i. Provisions, Contingent Liabilities and Contingent Assets
Provisions are recognized for liabilities that can be measured only by using a substantial degree
of estimation if the company has a present obligation as a result of past event and the amount of
obligation can be reliably estimated.
If the effect of the time value of money is material, provisions are discounted using a current pre-tax
rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the
increase in the provision due to the passage of time is recognized as a finance cost.
Possible future or present obligations that may but will probably not require outflow of resources
or where the same cannot be reliably estimated is disclosed as contingent liability in the financial
statement.
Where an inflow of economic benefits is probable, a brief description of the nature of the contingent
assets at the end of reporting period, and, where practicable, an estimate of their financial effect is
disclosed.
j. Taxes on Income
Tax expense comprises both current and deferred tax. Current tax is determined in respect of taxable
income for the year based on applicable tax rates and laws.
Deferred tax Asset/liability is recognized, subject to consideration of prudence, on timing differences being the
differences between taxable incomes and accounting income that originates in one year and is capable of reversal
in one or more subsequent year and measured using tax rates and laws that have been enacted or substantively
enacted by the Balance Sheet date.
Deferred tax assets for carry forward business loss are recognized only if there is virtual certainty supported by
convincing evidence that future taxable income will be available against which such deferred tax asset can be
realized.
Deferred tax assets/liabilities are reviewed at each Balance Sheet date to reassess their reliability
k. Foreign Currency Transactions
Foreign currency denominated monetary assets and liabilities are translated at exchange rates in
effect at Balance Sheet date. The gains or losses resulting from such translation are included in the
Statement of Profit and Loss. Non-monetary assets and non-monetary liabilities denominated in a
foreign currency are translated at the exchange rate prevalent at the date of transactions.
Revenue, expense and cash flow items denominated in foreign currencies are translated using the
exchange rate in effect on the date of transaction.
l. Segment Reporting
The company has identified that its operating activity is a single primary business segment viz. Real
Estate Development & Services carried out in India. Accordingly, whole of India has been considered
as one geographical segment
m. Earnings Per Share
Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to
equity shareholders by the weighted average number of equity shares outstanding during the year.
For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable
to equity shareholders and the weighted average number of shares outstanding during the year are
adjusted for the effects of all dilutive potential equity shares.
n. Cash & Cash Equivalents
Cash and cash equivalents comprise cash & cash on deposit with banks and corporations. The
Company considers all highly liquid investments with a remaining maturity at the date of purchase of
three months or less, which are subject to an insignificant risk of changes in value and that are readily
convertible to known amounts of cash to be cash equivalents.
o. Financial Instruments
> Financial Instruments - Initial recognition and measurement
Financial assets and financial liabilities are recognized in the company's statement of financial
position when the company becomes a party to the contractual provisions of the instrument. The
company determines the classification of its financial assets and liabilities at initial recognition.
All financial assets are recognized initially at fair value plus, in the case of financial assets
not recorded at fair value through profit or loss, transaction costs that are attributable to the
acquisition of the financial asset.
> Financial assets -Subsequent measurement
The Subsequent measurement of financial assets depends on their classification which is as
follows:
- Financial assets at fair value through profit or loss: Financial assets at fair value through profit and loss
include financial assets held for sale in the near term and those designated upon initial recognition at fair
value through profit or loss.
- Financial assets measured at amortized cost: Loans and receivables are non-derivative financial assets
with fixed or determinable payments that are not quoted in an active market. Trade receivables do not
carry any interest and are stated at their nominal value as reduced by appropriate allowance for estimated
irrecoverable amounts based on the ageing of the receivables balance and historical experience.
Additionally, a large number of minor receivables are grouped into homogenous groups and assessed for
impairment collectively. Individual trade receivables are written off when management deems them not to
be collectible.
- Financial assets at fair value through OCI
All equity investments, except investments in subsidiaries, joint ventures and associates,
falling within the scope of Ind AS 109, are measured at fair value through Other Comprehensive
Income (OCI). The company makes an irrevocable election on an instrument by instrument
basis to present in other comprehensive income subsequent changes in the fair value. The
classification is made on initial recognition and is irrevocable. If the company decides to
designate an equity instrument at fair value through OCI, then all fair value changes on the
instrument, excluding dividends, are recognized in the OCI.
> Financial assets -Derecognition
The company derecognizes a financial asset when the contractual rights to the cash flows
from the assets expire or it transfers the financial asset and substantially all the risks and
rewards of ownership of the asset. Upon derecognition of equity instruments designated
at fair value through OCI, the associated fair value changes of that equity instrument is
transferred from OCI to Retained Earnings.
> Investment in subsidiaries, joint ventures and associates
Investments made by the company in subsidiaries, joint ventures and associates are
measured at Cost. Impairment recognized, if any is reduced from the carrying value.
> Financial liabilities -
Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value
through profit or loss, loans and borrowings, or as payables, as appropriate.
The Group's financial liabilities include trade and other payables, loans and borrowings
including bank overdrafts.
Subsequent measurement
The Subsequent measurement of financial liabilities depends on their classification which is
as follows:
♦ Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss include financial liabilities held for
trading, if any.
♦ Financial liabilities measured at amortized cost
Interest bearing loans and borrowings including debentures issued by the company are
subsequently measured at amortized cost using the effective interest rate method (EIR).
Amortized cost is calculated by taking into account any discount or premium on acquisition
and fee or costs that are integral part of the EIR. The EIR amortized is included in finance
costs in the statement of profit and loss.
> Financial liabilities - Derecognition
A financial liability is derecognized when the obligation under the liability is discharged or
expires.
> Fair Value measurement
The company measures certain financial instruments at fair value at each reporting date.
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 presumption that the transaction to sell the asset or transfer the
liability takes place either:
o In the principal market for the assets or liability or
o In the absence of a principal market, in the most advantageous market for the asset or
liability.
The principal or the most advantageous market must be accessible to the company. The company
uses valuation technique 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.
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:
• Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities;
• Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value
measurement is directly or indirectly observable, or
• Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value
measurement is unobservable.
For assets and liabilities that are recognised in the financial statements on a recurring basis, the
Company determines whether transfers have occurred between levels in the hierarchy by re-assessing
categorization (based on the lowest level input that is significant to the fair value measurement as a
whole) at the end of each reporting period.
p. Impairment of non-financial assets
The Company assesses, at each reporting date, whether there is an indication that an asset may be
impaired. If any indication exists, or when annual impairment testing for an asset is required, the
Company estimates the asset's recoverable amount. An asset's recoverable amount is the higher
of an asset's or cash-generating unit's (CGU) fair value less costs of disposal and its value in use.
Recoverable amount is determined for an individual asset, unless the asset does not generate cash
inflows that are largely independent of those from other assets or groups of assets. When the carrying
amount of an asset or CG exceeds its recoverable amount, the asset is considered impaired and is
written down to its recoverable amount.
In assessing value in use, the estimated future cash flows are discounted to their present value using
a pre-tax discount rate that reflects current market assessments of the time value of money and the
risks specific to the asset. In determining fair value less costs of disposal, recent market transactions
are taken into account. If no such transactions can be identified, an appropriate valuation model is
used. These calculations are corroborated by valuation multiples, quoted share prices for publicly
traded companies or other available fair value indicators.
Impairment losses, including impairment on inventories, are recognized in the statement of profit and
loss. After impairment, depreciation is provided on the revised carrying amount of the asset over its
remaining useful life.
q. Impairment of financial assets
The Company assesses at each date of balance sheet whether a financial asset or a group of financial
assets is impaired. Ind AS 109 requires expected credit losses to be measured through a loss allowance.
The Company recognizes lifetime expected losses for all contract assets and / or all trade receivables
that do not constitute a financing transaction. For all other financial assets, expected credit losses are
measured at an amount equal to the 12-month expected credit losses or at an amount equal to the
life time expected credit losses, if the credit risk on the financial asset has increased significantly since
initial recognition.
r. Current versus non-current classification
The Company presents assets and liabilities in the balance sheet based on current/ non-current
classification. An asset is treated as current when it is:
- Expected to be realized or intended to be sold or consumed in normal operating cycle;
- Held primarily for the purpose of trading;
- Expected to be realized within twelve months after the reporting period, or
- Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least
twelve months after the reporting period. All other assets are classified as non-current.
A liability is current when:
- It is expected to be settled in normal operating cycle;¬
- It is held primarily for the purpose of trading;
- It is due to be settled within twelve months after the reporting period, or
- There is no unconditional right to defer the settlement of the liability for at least twelve months after
the reporting period.
The Company classifies all other liabilities as non-current.
The operating cycle is the time between the acquisition of assets for processing and their realization
in cash and cash equivalents. The real estate development projects undertaken by the Company
generally run over a period ranging upto 5 years. Operating assets and liabilities relating to such
projects are classified as current based on an operating cycle of upto 5 years. Borrowings in connection
with such projects are classified as short term (i.e. current) since they are payable over the term of
the respective projects. Assets and liabilities, other than those discussed above, are classified as
current to the extent they are expected to be realized / are contractually repayable within 12 months
from the Balance sheet date and as non-current, in other cases. Deferred tax assets and liabilities are
classified as non-current assets and liabilities.
s. Loans and borrowings
After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortized
cost using the EIR method. Gains and losses are recognized in profit or loss when the liabilities are
de-recognised as well as through the EIR amortization process. Amortized cost is calculated by taking
into account any discount or premium on acquisition and fees or costs that are an integral part of the
EIR. The EIR amortization is included as finance costs in the statement of profit and loss.
t. Trade and other payables
These amounts represent liabilities for goods and services provided to the Company prior to the end
of financial year which are unpaid. Trade and other payables are presented as current liabilitiesunless
payment is due within 12 months after reporting period. For trade and other payables maturing within
one year from the balance sheet date, the carrying amounts approximate fair value due to the short
maturity of these instruments.
u. Events after reporting date
Where events occurring after the balance sheet dateprovide evidence of conditions that existed at
the end ofthe reporting period, the impact of such events is adjusted in the Financial Statements.
Otherwise, events after the balance sheet date of material size ornature are only disclosed.
4. Financial risk management objectives and policies
The Company's principal financial liabilities comprise loans and borrowings, trade and other payables. The
main purpose of these financial liabilities is to finance and support Company's operations. The Company's
principal financial assets include trade and other receivables, cash and cash equivalents and loans and
advances and refundable deposits that derive directly from its operations.
The Company is exposed to market risk, credit risk and liquidity risk. The Company's senior management
oversees the management of these risks. The Company's senior management is supported by a financial
risk committee that advises on financial risks and the appropriate financial risk governance framework
for the Company. The financial risk committee provides assurance to the Company's senior management
that the Company's financial risk activities are governed by appropriate policies and procedures and that
financial risks are identified, measured and managed in accordance with the Company's policies and risk
objectives. The Board of Directors reviews and agrees policies for managing each of these risks, which are
summarized below.
A. Market risk:
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate
because of changes in market prices. Market risk comprises two types of risk: interest rate risk and
other price risk, such as equity price risk and commodity/ real estate risk. Financial instruments
affected by market risk include loans and borrowings and refundable deposits.
The sensitivity analysis in the following sections relate to the position as at March 31, 2025 and March
31, 2024. The sensitivity analyses have been prepared on the basis that the amount of net debt and the
ratio of fixed to floating interest rates of the debt. The analysis excludes the impact of movements in
market variables on: the carrying values of gratuity and other post-retirement obligations; provisions.
The below assumption has been made in calculating the sensitivity analysis:
The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective
market risks. This is based on the financial assets and financial liabilities held at March 31, 2025 and
March 31, 2024.
a. Currency Risk
Currency risk is not material, as the Company's primary business activities are within India and
does not have significant exposure in foreign currency.
b. Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will
fluctuate because of changes in market interest rates. The Company's exposure to the risk of
changes in market interest rates relates primarily to the Company's long-term debt obligations
with floating interest rates.
The Company manages its interest rate risk by having a balanced portfolio of fixed and variable
rate loans and borrowings. The Company does not enter into any interest rate swaps.
c. Interest rate sensitivity
The following table demonstrates the sensitivity to a reasonably possible change in interest
rates on that portion of loans and borrowings affected. With all other variables held constant,
the Company's profit before tax is affected through the impact on floating rate borrowings, as
follows:
B. Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or
customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating
activities (primarily trade receivables) and from its financing activities, including refundable joint
development deposits, security deposits, loans to employees and other financial instruments.
Trade receivables
(a) Receivables resulting from sale of properties: Customer credit risk is managed by requiring
customers to pay advances before transfer of ownership, therefore, substantially eliminating the
Company's credit risk in this respect.
(b) Receivables resulting from other than sale of properties: Credit risk is managed by each business unit subject
to the Company's established policy, procedures and control relating to customer credit risk
management. Outstanding customer receivables are regularly monitored. The impairment
analysis is performed at each reporting date on an individual basis for major clients. In addition,
a large number of minor receivables are grouped into homogeneous groups and assessed for
impairment collectively. The maximum exposure to credit risk at the reporting date is the carrying
value of each class of financial assets. The Company does not hold collateral as security. The
Company's credit period generally ranges from 30-60 days.
Financial Instrument and cash deposits
Credit risk from balances with banks and financial institutions is managed by the Company's treasury
department in accordance with the Company's policy. Investments of surplus funds are made only
with approved counterparties and within credit limits assigned to each counter party.
Counterparty credit limits are reviewed by the Company's Board of Directors on an annual basis, and
may be updated throughout the year subject to approval of the Company's Finance Committee. The
limits are set to minimize the concentration of risks and therefore mitigate financial loss through a
counter party's potential failure to make payments. The Company's maximum exposure to credit risk
for the components of the statement of financial position at 31stMarch 2024 and 2023 is the carrying
amounts.
C. Liquidity risk
The Company's objective is to maintain a balance between continuity of funding and flexibility through
the use of bank deposits and loans. The table below summarizes the maturity profile of the Company's
financial liabilities based on Contractual undiscounted payments:
The Management is of the opinion that the Company has sufficient current assets comprising of
Trade Receivables, Cash & Cash Equivalents, Loans, Inventories and Other Current Financial Assets to
manage the liquidity risk, if any in relation to current financial liabilities.
D. Capital management
For the purpose of the Company's capital management, capital includes issued equity capital, share
premium and all other equity reserves attributable to the equity holders of the Company. The primary
objective of the Company's capital management is to maximize the shareholder value.
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 a gearing ratio, which is net debt divided by total
capital plus net debt. The Company includes within net debt, interest bearing loans and borrowings,
trade and other payables (excluding Liability under JDA), less cash and cash equivalents.
41. (i) In the opinion of the management, current assets including loans and advances have a value on
realization in the ordinary course of business at least equal to the amount at which they are stated in
the books. However, certain balances under Loans and advances and Trade Receivables are subject to
confirmation.
(ii) Rs.943.64 lakhs (P.Y. Rs.1301.97) lakhs due from Private Companies in which a director is interested.
42. The Company has taken as well as granted several secured and unsecured loans and advances during the
year. The agreements/ documentation in respect of such loans and advances are in the process of being
signed. In the absence of such signed agreements, interest payable and receivable, as applicable, has been
computed on the basis of the details provided by the Management, wherever available. The impact, if any,
will be recognized after the completion of such documentation.
read with Section 233 and all other applicable provisions of the Companies Act, 2013 read with applicable
provisions of Companies (Compromise, Arrangement and Amalgamation) Rules, 2016 (as amended). The
Transferor Companies or Amalgamating Companies are wholly owned subsidiary of Vipul Limited. The
arguments were heard on June 10, 2025 and last opportunity granted to Income Tax Department to make
sure all their reports are filed on tribunal records. The matter is now listed on August 5, 2025.
48. The Arbitration between Solitaire Ventures Pte. Ltd & Ors. vs Vipul Ltd & Ors had concluded and
Company had complied with the conditions specified in the Arbitral Award dated May 14, 2023. Accordingly,
the Company had recognized the necessary awards in its books in the financial year 2023-24.
However, the Company is yet to recover Rs.14870 lakhs awarded under the Arbitral Award from M/s
Tanamera Developments Private Limited (Earlier Vipul SEZ Developers Private Limited).
49. The Company has not provided interest on advance received from customers as negotiations for settlement
of the same in under progress. The Company has settled the dues of certain unsecured lenders and
have entered into negotiations with other unsecured lenders. Accordingly, no interest expenses have been
recognized on such remaining unsecured borrowings during the year. The impact will be recognized after
the completion of such negotiations.
50. The Company has not recognized deferred tax assets on brought forward losses due to virtual uncertainty
of operational income.
51. The Board of Directors of the Company, vide its meeting held on May 23, 2024, has approved the allotment
of 2,09,75,000 (Two Crore, Nine Lakh Seventy Five Thousand) fully paid up equity shares of face value
Rs. 1/- (Rupees One Only) each ("Equity Shares") to the allottee(s) at a price of Rs. 23.70/- (Rupees
Twenty Three Decimal Seventy only) per Equity Share (including a premium of Rs. 22.70/- per Equity
Share [Rupees Twenty Two Decimal Seventy Only]), for cash on preferential basis, aggregating to cash
consideration of Rs. 49,71,07,500/- (Rupees Forty Nine Crore Seventy One Lakh Seven Thousand Five
Hundred only) who have accepted the offer.
Notes:
1. Figures in brackets indicate cash outflow.
2. Previous figures have been regrouped/recasted, whereever necessary, to confirm to the currrent year's classification
For JSUS & Associates For & on behalf of the Board of Directors of
Chartered Accountants Vipul Limited
FRN-329784E
sd/- sd/- sd/-
(Adrish Roy) Punit Beriwala Sanjay Sood
Partner Managing Director, CEO & CFO Director
Membership No-055826 DIN : 00231682 DIN : 01075959
Place: Kolkata sd/-
Date : June 16, 2025 Sunil Kumar
Company Secretary
A-38859
Place: Gurugram
Date : June 16, 2025
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