n) Provisions, Contingent Liabilities and Contingent Assets and Commitments
Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.
The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at the end of the financial year, taking into account the risks and uncertainties surrounding the obligations. When a provision is measured using the cash flow estimated to settle the present obligation, its carrying amount is the present obligations of those cash flows (when the effect of the time value of money is material).
When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognized as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.
A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not, require an outflow of resources. Where there is a possible obligation or a present obligation in respect of which the likelihood of outflow of resources is remote, no disclosure is made.
Contingent Assets are not recognised but disclosed in the Financial Statements when economic inflow is probable.
o) Revenue RecognitionRevenue from Contracts with Customers
Revenue from contract with customer is recognised when control of the goods or services are transferred to the customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. Revenue is measured based on the transaction price, which is the consideration, adjusted for discounts and other incentives, if any, as per contracts with the customers. The Company assesses its revenue arrangements against specific criteria to determine if it is acting as principal or agent. The Company has concluded that it is acting as a principal in all of its revenue arrangements.
Revenue is recognised in the income statement to the extent that it is probable that the economic benefits will flow to the Company and the revenue and costs, if applicable, can be measured reliably.
The Company has applied five step model as per Ind AS 115 'Revenue from contracts with customers' to recognise revenue in the financial statements. The Company satisfies a performance obligation and recognises revenue over time, if one of the following criteria is met:
a) The customer simultaneously receives and consumes the benefits provided by the Company's performance as the Company performs; or
b) The Company's performance creates or enhances an asset that the customer controls as the asset is created or enhanced; or
c) The Company's performance does not create an asset with an alternative use to the Company and the entity has an enforceable right to payment for performance completed to date.
For performance obligations where one of the above conditions are not met, revenue is recognised at the point in time at which the performance obligation is satisfied.
Revenue is recognised either at point of time and over a period of time based on various conditions as included in the contracts with customers.
Revenue from sale of goods
Revenue from sale of goods is recognised at the point in time when control of the goods is transferred to the customer, generally on dispatch/ delivery of the goods or as per terms agreed with the customer. The company considers whether there are other promises in the contract that are separate performance obligations to which a portion of the transaction price needs to be allocated. In determining the transaction price for the sale of goods, the company considers the effects of variable consideration, the existence of significant financing components, noncash consideration, and consideration payable to the customer (if any).
The Company is working as a principal in this arrangement and revenue is being recognised on gross basis. No significant element of financing is deemed present as the sales are made on standard credit period, which is consistent with market practice.
A receivable is recognised when the goods are delivered as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due.
The Company also offer volume and cash discount to the customers. Accumulated experience is used to estimate and provide for the discounts, using the expected value method, and revenue is only recognised to the extent that it is highly probable that a significant reversal will not occur.
Contract BalancesTrade receivables
A receivable represents the Company's right to an amount of consideration that is unconditional i.e. only the passage of time is required before payment of consideration is due.
The Company measures the expected credit loss of trade receivables from individual customers based on the historial trend, industry practices and the business environment in which the entity operates.
Contract Liability
A contract liability is the obligation to transfer goods or services to a customer for which the Company has received consideration (or an amount of consideration is due) from the customer. Contract liabilities are recognised as revenue when the Company performs obligations under the contract. The same is disclosed as "Advance from Customers" under Other Current Liabilities. The contract liabilities are recognised as revenue when the performance obligation is satisfied.
Interest Income
Interest income from a financial asset is recognized when it is probable that the economic benefit will flow to the Company and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and the interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount on initial recognition.
p) Government Grant
Government grants are not recognized until there is reasonable assurance that the Company will comply with the conditions attaching to them and that the grants will be received.
Government grants are recognized in profit and loss on a systematic basis over the periods in which the Company recognises as expenses the related costs for which the grants are intended to compensate.
Government grants includes grants on account of duty saved on import of capital goods (property, plant and equipment) under the EPCG (Export Promotion Capital Goods) scheme. Under such scheme, the Company is committed to export prescribed times of the duty saved on import of capital goods over a specified period of time and accounted in revenue on
fulfilment of export obligation. In case such commitments are not met, the Company would be required to pay the duty saved along with interest to the regulatory authorities.
Export incentives under various schemes notified by government are accounted for in the year of exports based on eligibility and when there is no uncertainty in receiving the same.
q) Employee Benefits
Employee benefits include provident fund, employee state insurance scheme, gratuity fund and compensated absences. Defined Contribution Plan:
The Company's contribution to Provident Fund is considered as defined contribution plans and are charged as an expense based on the amount of contribution required to be made and when services are rendered by the employees.
Defined Benefit Plans:
For defined benefit plans in the form of gratuity fund, the cost of providing benefits is determined using the Projected Unit Credit method, with actuarial valuations being carried out at each balance sheet date. Remeasurement, comprising actuarial gains and losses, the effect of the changes to the return on plan assets (excluding net interest), is reflected immediately in the balance sheet with a charge or credit recognized in other comprehensive income in the financial year in which they occur. Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and is not reclassified to in the statement of profit and loss. Net interest is calculated by applying the discount rate to the net defined benefit liability or asset.
The Company recognizes the following changes in the net defined benefit obligation as an expense in the statement of profit and loss:
1) Service costs comprising current service costs, gains and losses on curtailments and settlements; and
2) Net interest expense or income
The retirement benefit obligation recognized in the Balance Sheet represents the present value of the defined benefit obligation as adjusted for unrecognized past service cost, as reduced by the fair value of scheme assets. Any asset resulting from this calculation is limited to past service cost, plus the present value of available refunds and reductions in future contributions to the schemes.
Short-term and Long-term Employee Benefits:
A liability is recognised for benefits accruing to employees in respect of wages and salaries expected to be paid in exchange for that service and other short-term employee benefits are recognised in the period in which the employee renders related services.
Liabilities recognised in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange of the related service.
Other employee benefits comprise of compensated absences/leaves. The actuarial valuation is done as per projected unit credit method. The Company allocates accumulated leaves between short term and long term liability based on actuarial valuation as at the end of the period.
r) Borrowing Costs
Borrowing costs include interest costs in relation to financial liabilities, amortization of ancillary costs incurred in connection with the arrangement of borrowings, interest on lease liabilities which represents unwinding of the discount rate applied to lease liabilities and other borrowing cost.
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily takes a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.
I nterest income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization.
All other borrowing costs are recognized in the statement of profit and loss in the year in which they are incurred.
s) Foreign Currencies Transactions and Translations
I n preparing the financial statements of the Company, the transactions in currencies other than the entity's functional currency (?) are recognized at the rates of exchange prevailing at the dates of the transactions. At the end of each financial year, monetary items denominated in foreign currencies are retranslated at the rate prevailing at that date and differences are recognised in statement of profit and loss account. Non-monetary items carried at fair value that are denominated in foreign currencies are translated at the rates prevailing at the date when fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.
Exchange differences arising on monetary items are recognized in the statement of profit and loss in the year in which they arise.
t) Taxation
Tax expense represents the sum of the current tax and deferred tax.
Current Tax
The tax currently payable is based on taxable profit for the year. Current tax is measured at the amount expected to be paid to the tax authorities, based on estimated tax liability computed after taking credit for allowances and exemption in accordance with the local tax laws. The Company's current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the financial year.
Deferred Tax
Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized. Such deferred tax assets and liabilities are not recognized if the temporary difference arises from the initial recognition of assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at the end of each financial year and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.
Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realized, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the financial year.
The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the financial year, to recover or settle the carrying amount of its assets and liabilities.
In accordance with Ind-AS 12, deferred tax assets and deferred tax liabilities are offset only when the entity has a legally enforceable right to set off current tax assets against current tax liabilities, and intends either to settle on a net basis or to realize the asset and settle the liability simultaneously.
Current and Deferred Tax for the Year
Current and deferred tax are recognized in the statement of profit and loss, except when they relate to items that are recognized in other comprehensive income, in which case, the current and deferred tax are also recognized in other comprehensive income.
u) Earnings Per Share
Basic earnings per share is computed by dividing the profit / (loss) for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the year. The company did not have any potential dilutive securities in any period presented.
v) Cash dividend to equity holders of the Company
Dividend distributions payable to equity shareholders are debited directly to equity. It is included in other liabilities when the dividends have been approved in a general meeting but not distributed prior to the reporting date.
w) Segment reporting
According to Ind AS 108, identification of operating segments is based on Chief Operating Decision Maker (CODM) approach for making decisions about allocating resources to the segment and assessing its performance. The business activity of the group falls within one broad business segment viz. "Food Products" and substantially sale of the products and Non-current assets are within the country.
x) Recent accounting 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.
In May 2025, MCA notified amendments to Ind AS 21-The Effects of Changes in Foreign Exchange Rates, applicable w.e.f. April 1,2025. 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.
In August 2025, MCA notified the following amendments to:
Ind AS 1, Presentation of Financial Statements, applicable w.e.f. April 1, 2025 - The amendment relates to classification of liabilities as current or non-current and non-current liabilities with covenants. In the context of classifying a liability as current, it removes the requirement of existence of a right to defer settlement for at least 12 months after the reporting date and instead requires that the said right should exist on the reporting date and have substance. The amendment also introduces guidance on classification of liabilities with covenants. The Company has no impact of these amendments in its classification criteria of current and non-current liabilities.
Ind AS 7, Statement of Cash Flows and Ind AS 107, Financial Instruments: Disclosures, applicable w.e.f. April 1,2025 - The amendment in Ind AS 7 requires to inform users of financial statements of the existence of supplier finance arrangements and explain the nature of the arrangements, the carrying amount of liabilities and the range of payment due dates. Ind AS 107 has been amended to add supplier finance arrangements as a factor that may cause concentration of liquidity risk. The Company has reviewed the amendment and based on its evaluation has determined that it does not have any material impact in its financial statements.
Ind AS 12, International Tax Reform - Pillar Two Model Rules applicable immediately-The amendments provide a temporary mandatory relief from deferred tax accounting for top-up tax and disclose that they have applied the relief. This relief is immediate and applies retrospectively. The Company has reviewed the amendment and based on its evaluation has determined that it does not have any material impact in its financial statements.
Standards issued but not yet effective
MCA vide notification dated 13 August 2025, has introduced amendment under Paragraph 74 of Ind AS 1 which requires the entityto classify the liability as currentunderthe aforementioned situation because,atthe end ofthe reporting period, itdoesnot have therighttodeferitssettlementforatleast twelvemonthsafter that date.Suchamendmenthasbeenmadeeffectiveforannual reporting periodsbeginningon orafter01 April2026retrospectivelyin accordance with IndAS 8.Thisamendment isnot expectedto have a material impact on its financial statements.
Revaluation Reserve The company has transferred previous GAAP land revaluation to revaluation reserve as at April 1,2016 as per Ind AS 101.
General Reserve The 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 and loss.
Retained Earnings Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends or other distributions paid to shareholders.
Remeasurement of Defined Benefit Plan This represents the actuarial gains/losses recognised in other comprehensive income.
Fair Value changes of Non-Current Investment This represents changes in the fair value of certain investments in equity securities and debt instruments in other comprehensive income. These changes are accumulated within the FVTOCI equity investments reserve within other equity. The Group transfers amount from this reserve to retained earnings when the relevant equity securities are derecognised.
Cash flow hedges The cash flow hedging reserve represents the cumulative effective portion of gains or losses arising on changes in fair value of designated portion of hedging instruments entered into for cash flow hedges. The cumulative gain or loss arising on changes in fair value of the designated portion of the hedging instruments that are recognised and accumulated under the heading of cash flow hedging reserve will be reclassified to profit or loss only when the hedged transaction affects the profit or loss, or included as a basis adjustment to the non-financial hedged item.
A IndusInd Bank Long Term Loan ' 22.00 Crore (As at March 31,2025'29.99 Crore), Guaranteed Emergency Credit Line of IndusInd Bank ' Nil (As at March 31,2025'1.99 Crore), ICICI Bank Term Loan ' 36.21 Crore (As at March 31,2025'21.99 Crore), HDFC Bank ' 3.65 Crore (As at March 31,2025 ' Nil) are secured by way of Mortgage on immovable properties and hypothecation on movable properties of the Company situated at the following places by way of 1st charge pari-passu basis
(i) Land and Building together with all immovable and movable fixed assets situated at Village Dharampur, forming part of (1) New Survey Nos. 3645 i.e. Old Survey Nos. 970/1 (Survey No. 970 (Paiki) (2) New Survey Nos. 3642, 3643, 3644 and 3646 i.e. Old Survey Nos. 962/1,966, 969 and 970/2 and (3) New Survey No. 3647 i.e. Old Survey No. 970 (Paiki) Mouje Dharampur Taluka, Dist. Valsad (Canning Unit) (2nd charge to GECL lender)
(ii) Land and Building together with all immovable and movable fixed assets situated at New Survey No.1663 i.e. Amalgamated Survey No.637/13/1 (Old Survey No. 637/14, 637/16, 637/13/2, 637/15, 643/2, 643/1,637/13/1) situated Village: Pundhra, Tal.: Kalol, Dist.: Gandhinagar (Ice-cream Plant) (2nd charge to GECL lender)
(iii) Land and Building together with all immovable and movable fixed assets at Unit - I, situated at Plot No. D-24 & F-12, and at Unit - II, situated at Plot No. D-23 and D-22, F-11/14/15 Parsakhera Industrial Estate, Bareilly, U.P. (Leased property) (Ice-cream Plant) (2nd charge to GECL lender)
B The above Term Loans and GECL loan are also secured by way of Hypothecation on entire current assets of the Company on 2nd pari-passu charge basis, except ICICI Bank.
C Company has maintained the Debt Service Reserve Account (DSRA) balance for the applicable loans as per the terms of the sanction.
D Vehicle loans are secured by hypothecation of vehicles with HDFC Bank Limited.
A Working capital facilities from banks namely IndusInd Bank Ltd. is repayable on demand with interest rate of Repo rate 3.00% Spread (March 31, 2025 : Repo rate 3.00% Spread) are secured by a first pari-passu charge on the entire current assets of the Company. The above facilities except from ICICI Bank are further secured by a second pari-passu charge on the Company's movable fixed assets and immovable properties of the Company situated at the following places :
(i) Land and Building together with all immovable and movable fixed assets situated at Village Dharampur, forming part of (1) New Survey Nos. 3645 i.e. Old Survey Nos. 970/1 (Survey No. 970 (Paiki) (2) New Survey Nos. 3642, 3643, 3644 and 3646 i.e. Old Survey Nos. 962/1,966, 969 and 970/2 and (3) New Survey No. 3647 i.e. Old Survey No. 970 (Paiki) Mouje Dharampur Taluka, Dist. Valsad (Canning Unit) (2nd charge to GECL lender)
(ii) Land and Building together with all immovable and movable fixed assets situated at New Survey No.1663 i.e. Amalgamated Survey No.637/13/1 (Old Survey No. 637/14, 637/16, 637/13/2, 637/15, 643/2, 643/1,637/13/1) situated Village: Pundhra, Tal.: Kalol, Dist.: Gandhinagar (Ice-cream Plant) (2nd charge to GECL lender)
(iii) Land and Building together with all immovable and movable fixed assets at Unit - I, situated at Plot No. D-24 & F-12, and at Unit - II, situated at Plot No. D-23 and D-22, F-11/14/15 Parsakhera Industrial Estate, Bareilly, U.P. (Leased property) (Ice-cream Plant) (2nd charge to GECL lender)
B Personal guarantee of the Promoter namely Mr. Rajesh R. Gandhi, Mr. Devanshu L. Gandhi, Mr. Janmajay V Gandhi for loan sanctioned.
C Cash Credit facility from The Kalupur Commercial Co-operative Bank Ltd. has been closed w.e.f. 04.09.2025 (March 31,2025: 9.75%) was secured by pledge of Raw Material stocks and Personal Guarantees of Mr. Rajesh R. Gandhi and Mr. Devanshu L. Gandhi of the Company.
D Public Fixed deposits were repayable for 12 months to 36 months and carry interest @ 8.00% to 9.00%.
NOTE-44 Financial Instruments I Capital Management
The Company manages its capital so as to safeguard its ability to continue as a going concern and to optimise returns to stakeholder. The Capital structure of the company is based on management's judgment of its strategic and day-to-day needs with a focus on total equity to maintain investor, creditors and market confidence and to sustain future development and growth of its business.
The management and the Board of Directors monitors the return on capital as well as the level of dividends to shareholders. The company may take appropriate steps in order to maintain, or if necessary adjust, its capital structure.
II Category-wise classification of financial instruments
Fair value:
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, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or liability, the Company takes into account the characteristics of the asset or liability if market participants would take those characteristic into account when pricing the asset or liability at the measurement date.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:
1) Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or Liabilities.
2) Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable.
3) Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.
III Financial risk management objective
The Company's financial liabilities comprise mainly of borrowings, trade payables and other financial liabilities. The Company's financial assets comprise mainly of investments, cash and cash equivalents, other balances with banks, loans, trade receivables and other financial assets.
The Company's business activities are exposed to a variety of financial risks, namely liquidity risk, market risks, price risks and credit risks.
The company's senior management has the overall responsibility for establishing and governing the company's risk management framework.
A. Management of Market Risk
The company's size and operations result in it being exposed to the following market risks that arise from its use of financial instruments:
• Foreign Currency risk
• Equity price risk
• Interest rate risk
• Goods Price risk
The above risks may affect the company's income and expenses, or the value of its financial instruments. The company's exposure to and management of these risks are explained below:
(i) Currency risk management
Since the Company operates internationally and portion of the business transacted are carried out in more than one currency, it is exposed to currency risks through its transactions in foreign currency or where assets or liabilities are denominated in currency other than functional currency.
The Company's activities expose it primarily to the financial risk of changes in foreign currency exchange rates. The Company enters into a variety of derivative financial instruments to manage its exposure to foreign currency risk.
The carrying amounts of the Company's foreign currency denominated monetary assets and monetary liabilities at the end of the reporting period are as follows:
Foreign currency sensitivity analysis
The following table details, Company's sensitivity to a 5% increase and decrease in the rupee against the relevant foreign currencies. 5% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management's assessment of the reasonably possible change in foreign exchange rates. This is mainly attributable to the exposure outstanding not hedged on receivables and payables in the Company at the end of the reporting period. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 5% change in foreign currency rate.
(ii) Price Risk (Equity Price Risk)
The Company invests its temporary surplus funds in liquid mutual funds. In order to manage its price risk arising from investments, the Company diversifies its portfolio in accordance with the limits set by the risk management policies.
(iii) Interest rate risk
Interest rate risk is the risk that the fair value of future cash flows of the financial instruments will fluctuate because of changes in market interest rates. In order to optimize the Company's position with regards to interest income and interest expenses and to manage the interest rate risk, treasury or management performs a comprehensive corporate interest rate risk management by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio.
According to the Company interest rate risk exposure is only for floating rate borrowings. For floating rate liabilities, the analysis is prepared assuming that the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year. A 100 basis point increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management's assessment of the reasonably possible change in interest rates.
Interest rate swap contracts
Under interest rate swap contracts, the Company agrees to exchange the difference between fixed and floating rate interest amounts calculated on agreed principal amounts. Such contracts enable the Company to mitigate the risk of changing interest rates on the cash flow exposures on the variable rate loan. The following tables detail the principal amounts and remaining terms of interest rate swap contracts outstanding at the end of the reporting period. Interest rate swap contracts exchanging floating rate interest amounts for fixed rate interest amounts are designated as cash flow hedges in order to reduce the Company's cash flow exposure resulting from variable interest rates on borrowings. The interest rate swaps and the interest payments on the loan occur simultaneously and the amount accumulated in equity is reclassified to profit or loss over the period that the floating rate interest payments on debt affect profit or loss.
Hedge Effectiveness
There is an economic relationship between the hedged items and the hedging instruments as the terms of the hedge contracts match the terms of hedge items. The Company has established a hedge ratio of 1:1 for the hedging relationships as the underlying risk of the interest rate are identical to the hedged risk components. To test the hedge effectiveness, the Company compares the changes in the fair value of the hedging instruments against the changes in fair value of the hedged items attributable to the hedged risks.
Source of Hedge ineffectiveness
I n case of interest rate risk, the main source of hedge ineffectiveness is the effect of the counterparty and the Company's own credit risk on the fair value of hedge contracts, which is not reflected in the fair value of the hedged items. There is no such impact of the same.
B. Management of Credit Risk
Credit risk arises from the possibility that the counter party may not be able to settle their obligations as agreed. Financial instruments that are subject to credit risk principally consist of Loans, Trade and Other Receivables, Cash & Cash Equivalents, Investments and Other Financial Assets. To manage this, the Company periodically assesses financial reliability of customers, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual risk limits are set accordingly. Concentrations of credit risk with respect to trade receivables are limited as majority credit sales are made to related parties.
The company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis through out each reporting period. To assess whether there is a significant increase in credit risk, the company compares the risk of default occurring on asset as at the reporting date with the risk of default as at the date of initial recognition. It considers reasonable and supportive forwarding-looking information such as:
i) Actual or expected significant adverse changes in business,
ii) Actual or expected significant changes in the operating results of the counterparty,
iii) Financial or economic conditions that are expected to cause a significant change to the counterparty's ability to
meet its obligations,
iv) Significant increase in credit risk on other financial instruments of the same counterparty,
v) Significant changes in the value of the collateral supporting the obligation or in the quality of the third-party
guarantees or credit enhancements.
The Company measures the expected credit loss of trade receivables and loan from individual customers based on historical trend, industry practices and the business environment in which the entity operates. Loss rates are based on actual credit loss experience and past trends. Based on the historical data, loss on collection of receivable is not material hence no additional provision considered.
For financial assets other than trade receivables, Company presumes significant increase in credit risk only when financial assets are past due more than 30 days. Credit risk encompasses both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration of risks. Credit risk is controlled by analysing credit limits and creditworthiness of counter parties on continuous basis with appropriate approval mechanism for sanction of credit limits. Credit risk from balances with banks, financial institutions and investments is managed by the Company's treasury team in accordance with the Company's risk management policy. Cash and cash equivalents and Bank deposits are placed with banks having good reputation, good past track record and high quality credit rating.
Concentrations of Credit risk form part of Credit risk
Considering that the Company sells majority of its goods to Vadilal Enterprises Limited and Vadilal Industries (USA) Inc., the Company is significantly dependent on such customers. Out of total income, the Company earns 92.08% revenue (previous year 92.39%) from such customers, and with one of these customers, the Company has long term contracts. As at March 31,2026, receivables from such customers constitute 85.02% (previous year 90.48%) of total trade receivables. Both Vadilal Enterprises Ltd and Vadilal Industries (USA) Inc. have consistently demonstrated reliability in their payment practices, with all transactions being settled within the stipulated due dates. Consequently, there is no credit risk associated with these customers. Their regular and timely payments ensure a stable and predictable cash flow, reinforcing the Company's financial security. However, if any of these customers were lost, it could adversely affect the operating result or cash flow of the Company.
The Company is exposed to default risk in relation to financial guarantees given related to interest obligation given to investors on behalf of Enterprise over which Key Managerial Personnel is able to exercise significant influence for the estimated amount that would be payable to the third party for assuming the obligation. The Company's maximum exposure in this regard on as at March 31,2026 is ' 60.40 Crore (March 31,2025 is ' 34.47 Crore).
C. Management of Liquidity Risk
Liquidity risk is the risk that the company will face in meeting its obligation associated with its financial liabilities. The Company's approach in managing liquidity is to ensure that it will have sufficient funds to meet its liabilities when they are due without incurring unacceptable losses. In doing this management considers both normal and stressed conditions.
Ultimate responsibility for liquidity risk management rests with the board of directors, which has established an appropriate liquidity risk management framework for the management of the company's short-term, medium-term and long term funding and liquidity management requirements. The company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.
The following table shows the maturity analysis of the company's financial liabilities based on the contractually agreed undiscounted cash flows along with its carrying value as at the Balance sheet date.
to VEL, do not fall with the scope of "Trade Mark License Agreement" between the Company and VIPL and accordingly, the Company is not contractually obliged to pay any royalty on sales made by it to VEL. Accordingly, the Company has made provision for royalty only on sales made to parties other than VEL which is consistent with the practice followed in the earlier years.
3) Pursuant to the agreement signed with Vadilal Enterprises Ltd. (VEL) and approved by the shareholders, the pricing of the products to be sold to VEL shall be determined by the Company.
4) A loan of ' 1.00 crore has been given to Vadilal Soda Fountain (Formerly Known as Ambica Ice & Cold Storage Co.) during the financial year 2024-25, for business purposes, bearing an interest rate of 11%. The loan is to be repaid in 60 instalments, commencing from 28th February 2025.
5) Transactions amongst related parties are made on terms equivalent to those that prevail in arm's length transactions. Outstanding balances of related parties at the year-end are unsecured and settlement occurs in cash.
Note: 'Key Managerial Personnel and Relatives of Promoters who are under the employment of the Company are entitled to post employment benefits and other long term employee benefits recognised as per Ind AS 19-'Employee Benefits' in the financial statements. Post-employment gratuity benefits of Key Managerial Personnel accrued but not paid has not been included in Managerial Remuneration / Remuneration above.
NOTE-47 Employee Benefits
I Post Employment Benefit Plans as per Indian Accounting Standard 19:
Defined Contribution Plan:
The company makes provident fund and other contributions to defined contribution plans for eligible employees. Under the scheme the company is required to contribute a specified percentage of the payroll costs to fund the benefits. The contributions specified under the law are paid to the government authorities.
Amount towards Defined Contribution Plan have been recognized under "Contribution to Provident and Other funds" in Note 37 ' 3.47 Crore (Previous Year: ' 3.06 Crore).
Defined Benefit Obligation:
The Company has defined benefit plans for gratuity to eligible employees, contributions for which are made to Life Insurance Corporation of India, who invests the funds as per the Insurance Regulatory and Development Authority of India (IRDAI) guidelines. The details of these defined benefit plans recognised in the financial statements are as under:
Gratuity is a defined benefit plan and company is exposed to the Following Risks:
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.
Asset Liability Matching Risk: The plan faces the ALM risk as to the matching cash flow. Since the plan is invested in lines of Rule 101 of Income Tax Rules, 1962, this generally reduces ALM risk.
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.
Concentration Risk: Plan is having a concentration risk as all the assets are invested with the insurance company and a default will wipe out all the assets. Although probability of this is very less as insurance companies have to follow regulatory guidelines.
The sensitivity analysis above have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period and may not be representative of the actual change. It is based on a change in the key assumption while holding all other assumptions constant. When calculating the sensitivity analysis, the present value of projected defined benefit obligation has been calculated using Projected Unit Credit Method at the end of the reporting period. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared with the previous period.
g) The principal assumptions used for the purpose of actuarial valuation were as follows :
With the objective of presenting the plan assets and plan liabilities of the defined benefits plans at their fair value on the balance sheet date, assumptions under Ind AS 19 are set by reference to market conditions at the valuation date.
NOTE-50 Corporate Social Responsibility Expenditure:
As per Section 135 of the Companies Act, 2013, a Corporate Social Responsibility ('CSR') committee has been formed by the Board of Directors of companies incorporated in India. The primary function of the Committee is to assist the Board of Directors in formulating a CSR Policy and review the implementation and progress of the same from time to time.
a) CSR amount required to be spent by the Company as per Section 135 of the Companies Act, 2013 is ' 2.79 Crore for the year 2025-26. (P.Y. ' 1.78 Crore).
(I) Non-current borrowings Current borrowings
(II) Profit for the Year Depreciation and Amortisation expense Finance Cost Non-cash expense
(III) Finance Cost paid Principal Repayment Lease Payment
(IV) Purchase of Raw Material and Packing Material Purchase of stock-in-trade Purchase of services (other expenses)
(V) Current Assets - Current Liabilities
(VI) Profit before tax Finance Cost
(VII) Total equity Non-current borrowings Current borrowings Deferred Tax Liabilities Notes :
1) Increase in Current Ratio is due to increase in current assets and decrease in current liabilities.
2) Decrease in Debt Equity Ratio is due to decrease in total debt on account of payment of borrowings.
3) Debt Service Coverage Ratio is due to decrease in repayment of debt and interest thereon.
4) Decrease in Return on Equity is due to decrease in Net Profit after Tax.
NOTE-52 Other Statutory Information :
a) The Ministry of Corporate Affairs (MCA) has prescribed requirement for companies under the proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 inserted by the Companies (Accounts) Amendment Rules 2021 requiring companies, which uses accounting software for maintaining its books of account, shall use only such accounting software which has a feature of recording audit trail of each and every transaction, creating an edit log of each change made in the books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled.
The Company has used accounting software for maintenance of its books of account operated by a third-party software which has a feature of recording audit trail (edit log) facility and the same have been operated throughout the year for all relevant transactions recorded in the software at the application level. In the absence of any information on existence of audit trail (edit logs) for any direct changes made at the database level in the 'Independent Service Auditor's Assurance Report on the Description of Controls, their Design and Operating Effectiveness' ('Type 2 report' issued in accordance with ISAE 3402, Assurance Reports on Controls at a Service Organization), we are unable to demonstrate on whether audit trail feature with respect to the database of the said software was enabled and operated throughout the year or whether there were any instances of audit trail feature being tampered with.
The accounting software used for maintenance of parlour revenue records of the Company did not capture the details of who made the changes i.e., User Id, for invoice processing at the application level. Further, the said software is operated by a third- party software service provider and is used solely for parlour billing purposes. The transactions processed through this system are not material to the Company's financial statements. The 'Independent Service Auditor's Assurance Report on the Description of Controls, their Design and Operating Effectiveness' ('Type 2 report' issued in accordance with attestation standards established by the American Institute of Certified Public Accountants ('AICPA')) was available for a substantial portion of the period under audit and the report does not provide any information on existence of audit trail (edit logs) for any direct changes made at the database level. Accordingly, we are unable to demonstrate on whether audit trail feature with respect to the database of the said software was enabled and operated throughout the period.
Additionally, the said accounting software retains audit trail (edit log) records only for the two financial years. Accordingly, audit trail has been preserved by the Company as per statutory requirement for record retention except from 1 April 2023 to 31 March 2024.
b) The management has initiated measures with the SAP service providers and system owners to further strengthen audit trail availability with reference to note in a) above.
c) The Company does not have any transactions with companies struck- off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.
d) The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall :
(i) 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
(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
e) The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the company shall :
(i) 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
(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
f) The Company has not traded or invested in Crypto Currency or Virtual Currency during the financial year.
g) The Company have no 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 relevant provisions of the Income Tax Act, 1961).
h) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.
i) The Company has complied 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.
j) The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
k) The company has not entered into any scheme of arrangement which has an accounting impact on current year or previous year.
l) Borrowing based on security of inventory and book debts :
The company has obtained secured working capital loan from banks on basis of security of inventories and book debts (Refer Note 25) wherein the quarterly returns as filed with bank is in agreement with the books.
m) There are no charges or satisfaction which are yet to be registered with the registrar of companies beyond the statutory period. NOTE-53
On 21 November 2025, the Government of India notified the four Labour Codes - consolidating 29 existing labour laws. The Ministry of Labour & Employment has also issued draft Central Rules and FAQs to help assess the financial impact of these changes. Based on internal management assessment, actuary report and the best information available, and in line with lCAl guidance, the Company has recognised an incremental impact of gratuity and compensated absences of ' 4.18 Crore, mainly due to the revised wage definition. It has been disclosed under "Employee benefit expense" in the standalone statement of profit and loss for the year ended March 31,2026. The Company continues to monitor the finalisation of central / state Rules and further Government clarifications and will account for any additional impact as required.
NOTE-54
The Board of Directors of the Company in its meeting held on March 29, 2025 has approved the proposed scheme of amalgamation of the following promoter group companies with the Company :
• Vadilal Finance Company Private Limited ("VFCPL"),
• Veronica Constructions Private Limited ("VCPL"), and
• Vadilal International Private Limited ("VIPL").
Subsequently, the said Scheme has been filed with the stock exchanges for their approval in accordance with the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and relevant SEBI circulars governing schemes of arrangement by listed entities.
NOTE-56
The Company evaluates events and transactions that occur subsequent to the balance sheet date but prior to approval of the financial statements to determine the necessity for recognition and / or reporting of any of these events and transactions in the financial statements. There are no subsequent events to be recognized or reported that are not already disclosed.
NOTE-57
Previous year amounts have been reclassified / regrouped, wherever necessary, conform to the current year's presentation and are not material to the financial statement.
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