n) Provisions and contingent liabilities
i) Provision:
A provision is recorded when the Company has a present legal or constructive obligation as a result of past events and it
is probable that an outflow of resources will be required to settle the obligation and the amount can be reasonably estimated.
Provisions are evaluated at the present value of management's best estimate of the expenditure required to settle the present
obligation at the end of the reporting period. The discount rate used to determine the present value is a pre-tax rate that
reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the
provision due to the passage of time is recognised as interest expenses.
ii) Contingent liabilities:
Wherever there is a possible obligation that arises from past events and whose existence will be confirmed only by the
occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the entity or a present
obligation that arises from past events but is not recognised because (a) it is not probable that an outflow of resources
embodying economic benefits will be required to settle the obligation; or (b) the amount of the obligation cannot be measured
with sufficient reliability are considered as contingent liability. Show cause notices are not considered as Contingent Liabilities
unless converted into demand.
o) Segment reporting:
Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision
Maker.
p) Leases
Leases are recognised as a right-of-use asset and a corresponding liability at the date at which the leased asset is available for
use by the Company. Contracts may contain both lease and non-lease components. The Company allocates the consideration
in the contract to the lease and non-lease components based on their relative stand-alone prices. However, for leases of buildings
for which the Company is a lessee, it has elected not to separate lease and non-lease components and instead accounts for these
as a single lease component.
Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present
value of the following lease payments:
• fixed payments (including in-substance fixed payments), less any lease incentives receivable
• variable lease payment that are based on an index or a rate, initially measured using the index or rate as at the commencement
date
• amounts expected to be payable by the Company under residual value guarantees
• the exercise price of a purchase option if the Company is reasonably certain to exercise that option, and
• payments of penalties for terminating the lease, if the lease term reflects the Company exercising that option
Lease payments to be made under reasonably certain extension options are also included in the measurement of the liability. The
lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined, which is
generally the case for leases in the Company, the lessee's incremental borrowing rate is used, being the rate that the individual
lessee would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar
economic environment with similar terms, security and conditions.
To determine the incremental borrowing rate, the Company:
• where possible, uses recent third-party financing received by the individual lessee as a starting point, adjusted to
• reflect changes in financing conditions since third party financing was received
• uses a build-up approach that starts with a risk-free interest rate adjusted for credit risk for leases held by the Company
• which does not have recent third party financing, and
• makes adjustments specific to the lease, e.g. term, country, currency and security.
The Company is exposed to potential future increases in variable lease payments based on an index or rate, which are not included
in the lease liability until they take effect. When adjustments to lease payments based on an index or rate take effect, the lease
liability is reassessed and adjusted against the right-of-use asset. Lease payments are allocated between principal and finance
cost. The finance cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on
the remaining balance of the liability for each period.
Variable lease payments that depend on sales are recognised in profit or loss in the period in which the condition that triggers
those payments occurs.
Right-of-use assets are measured at cost comprising the following:
• the amount of the initial measurement of lease liability
• any lease payments made at or before the commencement date less any lease incentives received
• any initial direct costs, and
• restoration costs.
Right-of-use assets are generally depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis.
If the Company is reasonably certain to exercise a purchase option, the right-of-use asset is depreciated over the underlying asset's
useful life.
Payments associated with short-term leases of equipment and all leases of low-value assets are recognised on a straight-line basis
as an expense in profit or loss. Short-term leases are leases with a lease term of 12 months or less. Low-value assets comprise
IT equipment and small items of office furniture.
q) Cash and Cash equivalents
For the purpose of presentation in the statement of cash flows, cash and cash equivalents include cash on hand, deposits held
at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are
readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value and bank overdrafts.
Bank overdrafts are shown within financial liabilities in the Balance Sheet.
r) Trade receivables
Trade receivables are measured at their transaction price on initial recognition, unless it contains a significant financing component
or pricing adjustments embedded in the contract in which cases, it is recognised at fair value. Trade receivables are held with the
objective of collecting the contractual cashflows and therefore are subsequently measured at amortised cost less allowance for
expected credit loss.
s) Fair Value Measurement
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market
participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the
asset or transfer the liability takes place either:
a) In the principal market for the asset or liability, or
b) In the absence of a principal market, in the most advantageous market for the asset or liability
The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the
asset or liability, assuming that market participants act in their best economic interest. A fair value measurement of a non-financial
asset takes into account a market participant's ability to generate economic benefits by using the asset in its highest and best use
or by selling it to another market participant that would use the asset in its highest and best use.
The valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value,
maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs are used. All assets and liabilities
for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy
t) Investments and Other financial assets
i) Classification:
The Company classifies its financial assets in the following categories:
• Those to be measured subsequently at fair value (either through other comprehensive income, or through statement of
profit and loss), and
• Those measured at amortised cost
The classification depends on the entity's business model for managing the financial assets and the contractual terms of the
cash flow.
ii) Measurement:
At initial recognition, the Company measures a financial asset at its fair value plus (in the case of a financial asset not a fair
value through profit or loss) transaction costs that are directly attributable to the acquisition of the financial asset. Transaction
costs of financial assets carried at fair value through profit or loss are expensed in the Statement of Profit and Loss.
(i) Amortised Cost:
Assets that are held for collection of contractual cash flows where those cash flows represent Solely Payments of
Principal and Interest (SPPI) are measured at amortised cost. A gain or loss on debt instrument that is subsequently
measured at amortised cost and is not part of a hedging relationship is recognised in the Statement of Profit and Loss
when the asset is de-recognised or impaired. Interest income from these financial assets is included in finance income
using the effective interest rate method.
(ii) Fair value through other comprehensive income (FVTOCI):
Assets that are held for collection of contractual cash flows and for selling the financial assets, where the assets' cash
flows represent solely payments of principal and interest, are measured at FVTOCI. Movements in the carrying amount
are taken through OCI, except for the recognition of impairment gains or losses, interest income and foreign exchange
gains and losses which are recognised in profit and loss.
(iii) Fair Value through profit or loss:
Assets that do not meet the criteria for amortised cost or Fair Value through Other Comprehensive Income (FVOCI) are
measured at Fair Value through Profit or Loss (FVTPL). A gain or loss on a debt instrument that is subsequently measured
at fair value through profit or loss and is not part of a hedging relationship is recognised in profit or loss and presented
in the statement of profit and loss within Other Income in the period in which it arises. Interest income from these financial
assets is included in other income.
(iv) Equity Instruments:
Subsequent to initial recognition, the Company measures all investments in equity (except of the subsidiaries / associates)
at fair value. Where the company's management has elected to present fair value gains and losses on equity investments
in other comprehensive income, there will be no subsequent reclassification of fair value gains and losses to profit or loss.
Dividends from such investments are recognised in the Statement of Profit and Loss as other income when the Company's
right to receive payments is established.
Impairment losses (and reversal of impairment losses) on equity investments measured at FVOCI are not reported
separately. Where the Company elects to measure fair value through profit or loss, changes in the fair value of such
financial assets are recognised in the statement of profit and loss.
Investment in subsidiaries / associates:
Investment in subsidiaries / associates are measured at cost less provision for impairment.
(v) Impairment of financial assets:
The Company assesses on a forward-looking basis the expected credit losses associated with its assets carried at
amortised cost and FVOCI debt instruments. The impairment methodology applied depends on whether there has been
a significant increase in credit risk. Note 31(A) details how the company determines whether there has been a significant
increase in credit risk.
For trade receivables, the Company applies the simplified approach permitted by Ind AS 109 Financial Instruments, which
requires expected credit losses to be recognised from initial recognition of the receivables.
(vi) De-recognition of financial assets:
A financial asset is derecognised only when:
The Company has transferred the rights to receive cash flows from the financial asset or
The Company retains the contractual rights to receive the cash flows of the financial asset, but expects a contractual
obligation to pay the cash flows to one or more recipients.
Where the entity has transferred an asset, the Company evaluates whether it has transferred substantially all risks and
rewards of ownership of the financial asset. In such cases, the financial asset is derecognised. Where the entity has not
transferred substantially all risks and rewards of ownership of the financial asset, the financial asset is not derecognised.
Where the entity has neither transferred a financial asset nor retains substantially all risks and rewards of ownership of
the financial asset, the financial asset is derecognised, if the Company has not retained control of the financial asset.
Where the company retains control of the financial asset, the asset is continued to be recognised to the extent of
continuing involvement in the financial asset.
u) Financial Liabilities
Financial liabilities that are not held-for-trading and are not designated as at FVTPL are measured at amortised cost at the end
of subsequent accounting periods. The carrying amounts of financial liabilities that are subsequently measured at amortised cost
are determined based on the effective interest method. Interest expense that is not capitalised as part of costs of an asset is
included under 'Finance costs'.
The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense
over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments (including
all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums
or discounts) through the expected life of the financial liability.
All financial liabilities are subsequently measured at amortised cost using the effective interest method or at FVTPL. The Company
derecognizes financial liabilities when, and only when, the Company's obligations are discharged, cancelled or have expired.
Borrowings are initially recognised at fair value, net of transaction cost incurred. Borrowings are subsequently measured at
amortised cost. Any difference between the proceeds (net of transaction cost) and the redemption amount is recognised in the
Statement of Profit and Loss over the period of the borrowings, using the effective interest method. Fees paid on the established
loan facilities are recognised as transaction cost of the loan, to the extent that it is probable that some or all the facility will be
drawn down.
Borrowings are removed from the balance sheet when the obligation specified in the contract is discharged, cancelled or expired.
The difference between the carrying amount of a financial liability that has been extinguished or transferred to another party and
the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in the Statement of Profit
and Loss as other gain / (loss).
v) Borrowing Cost
General and specific borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset
are capitalised during the period of time that is required to complete and prepare the asset for its intended use or sale. Qualifying
assets are assets that necessarily take a substantial period of time to get ready for their intended use or sale.
Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is
deducted from the borrowing costs eligible for capitalisation. Other borrowing costs are expensed in the period in which they are
incurred.
w) Taxes on income
Tax expense comprises of (i) current tax and (ii) deferred tax.
The income tax expense or credit for the period is the tax payable on the current period's taxable income based on the applicable
income tax rate adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax
losses.
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the
reporting period. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable
tax regulation is subject to interpretation. It establishes provisions, where appropriate, on the basis of amounts expected to be paid
to the tax authorities.
Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets
and liabilities and their carrying amounts in the financial statements. However, deferred tax liabilities are not recognised if they arise
from the initial recognition of goodwill. Deferred income tax is also not accounted for if it arises from initial recognition of an asset
or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting profit
nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantively
enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realized or
the deferred income tax liability is settled.
Deferred tax assets are recognised only if it is probable that future taxable amounts will be available to utilize those temporary
differences and losses.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and
when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the entity
has a legally enforceable right to offset and intends either to settle on a net basis, or to realize the asset and settle the liability
simultaneously.
Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive
income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.
x) Earnings per Share (EPS):
Basic earnings per share is computed by dividing the 'profit attributable to ordinary equity shareholders' by the weighted average
number of equity shares outstanding during the year.
Diluted earnings per share is computed by dividing the profit after tax as adjusted for dividend, interest and other charges to expense
or income relating to the dilutive potential equity shares, by the weighted average number of equity shares considered for deriving
basic earnings per share and the weighted average number of equity shares which could have been issued on the conversion of all
dilutive potential equity shares.
y) Recent Pronouncements
Ministry of Corporate Affairs ("MCA") notifies new standards or amendments to the existing standards under Companies (Indian
Accounting Standards) Rules as issued from time to time.
The Company has applied the following Ind AS pronouncements pursuant to issuance of the Companies (Indian Accounting Standards)
Second Amendment Rules, 2025 with effect from 1st April 2025:
(i) Ind AS 7 - Statement of Cash Flows and Ind AS 107 - Financial Instruments: Disclosures: The amendment requires disclosure
of the effects of supplier finance arrangements on the Company's liabilities, cash flows and exposure to liquidity risk. The
Company has reviewed the amendment and based on its evaluation has determined that it does not have any significant impact
in its financial statements.
(ii) Lack of exchangeability - Amendments to Ind AS 21:
For annual reporting periods beginning on or after 1 April 2025, Lack of Exchangeability - Amendments to Ind AS 21 The Effects of
Changes in Foreign Exchange Rates specifies 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 an entity's 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.
This amendment did not have a material impact on the Company's financial statements.
29 EMPLOYEE BENEFIT OBLIGATIONS - (continued)
(iii) Risk exposure
Through its defined benefit plans, the company is exposed to a number of risks, the most significant of which are detailed below:
Asset volatility: The plan liabilities are calculated using a discount rate set with reference to bond yields; if plan assets underperform
this yield, this will create a deficit. Most of the plan asset investments are in fixed income securities with high grades and in government
securities. These are subject to interest rate risk and the fund manages interest rate risk with derivatives to minimise risk to an
acceptable level. A portion of the funds are invested in equity securities and in alternative investments which have low correlation with
equity securities. The equity securities are expected to earn a return in excess of the discount rate and contribute to the plan deficit.
The company has a risk management strategy where the aggregate amount of risk exposure on a portfolio level is maintained at a fixed
range. Any deviations from the range are corrected by rebalancing the portfolio. The company intends to maintain the above investment
mix in the continuing years.
Changes in bond yield: A decrease in bond yields will increase plan liabilities, although this will be partially offset by an yields increase
in the value of the plans' bond holdings.
Inflation risks: In the pension plans, the pensions in payment are not linked to inflation, so this is a less material risk.
Life expectancy: The pension plan obligations are to provide benefits for the life of the member, so increases in life expectancy will
result in an increase in the plan liabilities. This is particularly significant where inflationary increases result in higher sensitivity to
changes in life expectancy.
Defined contribution plans: The Company's contribution to defined contribution plan i.e., provident fund of $ 0.69 crores (previous
year $ 0.62 crores) has been recognised in the Statement of Profit and Loss
Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments, traded bonds and mutual funds that
have quoted price. The fair value of all equity instruments (including bonds) which are traded in the stock exchanges is valued using the closing price as at the
reporting period. The mutual funds are valued using the closing NAV.
Level 2: The fair value of financial instruments that are not traded in an active market (for example, traded bonds, over-the-counter derivatives) is determined using
valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs
required to fair value an instrument are observable, the instrument is included in level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity
securities, contingent consideration and indemnification asset included in level 3.
There are no transfers between levels 1 and 2 during the year.
The company’s policy is to recognise transfers into and transfers out of fair value hierarchy levels as at the end of the reporting period.
(ii) Valuation technique used to determine fair value
Specific valuation techniques used to value financial instruments include:
- the use of quoted market prices or dealer quotes for similar instruments.
- the fair value of interest rate swaps is calculated as the present value of estimated cash flows based on observable yield curves.
- the fair value of forward exchange contract and principle only swap is determined using forward exchange rate at the balance sheet date.
- the fair value of the remaining financial instruments is determined using discounted cash flow analysis.
FVTPL - Fair value through statement of Profit and Loss; FVOCI - Fair value through Other Comprehensive Income.
iii) Price risk
The company's exposure to equity securities price risk arises from investments held by the Company and classified in the balance sheet either as fair value
through other comprehensive income or at fair value through statement of profit and loss. To manage its price risk from investments in equity securities, the
Company diversifies its portfolio. The impact of the changes in price risk is not material.
32 CAPITAL MANAGEMENT
(a) Risk management
The Company's objectives in regard to managing capital are
• safeguard its status as a going concern
• to ensure returns to shareholders
• maintain an optimal capital structure to reduce the cost of capital
In order to maintain optimum capital structure, the board may
• increase the capital by fresh issue of shares or
• reduce the dividends paid to shareholders
• sell assets to reduce debt
The Company's strategy is to maintain an optimum gearing ratio. The gearing ratios were as follows:
(v) Segment Reporting:
Pursuant to becoming a "Core Investment Company -CIC " the Company has two reportable operating segments viz., (a) Automotive Vehicles & Parts
and related Investments and (b) Investment held in Financial services. The Company is providing segment information in consolidated financial results
in accordance with IND AS 108 "Operating Segments".
33 other disclosures - (continued)
(ix) Borrowing costs capitalised :
Borrowing cost capitalised during the period $ Nil (Previous year- Nil)
(x) composite scheme of arrangement:
On February 9, 2022, the board of directors of the Company approved a composite scheme of arrangement (the Scheme) of Sundaram-
Clayton Limited (“Transferee Company” or “Demerged Company”) and TVS Holdings Private Limited (“Transferor Company 1”) and VS
Investments Private Limited (“Transferor Company 2”) and Sundaram-Clayton DCD Limited (“Resulting Company”) subject to necessary
approvals of shareholders, creditors, SEBI, Stock Exchanges, National Company Law Tribunal, Chennai, (NCLT), other governmental
authorities and third parties as may be required.
During the financial year 2022-23, NSE and BSE by their respective letter dated July 29, 2022, issued to the Company have conveyed
their "No Objection" on the Scheme, and based on their No Objection, the Company filed an application with Hon'ble National Company
Law Tribunal, Chennai Bench, (“Hon'ble NCLT”) for approval of the Scheme.
Hon'ble NCLT vide their Order dated November 9, 2022, directed to convene the meetings of the Equity Shareholders, Unsecured
Creditors of the Company, and Secured Creditors of Transferor Company 2, on December 16, 2022 (“NCLT Convened Meeting”) for
their approval. Pursuant to the directions of Hon'ble NCLT, the NCLT Convened Meetings were held, and the resolutions were passed
with requisite majority. Post the approval of the shareholders and creditors, the Company filed a petition with Hon'ble NCLT, and the
Composite Scheme was sanctioned vide its Order dated March 6, 2023.
The Board at its meeting held on March 13, 2023, noted the Hon'ble NCLTs Order and the first part of the Scheme was made effective
on March 14, 2023. The Board also authorised the issuance of bonus NCRPS, by fixations of Record Date as March 24, 2023, for the
purpose of determining the eligible shareholders of the Company. The third part of the scheme was made effective on June 16, 2023.
As part of third part of scheme of arrangement, the carrying value of the assets, liabilities, and reserves of TVS Holding Private Limited
as appearing in the consolidated financial statements of the Company have been recognised in the standalone financial statements of
the TVS Holdings Limited prior to the demerger, which is in accordance with Ind-AS 103, read with Ind AS Transition Facilitation Group
(ITFG). Fourth part of the scheme was made effective on August 4, 2023. The Last part of the scheme was made effective on
August 11, 2023.
(xi) core investment company Registration :
During the financial year ended 31 March 2024 the Company received Certificate of Registration as Core Investment Company ("CIC")
from Reserve Bank of India ("RBI") with CIC code -N-07-00904 to commence / carry on the business of non-banking financial institution
without accepting public deposits subject to the conditions given by RBI. The Company has complied with the conditions stipulated by
RBI while according CIC approval by wounding up the trading business.
The CIN of the Company has been updated as L64200TN1962PLC004792 to reflect the updated business activity code relating to its
business as a Core Investment Company (CIC).
(xii) Acquisitions & Disposals :
During the previous year the company acquired 80.74% stake in Home Credit India Finance Private Limited for a consideration of
$ 554.06 Cr during February 2025 and a further capital was infused by the Company for $44.61 Cr during March 2025. With this the
Company holds 81.04% stake in Home Credit India Finance Private Limited as on 31st March 2025.
During the year ended 31 March, 2026 ,a further capital of $737.50 Cr was infused by the company. With this the Company holds
80.39% stake in Home Credit India Finance Private Limited.
During the previous year the company has acquired 100% stake in TVS Digital Limited (Formerly known as TVS Housing Limited) on
16th September, 2024.
During the previous year the company had acquired additional stake of 10.74% in TVS Emerald Limited, formerly known as Emerald
Haven Realty Limited ("EHRL") on 3rd May 2024 making it a wholly owned subsidiary. During the Quarter ended 31st December 2024,
the Company sold 100% of it's stake in EHRL for a consideration of $ 485.85 Cr resulting in a gain of $102.68 Cr.
Notes:
(i) Certain ratios/line items marked with remark "N/A" are not applicable since the Company is a Non-banking financial Company / CIC
registered with the Reserve Bank of India.
(ii) The decrease in Return on Equity (ROE) ratio is primarily attributable to the increase in shareholders' equity arising from the accumulation
of Retained Earnings, whereas profit for the year remained broadly stable. As a result the growth in equity outpaced the growth in earnings,
leading to a lower ROE compared in the previous year.
(iii) The decrease in “Return on Asset” compared to previous year is driven by increase in average investments during the year.
37A ADDITIONAL REGULATORY INFORMATION FORMING PART OF STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED
MARCH 31st 2026.
(i) Pursuant to para 2 of general instructions for preparation of financial statements of a NBFC as mentioned in Division III of Schedule III
of The Companies Act, 2013, the current and non-current classification has not been provided.
(ii) No proceedings have been initiated or pending against the Company for holding any Benami property under the Benami Transactions
(Prohibition) Act, 1988 (45 of 1988) and the rules made thereunder
(iii) The Company has adhered to debt repayment and interest service obligations on time. "Wilful defaulter" related disclosures required
as per Additional Regulatory Information of Schedule III (revised) to the Companies Act, is not applicable / do not apply.
(iv) The Company has not granted Loans or Advances in the nature of loan to any promoters, Directors, KMPs and the related parties (As
per Companies Act, 2013) , which are repayable on demand or without specifying any terms or period of repayments.
(v) As per the Company's accounting policy, Property, Plant and Equipment (including Right of Use Assets) and intangible assets are
carried at historical cost (less accumulated depreciation & impairment, if any), hence the revaluation related disclosures required as
per Additional Regulatory Information of Schedule III (revised) to the Companies Act, is not applicable / do not apply.
(vi) The Company has no transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies
Act, 1956.
(vii) The Company does not deal with virtual currency
(viii) The Company is in compliance with the number of layers prescribed under clause (87) of Section 2 of the Act read with the Companies
(Restriction on number of Layers) Rules, 2017. In case of any change, the same has been intimated to RBI as per the applicable
regulations.
(ix) There have been no events after the reporting date that require disclosure in the Financial Statements.
(x) a) No funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from
borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person or entity,
including foreign entity (“Intermediaries), with the understanding, whether recorded in writing or otherwise, that the Intermediary
shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf
of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
b) No funds (which are material either individually or in the aggregate) have been received by the Company from any person or
entity, including foreign entity (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the
Company shall, whether, 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 provide any guarantee, security or the like on behalf of the Ultimate
Beneficiaries.
(xi) The Company has not sanctioned facilities from banks on the basis of security of current assets
(xii) The Company has no charges or satisfaction yet to be registered with ROC beyond the statutory period.
(xiii) The Title deeds of the immovable properties (other than properties where the Company is the lessee and the lease agreements are
duly executed in favour of the lessee) are held in the name of the Company
37B DISCLOSURE REQUIRED AS PER RBI GUIDELINES / CIRCULARS
Disclosures required under both the Reserve Bank of India (Non-Banking Financial Companies - Financial Statements: Presentation and
Disclosures) Directions, 2025 ("NBFC Financial Statement Disclosure Directions") and Reserve Bank of India (Core Investment Companies)
Directions, 2025 ("CIC Master Directions") have been furnished.
In cases where certain disclosures are not required under the NBFC Regulations but are mandated under the CIC Master Directions, have
also been appropriately included
I) Disclosure as required by RBI Circular RBI/DOR/2025-26/359 DOR.FIN.REC.No.278/21.04.018/2025-26 dated 28th November 2025
(NBFC Financial Statement Disclosure Directions)
Refer Note 1 to 22 for disclosure those are applicable and relevant as per above circular
1) Exposure
Exposure to Real Estate sector, both Direct and Indirect
The Company does not have any lending exposure to real estate sector in the current year as well as previous year.
The company does not have any exposure for the items required in Sl no. (ii) to (ix) of the circular in both the years.
Sectoral Exposures - The Company is not into lending activity and hence the exposure is NIL in both the years.
Intra-Group Exposures - The Company does not have any intra group loan exposure in both the years. For intra-group Investment
exposure, please refer to note 5 of the Balance Sheet.
Unhedged Foreign Currency exposure - The Company does not have any unhedged foreign currency exposure
2) Related Party Disclosure
For Disclosure - Refer Annexure B - Related Party Transactions
3) Disclosure of complaints
Summary information on complaints received by the NBFCs from customers and the offices of Ombudsman
The company does not have any customer interface and hence this disclosure is not applicable for it.
Top five grounds of complaints received by the NBFCs from customers
The company does not have any customer interface and hence this disclosure is not applicable for it.
(vi) Institutional set-up for Liquidity Risk Management
The Company constituted an Asset Liability management committee as guideline issued by RBI to NBFCs. ALCO consists of members
having requisite skill set and expertise of the business & sector of the Company. ALCO monitors asset liability mismatches to ensure that
there are no excessive imbalances on either side of the balance sheet and also reviews Asset Liability Management strategy. The borrowing
strategy of the Company has always been in tandem with assets composition with appropriate consideration for mitigation of interest rate
and liquidity risk. The Asset Liability Committee constantly reviews and monitors the funding mix and ensures the optimum mix of funds
based on the cash flow requirements, market conditions and keeping the interest rate view in consideration. The company has put in place
robust processes to monitor and manage liquidity risks. ALCO supervises the liquidity management of the Company at regular intervals.
The Company has taken various initiatives to raise funds at the cost commensurate with its rating by way of diversified mix of borrowings
with respect to the source, type of instrument, tenor and nature of security.
5) Summary of Significant accounting policies
Refer Material Accounting Policy Note No. 1 to Financial Statements
II) Disclosure as required by RBI Circular RBI/DOR/2025-26/367 DOR.FIN.ERC.No.297/03-10-119/2025-26 dated 28th November, 2025
(CIC Master Directions)
Refer Note 1 to 5 for disclosures applicable as per CIC Master Directions and not specifically covered under RBI Circular RBI/DOR/2025-
26/359 DOR.FIN.REC.No.258/03.10.119/2025-26 dated 28th November 2025.
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