3.22.Provisions and Contingencies
A provision is recognized when a Company has a present obligation (legal or constructive) as a result of past event; it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions are determined based on best estimate required to settle the obligation at the balance sheet date. These are reviewed at each balance sheet date and adjusted to reflect the current best estimates.
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.
Provisions for warranty-related costs are recognized when the product is sold or service provided. Provision is estimated based on
historical experience and technical estimates. The estimate of such warranty-related costs is reviewed annually.
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed 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 recognized because it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation or the amount of the obligation cannot be measured with sufficient reliability. The Company does not recognize a contingent liability but discloses its existence in the standalone financial statements.
3.23. Borrowing Costs
Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds. Borrowing cost also includes exchange differences to the extent regarded as an adjustment to the borrowing costs. Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalised as part of the cost of the asset. Capitalisation of Borrowing Costs is suspended and charged to the statement of profit and loss during extended periods when active development activity on the qualifying assets is interrupted. All other borrowing costs are expensed in the period they occur.
3.24. Earnings Per Share
Basic Earnings Per Share is calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period.
The weighted average number of equity shares outstanding during the period and for all periods presented is adjusted for events, such
as bonus shares, other than the conversion of potential equity shares, that have changed the number of equity shares outstanding, without a corresponding change in resources. For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period is adjusted for the effects of all dilutive potential equity shares.
3.25.Share Based Payments (Employees Stock Option Scheme)
Stock options are granted to the employees under the stock option scheme. The costs of stock options granted to the employees (equity- settled awards) of the Company are measured at the fair value of the equity instruments granted. For each stock option, the measurement of fair value is performed on the grant date. The grant date is the date on which the Company and the employees agree to the stock option scheme. The fair value so determined is revised only if the stock option scheme is modified in a manner that is beneficial to the employees.
This cost is recognised, together with a corresponding increase in share-based payment (SBP) reserves / stock options outstanding account in equity, over the period in which the performance and / or service conditions are fulfilled in employee benefits expense. The cumulative expense recognised for equity- settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Company's best estimate of the number of equity instruments that will ultimately vest. The statement of profit and loss expense or Credit for a period represents the movement in cumulative expense recognised as at the beginning and end of that period and is reported under employee benefits expense.
The dilutive effect of outstanding options is reflected as additional share dilution in the computation of diluted earnings per share.
If the options vest in instalments (i.e. the options vest pro rata over the service period), then each instalment is treated as a separate share option grant because each instalment has a different vesting period.
In certain circumstances, the Company may cancel outstanding stock options and issue fresh options in substitution thereof. Such cancellation and re-issue are accounted for as a modification of the original share-based payment arrangement in accordance with Ind AS 102 - Share-based Payment.
3.26. Financial Instruments
A financial instrument is any contract that gives rise to a financial asset of one Company and a financial liability or equity instrument of another Company.
A. Financial Assetsi. Initial Recognition and Measurement
Financial assets are classified, at initial recognition, as subsequently measured at amortised cost, fair value through other comprehensive income (OCI), and fair value through profit or loss.
The classification of financial assets at initial recognition depends on the financial asset's contractual cash flow characteristics and the Company's business model for managing them. The Company initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs.
Trade receivables that do not contain a significant financing component are measured at transaction price.
ii. Subsequent Measurement
For purposes of subsequent measurement, financial assets are classified in three categories:
a. Debt instruments at amortised cost
b. Debt instruments, derivatives and equity instruments at fair value through profit or loss (FVTPL)
c. Debt instruments, derivatives and equity instruments measured at fair value through other comprehensive income (FVTOCI)
Debt instruments At Amortised Cost
A 'debt instrument' is measured at the amortised cost if both the following conditions are met:
• The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows, and
• Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.
After initial measurement, such financial assets are subsequently measured at amortised cost using the effective interest rate (EIR) method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included in finance income in the profit or loss. The losses arising from impairment are recognised in the profit or loss. This category generally applies to trade and other receivables.
Debt Instruments at FVTPL
FVTPL is a residual category for debt instruments. Any debt instrument, which does not meet the criteria for categorization as at amortised cost or as FVTOCI, is classified as at FVTPL.
Debt instruments included within the FVTPL category are measured at fair value with all changes recognized in the P&L.
Debt instruments at FVOCI
The Company subsequently classifies its financial assets as FVOCI, only if both of the following criteria are met:
• The objective of the business model is achieved both by collecting contractual cash flows and selling the financial assets; and
• Contractual terms of the asset give rise on specified dates to cash flows that are Solely Payments of Principal and Interest (SPPI) on the principal amount outstanding.
Debt instruments included within the FVOCI category are measured at each reporting date at fair value with such changes being recognised in other comprehensive income (OCI). The interest income on these assets is recognised in profit or loss.
On derecognition of the asset, cumulative gain or loss previously recognised in OCI is reclassified to profit or loss.
Equity Investments
All equity investments in scope of Ind-AS 109 are measured at fair value. Equity instruments which are held for trading are classified as at FVTPL. For all other equity instruments, the Company decides to classify the same either as at FVTOCI or FVTPL. The Company makes such election on an instrument-by-instrument basis. The classification is made on initial recognition and is irrevocable.
If the Company decides to classify an equity instrument as at FVTOCI, then all fair value changes on the instrument, excluding dividends, are recognized in the OCI. There is no recycling of the amounts from OCI to P&L, even on sale of investment. However, the Company may transfer the cumulative gain or loss within equity.
iii. De-recognition
A financial asset (or, where applicable, a part of a financial asset or part of a Company of similar financial assets) is de-recognised primarily when:
• The rights to receive cash flows from the asset have expired, or
• the Company has transferred substantially all the risks and rewards of the asset or has transferred control of the asset
iv. Impairment of Financial Assets
In accordance with Ind-AS 109, the Company applies Expected Credit Loss (ECL) model for measurement and recognition of impairment loss on the following financial assets and Credit risk exposure:
• Financial assets that are debt instruments, and are measured at amortised cost e.g., loans, debt securities, deposits, trade receivables and bank balance
The Company follows 'simplified approach' for recognition of impairment loss allowance on Trade receivables.
The application of simplified approach does not require the Company to track changes in Credit risk. Rather, it recognises impairment loss allowance based on lifetime ECLs at each reporting date, right from its initial recognition. For recognition of impairment loss on other financial assets, the Company determines that whether there has been a significant increase in the Credit risk since initial recognition. If Credit risk has not increased significantly, 12-month ECL is used to provide for impairment loss. However, if Credit risk has increased significantly, lifetime ECL is used. If, in a subsequent period, Credit quality of the instrument improves such that there
is no longer a significant increase in Credit risk since initial recognition, then the entity reverts to recognising impairment loss allowance based on 12-month ECL.
Lifetime ECL are the expected Credit losses resulting from all possible default events over the expected life of a financial instrument. ECL is the difference between all contractual cash flows that are due to the Company in accordance with the contract and all the cash flows that the Company expects to receive, discounted at the original EIR. When estimating the cash flows, the Company is required to consider:
• All contractual terms of the financial instrument (including prepayment, extension, call and similar options) over the expected life of the financial instrument. However, in rare cases when the expected life of the financial instrument cannot be estimated reliably, then the Company is required to use the remaining contractual term of the financial instrument
• Cash flows from the sale of collateral held or other Credit enhancements that are integral to the contractual terms
ECL impairment loss allowance (or reversal) recognized during the period is recognized as income/ expense in the statement of profit and loss (P&L). This amount is reported under the head 'other expenses' in the P&L. The balance sheet presentation for various financial instruments is described below:
• Financial assets measured as at amortised cost: ECL is presented as an allowance, i.e., as an integral part of the measurement of those assets in the balance sheet. The allowance reduces the net carrying amount. Until the asset meets write¬ off Criteria, the Company does not reduce impairment allowance from the gross carrying amount.
For assessing increase in Credit risk and impairment loss, the Company combines financial instruments on the basis of shared Credit risk characteristics with the objective of facilitating an analysis that is designed to enable significant increases in Credit risk to be identified on a timely basis.
B. Financial Liabilitiesi. Initial Recognition and Measurement
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.
The Company's financial liabilities include trade and other payables, loans and borrowings including bank overdrafts and derivative financial instruments.
ii. Subsequent Measurement
The measurement of financial liabilities depends on their classification, as described below:
Financial Liabilities At Fair Value Through Profit and Loss
Financial liabilities at fair value through profit or loss include derivatives. Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing in the near term. This category also includes derivative financial instruments entered into by the Company that are not designated as hedging instruments in hedge relationships as defined by Ind AS 109. Separated embedded derivatives are also classified as held for trading unless they are designated as effective hedging instruments.
Gains or losses on liabilities held for trading are recognised in the profit or loss.
Financial liabilities designated upon initial recognition at fair value through profit or loss are designated as such at the initial date of recognition, and only if the Criteria in Ind AS 109 are satisfied. For liabilities designated as FVTPL, fair value gains / losses attributable to changes in own Credit risks are recognized in OCI. These gains / loss are not subsequently transferred to P&L. However, the Company may transfer the cumulative gain or loss within equity. All other changes in fair value of such liability are recognised in the statement of profit and loss.
Loans and Borrowings
After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the EIR amortisation process.
Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement of profit and loss.
Financial guarantee contracts
Financial guarantee contracts issued by the Company are initially measured at their fair values and are subsequently measured at the higher of, the amount of loss allowance determined as per impairment requirements of Ind AS 109 and the amount initially recognised less cumulative amount of income recognised.
De-recognition
A financial liability is derecognised when the obligation under the liability is discharged
or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the de-recognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the statement of profit and loss.
Offsetting of Financial Instruments
Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.
3.27. Cash Dividend
The Company recognises a liability to make cash distributions to equity holders, when the distribution is authorised and the distribution is no longer at the discretion of the Company. As per the corporate laws in India, a distribution is authorised when it is approved by the shareholders. A corresponding amount is recognised directly in equity.
3.28. New and amended standards
The Company applied for the first-time certain standards and amendments, which are effective for annual periods beginning on or after 1st April 2025. The Company has not early adopted any standard, interpretation or amendment that has been issued but is not yet effective.
(i) Amendments to Ind AS 21 - Lack of exchangeability
The Ministry of Corporate Affairs (MCA) notified the Companies (Indian Accounting Standards) Amendment Rules, 2025, which amend 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 standalone 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 do not have a material impact on the Company's standalone financial statements.
(ii) Amendments to Ind AS 1 - Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants
In August 2025, the MCA notified amendments to paragraphs 69 to 76 of Ind AS 1 to specify the requirements for classifying liabilities as current or non¬ current. The amendments clarify:
• What is meant by a right to defer settlement
• That a right to defer must exist at the end of the reporting period
• That classification is unaffected by the likelihood that an entity will exercise its deferral right
• That only if an embedded derivative in a convertible liability is itself an equity instrument would the terms of a liability not impact its classification
In addition, a requirement has been introduced to require disclosure when a liability arising from a loan agreement is
classified as non-current and the entity's right to defer settlement is contingent on compliance with future covenants within twelve months. If there is a breach of a material covenant of a long term loan arrangement on or before the end of the reporting period, resulting in the liability becoming payable on demand as at the reporting date, and the lender agrees—after the reporting period but before the standalone financial statements are approved for issue—not to demand repayment for at least 12 months as a consequence of the breach, this shall be treated as an adjusting event. Accordingly, the entity is not required to classify the liability as current.
The amendments are effective for annual reporting periods beginning on or after 1st April 2025 retrospectively in accordance with Ind AS 8. The amendments do not have any impact on the Company's standalone financial statements.
(iii) Amendments to Ind AS 7 and Ind AS 107 - Supplier Finance Arrangements
In August 2025, the MCA notified amendments to Ind AS 7 Statement of Cash Flows and Ind AS 107 Financial Instruments: Disclosures to clarify the characteristics of supplier finance arrangements and require additional disclosure of such arrangements. The disclosure requirements in the amendments are intended to assist users of standalone financial statements in understanding the effects of supplier finance arrangements on an entity's liabilities, cash flows and exposure to liquidity risk.
The Company has evaluated the amendment and has determined that it does not have any impact in its standalone financial statements.
(iv) Amendment to Ind AS 12- International Taxation
In August 2025, the MCA notified amendments to Ind AS 12 Income Taxes in response to the OECD's BEPS Pillar Two rules and include
• A mandatory temporary exception to the recognition and disclosure of deferred taxes arising from the jurisdictional implementation of the Pillar Two model rules; and
• Disclosure requirements for affected entities to help users of the financial
statements better understand an entity's exposure to Pillar Two income taxes arising from that legislation, particularly before its effective date
The mandatory temporary exception - the use of which is required to be disclosed - applies immediately. The remaining disclosure requirements apply for annual reporting periods beginning on or after 1st April 2025, but not for any interim periods ending on or before 31st March 2026. The amendments do not have any impact on the Company's standalone financial statements.
The Company's Investment Property consists of two properties in Mumbai lying vacant and two properties in Chennai let out on rent with a lease term of less than 12 months.
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.
Notes:
i) During the year, the Company invested an amount of '20.06 Cr. in TI Medical Private Limited towards subscription to 2,86,566 equity shares.
ii) During the year, the Company invested '100 Cr. towards subscription to Series A1 Compulsorily Convertible Preference Shares of 3xper Innoventure Private Limited.
iii) TII along with its subsidiary TI Clean Mobility Private Limited (“TICMPL") have entered into Shareholders Agreement in February 2023 (amended from time to time) with certain third party investors. Pursuant to the agreement, the Company has subscribed to Series B Compulsorily Convertible Preference Shares (“CCPS") CCPS amounting to '500 Cr. between March 2023 and June 2023. Series A was subscribed to by other investors in multiple tranches between March 2023 and June 2024. As per the terms of the agreement, each series of the CCPS was convertible into equity shares where the number of equity shares to be issued were determined using a pre-determined formula at the conversion date / liquidation date. Accordingly, the Company has accounted for its investment in CCPS as Fair Value Through Profit and Loss (“FVTPL”), resulting in recognition of fair value gain/ (loss) of '6.80 Cr. during the current year ('569.00 Cr. during the year ended 31st March 2025).
During the quarter and year ended 31st March 2026, the Company alongwith TICMPL entered into Amended and Restated Shareholders Agreement (“Restated SHA") with the investors, in terms of which, it was brought out that the total number of equity shares to be issued by TICMPL upon conversion is fixed. In view of the foregoing, and economic substance of the Revised SHA between the parties, the management has assessed that the investment in CCPS is in the nature of equity, measured at cost less impairment, if any. Accordingly, the Company has derecognised the FVTPL Investments as at 30th March, 2026 (date of Restated SHA) of '1,075.80 Cr. (representing the carrying value of the CCPS) and has presented such amount as Investment in the CCPS of subsidiary measured at cost, less impairment if any.
iv) Based on the Restated SHA as mentioned above, on 30th March 2026, the Company has invested '250 Cr. in Series C CCPS of TICMPL, which is accounted for at cost less impairment if any (convertible into fixed number of shares), having regard to the terms of such investment.
v) 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. The said 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.
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 1,20,000 equity shares of face value of '10 each of Watsun InfraBuild Private Limited at face value, amounting to '0.12 Cr.
Note on New Labour Code: The Government of India notified the New Labour Codes, effective 21st November 2025. Based on the best information available at the time, management assessed the impact of these changes in respect of the period up to 21st November 2025, and has recognised additional gratuity and compensated absences related liabilities during the year amounting to '22.75 Cr. (of '22.55 Cr. and '0.20 Cr. respectively), which are presented as exceptional items. The Company will continue to monitor the clarifications in this regard and provide necessary accounting effect as and when such clarifications are issued.
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. LeasesDetermining 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 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 amendments to the standards that are notified by the Ministry of Corporate Affairs (MCA), but not yet effective, up to the date of issuance of the Company's standalone financial statements are disclosed below. The Company will adopt these amendments to the standards, when they become effective.
Amendments to Ind AS 1 - Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants
In accordance with Ind AS 1 currently applicable, breach of an immaterial covenant is ignored in deciding current vs. non-current classification of liabilities. Also, in case of breach of a material covenant of a non-current loan on or before the reporting date, the entity can obtain waiver from the lender after the reporting date and continue to classify the loan as non-current liability. In accordance with changes to Ind AS 1 already notified by the MCA, the above relaxations to classify loan as non-current liability will not be available from FY 2026-27 onward and need to be applied retrospectively. Consequently
- A breach of either material or immaterial covenant will trigger current classification of liability.
- To continue classifying loan as non-current liability, entities will need to obtain waiver from the breach on or before the reporting date.
The amendment is not expected to have any significant impact on the Company's standalone financial statements.
Note 34. Stock Options
During the year fresh grant of 6,68,920 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 '8.63 Cr. (Previous Year - '5.71 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
In accordance with Indian law, the Company operate a scheme of gratuity which is a defined benefit plan. The gratuity plan provides for a lump sum payment to vested employees at retirement, death while in employment or on termination of employment in accordance with the provisions under the Code on Social Security, 2020 or as per the Company Scheme, as applicable. Vesting occurs upon completion of contractual period of continuous years of service as defined in the Code on Social Security, 2020. 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.
Notes:
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.
iv The above disclosure excludes provision for Fixed Term Employees of '1.57 Cr.
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 the Code on Social Security, 2020. 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.
d. Contributions to Defined Contribution Plans
During the year, the Company recognised '7.80 Cr. (Previous year - '7.85 Cr.) to Provident Fund under Defined Contribution Plan, '11.55 Cr. (Previous year - '11.28 Cr.) for Contributions to Superannuation Fund, '0.47 Cr. (Previous year - '0.60 Cr.) for Contributions to Employee State Insurance Scheme and '0.81 Cr. (Previous year - '0.54 Cr.) for Contribution to National Pension Scheme in the Statement of Profit and Loss.
Note 36a. Contingent LiabilitiesNote 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.
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.
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 2026, the Company has not recorded any impairment of receivables relating to amounts owed by Related Parties. Refer Note 6a(v) for details of Investments/ Inter-corporate deposits.
As the liabilities for gratuity and leave encashment are provided on actuarial basis for the Company as a whole, the amounts pertaining to the key management personnel are not included above.
Note 38. Segment Information
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 door frames 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.
Note 39. Leases
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 '16.50 Cr. in 31st March 2026 ('15.95 Cr. during the year ended 31st March 2025). The Company also had non-cash additions to right-of-use assets and lease liabilities of '1.65 Cr. during the year ('6.20 Cr. during the year ended 31st March 2025). 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. The 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 terms attached to the instrument.
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 statement of profit & loss and changes in 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, JPY 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 2026 and 31st March 2025 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 for '7.15 Cr. as at 31st March 2026. (As at 31st March 2025 - '6.44 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.
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 2026, the Company has undrawn committed lines of '750 Cr. (As at 31st March 2025 - '650 Cr.)
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 (or) decrease of 50 basis points will be Nil as the company do not have borrowing (Previous year : '0.13 Cr.).
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 relavant 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.
(viii) During the current year, the Company does not have any transactions with companies which has been struck off by ROC under section 248 of the Companies Act, 2013. The details for the year ended 31st March 2025 are given below:
Note 47. Information relating to Proviso to Rule 3(1) of Companies (Accounts) Rules, 2014 on Audit Trail
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 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 vbeen no instance of audit trail feature being tampered with.
b) Additionally, the audit trail of relevant prior years 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 as referred to in (a) above, 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.
Note 48. Events after reporting period
The company has entered into a Securities Subscription and Purchase Agreement & Shareholders' Agreement (“Definitive Agreements") on 6th February 2026 for staggered acquisition of up to 87% of the equity share capital of M/s. Orange Koi Private Limited (“Orange Koi") through a combination of purchase of equity shares from the existing shareholders and by way of subscription to fresh equity shares. Subsequently, in April 2026, TII acquired 76.24% of the paid-up equity share capital of Orange Koi for a total consideration of '35 Cr. Consequently, Orange Koi has become a subsidiary of the Company in April 2026.
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