Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non¬ occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount cannot be made.
A contingent asset is not recognised but disclosed in the financial statements where an inflow of economic benefit is probable.
Commitments includes the amount of purchase order (net of advance) issued to counterparties for supplying/ development of assets and amounts pertaining to Investments which have been committed but not called for. Provisions, contingent assets, contingent liabilities and commitments are reviewed at each Balance Sheet date.
2.14 Earnings per share
a) Basic earnings per share
Basic earnings per share is computed by dividing profit after tax attributable to the equity shareholders by the weighted average number of equity shares outstanding during the reporting period.
b) Diluted earnings per share
Dilutive earnings per share is computed and disclosed using the weighted average number of equity and dilutive equity equivalent shares outstanding during the period, except when the results would be anti¬ dilutive.
2.15 Operating segments
An operating segment is a component of the Company that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Company's other components, and for which discrete financial information is available. All operating segments' operating results are reviewed regularly by the Chief Operating Decision Maker, in deciding how to allocate resources and assessing performance (Refer Note no 42).
2.16 Dividends on equity shares
The Company recognises a liability to make cash distributions to equity shareholders 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 except in case of interim dividend. A corresponding amount is recognised directly in equity.
2.17 Cash and cash equivalents
The Company considers all highly liquid financial instruments, which are readily convertible into known amounts of cash that are subject to an insignificant risk of change in value and having original maturities of three months or less from the date of purchase, to be cash equivalents. Cash and cash equivalents consist of balances with banks which are unrestricted for withdrawal and usage.
2.18 Recent Pronouncements
Ministry of Corporate Affairs ("MCA") notifies new standard or amendments to the existing standards. There is no such notification which would have been applicable from 1st April 2025.
2.13 Provisions and contingencies
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.
Nature and purpose of reserve
a) General reserve
General reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the general reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the general reserve will not be reclassified subsequently to profit or loss.
b) Securities premium account
Securities Premium is used to record the premium (amount received in excess of face value of equity shares) on issue of equity shares. The reserve can be utilised only for limited purposes such as issuance of bonus shares in accordance with the provisions of the Companies Act, 2013.
c) Share option outstanding account
The Share options outstanding account is used to recognise the grant date fair value of options issued to employees under share based payments arrangement over the vesting period.
d) Share application money pending allotment
Until the shares are allotted, the amount received on account of options exercised by employees under share based payments arrangement are shown under the share application money pending allotment.
e) Retained earnings
Retained earnings are the profits that the Company has earned to date, less any dividends or any other distribution paid to the shareholders, net of utilisation as permitted under applicable regulations.
f) Other comprehensive income
Other comprehensive income comprises of remeasurement of the net defined benefit obligation, which includes actuarial gains & losses, the return on plan assets. The income tax related to the same also recognised in other comprehensive income.
Contingent liabilities:
A. To the extent not provided for
(i) Estimated liability for the Consumer Disputes Redressal Forum cases pending in courts for the dispute pertaining to the schemes of UTI Mutual Fund is ' 0.47 crore (Previous year ' 0.90 crore). The Company is hopeful of a positive outcome in its favour and therefore no provision has been made.
(ii) W.r.t. assessment Year 2009-2010, an order has been passed raising a demand of ' 5.26 crore (Previous year ' 5.26 crore). The Company has filed an Appeal against the order before Income Tax Appellate Tribunal ('ITAT'), the decision of which is passed in the favour of the Company and the effect of the order passed is awaited.
(iii) W.r.t. assessment Year 2010-201 1, an order has been passed raising a demand of ' 2.28 crore (Previous year ' 2.28 crore). The Company has filed an Appeal against the order before Commissioner of Income Tax (Appeal) ('CIT-A'). The Company is hopeful of a positive outcome in its favour and therefore no provision has been made.
(iv) Ex-Registrars & Transfer Agents ('RTA') filed a suit against the Company, Administrators of Specified Undertaking of Unit Trust of India ('SUUTI') and UTI Trustee Company Private Limited ('Trustee Company') in the year 2003 before Hon'ble Bombay High Court seeking recovery of unpaid dues ' 3.19 crore for services provided as a registrar and transfer agent and dematerialisation services, in relation to certain schemes of UTI Mutual Funds and SUUTI. The Trustee Company and SUUTI have filed a cross suit against RTA before Hon'ble Bombay High Court for ' 1 .37 crore for deficiencies in the services. Hon'ble Bombay High Court directed both the parties to frame the issue for arguments. The case has been transferred from Bombay High Court to City Civil Court, Mumbai vide order dated 29.01.2024. The Company is hopeful of a positive outcome in its favour and therefore no provision has been made. Contingent Liability is for ' 1.82 crore.
B. Other Contingent liabilities where financial impact is not ascertainable, comprises:
(i) A case was filed by All India UTI AMC Officers' Association ('AIUTEA') against the Company in respect of leftover Class III and Class IV staff on date demanding pension option. The honorable presiding officer, CGIT, Mumbai pronounced the verdict in favour of AIUTEA dated 28th February 2007 for 3rd pension option. The matter was taken with Government of India, which advised the Company to seek legal opinion. The Company filed an appeal in the Hon'ble Bombay High Court challenging the order of CGIT. Hon'ble Bombay High Court vide its order dated 5th May 201 7 allowed the appeal of the Company by quashing and setting aside the order of CGIT. AIUTEA filed a Review Petition to review the order dated 5th May 201 7 of Hon'ble Justice K K Tated in WP no. 1 792 of 2007 filed by the Company. Hon'ble Bombay High Court vide its order dated 31st August 201 7 rejected the review petition of the petitioner stating that 'the only endeavor is to re-argue the entire matter, which is not permitted'. AIUTEA has filed a Special Leave petition before Hon'ble Supreme Court of India challenging the order of Hon'ble Bombay High Court. The matter has not yet been heard Hon'ble Supreme Court of India.
(ii) A case has been filed by UTI Retired and VSS Employees Social Association against the Company before Hon'ble Bombay High Court for giving a fresh opportunity for pension option after pay revision 2001 and arrears of pension with 12% interest on the same. The case is pending for further proceedings.
(iii) A case has been filed by UTI Retired and VSS Employees Social Association against the Company before Hon'ble Bombay High Court for payment of dearness allowance with pension or periodic review of the pension. The case is pending for further proceedings.
Note: Pending resolution of the respective proceedings, it is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above as it is determinable only on receipt of judgements/decisions pending with various forums/authorities.
~| CAPITAL AND OTHER COMMITMENTS
(a) Estimated amount of contracts remaining to be executed on capital accounts ' 0.33 crore (' 1 .50 crore as on 31st March 2024).
(b) As on 31st March 2025, the Company has commitments of ' 27.50 crore (Previous year ' 77.50 crore) to Structured Debt Opportunity Fund III, ' 40 crore (Previous year ' 40 crore) to UTI Alternatives Private Limited.
~| EMPLOYEE BENEFITS
(a) Defined Contribution Plan
The Company manages provident fund plan through a provident fund trust for its eligible employees, which is permitted under The Provident Funds Act, 1925. The plan mandates contribution by employer at a fixed percentage of employee's salary. Employees also contribute to the plan at a fixed percentage of their salary as a minimum contribution. The contribution by employer and employee together with interest are payable at the time of separation from service or retirement whichever is earlier. The benefit under this plan vests immediately on rendering of service.
The Company has recognised the following amounts in the Statement of Profit and Loss, which are included under contributions to Provident Fund.
(b) Defined Benefit Plans
Characteristics of defined benefits plans ('DBO')
1. Gratuity Plan
The Company operates a gratuity plan through Life Insurance Company of India ('LIC') wherein every employee is entitled to the benefit based on the respective employee's half last drawn salary and years of employment with the Company. Further, employees who have completed more than 30 years of service are paid additional gratuity based on the respective employee's half last drawn salary on completion of additional year of service post 30 years. The same is payable on termination of service or retirement whichever is earlier. The benefit vests after five years of continuous service. Liabilities in respect of the gratuity plan are determined by an actuarial valuation, based upon which the Company makes annual contributions to the plan. The plan is funded with LIC in the form of a qualifying insurance policy.
2. Pension Plan
The Company commenced operations from 1 st February 2003 and formed a Pension Trust ('PF') which inherited the Employees Group Superannuation Fund from the erstwhile Unit Trust of India. The Company's pension plan assets are managed by PF. The Company makes 1 0% of basic salary and additional pay, wherever applicable, as employer contribution towards pension to the PF. PF independently manages some part of the corpus / assets and balance is managed by LIC. The actuarial valuation considers the assets independently managed by PF as well as LIC. The trustees nominated by the Company are responsible for the administration of PF.
Risk associated with defined benefits plans
These defined benefit plans expose the Company to actuarial risks, such as salary risk, investment risk, asset liability matching risk, interest rate risk, concentration risk, and mortality risk.
(c) The following tables summaries the components of net employee benefit expense recognised in the Statement of Profit and Loss, the funded status and amounts recognised in the Balance Sheet.
(x) Demographic Assumption:
Mortality in Service: Published rates under the Indian Assured Lives Mortality (201 2-1 4) Ult table. Mortality in Retirement: Current LIC Buy-Out Annuity Rates prevailing as on the valuation date.
(xi) Sensitivity Analysis:
The benefit obligation results of gratuity fund are particularly sensitive to discount rate and future salary escalation rate. The benefit obligation results of pension scheme are particularly sensitive to discount rate, longevity risk, salary escalation rate and pension increases, if the plan provision do provide for such increases on commencement of pension.
The following table summarises the change in DBO and impact in percentage terms compared with the reported defined benefit obligation at the end of the reporting year arising on account of an increase or decrease in the reported assumption by changes in the below mentioned three parameters.
These sensitivities have been calculated to show the movement in defined benefit obligation in isolation and assuming there are no other changes in market conditions at the accounting date. There have been no changes from the previous year in the methods and assumption used in preparing the sensitivity analysis.
Fair value of options granted
The fair value at grant date is determined using the Black Scholes Model which takes into account the exercise price, the term of the option, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option.
Volatility is a measure of the amount by which a price has fluctuated or is expected to fluctuate during a period. The measure of volatility used in the Black-Scholes Model is the annualised standard deviation of the continuously compounded rates of return on the stock over a period of time.
As on the date of grant, in case of schemes ESOS 2007 - issued on 1 6th December 201 9, the Company being an unlisted Company, the expected price volatility is based on the historic volatility (based on the remaining life of the options), adjusted for any expected changes to future volatility due to publicly available information.
As on the date of grant in case of ESOS 2007 - issued on 28th July 2021,1 7th January 2022 and 1 3th September 2022, the Company being listed, trading history of the Company and its comparable companies listed on the stock exchange were considered. The volatility derived from these stocks has been annualised for the purpose of this valuation.
~| FINANCIAL RISK MANAGEMENT:
The Company has exposure to the following risks arising from financial instruments:
• Credit Risk
• Liquidity Risk
• Market Risk
Risk Management Framework:
The Company's board of directors has overall responsibility for the establishment and oversight of its risk management framework. The board of directors has established a risk management committee, which is responsible for developing and monitoring the Company's risk management policies. The committee reports regularly to the board of directors on its activities.
The Company's risk management policies are established to identify and analyze the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company's activities.
A. Credit Risk:
Credit risk is the risk of financial loss to the Company if a counterparty to a financial instrument fails to meet its contractual obligations and arises principally from its investment transactions. The Company is exposed to credit risk from its operating activities (mostly trade receivables) and from its investing activities, which includes deposits with banks and financial institutions, and other financial assets measured at amortised cost.
Exposure to credit risk
The carrying amount of financial assets represents maximum amount of credit exposure. The maximum exposure to credit risk is as per the table below, it being total of carrying amount of cash and cash equivalent, trade and other receivables and financial assets measured at amortised cost.
Expected Credit Loss (ECL) on Financial Assets
The Company continuously monitors all financial assets subject to ECLs. In order to determine whether an instrument is subject to 12 month ECL (1 2mECL) or life time ECL (LTECL), the Company assesses whether there has been a significant increase in credit risk or the assets have become credit impaired since initial recognition. The Company applies the following quantitative and qualitative criteria to assess whether there is a significant increase in credit risk or the assets have been credit impaired.
• Historical trend of collection from counterparty
• Company's contractual rights with respect to recovery of dues from counterparty
• Credit rating of counterparty and any relevant information available in public domain
ECL is a probability weighted estimate of credit losses. It is measured as the present value of cash shortfalls (i.e. the difference between the cash flows due to the Company in accordance with contract and the cash flows that the Company expects to receive).
The Company has three types of financial assets that are subject to the expected credit loss:
• Trade and other receivables
• Cash and cash equivalent
• Investment in debt securities measured at amortised cost
The amount of trade receivable for which the Company has assessed credit risk is on an individual basis.
Exposures to customers outstanding at the end of each reporting period are reviewed by the Company to determine expected credit losses. Historical trends of impairment of trade receivables do not reflect any significant credit losses. Further, management believes that amounts that are past due by more than 365 days are collectible in full and are not impaired, as the same are recoverable from government entities.
Cash and cash equivalent:
The Company holds cash and cash equivalents of ' 2.95 crore as on 31st March 2025. The cash and cash equivalents are held with banks, which are rated AA- to AA , based on CRISIL ratings. Impairment on cash and cash equivalents and other bank balances has been measured on a 12-month expected loss basis and reflects the short maturities of the exposures. The Company considers that its cash and cash equivalents have low credit risk based on the external credit ratings of the counterparties.
Investment in Debt Securities measured at amortised cost:
The Company has made investments in state government and corporate bonds. Investments have been made after taking into account parameters like safety, liquidity and post-tax returns etc. The Company avoids concentration of credit risk by spreading them over several counterparties with good credit rating profile and sound financial position. The investment in corporate bonds are rated AAA based on CRISIL ratings. The Company considers that the investments in state government and corporate bonds have low credit risk.
B. Liquidity Risk:
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. Liquidity risk arises because of the possibility that the Company might be unable to meet its payment obligations when they fall due as a result of mismatches in the timing of the cash flows under both normal and stress circumstances. Such scenarios could occur when funding needed for illiquid asset positions is not available to the Company on acceptable terms.
The Company's approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company's reputation.
The Company's investment policy and strategy are focused on preservation of capital and supporting the Company's liquidity requirements. The Company typically invests in money market funds, debt funds, equity funds and other highly rated securities under a limits framework, which governs the credit exposure to any one issuer as defined in its investment policy. The policy requires investments generally to be of investment grade, with the primary objective of minimizing the potential risk of principal loss.
The following are the remaining contractual maturities of financial assets and financial liabilities at the reporting date. The amounts are gross and not discounted:
C. Market Risk:
Market risk is the risk of loss of future earnings, fair values or future cash flows related to financial instrument that may result from adverse changes in market rates and prices (such as foreign exchange rates, interest rates, other prices). The Company is exposed to market risk primarily related to currency risk, interest rate risk and price risk. Financial instruments affected by market risk include investments, loans and deposits.
Interest rate risk:
I nterest 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 financial Instruments. The investments in government securities and bonds are at fixed rate of coupon and accordingly the Company does not perceive any interest rate risk.
Foreign currency risk:
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company's exposure to the risk of changes in foreign exchange rates relates primarily to the Company's operating activities (wherever revenue or expense is denominated in a foreign currency) and the Company's net investments in foreign subsidiaries. The Company has insignificant amount of foreign currency denominated assets. Accordingly, the exposure to currency risk is insignificant.
~| FINANCIAL INSTRUMENTS:
A. Fair Value Hierarchy:
As per Ind AS 107, 'Financial Instruments: Disclosures', the fair values of the financial assets or financial liabilities are defined as the price that would be received on sale of asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities and lowest priority to unobservable inputs.
The hierarchy used is as follows:
• Level 1 — Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.
• Level 2 — Inputs are other than quoted prices included within Level 1 that are observable for the asset or liability, either
directly (i.e. as prices) or indirectly (i.e. derived from prices). Investment in all mutual fund schemes are included in Level 2.
• Level 3 — Inputs are not based on observable market data (unobservable inputs). Fair values are determined in whole or
in part using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.
B. Accounting classification and fair valuation:
The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.
39 During the year, the Company has reversed liability of ' 0.45 crore (previous year ' 0.47 crore) towards employee superannuation, as the same is no longer payable, and accounted for as other income.
40| CAPITAL MANAGEMENT:
The primary objective of the Company's capital management is to maximise the shareholder value as well as to maintain investor, creditor and market confidence and to sustain future development of the Company.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares.
The Company monitors capital using the ratio of 'net adjusted debt' to 'Total equity'. For this purpose, adjusted net debt is defined as total liabilities, comprising interest bearing loans and borrowings and obligations under finance lease (if any), less cash and cash equivalents. Total Equity comprises of share capital and all reserves.
Calculation of this ratio is given below:
The Company does not face a significant liquidity risk with regard to its lease liabilities as the current assets are sufficient to meet the obligations related to lease liabilities as and when they fall due.
The weighted average incremental borrowing rate applied to lease liabilities for financial year ended 31st March 2025 is 1 0.75% and for the financial year ended 31st March 2024 is 9.88%.
Company as a lessor:
The company leases out its properties of which details of the same are as follows:
i) Finance Lease
During the year ended 31st March 2025, the Company has sub-leased several premises that have been presented as a right- of-use asset. The Company recognised a gain of ' 0.14 crore (Previous year: nil) on derecognition of the right-of-use asset pertaining to the building and presented the gain as part of 'Other income' and interest income on lease receivables of ' 0.04 crore (Previous year: nil) as part of 'Interest Income'.
The following table sets out a maturity analysis of lease receivables, showing the undiscounted lease payments to be received after the reporting date.
There is no Intangible assets under development as at 31st March 2025, whose completion is overdue or has exceeded its cost as compared to original plan.
(e) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company.
(f) The Company has availed overdraft facility from bank on the basis of security of current assets during the year. The balance outstanding at the year ended 31st March 2025 is NIL (Balance Outstanding as on 31st March 2024 is NIL). As per the sanction term, the Company is not required to file quarterly returns or statements with the bank. The Company has used the overdraft facility from bank for the specific purpose for which it was taken.
(g) The Company is not a declared willful defaulter by any bank or financial institution or other lender.
(h) During the current year, the Company does not have any transactions with the companies struck off under section 248 of the Act or Section 560 of the Companies Act, 1956.
(i) The Company has created charge with ROC Mumbai on the state development loans of ' 1 45.00 crore given as security for the overdraft facility availed.
(j) The Company has complied with the number of layers for investments made as prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017.
(ii) 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:
• directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Parties ("Ultimate Beneficiaries") or
• provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(n) The Company does not have transactions 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, 1 961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).
(o) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
As per our Report of even date For and on behalf of the Board of Directors of
For B S R & Co. LLP UTI Asset Management Company Limited
Chartered Accountants
Firm Registration Number: 101248W/W-100022
D K Mehrotra Imtaiyazur Rahman
Non Executive Chairman Managing Director & Chief Executive Officer (DIN: 00142711) (DIN: 01818725)
Sameer Mota Vinay Lakhotia Arvind Patkar
Partner Chief Financial Officer Company Secretary
Membership Number: 109928 (ACS 21577)
Place: Sydney, Australia Place: Mumbai
Date: 29th April, 2025 Date: 29th April, 2025
* Since the Company is not in lending business, hence these ratios are not applicable.
[l) During the year, the Company has not entered into scheme of arrangements.
[m) (i) The Company has not advanced or loaned or invested (either from borrowed funds or share premium or any other sources
or kind of funds), to or in any other persons or entities, including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall:
• 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.
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