BSE and subsequently email communication
dated 06.08.2018 from SEBI alongwith encloser of letter from anonymous person asking clarification on Transfer of substantial Companies Projects/Land parcels/ assets in FY 2009-10. The Company had appointed an independent professional to inquire in the subject matter.The Company is in receipt of Scrutiny Report of D.Shah & Associates, Chartered Accountants on 02/11 /2018, and this was placed before Audit Committee and Board meeting. It was discussed and approved by the Board to study the impact on financial and/or any other subject matter. Thereafter, the Board of Directors of the Company at its meeting held on 14th December, 2018, inter alia, unanimously decided to engage legal and other professionals to discuss the scrutiny report dated 31st October, 2018 and to take / initiate all necessary steps/legal actions. We have been informed that the Company has filed civil suit no.21 of 2019 in the court of civil judge (S.D.) at Sanand on 18/04/2019 and another civil suit no.32 of 2019 in the court of civil judge ( S.D.) at Kalol on 26/04/2019 ,against Paksh Developers Private Limited and against then Directors namely Mrs.Meeta Mathur, Mr.Ankit Mathur, Mr.Kunal Mathur and Mr.Anurag D.Agrawal. The Company is in receipt of the order from Kalol Court which is passed on 31.03.23 and as informed by the Management of the Company, the Company is in process of finalising further course of action with it’s legal team. Since the matter are subjudice,we are unable to disclose, the effect, if any, on financial statement and/or in any other matter.As informed by the Management of the Company, the order from Sanand Court is pending as on date
(4) . As per information and explanation, the Company has lodge FIR on 06/11/2019 against Company’s
Resort Manager, Mr. Kishan P. Somani for mis- appropriation/siphoning of company’s collection (fund) from various customer, amounting Rs. 16.85 lakhs. On completion of event/function said amount has been accounted and debited to Mr. K. P.Somani. Recoverable year end outstanding balance is of Rs.17.55 lakhs (P.Y.Rs.17.55 Lakhs ) The Company has provided for Rs. 17.55 lakhs as on 31st March 2022,as expected Credit loss.
Note: 29.7 Segment Reporting
For Management Purpose, the Company is currently organised into two major operating activities -
1) Resort and Membership and
2) Real Estate Business. During the year company has club membership fees income, has been grouped under resorts activity. These divisions are the basis on which the Company reports its primary segment information
(i) Segment assets and liabilities:Company is having two segments of business, Assets and Liabilities could not be bifurcated segment wise.
(ii) Segment revenue and expensesSegment revenue and expenses are taken directly as attributable to the segment. It does not include interest income on inter- corporate deposits, Profit on sale of investments, Interest expense, Provision for Contingencies and Income-tax.
The company operates primarily in India and there is no other significant geographical segment
(i) Operating Lease: - Rental is expensed with reference to lease terms and other considerations.Notes:- The company has taken on lease(Till 31.01.2024) one villa in Sterling Resorts owned by Banvarilal Charitable trust & BKumar Family Trust on 1.04.2021 (Till31.01.2024)., The total Lease rent paid on the same amounting to Rs.NIL (P.Y. Rs.2.75 lakhs ) . The minimum lease rentals payable in respect thereof are as follows:
Note 29.10: Earning Per Share
Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders (after deducting preference dividends and attributable taxes) by the weighted average number of equity shares outstanding during the year. The weighted average number of equity shares outstanding during the year is adjusted for the events of bonus issue.For the purpose of calculating diluted earning per share, net profit or loss for the year attributable to equity shareholders and weighted average number of shares outstanding during the year are adjusted for the effect of all dilutive potential equity shares Basic Earning per Share are disclosed in the profit and loss account. There is no Diluted Earnings per Share as there are no dilative potential equity shares.
The Company has a risk management policy which covers risk associated with the financial assets and liabilities. The risk management policy is approved by the Directors. The different types of risk impacting the fair value of financial instruments are as below:
a. Financial instrument and cash deposit
Credit risk is limited as the Company generally invest in deposits with banks and in mutual funds having high credit ratings assigned by international and domestic credit rating agencies. Investments primarily include investments in mutual fund units. Counterparty credit limits are reviewed by the Company periodically and the limits are set to minimise the concentration of risks and therefore mitigate financial loss through counterparty’s potential failure to make payments.
b. Liquidity risk
Liquidity risk is the risk that the Company may not be able to meet its financial obligations as they become due. The Company monitors its risk by determining its liquidity requirement in the short, medium and long term. This is done by drawing up cash forecast for short term and long term needs. The Company manages its liquidity risk in a manner so as to meet its normal financial obligations without any significant delay or stress. Such risk is managed through ensuring operational cash flow while at the same time maintaining adequate cash and cash equivalent position. The management has arranged for diversified funding sources and adopted a policy of managing assets with liquidity monitoring future cash flow and liquidity on a regular basis. Surplus funds not immediately required are invested in certain mutual funds which provide flexibility to liquidate. Besides, it generally has certain undrawn credit facilities which can be used as and when required; such credit facilities are reviewed at regular basis.
c. Credit Risk
Credit risk is the risk that a customer or counterparty to a financial instrument fails to perform or pay the amounts due, causing financial loss to the company. Credit risk arises from company’s activities in investments, dealing in derivatives and outstanding receivables from customers.The Company has a prudent and conservative process for managing its credit risk arising in the course of its business activities. Sales made to customers on credit are generally made considering their past track record with the Company.
d. Market risk
Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises of following risk: interest rate risk, foreign currency risk, other price risk. Financial instruments affected by market risk include borrowings, trade receivable and trade payable.
e. Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of the Company’s financial instruments will fluctuate because of changes in market interest rates.The Company is exposed to risk due to interest rate fluctuation on its non-current and current borrowings with floating interest rate. Interest rate risk is determined by current market interest rates, projected debt servicing capability and view on future interest rate. Such interest rate risk is actively evaluated and is managed through portfolio diversification and exercise of prepayment/refinancing options where considered necessary.
f. 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 does not have significant foreign currency exposure.
g. Other price risk
The Company’s exposure to securities price risk arises from investments held by the Company and classified in the balance Sheet either at fair value through OCI or at fair value through profit and loss. Having regard to the nature of securities, intrinsic worth, intent and long term nature of securities held by the Company, fluctuation in their prices are considered acceptable and do not warrant any management.
Note 29.16:Previous year figures have been reclassified/regrouped to confirm the presentation requirements.
Note 29.16(a): Recent Pronouncement :
Ministry of Corporate Affairs (“MCA”) notifies new standard or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. On March 23, 2022, MCA amended the Companies (Indian Accounting Standards) Amendment Rules, 2022, applicable from April 1, 2022, as below:
Ind AS 103 - Reference to Conceptual Framework
The amendments specify that to qualify for recognition as part of applying the acquisition method, the identifiable assets acquired and liabilities assumed must meet the definitions of assets and liabilities in the Conceptual Framework for Financial Reporting under Indian Accounting Standards (Conceptual Framework) issued by the Institute of Chartered Accountants of India at the acquisition date. These changes do not significantly change the requirements of Ind AS 103. The Company does not expect the amendment to have any significant impact in its financial statements.
Ind AS 16 - Proceeds before intended use
Te amendments mainly prohibit an entity from deducting from the cost of property, plant and equipment amounts received from selling items produced while the company is preparing the asset for its intended use. Instead, an entity will recognise such sales proceeds and related cost in profit or loss. The Company does not expect the amendments to have any impact in its recognition of its property, plant and equipment B189in its financial statements.
Ind AS 37 - Onerous Contracts - Costs of Fulfilling a Contract
The amendments specify that that the ‘cost of fulfilling’ a contract comprises the ‘costs that relate directly to the contract’. Costs that relate directly to a contract can either be incremental costs of fulfilling that contract (examples would be direct labour, materials) or an allocation of other costs that relate directly to fulfilling contracts. The amendment is essentially a clarification and the Company does not expect the amendment to have any significant impact in its financial statements.
Ind AS 109 - Annual Improvements to Ind AS (2021)
The amendment clarifies which fees an entity includes when it applies the ‘10 percent’ test of Ind AS 109 in assessing whether to derecognise a financial liability. The Company does not expect the amendment to have any significant impact in its financial statements.
Ind AS 116 - Annual Improvements to Ind AS (2021)
The amendments remove the illustration of the reimbursement of leasehold improvements by the lessor in order to resolve any potential confusion regarding the treatment of lease incentives that might arise because of how lease incentives were described in that illustration. The Compan y does not expect the amendment to have any significant impact in its financial statements.
(vii) Details of Benami Property held : As per information and explanation given by the Management of the Company, there is no proceedings initiated or pending against the company for holding any Benami Property under the Benami Transaction (Prohibition Act 1988) and Rules made thereunder.
(viii) During the year, the Company has not availed any borrowings from banks or financial institutions on the basis of security of current assets, hence disclosure requirement is not applicable to the Company.
(ix) During the year ther is no charges pending required to be satisied with Registrar of Companies.
(x) Relationship with Struck off Compaines
(xii) Utilisation of borrowed funds and Share Premium
a) During the year, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other persons or entities, including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, 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 provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
b) During the year, no funds have been received by the Company from any persons or entities, including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, 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 provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(xiii) Details of Crypto Currency or Virtual Currency
During the year the Company has not traded or invested in Crypto currency or Virtual Currency,
hence disclosure requirment is not applicable to the Company.
(xiv) Compliance with number of layers of companies:
Company has complied with the number of layers prescribed under clause (87) of section 2 of the
Act read with Companies (Restriction on number of Layers) Rules, 2017
(xv) Compliance with approved Scheme(s) of Arrangements
Company has not prepared any Scheme of Arrangements in terms of section 230 to 237 of the
Companies Act, 2013.
The notes referred to above are an integral part of Financial Statements.
Significant Accounting Policies and Notes as per Note ‘1’ to ‘29’
As per our report of even date, For and on behalf of the board ,
For, KEYUR BAVISHI & CO. STERLING GREENWOODS LIMITED
Chartered Accountants C|N : l-51100GJ1992PLC017646
Firm Reg. No.: 131191W
BHARAT LEKHI NARENDER SAINI
CA KEYUR D. BAVISHI Managing Director Exceutive Director
(Proprietor) (Din : 03363339) (Din : 10424157)
Membership No. : 136571
UDIN: 25136571BMHUZS3491 KANTILAL PANCHAL SIDDHARTH SHAH
Chief Financial Officer Company Secretary
Place: Ahmedabad M. No. A67232
Date: 06.06.2025 Place: Ahmedabad
Date: 06.06.2025
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