On transition to Ind AS (i.e. 1st April 2016), the Company has elected to continue with the carrying value of all Investment Properties measured as per the previous GAAP and use that carrying value as the deemed cost of Investment Property.
The fair value of the investment properties is determined by an accredited Independent valuer, who is a specialist in valuing these types of investment properties and is a registered valuer as defined under Rule 2 of Companies (Registered Valuers and Valuation) Rules, 2017. The valuation model in accordance with that recommended by the International Valuation Standards Committee has been applied. The resulting Fair Value Estimates are classified under Level 3 of the Fair Value Hierarchy (Refer Note 41.2).
The Company has no restrictions on the disposal of its Investment Property and no contractual obligations to purchase, construct or develop Investment Property or for Repairs, Maintenance and Enhancements.
i) During the year, the Company invested an amount of ?12.07 Cr. in TI Medical Private Limited towards subscription to 1,72,408 equity shares.
ii) During the year, the Company acquired 2,24,08,313 equity shares representing 67% of the equity share capital of Kcaltech System India Private Limited by way of subscription to fresh equity shares for a consideration of ?62 Cr.
iii) During the year, the Company invested ?99 Cr. towards subscription to Series A1 Compulsorily Convertible Preference Shares of 3xper Innoventure Private Limited.
iv) During the year, the Company contributed ?0.01 Cr as Corpus fund to Chola Foundation.
v) During the year, the Company invested ?0.01 Cr in TICL Brands (India) Private Limited, a Joint Venture between the Company and Classic Legends Private Limited.
vi) The Company along with multiple investors (M/s. Multiples Private Equity Fund III, M/s. Multiples Private Equity Fund IV, M/s. Multiples Private Equity Gift Fund IV, State Bank of India, HCL Capital Private Limited, South Asia Growth lnvest lll LLC, South Asia EBT Trust lll & Luxembourg Specialist lnvestment Fund FCP-RAIF (together "Investors”) have entered into a Shareholders Agreement with TI Clean Mobility Private Limited ("TICMPL”) to subscribe to series of Compulsorily Convertible Preference Shares (CCPS) - Series A & B. The Company subscribed to Series B CCPS amounting to ?500 crores during the year ended 31st March 2023. Series A was subscribed by other investors in multiple tranches between March 2023 and June 2024 with the final round of funding being completed in June 2024. As per the terms and conditions of the agreement, the CCPS is convertible into such number of equity shares determined as per a pre-determined formula at the conversion date / liquidation date. Based on the terms of the agreement and in accordance with Ind AS, the investment in CCPS has been accounted for at Fair Value Through Profit and Loss ("FVTPL') by the Company. The valuation of CCPS is carried out by the management using Monte Carlo simulation approach which is a statistical technique that is used to simulate equity value of the Company. The Company has accounted for a fair value gain of ?569 crores in the statement of profit and loss for the year ended 31st March 2025 and the carrying value of investments in Series B CCPS in TICMPL as at 31st March 2025 is ?1,069 crores.
vii) During the year, considering the uncertainties on account of future project potential, the Company has recognized an impairment provision of ?19.13 Cr. in respect of investments made in Moshine Electronics Private Limited, a subsidiary and Aerostrovilos Energy Private Limited, an Associate.
Investments at fair value through OCI (fully paid) reflect investment in unquoted equity securities. The Company has irrevocably designated the unquoted equity securities as FVTOCI on the basis that these are not held for trading and considers these as strategic investments. Refer Note 41.1 for determination of their fair value.
*Represents amount less than ? 0.01 Cr.
Notes:
i) During the year, the Company additionally purchased 6,81,487 equity shares of face value of ?10 each of Watsun InfraBuild Private Limited at face value, amounting to ?0.68 Cr.
* Moshine Electronics Private Limited sought for a conversion of all the Inter-corporate deposits including Interest accrued and not due to Equity on 2nd January, 2025 and the conversion was completed on 30th March 2025. Loan balance was Nil as on 31st March 2025.
The above loans of ?7.65 Cr along with Interest accrued but not due of ?0.64 Cr were converted into equity on 30th March 2025 and the loan balances was Nil as on 31st March 2025.
The above loans were given for the purposes of expansion and general corporate purposes.
There are no loans and advances which are either repayable on demand or are without specifying any terms or period of repayment.
Loans are non-derivative financial assets which generate a fixed interest income for the Company and measured at amortised cost. The carrying amount may be affected by the changes in the credit risk of the counter parties.
During the year, the Company has invested an aggregate amount of ?4,369.00 Cr. (Previous Year ?3,981.00 Cr.) in the units of various Cash Management Schemes of mutual funds, for the purpose of deployment of temporary cash surplus and has Nil balance (Previous Year ?229.03 Cr) in mutual fund investments as at year end. The total consideration received on the sale of units during the year was ?4,605.11 Cr. (Previous Year ?4,058.98 Cr.).
Trade Receivables are non-interest bearing and are generally have Credit period to a maximum of 120 days. For terms and conditions relating to Related Party receivables, refer Note 37. There are no dues by directors or other officers of the Company or any of them either severally or jointly with any other person or debts due by firms or private companies respectively in which any director is a partner or a director or a member, other than as disclosed in refer Note 37.
b) Terms/Rights attached to class of shares
The Company has only one class of shares referred to as Equity Shares having a par value of ?1 each. The holders of Equity Shares are entitled to one vote per share. Dividend proposed by the Board of Directors, if any, is subject to the approval of the shareholders in the ensuing Annual General Meeting. Repayment of capital will be in proportion to the number of equity shares held by the shareholders.
a. General Reserve - Under the erstwhile Companies Act 1956, general reserve was created through an annual transfer of net income at a specified percentage in accordance with applicable regulations. The purpose of these transfers was to ensure that if a dividend distribution in a given year is more than 10% of the paid-up capital of the Company for that year, then the total dividend distribution is less than the total distributable results for that year. Consequent to introduction of Companies Act 2013, the requirement to mandatorily transfer a specified percentage of the net profit to general reserve has been withdrawn. However, the amount previously transferred to the general reserve can be utilised only in accordance with the specific requirements of Companies Act, 2013.
b. Securities Premium - The Securities premium received during the year represents the premium received towards allotment of 91,673 shares. The reserve can be utilized only for limited purposes such as issuance of bonus shares in accordance with the provisions of Companies Act, 2013.
c. Retained Earnings - Retained earnings are the profits/(loss) that the Company has earned/incurred till date, less any transfers to general reserve, dividends or other distributions paid to shareholders. Retained earnings include re-measurement (loss) / gain on defined benefit plans, net of taxes that will not be reclassified to Statement of Profit and Loss.
e. Cash Flow Hedge Reserve - The cash flow hedging reserve represents the cumulative effective portion of gains or losses arising on changes in fair value of designated portion of hedging instruments entered into for cash flow hedges. The cumulative gain or loss arising on changes in fair value of the designated portion of the hedging instruments that are recognised and accumulated under the heading of cash flow hedging reserve will be reclassified to profit or loss only when the hedged transaction affects the profit or loss, or included as a basis adjustment to the non-financial hedged item.
Note - Short term Borrowings have a maturity of up to 6 months with an interest rate range of 7.20% p.a - 9.20% p.a.
During the current year, the company has borrowed fresh short term borrowings amounting to ?1,681.89 Cr. (Previous year - ?1,192.95 Cr.) and repaid to the tune of ?2,042.55 Cr. (Previous year - ?1,203.61 Cr.) relating to Packing Credit and other Short Term Working Capital Loans.
The Company has filed declarations/statements to bank on regular basis as per the books of accounts.
The Company has not defaulted on any loans (including interest) payable during the year and is in compliance with all the borrowing covenants, wherever applicable.
(i) During the year, the Company has reassessed presentation of outstanding employee salaries and wages, which were previously presented under 'Trade Payables' within 'Current Financial Liabilities'. The Company assessed and concluded that presenting such amounts under 'Other Financial Liabilities', within 'Current Financial Liabilities', results in improved presentation and better reflects the nature of these obligations. Accordingly, amounts aggregating to ?50.27 Cr as at 31st March 2025 (?45.69 Cr as at 31st March 2024), previously classified under 'Trade Payables', have been reclassified under the head 'Other Financial Liabilities'. Both line items form part of the main heading 'Financial Liabilities'. The above changes do not impact recognition and measurement of items in the financial statements, and, consequentially, there is no impact on total equity and / or profit (loss) for the current or any of the earlier periods. Nor there is any material impact on presentation of cash flow statement.
(ii) During the year, the Company has transferred an amount of ?0.22 Cr (Previous Year - Nil) to Investor Education and Protection Fund (IEPF). Amount of unclaimed dividend due to be transferred to IEPF as at 31st March 2025 is Nil.
A provision is recognised for expected warranty claims on products sold during the last one year (2 years in respect of certain components), based on past experience of the level of returns. It is expected that most of these costs will be incurred within one year after the reporting date. Assumptions used to calculate the provision for warranties were based on current sales levels and current information available about returns based on the applicable warranty period for all products sold.
Government grants are Interest Subvention given by Reserve Bank of India (RBI) on Packing Credit Rupee Export (PCRE) Loan towards Exports of Certain Products and savings in Customs Duty on import under Export Promotion Capital Goods Scheme (EPCG).
Note on Social Security Code: 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 3rd May 2024. However, the final rules/interpretation have not yet been issued. The Company will evaluate the Code and its rules, assess the impact, if any and account for the same once they become effective.
Note 32. Significant Accounting Judgements, Estimates and Assumptions
The preparation of the Company's Standalone Financial Statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, 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.
a. Judgements
In the process of applying the Company's accounting policies, management has made the following judgement, which has significant effect on the amounts recognised in the Standalone Financial Statements.
i. Leases
Determining the lease term of contracts with renewal and termination options - Company as lessee
The Company determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised.
The Company applies judgement in evaluating whether it is reasonably certain whether or not to exercise the option to renew or terminate the lease. That is, it considers all relevant factors that create an economic incentive for it to exercise either the renewal or termination.
The Company cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the Company would have to pay to borrow.
Refer Note 39 for information on potential future rental payments relating to periods following the exercise date of extension and termination options that are not included in the lease term.
b. Estimates and Assumptions
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. The Company based its assumptions and estimates on parameters available when the Standalone Financial Statements were prepared. Existing circumstances and assumptions about future developments, however, 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. Impairment of Non-Financial assets including Investment in Subsidiaries
Impairment exists when the carrying value of an asset or cash generating unit, exceeds its recoverable amount, which is the higher of its fair value less costs of disposal and its value in use. The fair value less costs of disposal calculation is based on available data from binding sales transactions, conducted at arm's length, for similar assets or observable market prices less incremental costs for disposing of the asset. The value in use calculation is based on a DCF model.
ii. Taxes
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.
iii. Revenue from Contract with Customers
The Company estimates variable considerations to be included in the transaction price for the sale of goods with rights of return and volume rebates. The Company's expected volume rebates are analysed on a per customer basis for contracts that are subject to volume threshold. Determining whether a customer will be likely entitled to rebate will depend on the customer's rebates entitlement and accumulated purchases to date.
iv. Allowances for Slow / Non moving Inventory and Obsolescence
An allowance for Inventory is recognised for cases where the realisable value is estimated to be lower than the inventory carrying value. The inventory allowance is estimated taking into account various factors, including prevailing sales prices of inventory item and losses associated with obsolete / slow-moving / redundant inventory items. The Company has, based on these assessments, made adequate provision in the books.
v. Employee Benefits
The cost of the defined benefit gratuity plan and other post-employment leave encashment benefit and the present value of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. In determining the appropriate discount rate, the management considers the interest rates of government bonds where remaining maturity of such bond correspond to expected term of defined benefit obligation. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date. Further details about defined benefit obligations are given in Note 35.
vi. Fair Value Measurement of Financial Instruments
Some of the Company's assets and liabilities are measured at fair value for financial reporting purposes. The Company determines the appropriate valuation techniques (like Monte Carlo, DCF model as applicable) and inputs for fair value measurements. In estimating the fair value of an asset or a liability, the Company uses market-observable data to the extent it is available. Where Level 1 inputs are not available, the Company exercises certain degree of judgements / engages third party qualified valuers to perform the valuation and fair value is measured using valuation techniques including the Monte Carlo, DCF model, as applicable. Judgements include considerations of inputs such as liquidity and credit risk and volatility. Further, the judgements with regard to CCPS include those relating to inputs for valuation (like conversion, liquidation events, valuation model, expected volatility, risk free rate, time interval, etc,) considering the complex terms attached to the instrument. Changes in assumptions about these factors could affect the reported fair value of financial instruments. See Note 41 for further disclosures.
vii. Useful Lives of Property, Plant and Equipment
Property, plant and equipment are depreciated over the estimated useful lives, after taking into consideration the estimated residual value. The Company reviews the estimated useful lives of property, plant and equipment at the end of each reporting period.
viii. Impairment Allowance (allowance for bad and doubtful debts)
The Company makes provision for doubtful receivables based on a provision matrix which takes into account external and internal credit risk factors and historical data of credit losses from various customers adjusted for forward looking estimate.
Note 33. Standards issued but not yet effective
The new and amended standards and interpretations that are issued, but not yet effective, up to the date of issuance of the Company's financial statements are disclosed below. The Company will adopt this new and amended standard, when it become effective.
Lack of exchangeability - Amendments to Ind AS 21:
The Ministry of Corporate Affairs notified amendments to Ind AS 21 The Effects of Changes in Foreign Exchange Rates to specify how an entity should assess whether a currency is exchangeable and how it should determine a spot exchange rate when exchangeability is lacking. The amendments also require disclosure of information that enables users of its financial statements to understand how the currency not being exchangeable into the other currency affects, or is expected to affect, the entity's financial performance, financial position and cash flows.
The amendments are effective for annual reporting periods beginning on or after 1st April 2025. When applying the amendments, an entity cannot restate comparative information. The amendments are not expected to have a material impact on the Company's financial statements.
Note 34. Stock Options
During the year fresh grant of 59,680 options under ESOP 2017 scheme was approved by the Nomination and Remuneration Committee of the Board of Directors of the Company.
With reference to the grants approved by the Nomination and Remuneration Committee of the Board of Directors of the Company, the Company has recognised expense amounting to ?5.71 Cr. (Previous Year - ?7.51 Cr.) for employees services received during the year which is shown under Share based payments (Refer Note 23).
Note 35. Employee Benefits Obligation Defined Benefit Plan a. Gratuity
Under the Gratuity plan operated by the Company, every employee who has completed at least five years of service gets a Gratuity on leaving the organisation at 15 days of last drawn salary for each completed year of service as per Payment of Gratuity Act, 1972. The fund has the form of a trust and it is governed by the Board of Trustees. The Board of Trustees is responsible for the administration of the plan assets and reviews the level of funding in the gratuity plan. The scheme is funded with an Insurance Company in the form of qualifying insurance policy. The following table summarizes the components of net benefit expense recognised in the Statement of profit and loss and the funded status and amounts recognised in the Balance Sheet.
The sensitivity analyses above have been determined based on a method that extrapolates the impact on defined benefit obligation as a result of reasonable changes in key assumptions occurring at the end of the reporting period. The sensitivity analyses are based on a change in a significant assumption, keeping all other assumptions constant. The sensitivity analyses may not be representative of an actual change in the defined benefit obligation as it is unlikely that changes in assumptions would occur in isolation from one another.
i The entire Plan Assets are invested in insurer managed funds with Life Insurance Corporation of India (LIC).
ii The expected/actual return on Plan Assets is as furnished by LIC.
iii The estimate of future salary increase takes into account inflation, likely increments, promotions and other relevant factors.
Risk analysis:
Interest rate risk: A fall in the discount rate which is linked to the G.Sec. Rate will increase the present value of the liability requiring higher provision. A fall in the discount rate generally increases the mark to market value of the assets depending on the duration of asset.
Salary risk:
The present value of the defined benefit plan liability is calculated by reference to the future salaries of members. As such, an increase in the salary of the members more than assumed level will increase the plan's liability. Investment risk:
The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds. If the return on plan asset is below this rate, it will create a plan deficit. Currently, for the plan in India, it has a relatively balanced mix of investments in government securities, and other debt instruments.
Mortality risk:
Since the benefits under the plan is not payable for life time and payable till retirement age only, plan does not have any longevity risk. b. Provident Fund
The Company's Provident Fund is exempted under Section 17 of the The Employees' Provident Funds and Miscellaneous Provisions Act, 1952. The plan guarantees interest at the rate notified by the Provident Fund Authorities. The contribution by the employer and employee together with the interest accumulated thereon are payable to employees at the time of separation from the Company or retirement, whichever is earlier. The benefits vests immediately on rendering of the services by the employee. The Company has an obligation to make good the shortfall, if any, between the return from the investments of the trust (including any decrease in value of investments) and the notified interest rate. The exempt provident fund set up by the company is a defined benefit plan under Ind AS 19 - Employee Benefits.
There is net asset position as at 31st March 2025 and 31st March 2024, the same has not been recognized in the books.
d. Contributions to Defined Contribution Plans
During the year, the Company recognised ?7.85 Cr (Previous year - ?6.84 Cr) to Provident Fund under Defined Contribution Plan, ?11.28 Cr (Previous year - ?9.73 Cr) for Contributions to Superannuation Fund, ?0.60 Cr (Previous year - ?0.85 Cr) for Contributions to Employee State Insurance Scheme and ?0.54 Cr (Previous Year - ?0.34 Cr) for Contribution to National Pension Scheme in the Statement of Profit and Loss.
Note 36a. Contingent Liabilities
Note i
a) Matters wherein management has concluded the Company's liability to be probable have accordingly been provided for in the books. Also Refer note 17.
b) Matters wherein management has concluded the Company's liability to be possible have accordingly been disclosed under Note 36a ii Contingent liabilities below.
c) Matters wherein management is confident of succeeding in these litigations and have concluded the Company's liability to be remote. This is based on the relevant facts of judicial precedents and as advised by legal counsel which involves various legal proceedings and claims, in different stages of process.
Note ii Contingent Liabilities
|
|
? in Crores
|
Particulars
|
As at
31-Mar-2025
|
As at
31-Mar-2024
|
(i)
|
Income tax liability that may arise in respect of matters in appeal Commissioner appeals/Tribunal/High Court.
|
2.38
|
1.15
|
(ii)
|
Claims against the Company not acknowledged as debts
|
0.26
|
0.37
|
(iii)
|
Sales tax / VAT/Entry Tax / Goods and Service tax liability that may arise in respect of matters in appeal before Commissioner
|
1.38
|
2.59
|
|
appeals/Tribunal/High Court/Supreme Court
|
|
|
Notes:
(a) Draft Assessment Orders received from Taxation Authorities and Show Cause Notices received from various other government authorities, pending adjudication, have been assessed by the management and considered appropriately in the standalone financial statements.
(b) The uncertainties and possible reimbursement in respect of the above mentioned contingent liabilities are dependent on the outcome of various legal proceedings and therefore, cannot be predicted accurately.
(c) The Company considers the Cash flow in each of the cases to be uncertain and hence considered as Contingent Liabilities.
Note 36b. Commitments
|
|
? in Crores
|
Particulars
|
As at
31-Mar-2025
|
As at
31-Mar-2024
|
(i) Estimated amount of contracts remaining to be executed on capital expenditure and not provided for (net of advances)
|
105.66
|
106.27
|
(ii) Export obligation to be fulfilled. The Company is confident of meeting its obligations under the Schemes within the Stipulated Period.
|
-
|
19.71
|
Terms and Conditions of transaction with Related Parties
The transactions with Related Parties are made on terms equivalent to those that prevail in arm's length transactions and in ordinary course of business. The Company mutually negotiates and agrees transaction value and payment terms with the Related parties by benchmarking the same to transactions with non-related parties. Outstanding balances at the year-end are unsecured and interest free (excluding inter-corporate deposits) and settlement occurs in Cash. For the year ended 31st March 2025, the Company has not recorded any impairment of receivables relating to amounts owed by Related Parties. For inter-corporate deposits, refer Note 6c for terms and purpose. Also refer Note 6a for details of Investments.
The Chief Operating Decision Maker (CODM) reviews the business as three primary segments - "Engineering", "Metal Formed Products" and "Mobility", and in accordance with the core principles of IND AS 108 - 'Operating Segments', these have been considered as the reportable segments of the Company.
The Management Committee headed by Executive Chairman and Vice-Chairman (CODM) consisting of Managing Director, Chief financial officer, Leaders of Strategic Business Units and Human resources have identified the above three reportable operating segments. It reviews and monitors the operating results of the operating segments for the purpose of making decisions about resource allocation and performance assessment using profit or loss of reportable segments and is measured consistently.
The Engineering segment comprises of cold rolled steel strips and precision steel tube viz., Cold Drawn Welded tubes (CDW) and Electric Resistance Welded tubes (ERW). The Metal Formed Products segment comprises of Automotive chains, fine blanked products, stamped products, roll-formed car doorframes and cold rolled formed sections for railway wagons and passenger coaches. The Mobility segment comprises of Standard bi-cycles, Special bi-cycles including alloy bikes and Speciality performance bikes and fitness equipment. The Industrial chains and new business namely, Optic Lens, TMT Bars and TI Machine building are reported as Others for the purpose of segment reporting.
Segment assets and liabilities include those directly identifiable with the respective segments. Unallocated corporate assets and liabilities represent the assets and liabilities that relate to the Company as a whole and are not allocable to any segment. Expenses that are directly identifiable to segments are considered for determining the segment results. Expenses which relate to the Company as a whole and are not allocable to segments are included under unallocated corporate expenses.
The Company has lease contracts for Land and Building used for the purpose of Warehouses and Factories. Leases of such assets generally have lease terms between 2 and 95 years. The Company's obligations under its leases are secured by the lessor's title to the leased assets. Generally, the Company is restricted from assigning and subleasing the leased assets and some contracts require the Company to maintain certain financial ratios. There are several lease contracts that include extension and termination options and variable lease payments, which are further discussed below.
The Company also has certain leases of machinery with lease terms of 12 months or less. The Company applies the 'short-term lease' recognition exemptions for these leases.
The carrying amounts of right-of-use assets recognised and the movements during the period is explained in Note No.4b
The Company had total cash outflows for leases (including short term leases) of ?15.95 Cr. in 31st March 2025 (?13.00 Cr. during the year ended 31st March 2024). The Company also had non-cash additions to right-of-use assets and lease liabilities of T6.20 Cr. during the year (T28.37 Cr. during the year ended 31st March 2024). There are no future cash outflows relating to leases that have not yet commenced.
The Company has several lease contracts that include extension and termination options. These options are negotiated by management to provide flexibility in managing the leased-asset portfolio and align with the Company's business needs. Management exercises some or certain judgements in determining whether these extension and termination options are reasonably certain to be exercised (see Note 32).
The company does not expect undiscounted potential future rental payments relating to periods following the exercise date of extension and termination options that are not included in the lease term
The management assessed that cash and cash equivalents, trade receivables, loans, current investments, other financial assets, short term borrowings, trade payables and other current financial liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.
The fair value 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 or liquidation sale. The following methods and assumptions were used to estimate the fair values:
i. The fair values of quoted equity investments are derived from quoted market prices in active markets.
ii. The fair values of certain unquoted equity investments have been estimated using Discounted Cash-flow Model (DCF). The valuation is based on certain assumptions like forecast cash-flows, discount rate, etc.
iii. For the year ended 31st March 2025, valuation of Compulsorily Convertible Preference Share (CCPS) is carried out by the management using Monte Carlo simulation approach which is a statistical technique that is used to simulate equity value of the Company. Further, the judgements with regard to CCPS include those relating to inputs for valuation (like conversion, liquidation events, valuation model, expected volatility, risk free rate, time interval, etc,) considering the complex terms attached to the instrument (Refer Note 6a (vi))
iv. Derivatives are fair valued using market observable rates and published prices.
Note 42. Financial Risk Management Objectives and Policies
The Company's principal financial liabilities comprise of borrowings and trade payables. The main purpose of these financial liabilities is to raise finance for the Company's operations. The Company has various financial assets such as trade receivables, cash and short-term deposits, which arise directly from its operations. The Company also holds FVTOCI investments, FVTPL investments and enters into derivative transactions.
The Company is exposed to market risk, credit risk and liquidity risk. The Company's senior management oversees the management of these risks. The Company's senior 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 senior management that the Company's financial risk activities are governed by appropriate policies and procedures and that the financial risks are identified, measured and managed in accordance with the Company's policies and risk objectives. 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 may be undertaken.
A. Market Risk
Market risk is the risk of any loss in future earnings, in realizable fair values or in 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 price fluctuations, liquidity and other market changes. Future specific market movements cannot be normally predicted with reasonable accuracy.
Foreign Currency Exchange Rate Risk
The fluctuation in foreign currency exchange rates may have potential impact on the income statement and equity, where any transaction references more than one currency or where assets/liabilities are denominated in a currency other than the functional currency of the respective Company.
The Company, as per its forex policy, uses foreign exchange and other derivative instruments primarily to hedge foreign exchange and interest rate exposure.
The Company evaluates the impact of foreign exchange rate fluctuations by assessing its exposure to exchange rate risks. It hedges a part of these risks by using derivative financial instruments in accordance with its forex policy.
The foreign exchange rate sensitivity is calculated for each currency by aggregation of the net foreign exchange rate exposure of a currency and a simultaneous parallel foreign exchange rates shift in the foreign exchange rates of each currency by 5%.
Foreign Currency Sensitivity
The following tables demonstrate the sensitivity to 5% appreciation in USD, EURO and KRW exchange rates on foreign currency exposures as at the year end, with all other variables held constant. The impact on the Company's profit before tax is due to changes in the fair value of monetary assets and liabilities. The Company's exposure to foreign currency changes for all other currencies is not material.
Conversely, 5% depreciation in the USD and Euro rates against the significant foreign currencies as at 31st March 2025 and 31st March 2024 would have had the same but opposite effect, again holding all other variables constant.
Equity Price Risk
Equity Price Risk is related to the change in market reference price of the investments in equity securities.
The majority of the Company's investments are in the shares of group companies, which are carried at cost. The Company has investments in other equity investments, of only ?6.44 Cr. as at 31st March 2025. (As at 31st March 2024 - ?5.76 Cr). The Company's exposure to price risks from Equity investments at FVOCI is considered immaterial.
B. Credit Risk
Credit risk is the risk of financial loss arising from counterparty failure to repay or service debt according to the contractual terms or obligations. Credit risk encompasses both the direct risk of default and the risk of deterioration of creditworthiness as well as concentration risks.
Financial instruments that are subject to concentrations of credit risk principally consist of trade receivables, loans and advances and derivative financial instruments. None of the financial instruments of the Company result in material concentrations of credit risks. To manage this, the Company periodically assesses the credit worthiness of customers and sets credit limit, taking into account the financial condition, current economic trends (for exports) and overdue receivables. General payment terms include credit period ranging upto 120 days and advances where applicable. Where the loans or receivables are impaired, the Company continues to engage to recover the receivable due.
Exposure to Credit risk - The carrying amount of financial assets represents the maximum Credit exposure. The maximum exposure to Credit risk was ?2,165.73 Cr. as at 31st March 2025 and ?1,778.25 Cr. as at 31st March 2024, being the total of the carrying amount of balances with banks, short term deposits with banks, trade receivables, derivative instruments, mutual fund investments and other financial assets excluding equity investments.
Credit risk from balances with banks and investment of surplus funds in mutual funds is managed by the Company's treasury department. The objective is to minimise the concentration of risks and therefore mitigate financial loss.
C. Liquidity Risk
Liquidity risk refers to the risk that the Company cannot meet its financial obligations. The objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements.
The Company has obtained fund and non-fund based working capital lines from various banks. Furthermore, the Company has access to funds from debt markets through commercial paper, non-convertible debentures, and other debt instruments. The Company invests its surplus funds in bank fixed deposit and liquid and liquid plus schemes of mutual funds, which carry no/low mark to market risks.
The Company also constantly monitors funding options available in the debt and capital markets with a view to maintaining financial flexibility.
As at 31st March 2025, the Company has undrawn committed lines of ?650 Cr. (As at 31st March 2024 -T288.98 Cr.)
The table below provides details regarding the contractual maturities of financial liabilities based on Contractual undiscounted payments:
D. 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's exposure to the risk of changes in market interest rates relates primarily to the Company's debt obligations with floating interest rates.
The effect on Profit before tax on increase of 50 basis points will be ?0.13 Cr (Previous year : ?1.15 Cr). Conversely, decrease of 50 basis points would have had the same but opposite effect basis tenor of the loan.
Note 43. Capital Management
The Company's capital management is intended to create value for shareholders by facilitating the meeting of long-term and short-term goals of the Company.
The Company determines the amount of capital required on the basis of annual operating plans and long-term product and other strategic investment plans. The funding requirements are met through internal accruals, nonconvertible debentures, external commercial borrowings and other long-term/short-term borrowings. The Company's policy is aimed at combination of short-term and long-term borrowings.
The Company monitors capital employed using a Debt equity ratio, which is total debt divided by total equity and maturity profile of the overall debt portfolio of the Company.
There have been no breaches in the financial covenants of any interest-bearing loans and borrowings in the current period.
Note 46. Other Statutory Information
(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(ii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(iii) The Company has not traded or invested in Crypto Currency or Virtual Currency during the financial year.
(iv) The Company has not advanced or loaned or invested funds to any persons or entities, 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.
(v) The Company has not received any fund from any persons or entities, including foreign entities (Funding Parties) 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 to or on behalf of the Ultimate Beneficiaries.
(vi) The Company has not made 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 relavent provision of the Income Tax Act, 1961).
(vii) The Company has not been declared as wilful defaulter by any bank or financial institution or other lender.
The Company has used 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 period except that:
a) with regard to one application, the audit trail feature has operated only for part of the year ending 31st March 2025 for certain relevant transactions recorded in the software and for direct changes to data when using certain access rights (ie; for certain relevant transactions, the audit trail was enabled in a phased manner during the year). Post completion of this activity, the audit trail feature for the relevant transactions are operating as required as at 31st March 2025.
b) with respect to an application used for payroll processing which is operated by a third-party software service provider, the management is not in possession of a detailed Service Organisation Controls Report, to determine whether audit trail feature of the said application was enabled and operated throughout the year for all relevant transactions recorded in the application or whether there were any instances of the audit trail feature being tampered with.
Further, for the applications and periods for which audit trail feature is enabled and operated there have been no instance of audit trail feature being tampered with.
c) Additionally, the audit trail of relevant prior year has been preserved by the Company as per the statutory requirements for record retention, to the extent it was enabled and recorded in those respective years, except that, with respect to an application operated by a third-party software service provider, in the absence of coverage of this attribute for the period enabled in the related Service Organisation Controls report, we are unable to assess whether the audit trail has been preserved as per the statutory requirements for record retention.
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