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Hind Rectifiers Ltd. AGM Information 2025

Jul 2, 2025

62363_rns_2025-07-02_7dad53f4-898a-43a1-b7a9-ff214897fa69.pdf

AGM Information

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Ref. No. HIRECT/SEC/2025-26/21 BSE Limited Rotunda Building, Phiroz Jeejeebhoy Towers, Dalal Street, Mumbai 400001 Maharashtra

July 2, 2025 National Stock Exchange of India Limited “Exchange Plaza” 5[th] Floor, C-1, Block ‘G’ Bandra Kurla Complex, Bandra (East) Mumbai 400 051

Security Code No. 504036/HIRECT Type of Security: Equity

Sub: Notice convening the 67[th] Annual General Meeting and Annual Report 2024-25 and intimation under Regulation 30 of the SEBI Listing Regulations, 2015

Dear Sir/ Madam,

The 67[th] AGM of the Company will be held on Tuesday, July 29, 2025 at 1:00 p.m. IST through Video Conferencing (“VC”)/ Other Audio Visual Means (“OAVM”).

Pursuant to Regulation 34(1) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are submitting herewith the Annual Report 2024-25 and the Notice convening the 67[th] AGM for the financial year 2024-25 which is being sent through electronic mode to the Members, who have registered their e-mail addresses with the Company/Depositories. The Annual Report 2024-25 and the Notice is also uploaded on the Company’s website www.hirect.com.

This is for your information and records.

Thanking you,

Yours Faithfully,

For Hind Rectifiers Limited

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Meenakshi Anchlia (Company Secretary & Compliance Officer) Membership No. A30545

Encl: As above

cc:

  1. National Securities Depository Limited

  2. Central Depository Services (India) Limited

  3. Adroit Corporate Services Private Limited (RTA of the Company)

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HIND RECTIFIERS LIMITED

Lake Road, Bhandup (W), Mumbai - 400078 Tel.: +91 22 49601775 CIN: L28900MH1958PLC011077 Website: www.hirect.com E-mail: [email protected]

NOTICE TO THE MEMBERS

NOTICE is hereby given that the 67[th] Annual General Meeting (“AGM”) of the members of HIND RECTIFIERS LIMITED will be held on Tuesday, July 29, 2025, at 1:00 PM IST through Video Conferencing (“VC”)/Other Audio-Visual Means (“OAVM”) to transact the following business:

ORDINARY BUSINESS

  1. To consider and adopt (a) the audited financial statement of the Company for the financial year ended March 31, 2025, and the reports of the Board of Directors and Auditors thereon; and (b) the audited consolidated financial statement of the Company for the financial year ended March 31, 2025 and the report of Auditors thereon.

To consider and, if thought fit, to pass the following resolutions as Ordinary Resolutions:

  • (a) “RESOLVED THAT the audited financial statement of the Company for the financial year ended March 31, 2025 and the reports of the Board of Directors and Auditors thereon, as circulated to the members, be and are hereby considered and adopted.”

  • (b) “RESOLVED THAT the audited consolidated financial statement of the Company for the financial year ended March 31, 2025 and the report of Auditors thereon, as circulated to the members, be and are hereby considered and adopted.”

2. To declare dividend on equity shares for the financial year ended March 31, 2025.

  • To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution:

“RESOLVED THAT dividend at the rate of 2.00 (Rupees two only) per equity share of 2 (Rupees two only) each fully paid-up of the Company, as recommended by the Board of Directors, be and is hereby declared for the financial year ended March 31, 2025 and the same be paid out of the profits of the Company.”

3. To appoint a director in place of Mr. Parimal Merchant (DIN: 00201962), who retires by rotation and, being eligible, offers himself for re-appointment.

  • To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution:

“RESOLVED THAT in accordance with the Articles of Association of the Company and the provisions of Section 152 and other applicable provisions of the Companies Act, 2013, Mr. Parimal Merchant (DIN: 00201962), who retires by rotation at this meeting, be and is hereby appointed as a Director of the Company.”

SPECIAL BUSINESS

4. Ratification of Remuneration to Cost Auditors.

  • To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Section 148 and other applicable provisions, if any, of the Companies Act, 2013, read with the Companies (Audit and Auditors) Rules, 2014, including any statutory modification(s) or re-enactment(s) thereof for the time being in force, the remuneration of ` 80,000 (Rupees Eighty Thousand only) plus applicable taxes, payable to M/s. N. Ritesh & Associates, Cost Accountants (Firm Registration No. R100675), who have been re-appointed by the Board of Directors on the recommendation of the Audit Committee, as Cost Auditors to conduct the audit of the cost records of the Company for the financial year 2025-2026, be and is hereby ratified and confirmed.”

“RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to do all such acts, deeds, matters, and things and to take all such steps as may be necessary, proper, or expedient to give effect to this resolution.”

5. Re-appointment of Mrs. Ashlesha Bodas (DIN: 00935512) as an Independent Director of the Company. To consider and, if thought fit, to pass the following resolution as a Special Resolution:

“RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152, Schedule IV and any other applicable provisions of the Companies Act, 2013 read with the Rules made thereunder, and applicable provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (including any statutory modification(s) or re-enactment thereof for the time being in force), the Articles of Association of the Company and pursuant to the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors for re-appointment, Mrs. Ashlesha Bodas (DIN: 00935512), Independent Director of the Company, whose period of office is liable to expire on June 25, 2025, and who has submitted a declaration that she meets the criteria of independence under Section 149(6) of the Companies Act, 2013 and who is eligible for re-appointment for a second term under the provisions of the Companies Act, 2013 and rules made thereunder and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and in respect of whom the Company has received a notice in writing from a member proposing

hirect.com

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her candidature for the office of Director pursuant to Section 160 of the Companies Act, 2013, be and is hereby re-appointed as an Independent Director of the Company for a term of five years with effect from June 26, 2025 to June 25, 2030, not subject to retirement by rotation, upon such terms & conditions as detailed in the explanatory statement hereto and as may be determined by the Board of Directors of the Company from time to time.”

“RESOLVED FURTHER THAT the Board of Directors of the Company (including any committee thereof) be and is hereby authorized to do all such acts, deeds, matters and things as may be necessary, expedient and desirable for the purpose of giving effect to this resolution.”

6. Re-appointment of Mr. Vandan Shah (DIN: 00759570) as an Independent Director of the Company.

  • To consider and, if thought fit, to pass the following resolution as a Special Resolution:

“RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152, Schedule IV and any other applicable provisions of the Companies Act, 2013 read with the Rules made thereunder, and applicable provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (including any statutory modification(s) or re-enactment thereof for the time being in force), the Articles of Association of the Company and pursuant to the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors for re-appointment, Mr. Vandan Shah (DIN: 00759570), Independent Director of the Company, whose period of office is liable to expire on February 9, 2026, and who has submitted a declaration that he meets the criteria of independence under Section 149(6) of the Companies Act, 2013 and who is eligible for re-appointment for a second term under the provisions of the Companies Act, 2013 and rules made thereunder and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and in respect of whom the Company has received a notice in writing from a member proposing his candidature for the office of Director pursuant to Section 160 of the Companies Act, 2013, be and is hereby re-appointed as an Independent Director of the Company for a term of five years with effect from February 10, 2026 to February 9, 2031, not subject to retirement by rotation, upon such terms & conditions as detailed in the explanatory statement hereto and as may be determined by the Board of Directors of the Company from time to time.”

“RESOLVED FURTHER THAT the Board of Directors of the Company (including any committee thereof) be and is hereby authorized to do all such acts, deeds, matters and things as may be necessary, expedient and desirable for the purpose of giving effect to this resolution.”

7. Re-appointment of Mrs. Akshada Nevatia (DIN: 05357438) as an Executive Director and Approval of Remuneration.

  • To consider and, if thought fit, to pass the following resolution as a Special Resolution :

“RESOLVED THAT pursuant to the provisions of Sections 178, 196, 197 and 198 read with Schedule V and other applicable provisions of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and the Articles of Association of the Company and Regulation 17(6)(e) and other provisions of Regulations 17 and 19 and other applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, including any statutory modification(s) or re-enactment(s) thereof, for the time being in force, consent of the members be and is hereby accorded to re-appoint Mrs. Akshada Nevatia (DIN: 05357438) as a Whole-time Director designated as an "Executive Director" of the Company, liable to retire by rotation, for a further period of 3 (three) years from the expiry of her present term of office, i. e. with effect from January 15, 2026 on the terms and conditions including remuneration, perquisites, incentives and other benefits and including the remuneration to be paid in the event of loss or inadequacy of profits in any financial year during the tenure of her appointment, as set out in the Explanatory Statement annexed to the Notice convening this Meeting, with the liberty to the Board of Directors to alter and vary the terms and conditions of the said appointment and/or remuneration in such manner as may be agreed to between the Board of Directors and Mrs. Akshada Nevatia subject to the same not exceeding the limits specified under the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 or any statutory modification or reenactment thereof.”

“RESOLVED FURTHER THAT the terms and remuneration as set out in the explanatory statement of this resolution shall be deemed to form part hereof and in the event of inadequacy or absence of profits, during the currency of her tenure of her term i.e. up to January 14, 2029, the remuneration comprising salary, perquisites, incentives, and all other benefits approved by the Board of Directors be paid as minimum remuneration to the Executive Director.”

“RESOLVED FURTHER THAT such remuneration payable to Mrs. Akshada Nevatia may exceed five percent of the net profits of the Company in any of the above financial years and that the aggregate remuneration payable to her as well as Mr. Suramya Nevatia, Chairman & Managing Director (CEO-KMP) of the Company may exceed ten percent of the net profits of the Company in any of the financial year and the overall remuneration to both these directors may exceed elven percent of the net profits of the Company calculated under Section 198 of the Companies Act, 2013 in any of the financial years.”

“RESOLVED FURTHER THAT notwithstanding anything herein above stated, where in any financial year during the currency of the term of Mrs. Akshada Nevatia as the Executive Director, the Company has no profits or its profits are inadequate, she shall be paid the remuneration stated above and set out in the explanatory statement as ‘Minimum Remuneration’ in the respective financial year(s) even if the same may exceed the ceiling limit laid down in Section 197 and Schedule V to the Companies Act, 2013.”

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“RESOLVED FURTHER THAT the Board of Directors on the recommendation of Nomination and Remuneration Committee be and is hereby authorized to vary or increase the remuneration specified above from time to time, to the extent the Board of Directors may deem appropriate, provided that such variation or increase, as the case may be, is up to a ceiling of rupees five crore in any financial year.”

“RESOLVED FURTHER THAT where in financial year 2025-2026 and till the remaining tenure of her term i.e. upto January 14, 2029, as an Executive Director, the Company has no profits or profits are inadequate, i.e. the remuneration exceeds the overall limits prescribed under Section 197 read with Schedule V of the Companies Act, 2013 and Regulation 17(6)(e) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment thereof for the time being in force), the remuneration (including incentives) as may be approved by the Board of Directors of the Company from time to time shall be paid as minimum remuneration without any further reference to the Shareholders of the Company in the General Meeting.”

“RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to do all such acts, deeds, and things as in its absolute discretion it may think necessary, expedient or desirable; to settle any question or doubt that may arise in relation thereto in order to give effect to the foregoing resolution.”

8. To appoint Secretarial Auditors of the Company.

To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to Section 204 and other applicable provisions, if any, of the Companies Act, 2013, Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, other applicable laws/ statutory provisions, if any, as amended from time to time, GMJ & Associates, Practising Company Secretaries (ICSI Unique Code P2011MH023200) be and are hereby appointed as Secretarial Auditors of the Company for term of five consecutive years commencing from financial year 2025-2026 till financial year 2029-2030, at such fees, plus applicable taxes and other out-of-pocket expenses as may be mutually agreed upon between the Board of Directors of the Company and the Secretarial Auditors.”

By order of the Board of Directors For Hind Rectifiers Limited

Place: Mumbai Date: May 5, 2025

Meenakshi Anchlia Company Secretary

Registered Office:

Lake Road, Bhandup West Mumbai 400078 Maharashtra Tel No. +91 22-49601775 CIN: L28900MH1958PLC011077 E-mail: [email protected] Website: www.hirect.com

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Notes

  1. The Notice of Annual General Meeting (“AGM”) was approved by the Board of Directors at its meeting held on May 5, 2025.

  2. The Ministry of Corporate Affairs (“MCA”) has permitted the holding of the AGM through Video Conferencing (“VC”) or Other Audio Visual Means (“OAVM”), without the physical presence of Members at a common venue. In compliance with the MCA Circulars, the AGM of the Company is being conducted through VC/OAVM only. The Registered Office of the Company shall be deemed to be the venue for the AGM. [General Circular Nos. 14/2020 dated April 8, 2020 and 17/2020 dated April 13, 2020, in relation to “Clarification on passing of ordinary and special resolutions by companies under the Companies Act, 2013”, General Circular Nos. 20/2020 dated May 5, 2020 and subsequent circulars issued in this regard, the latest being 09/2024 dated September 19, 2024 in relation to “Clarification on holding of AGM through VC/ OAVM, collectively referred to as “MCA Circulars”]

  3. The Company has engaged National Securities Depository Limited (“NSDL”) to facilitate voting through electronic means, i.e., remote e-voting and e-voting during the AGM.

  4. The facility for casting votes by a member through the remote e-voting system as well as e-voting during the AGM will be provided by NSDL. Members who have cast their votes through remote e-voting prior to the AGM may participate in the AGM but shall not be entitled to vote again. The procedure for remote e-voting by members holding shares in dematerialized or physical form, and for members who have not registered their email addresses, is provided in the 'Instructions for e-voting and participation through VC' section, which forms part of this Notice.

The Board has appointed Mr. Mahesh Soni (Membership No. 3706), or failing him, Ms. Sonia Chettiar (Membership No. 27582), partners at GMJ & Associates, Practicing Company Secretaries, as the Scrutinizer for conducting the e-voting process in a fair and transparent manner.

  1. The results declared, along with the Scrutinizer’s Report, shall be placed on the website of the Company at www. hirect.com and on the website of NSDL at www.evoting. nsdl.com immediately after the declaration of the results by the person authorized by the Chairman and the Board. The results shall also be promptly forwarded to the stock exchanges where the Company’s shares are listed.

  2. Members holding shares either in physical or dematerialized form as on the cut-off date, i.e., Tuesday, July 22, 2025, may cast their votes electronically. The remote e-voting period commences on Thursday, July 24, 2025, at 9:00 a.m. (IST) and ends on Monday, July 28, 2025, at 5:00 p.m. (IST). The e-voting module will be disabled by NSDL thereafter. Members will not be allowed to vote again on any resolution on which they have already cast their votes. The voting rights of members shall be proportionate to their share in the paid-up equity share capital of the Company as on the cut-off date, i.e., Tuesday, July 22, 2025. A person who is not a member

as on the cut-off date is requested to treat this Notice for information purposes only.

  1. The Explanatory Statement pursuant to Section 102 of the Companies Act, 2013, setting out the material facts concerning the special business mentioned in the Notice, is annexed hereto. Further, the relevant details pursuant to Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations, 2015”), and the Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, in respect of Directors seeking appointment/re-appointment at this AGM, are also annexed. The Directors have furnished the requisite consents and declarations for their appointment/reappointment.

  2. The Notice of the AGM, along with the Annual Report for the financial year 2024–2025, is being sent electronically to those Members whose email IDs are registered with the Company or with National Securities Depository Limited and Central Depository Services (India) Limited (CDSL), collectively referred to as the 'Depositories'. [SEBI Circulars dated May 12, 2020, January 15, 2021, May 13, 2022, January 5, 2023, October 7, 2023 and October 3, 2024, collectively referred as “SEBI Circulars”]

  3. Additionally, pursuant to Regulation 36(1)(b) of the SEBI Listing Regulations, 2015, a letter providing the weblink to the Annual Report for the financial year 2024–2025 will be sent to those shareholder(s) who have not registered their email addresses with the Company, Depositories, Depository Participants, or the Registrar and Transfer Agent (“RTA”).

  4. The Company will also publish an advertisement in newspapers containing details of the AGM, including the date and time of the meeting, e-voting information, availability of the AGM Notice on the Company’s website, the procedure for registering email addresses for shareholders who have not yet done so, the process for providing dividend mandates, and other relevant matters as may be required.

  5. Members may also note that the Notice of the 67[th] AGM and the Annual Report 2024-2025 will be available on the Company’s website at https://hirect.com/financialsannual-reports/, websites of the stock exchanges, i.e. BSE and NSE, at www.bseindia.com and www.nseindia. com, respectively, and on the website of NSDL at https:// www.evoting.nsdl.com.

  6. Members holding shares in demat mode who have not registered their email addresses are requested to do so with their respective Depository Participants. Members holding shares in physical mode are requested to update their email addresses with the Company’s Registrar and Transfer Agent (RTA), Adroit Corporate Services Private Limited, at [email protected], in order to receive copies of the Annual Report for the financial year 2024– 2025.

Members may follow the process detailed below for registration of email IDs by submitting Form ISR-1, which also facilitates receipt of the report and updating of bank account details.

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Physical Shareholders: To avail investor services, a written request in the prescribed forms may be sent to the Company’s Registrar and Transfer Agent, Adroit Corporate Services Private Limited, either by email at [email protected] or by post to the RTA’s registered address.

Form for availing investor services
to register PAN, email address, bank
details and other KYC details or
changes/update thereof for securities
held inphysical mode
Form ISR–1
Update of signature of securities
holder
Form ISR–2
For nomination as provided in Rule
19(1) of the Companies (Share Capital
and Debentures)Rules,2014
Form SH-13
Declaration Form for Opting-out of
Nomination by holders of physical
securities
Form ISR-3
Cancellation of nomination by the
holder(s) (along with ISR-3) / Change
of nominee
Form SH-14
Form for requesting issue of duplicate
certifcate and other service requests
for shares held inphysical form
Form ISR-4

Demat Shareholders: Please contact your Depository Participant and register your email address and bank account details in your demat account, as per the procedure prescribed by your Depository Participant.

Members holding shares in demat form may validate or update their email addresses and other details with their respective Depository Participants.

  1. Pursuant to the provisions of the Companies Act, 2013, a Member entitled to attend and vote at the AGM is also entitled to appoint a proxy to attend and vote on his/ her behalf, and the proxy need not be a Member of the Company. However, since this AGM is being held through VC/OAVM in accordance with the MCA Circulars, the physical attendance of Members has been dispensed with. Accordingly, the facility for appointment of proxy(ies) will not be available for this AGM, and therefore, the Proxy Form, Attendance Slip, and Route Map of the AGM venue are not annexed to this Notice.

  2. Dividend for 2024-2025: The Board of Directors, at its meeting held on May 5, 2025, recommended a dividend of ` 2.00 per equity share.

The register of members and the share transfer books of the Company will be closed from Wednesday, July 23, 2025 to Tuesday, July 29, 2025, both days inclusive. The dividend of 2.00 per share (i.e. 100%) on the equity shares of the Company of 2 each, if declared by the members at the AGM, will be paid subject to deduction

of income tax at source (“TDS”) within a week from the conclusion of AGM:

  • (a) to all beneficial owners in respect of shares held in dematerialized form as per the data as may be made available by NSDL and CDSL as of the close of business hours on Tuesday, July 22, 2025;

  • (b) to all members in respect of shares held in physical form after giving effect to valid transmission or transposition requests lodged with the Company as of the close of business hours on Tuesday, July 22, 2025.

  • With effect from April 1, 2024, dividends to security holders holding securities in physical form shall be paid only through electronic mode. Such payments will be made only if the folio is KYC compliant, i.e., the PAN, contact details including mobile number, bank account details, and specimen signature are registered with the RTA/Company. [SEBI Master Circular No. SEBI/ HO/MIRSD/POD-1/P/CIR/2024/37 dated May 7, 2024, read with SEBI Circular No. SEBI/HO/MIRSD/POD-1/P/ CIR/2024/81 dated June 10, 2024]

  • TDS on dividend: Pursuant to the Finance Act, 2020, dividend income is taxable in the hands of shareholders and the Company is required to deduct tax at source from dividend paid to shareholders at the prescribed rates. For the prescribed rates for various categories, please refer to Income Tax Act, 1961 and the Finance Act, 2020, of the respective years. The shareholders are requested to update their PAN with the Depository Participants (if shares held in dematerialized form) and the Company/ Adroit Corporate Services Private Limited (if shares are held in physical form).

  • A resident individual shareholder with PAN and whose income does not exceed maximum amount not chargeable to tax or who is not liable to pay income tax, as the case may be, can submit a yearly declaration in Form No. 15G/15H, to avail the benefit of non-deduction of tax at source by e-mail to [email protected] or info@ adroitcorporate.com by 11:59 p.m. (IST) on Monday, July 28, 2025. Please note that non deduction is subject to the condition that the declaration submitted is correct and valid as per the Income Tax Act, 1961 and other relevant rules and regulations. Shareholders are requested to note that if the PAN is not correct/invalid/inoperative or have not filed their income tax returns, then tax will be deducted at higher rates prescribed under Sections 206AA or 206AB of the Income-tax Act, as applicable and in case of invalid PAN, they will not be able to get credit of TDS from the Income Tax Department.

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Non-resident shareholders [including Foreign Institutional Investors (“FIIs”)/Foreign Portfolio Investors (“FPIs”)] can avail beneficial rates under tax treaty between India and their country of tax residence, subject to providing necessary documents i.e. No Permanent Establishment and Beneficial Ownership Declaration, Tax Residency Certificate, Form 10F duly filed online in the Income Tax portal, any other document which may be required to avail the tax treaty benefits. For this purpose, the shareholder may submit the above documents (PDF/ JPG Format) by e-mail to [email protected] or info@ adroitcorporate.com. Please note that deduction of TDS at beneficial rates as per treaty is subject to the condition that the documents submitted are correct and valid as per the Income Tax Act, 1961 and other relevant rules and regulations. The aforesaid declarations and documents need to be submitted by the shareholders by 11:59 p.m. (IST) on Monday, July 28, 2025.

  1. Members are requested to intimate changes, if any, pertaining to their name, postal address, email address, telephone/mobile numbers, Permanent Account Number (PAN), mandates, choice of nominations, power of attorney, bank details such as, name of the bank and branch details, bank account number, MICR code, IFSC code, etc.

  2. a. For shares held in electronic mode: to their Depository Participants

  3. b. For shares held in physical mode: to the Company/ RTA in prescribed Form ISR-1 and other forms. [SEBI Master Circular No. SEBI/HO/MIRSD/SECFATF/P/ CIR/2023/169 dated October 12, 2023]

  4. SEBI has mandated that listed companies shall process service requests for issuance of securities in dematerialized form only, subject to the folio being KYC compliant. Accordingly, Members are requested to submit a duly filled and signed Form ISR-4. The form is available on the Company’s website at https://hirect. com/shareholder-enquiries/ and on the RTA’s website at https://www.adroitcorporate.com/RandTServices.aspx.

Service requests include: issuance of duplicate securities certificates; claims from unclaimed suspense accounts; renewal/exchange of securities certificates; endorsements; sub-division/splitting of securities certificates; consolidation of securities certificates/folios; transmission and transposition. [SEBI Master Circular No. SEBI/ HO/MIRSD/POD-1/P/CIR/2024/37 dated May 7, 2024]

  1. In terms of Regulation 40(1) of the SEBI Listing Regulations, 2015, as amended from time to time,

  2. transfer, transmission, and transposition of securities shall be processed only in dematerialized form. In view of this, and to eliminate the risks associated with holding physical shares while availing the various benefits of dematerialization, Members are advised to dematerialize the shares held by them in physical form. For assistance in this regard, Members may contact the Company or Adroit Corporate Services Private Limited.

  3. Members holding shares in physical form, in identical order of names, in more than one folio are requested to submit to the Company or its RTA the details of such folios along with the share certificates and requisite KYC documents, for the purpose of consolidating their holdings into a single folio. Requests for consolidation of share certificates shall be processed only in dematerialized form.

  4. As per the provisions of Section 72 of the Companies Act, 2013, the facility for making nomination is available for the Members in respect of the shares held by them. Members who have not yet registered their nomination are requested to register the same by submitting Form No. SH-13. If a Member desires to opt out or cancel the earlier nomination and record a fresh nomination, he/ she may submit the same in Form ISR-3 or SH-14 as the case may be. The said forms can be downloaded from the Company’s website https://hirect.com/shareholderenquiries/ or RTA’s website https://www.adroitcorporate. com/RandTServices.aspx. Members are requested to submit the said details to their Depository Participants in case the shares are held by them in dematerialized form and to RTA in case the shares are held in physical form.

  5. In the case of joint holders, the Member whose name appears first in the order of names as per the Register of Members of the Company as on the cut-off date shall be entitled to vote at the AGM.

  6. SEBI has established a common Online Dispute Resolution Portal (“ODR Portal - https://smartodr.in/ login”) to raise disputes arising in the Indian Securities Market. Post exhausting the option to resolve their grievances with the RTA/Company directly and through SCORES platform, the investors can initiate dispute resolution through the ODR Portal. Link to access ODR portal is available on Company’s website https://hirect. com/shareholder-enquiries/ [SEBI Master Circular No. SEBI/HO/OIAE/OIAE_IAD-3/P/CIR/2023/195 dated July 31, 2023]

  7. SEBI has issued a circular dated March 19, 2025, titled “Harnessing DigiLocker as a Digital Public Infrastructure for Reducing Unclaimed Assets in the Indian Securities

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Market” to address the issue of unclaimed financial assets. This initiative enables investors to store and access information of their demat and mutual fund holdings through DigiLocker, a key Digital Public Infrastructure, benefiting investors and their families.

Shareholders can also appoint Data Access Nominees within the DigiLocker application. In case of an unfortunate event of demise of shareholder, the nominees will be provided read only access to the DigiLocker account, ensuring that essential financial information is accessible to legal heirs. For details, you may refer the above mentioned circular at https:// www.sebi.gov.in/legal/circulars/mar-2025/harnessingdigilocker-as-a-digitalpublic-infrastructure-forreducing-unclaimedassets-in-the-indian-securitiesmarket_92769.html.

  1. Members are requested to note that dividends, if not encashed for a period of seven years from the date of transfer to Unpaid Dividend Account of the Company, are liable to be transferred to the Investor Education and Protection Fund (“IEPF”). Further, all the shares in respect of which dividend has remained unclaimed for seven consecutive years or more from the date of transfer to unpaid dividend account shall also be transferred to IEPF. In view of this, Members are requested to claim their dividends from the Company, within the stipulated timeline.

The Members whose unclaimed dividends and/or shares have been transferred to IEPF, may contact the Company or RTA and submit the required documents for issue of Entitlement Letter. The Members can attach the Entitlement Letter and other required documents and file the IEPF-5 form for claiming the dividend and/or shares available on www.iepf.gov.in. For details, please refer to Corporate Governance Report which is a part of this Annual Report and contact to RTA of the Company.

  1. Members attending the meeting through VC/OAVM shall be counted for the purpose of determining the quorum under Section 103 of the Companies Act, 2013.

  2. The Register of Directors and Key Managerial Personnel (KMP) and their shareholding, maintained under Section 170 of the Companies Act, 2013, and the Register of Contracts or Arrangements in which the directors are interested, maintained under Section 189 of the Companies Act, 2013, will be available electronically for inspection by the members during the AGM. All documents referred to in the Notice will also be available for inspection without any fee from the date of circulation of this Notice up to the date of AGM, i.e. Tuesday, July 29,

  3. Members seeking to inspect such documents can send an email to [email protected].

Compliance Certificate under Regulation 13 of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 issued by the Secretarial Auditors of the Company is available and accessible for inspection by the Members at https://hirect.com/wp-content/uploads/2025/05/ Certificate-for-ESOP-2025.pdf.

  1. To prevent fraudulent transactions, Members are advised to exercise due diligence and notify the Company of any change in address or demise of any Member as soon as possible. Members are also advised to not leave their demat account(s) dormant for long. Periodic statement of holdings should be obtained from the concerned depository participant and holdings should be verified from time to time.

  2. Members are requested to address all correspondence, including dividend-related and IEPF matters, to the RTA of the Company.

ADROIT CORPORATE SERVICES PRIVATE LIMITED

[Unit: Hind Rectifiers Limited]

  • 19-20, Jafferbhoy Industrial Estate, 1[st] Floor, Makwana Road, Marol Naka, Andheri (East), Mumbai – 400059 Maharashtra India

  • Tel: +91 22 4227 0400 Fax: +91 22 28503748 Email: [email protected] Website: www.adroitcorporate.com

  • Due dates for transfer of unclaimed/unpaid dividends to the Investor Education and Protection Fund (IEPF) are as under:

under:
Dividend for the
year
Dividend
Declaration Date
Due Date of
transfer to the
IEPF
2018-2019 August 8,2019 August 7,2026
2019-2020 September 15,
2020
September 14,
2027
2020-2021 August 12,2021 August 11,2028
2021-2022 August 9,2022 August 8,2029
2023-2024 August 1,2024 July31,2031
  1. The Members can join the AGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC/OAVM will be made available for 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration

7

Committee, Stakeholders Relationship Committee, Auditors, etc. who are allowed to attend the AGM without restriction on account of first come first served basis.

  1. The facility for voting during the AGM will also be made available. Members present in the AGM through VC and who have not cast their vote on the resolutions through remote e-voting and are otherwise not barred from doing so, shall be eligible to vote through the e-voting system during the AGM.

  2. Any person holding shares in physical form, and nonindividual shareholders who acquire shares of the Company and becomes member of the Company after the Notice is sent and holding shares as of the cut-off date, i.e. Tuesday, July 22, 2025, may obtain the login ID and password by sending a request to evoting@nsdl. com. However, if he/she is already registered with NSDL for remote e-voting, then he/she can use his /her existing user ID and password for casting the vote.

  3. In case of individual shareholders holding securities in demat mode, who acquire shares of the Company and become members of the Company after the Notice is sent and holding shares as of the cut-off date i.e. Tuesday, July 22, 2025, may follow steps mentioned in the Notice under Instructions for e-voting.

  4. Members who have not registered their email addresses with the Company/RTA are requested to do so to receive electronically: (a) Notice of AGM and Annual Report; and (b) Login credentials for remote e-voting or e-voting during the meeting.

  5. (i) For physical shareholders: Send Folio No., Name, scanned copy of share certificate (front and back), self-attested PAN and Aadhaar to info@ adroitcorporate.com or [email protected].

  6. (ii) For demat shareholders: Send DPID-CLID or 16-digit beneficiary ID,

  7. The process and manner for remote e-voting and the process of joining meeting through video conferencing along with other details also form part of this Notice.

Instructions for e-voting and participation through VC

How do I vote electronically using NSDL e-voting system?

The way to vote electronically on NSDL e-voting system consists of “Two Steps” which are mentioned below:

Step 1: Access to NSDL e-voting system

  • (A) Login method for e-voting and joining virtual meeting for Individual shareholders holding securities in demat mode

  • In terms of SEBI circular dated December 9, 2020 on e-voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email ID in their demat accounts in order to access e-voting facility.

Login method for Individual shareholders holding securities in demat mode is given below:

Type of shareholders Login Method















Individual Shareholders holding
securities in demat mode with
NSDL.
1.
For OTP based login you can click on https://eservices.nsdl.com/SecureWeb/evoting/
evotinglogin.jsp. You will have to enter your 8-digit Depository Participants ID, 8-digit
Client ID, PAN No., Verifcation code and generate OTP. Enter the OTP received on
registered email ID/mobile number and click on login. After successful authentication,
you will be redirected to NSDL Depository site wherein you can see e-voting page. Click
on company name ore-voting service provider i.e. NSDLand you will be redirected
to e-voting website of NSDL for casting your vote during the remote e-voting period or
joining virtual meeting & voting during the meeting.
2.
ExistingIDeASuser can visit the e-Services website of NSDL Viz. https://eservices.
nsdl.com either on a Personal Computer or on a mobile. On the e-Services home
page click on the“Benefcial Owner”icon under“Login”which is available under
‘IDeAS’section, this will prompt you to enter your existing User ID and Password. After
successful authentication, you will be able to see e-voting services under value added
services. Click on“Access to e-voting”under e-voting services and you will be able
to see e-voting page. Click on company name ore-voting service provider i.e. NSDL
and you will be re-directed to e-voting website of NSDL for casting your vote during the
remote e-voting period or joining virtual meeting and voting during the meeting.
3.
If you are not registered for IDeAS e-Services, option to register is available at https://
eservices.nsdl.com. Select“Register Online for IDeAS Portal”or click at https://
eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp

8

Type of shareholders Login Method

























4.
Visit the e-voting website of NSDL. Open web browser by typing the following URL:
https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once
the home page of e-voting system is launched, click on the icon “Login” which is
available under ‘Shareholder/Member’ section. A new screen will open. You will have
to enter your User ID (i.e. your sixteen-digit demat account number hold with NSDL),
Password/OTP and a verifcation code as shown on the screen. After successful
authentication, you will be redirected to NSDL Depository site wherein you can see
e-voting page. Click on company name ore-voting service provider i.e. NSDLand you
will be redirected to e-voting website of NSDL for casting your vote during the remote
e-voting period or joining virtual meeting and voting during the meeting.
5.
Shareholders/Members can also download NSDL Mobile App“NSDL Speede”facility
by scanning the QR code mentioned below for seamless voting experience.
Individual Shareholders holding
securities in demat mode with
CDSL
1.
Users who have opted for CDSL Easi / Easiest facility, can login through their existing
user ID and password. Option will be made available to reach e-voting page without
any further authentication. The users to login Easi/Easiest are requested to visit CDSL
website www.cdslindia.com and click on login icon & New System Myeasi Tab and
then use your existing my easi username & password.
2.
After successful login the Easi /Easiest user will be able to see the e-voting option for
eligible companies where the e-voting is in progress as per the information provided
by company. On clicking the e-voting option, the user will be able to see e-voting page
of the e-voting service provider for casting your vote during the remote e-voting period
or joining virtual meeting and voting during the meeting. Additionally, there is also links
provided to access the system of all e-voting service providers, so that the user can
visit the e-voting service providers’ website directly.
3.
If the user is not registered for Easi/Easiest, option to register is available at CDSL
website www.cdslindia.com and click on login & New System Myeasi Tab and then
click on registration option.
4.
Alternatively, the user can directly access e-voting page by providing Demat Account
Number and PAN No. from a e-voting link available on www.cdslindia.com home page.
The system will authenticate the user by sending OTP on registered Mobile and email
as recorded in the Demat Account. After successful authentication, user will be able
to see the e-voting option where the e-voting is in progress and also able to directly
access the system of all e-voting service providers.
Individual Shareholders (holding
securities
in
demat
mode)
login through their depository
participants
You can also login using the login credentials of your demat account through your
depository participant registered with NSDL/CDSL for e-voting facility. Upon logging in, you
will be able to see e-voting option. Click on e-voting option, you will be redirected to NSDL/
CDSL depository site after successful authentication, wherein you can see e-voting feature.
Click on company name or e-voting service provider i.e. NSDL and you will be redirected to
e-voting website of NSDL for casting your vote during the remote e-voting period or joining
virtual meeting and voting during the meeting.

Individual Shareholders (holding You can also login using the login credentials of your demat account through your securities in demat mode) depository participant registered with NSDL/CDSL for e-voting facility. Upon logging in, you login through their depository will be able to see e-voting option. Click on e-voting option, you will be redirected to NSDL/ participants CDSL depository site after successful authentication, wherein you can see e-voting feature. Click on company name or e-voting service provider i.e. NSDL and you will be redirected to e-voting website of NSDL for casting your vote during the remote e-voting period or joining virtual meeting and voting during the meeting.

Important note: Members who are unable to retrieve User ID/Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

9

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.

Login type Helpdesk details

Individual Shareholders holding Members facing any technical issue in login can contact NSDL helpdesk by sending a securities in demat mode with NSDL request at [email protected] or call at 022 - 4886 7000 Individual Shareholders holding Members facing any technical issue in login can contact CDSL helpdesk by sending a securities in demat mode with CDSL request at [email protected] or contact at toll free no. 1800-21-09911

  • (B) Login Method for e-voting and joining virtual meeting for shareholders other than Individual shareholders holding securities in Demat mode and shareholders holding securities in physical mode.

How to Log-in to NSDL e-voting website?

  1. Visit the e-voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.

  2. Once the home page of e-voting system is launched, click on the icon “Login” which is available under ‘Shareholder/ Member’ section.

  3. A new screen will open. You will have to enter your User ID, your Password/OTP and a verification code as shown on the screen. Alternatively, if you are registered for NSDL eservices i.e. IDeAS, you can log-in at https://eservices.nsdl.com/ with your existing IDeAS login. Once you log-in to NSDL e-services after using your log-in credentials, click on e-voting and you can proceed to Step 2 i.e. Cast your vote electronically.

  4. Your User ID details are given below:

Manner of holding shares i.e. Demat Your User ID is: (NSDL or CDSL) or Physical

  • a) For Members who hold shares 8 Character DP ID followed by 8 Digit Client ID in demat account with NSDL.

  • For example, if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012**

  • b) For Members who hold shares 16 Digit Beneficiary ID in demat account with CDSL.

  • For example, if your Beneficiary ID is 12** then your user ID is 12**

  • c) For Members holding shares in EVEN Number followed by Folio Number registered with the Company Physical Form. For example if folio number is 001 and EVEN is 123456 then user ID is 123456001

  • Password details for shareholders other than Individual shareholders are given below:

  • a) If you are already registered for e-voting, then you can use your existing password to login and cast your vote.

  • b) If you are using NSDL e-voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you

need to enter the ‘initial password’ and the system will force you to change your password.

  • c) How to retrieve your ‘initial password’?

  • (i) If your email ID is registered in your demat account or with the Company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf

10

file. Open the .pdf file. The password to open the .pdf file is your 8-digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.

  - (ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email IDs are not registered.
  1. If you are unable to retrieve or have not received the “Initial password” or have forgotten your password:

  2. a) Click on “Forgot User Details/Password?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www. evoting.nsdl.com.

  3. b) “Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.

  4. c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name, your registered address, etc.

  5. d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-voting system of NSDL.

  6. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.

  7. Now, you will have to click on “Login” button.

  8. After you click on the “Login” button, Home page of e-voting will open.

Step 2: Cast your vote electronically and join Annual General Meeting on NSDL e-voting system.

How to cast your vote electronically and join Annual General Meeting on NSDL e-voting system?

  1. After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle and General Meeting is in active status.

  2. Select “EVEN” of company for which you wish to cast your vote during the remote e-voting period and casting your vote during the General Meeting. For joining virtual

meeting, you need to click on “VC/OAVM” link placed under “Join Meeting”.

  1. Now you are ready for e-voting as the voting page opens.

  2. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.

  3. Upon confirmation, the message “Vote cast successfully” will be displayed.

  4. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.

  5. Once you confirm your vote on the resolution, you will not be allowed to modify your vote

GENERAL GUIDELINES FOR SHAREHOLDERS

  1. Institutional shareholders/corporate shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority Letter, etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to evoting@ nsdl.com. Institutional shareholders (i.e. other than individuals, HUFs, NRIs, etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter, etc. by clicking on “Upload Board Resolution / Authority Letter” displayed under “e-voting” tab in their login.

  2. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting. nsdl.com to reset the password.

  3. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on.: 022 - 4886 7000 or send a request to Mr. Sanjeev Yadav, Assistant Manager at [email protected].

Process for those shareholders whose email IDs are not registered with the depositories for procuring user ID and password and registration of email IDs for e-voting for the resolutions set out in this notice:

  1. In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share

11

certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) by email to [email protected] or [email protected].

  1. In case shares are held in demat mode, please provide DPID-CLID (16-digit DPID + CLID or 16-digit beneficiary ID), name, client master or copy of consolidated account statement, PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) to [email protected] or info@adroitcorporate. com. If you are an Individual shareholder holding securities in demat mode, you are requested to refer to the login method explained at step 1(A) i.e. Login method for e-voting and joining virtual meeting for Individual shareholders holding securities in demat mode.

  2. Alternatively, shareholder/members may send a request to [email protected] for procuring user ID and password for e-voting by providing above mentioned documents.

  3. In terms of SEBI circular dated December 9, 2020 on e-voting facility provided by listed companies, individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-voting facility.

THE INSTRUCTIONS FOR MEMBERS FOR e-VOTING ON THE DAY OF THE AGM ARE AS UNDER:

  1. The procedure for e-voting on the day of the AGM is same as the instructions mentioned above for remote e-voting.

  2. Only those Members/shareholders, who will be present in the AGM through VC/OAVM facility and have not casted their vote on the resolutions through remote e-voting and are otherwise not barred from doing so, shall be eligible to vote through e-voting system in the AGM.

  3. Members who have voted through remote e-voting will be eligible to attend the AGM. However, they will not be eligible to vote at the AGM.

  4. The details of the person who may be contacted for any grievances connected with the facility for e-voting on the day of the AGM shall be the same person mentioned for remote e-voting.

INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE AGM THROUGH VC/OAVM ARE AS UNDER:

  1. Member will be provided with a facility to attend the AGM through VC/OAVM through the NSDL e-voting system.

  2. Members may access by following the steps mentioned above for Access to NSDL e-voting system . After successful login, you can see link of “VC/OAVM” placed under “ Join meeting ” menu against company name. You are requested to click on VC/OAVM link placed under Join Meeting menu. The link for VC/OAVM will be available in Shareholder/Member login where the EVEN of Company will be displayed. Please note that the members who do not have the User ID and Password for e-voting or have forgotten the User ID and Password may retrieve the same by following the remote e-voting instructions mentioned in the notice to avoid last minute rush.

  3. Members are encouraged to join the meeting using laptops for a better experience.

  4. Further, Members are required to enable their camera and use a high-speed internet connection to avoid any disruptions during the meeting.

  5. Please note that participants connecting from mobile devices, tablets, or laptops using mobile hotspots may experience audio/video disruptions due to network fluctuations. It is therefore recommended to use a stable Wi-Fi or LAN connection to avoid such issues.

  6. Members who wish to express their views or ask questions during the meeting may register themselves as speakers by sending a request at least two days prior to the meeting, mentioning their name, Demat account number/folio number, email ID, and mobile number, to [email protected]. The Company will respond to such requests suitably.

  7. Only those Members who have registered themselves as speakers will be allowed to express their views or ask questions during the meeting.

  8. The Company has designated an exclusive email ID, viz. [email protected], to enable investors to register their grievances, if any.

  9. Members who do not wish to speak during the AGM but have queries or seek any information regarding the financial statements or any other matter concerning the Company are requested to send their queries in advance, at least two days prior to the meeting. The email should mention their name, Demat account number/ folio number, email ID, and mobile number, and be sent to [email protected]. The Company will respond to such queries suitably.

12

EXPLANATORY STATEMENT IN RESPECT OF THE SPECIAL BUSINESS PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013, SECRETARIAL STANDARD-2 ON GENERAL MEETINGS, AND REGULATION 36 OF THE SEBI LISTING REGULATIONS, 2015

Item No. 4

The Company is required to have its cost records audited by a Cost Accountant in practice. Accordingly, the Board of Directors, at its meeting held on May 5, 2025, upon the recommendation of the Audit Committee, approved the reappointment of M/s. N. Ritesh & Associates, Cost Accountants (Firm Registration Number: R100675), to conduct the audit of the cost records of the Company for the financial year 20252026, at a remuneration of ` 80,000 (Rupees eighty thousand only) plus applicable taxes.

M/s. N. Ritesh & Associates possess the requisite experience in the field of cost audit and have submitted a certificate confirming their eligibility for appointment as Cost Auditors of the Company.

In making the recommendation for the re-appointment and remuneration of the Cost Auditors, the Audit Committee considered their performance in previous years in examining and verifying the accuracy of the cost accounting records maintained by the Company.

In accordance with the provisions of Section 148 of the Companies Act, 2013, read with the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to the Cost Auditors, as recommended by the Audit Committee and approved by the Board of Directors, is required to be ratified by the members of the Company. Accordingly, the ratification of the remuneration payable to the Cost Auditors is being sought from the members by way of an Ordinary Resolution, as set out in Item No. 4 of this Notice.

None of the Directors or Key Managerial Personnel of the Company, or their relatives, are in any way concerned or interested, financially or otherwise, in the resolution.

The Board of Directors recommends the resolution set out in Item No. 4 of this notice for approval of the members as an ordinary resolution.

Item No. 5

Pursuant to the approval accorded by the members of the Company vide resolution dated September 15, 2020, Mrs. Ashlesha Bodas (DIN: 00935512)is holding the office of Independent Director, with her first term ending on June 25, 2025.

The Nomination and Remuneration Committee of the Board of Directors, based on the evaluation of Mrs. Ashlesha Bodas’s performance and contributions during her first term, has recommended her reappointment to the Board for a second term of five consecutive years, from June 26, 2025 to June 25, 2030. The Board of Directors, after considering the recommendation of the Nomination and Remuneration Committee, has approved the said reappointment, subject to the approval of the members at the general meeting.

Mrs. Bodas brings a deep repository of knowledge and experience in strategy, management, business development, statutory and legal compliances, corporate governance, and leadership. Her extensive expertise in strategic planning, risk

management, financial management, and fund-raising is considered valuable to the Company.

In the opinion of the Board and the Nomination and Remuneration Committee, the core skills, expertise and competencies required for the role of an Independent Director, in the context of the Company’s business such as management and leadership experience, functional and managerial expertise, diversity, personal values, and governance are well met by Mrs. Bodas. Accordingly, the Board is of the view that her continued association would be in the best interest of the Company and recommends her reappointment for a second term as an Independent Director, not liable to retire by rotation.

In the opinion of the Board of Directors, Mrs. Bodas fulfils the conditions specified in the Companies Act, 2013 and the SEBI Listing Regulations, 2015 for her reappointment and is independent of the management.

Mrs. Bodas has given her consent to act as a Director under Section 152 of the Companies Act, 2013 and confirmed that she is not disqualified for appointment in terms of Section 164 of the Companies Act, 2013. She has further confirmed that she meets the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI Listing Regulations, 2015, and that she is not debarred from holding the office of director by any order of SEBI, the Ministry of Corporate Affairs, or any other statutory authority.

Based on the performance evaluation, her skills, experience, expertise and knowledge, the Nomination and Remuneration Committee and the Board have recommended the reappointment of Mrs. Ashlesha Bodas as an Independent Director pursuant to the provisions of Sections 149, 152 and Schedule IV of the Companies Act, 2013. Mrs. Ashlesha Bodas also fulfills the requirements of an Independent Director as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI Listing Regulations, 2015. The Company has received a notice under Section 160 of the Companies Act, 2013 from a member proposing her candidature for the office of Independent Director.

She has also affirmed that she is not aware of any circumstances or situations that may impair or impact her ability to discharge her duties as an Independent Director. Mrs. Ashlesha Bodas has also confirmed that she is not debarred from holding the office of a Director by virtue of order passed by SEBI or any other such authority.

Pursuant to Section 150 of the Companies Act, 2013 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, Mrs. Bodas has enrolled her name in the online databank maintained by the Indian Institute of Corporate Affairs.

She shall be entitled to remuneration by way of sitting fees for attending meetings of the Board and its Committees, and reimbursement of expenses incurred for participating in such meetings, if any.

13

Pursuant to Section 149 read with Schedule IV and other applicable provisions of the Companies Act, 2013 and Regulation 25(2A) of the SEBI Listing Regulations, 2015, her reappointment as an Independent Director requires approval of the members of the Company by way of a special resolution.

Details of Mrs. Ashlesha Bodas, as required under (i) the SEBI Listing Regulations; and (ii) Secretarial Standard on General Meetings (SS-2), issued by the Institute of Company Secretaries of India, are provided in Annexure A(ii) to this Notice.

A draft letter of appointment setting out the terms and conditions of her reappointment is available for inspection by the members electronically. Members wishing to inspect the same may send an email to [email protected].

Mrs. Ashlesha Bodas is interested in the resolution set out at Item No. 5 of this Notice pertaining to her reappointment. None of the other Directors or Key Managerial Personnel of the Company, or their relatives, are in any way concerned or interested, financially or otherwise, in the resolution.

The Board of Directors recommends the resolution set out in Item No. 5 of this notice for approval of the members as a special resolution.

Item No. 6

Pursuant to the approval accorded by the members of the Company vide resolution dated August 12, 2021, Mr. Vandan Shah (DIN: 00759570) is holding the office of Independent Director, with his first term ending on February 9, 2026.

The Nomination and Remuneration Committee of the Board of Directors, based on the evaluation of Mr. Vandan Shah’s performance and contributions during his first term, has recommended his reappointment to the Board for a second term of five consecutive years, from February 10, 2026 to February 9, 2031. The Board of Directors, after considering the recommendation of the Nomination and Remuneration Committee, has approved the said reappointment, subject to the approval of the members at the general meeting.

Mr. Shah brings a deep repository of knowledge and experience in strategy Planning, Risk Management, Exports, business development, corporate governance, and leadership. His extensive expertise in strategic planning, risk management, financial management, and business administration & management is considered valuable to the Company.

In the opinion of the Board and the Nomination and Remuneration Committee, the core skills, expertise and competencies required for the role of an Independent Director, in the context of the Company’s business such as management and leadership experience, functional and managerial expertise, diversity, personal values, and governance are well met by Mr. Vandan Shah. Accordingly, the Board is of the view that his continued association would be in the best interest of the Company and recommends his reappointment for a second term as an Independent Director, not liable to retire by rotation.

In the opinion of the Board of Directors, Mr. Shah fulfils the conditions specified in the Companies Act, 2013 and the SEBI Listing Regulations, 2015 for his reappointment and is independent of the management.

Mr. Shah has given his consent to act as a Director under Section 152 of the Companies Act, 2013 and confirmed that he is not disqualified for appointment in terms of Section 164 of the Companies Act, 2013. He has further confirmed that he meets the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI Listing Regulations, 2015, and that he is not debarred from holding the office of director by any order of SEBI, the Ministry of Corporate Affairs, or any other statutory authority.

Based on the performance evaluation, his skills, experience, expertise and knowledge, the Nomination and Remuneration Committee and the Board have recommended the reappointment of Mr. Vandan Shah as an Independent Director pursuant to the provisions of Sections 149, 152 and Schedule IV of the Companies Act, 2013. Mr. Vandan Shah also fulfills the requirements of an Independent Director as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI Listing Regulations, 2015. The Company has received a notice under Section 160 of the Companies Act, 2013 from a member proposing his candidature for the office of Independent Director.

He has also affirmed that he is not aware of any circumstances or situations that may impair or impact his ability to discharge his duties as an Independent Director. Mr. Vandan Shah has also confirmed that he is not debarred from holding the office of a Director by virtue of order passed by SEBI or any other such authority.

Pursuant to Section 150 of the Companies Act, 2013 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, Mr. Shah has enrolled his name in the online databank maintained by the Indian Institute of Corporate Affairs.

He shall be entitled to remuneration by way of sitting fees for attending meetings of the Board and its Committees, and reimbursement of expenses incurred for participating in such meetings, if any.

Pursuant to Section 149 read with Schedule IV and other applicable provisions of the Companies Act, 2013 and Regulation 25(2A) of the SEBI Listing Regulations, 2015, his reappointment as an Independent Director requires approval of the members of the Company by way of a special resolution.

Details of Mr. Vandan Shah, as required under (i) the SEBI Listing Regulations; and (ii) Secretarial Standard on General Meetings (SS-2), issued by the Institute of Company Secretaries of India, are provided in Annexure A(iii) to this Notice.

A draft letter of appointment setting out the terms and conditions of his reappointment is available for inspection by the members electronically. Members wishing to inspect the same may send an email to [email protected].

Mr. Vandan Shah is interested in the resolution set out at Item No. 6 of this Notice pertaining to his reappointment. Relatives of Mr. Vandan Shah may be deemed to be interested in the resolution to the extent of their shareholding interest, if any, in the Company. None of the other Directors or Key Managerial Personnel of the Company, or their relatives, are in any way concerned or interested, financially or otherwise, in the resolution.

14

The Board of Directors recommends the resolution set out in Item No. 6 of this notice for approval of the members as a special resolution.

Item No. 7

The Board of Directors, at its meeting held on May 5, 2025, based on the recommendation of the Nomination and Remuneration Committee, re-appointed Mrs. Akshada Nevatia (DIN: 05357438) as a Whole-time Director, designated as 'Executive Director' of the Company, for a further period of three (3) years with effect from January 15, 2026 to January 14, 2029, upon the expiry of her present term, subject to the approval of the Members. She shall be liable to retire by rotation pursuant to Section 152(6) of the Companies Act, 2013.

Mrs. Akshada Nevatia has confirmed that she is not disqualified from being appointed as a Director in terms of the provisions of Section 164(1) and (2) of the Companies Act, 2013. She has provided her consent for such re-appointment and has further confirmed that she has not been debarred from holding the office of Director pursuant to any order issued by SEBI or any other such authority, in accordance with the circulars dated June 20, 2018, issued by BSE Limited and the National Stock Exchange of India Limited, pertaining to enforcement of SEBI orders in the matter of appointment of Directors by listed companies.

  • I. Fixed Remuneration: The fixed remuneration payable to Mrs. Akshada Nevatia shall be ` 90 lakhs per annum and its bifurcation is as follows:

  • Basic Salary – ` 3,00,000 per month

  • Benefits, Perquisites and allowances:

  • a) House Rent Allowance: ` 1,80,000 per month

  • b) Education Allowance: ` 50,000 per month

  • b) Other Allowance: ` 1,62,000 per month

  • c) Company’s contribution to Provident Fund

  • d) Mediclaim policy and/or reimbursement of medical expenses including hospitalization, nursing home, and surgical charges for self and family whether incurred in India or abroad as per the Company’s policy.

  • e) Reimbursement of actual traveling expenses for proceeding on leave from Mumbai to any place subject to a ceiling of one month’s basic.

  • f) Gratuity payable at a rate of half month’s salary for each completed year of service.

  • g) Chauffeur drive Company's car

II. Performance-Linked Incentive-Based Remuneration

  • With respect to the performance-linked incentive payable to Mrs. Akshada Nevatia, the incentive shall be paid at the rate of three percent of the profit before tax for each financial year, including the financial year 2025-2026.

Minimum remuneration: In the event of inadequacy of profits or loss, as calculated in accordance with the provisions of the Companies Act, 2013, in any financial year, Mrs. Akshada Nevatia shall be entitled to receive minimum remuneration

comprising salary, perquisites, performance-linked incentives, and all other benefits as detailed above, subject to such revisions as may be approved by the Board from time to time, for the financial year 2025–2026 and for the remainder of her term, i.e., up to January 14, 2029.

The terms and conditions of the appointment of Mrs. Akshada Nevatia may be altered and varied from time to time by the Board, as it may deem fit in its discretion, notwithstanding the limits specified under Schedule V to the Companies Act, 2013 and the SEBI Listing Regulations, 2015, or any amendments thereto, in such manner as may be mutually agreed between the Board and Mrs. Akshada Nevatia, subject to such approvals as may be required.

As Executive Director, Mrs. Akshada Nevatia shall carry out such functions, exercise such powers, and perform such duties as may be determined and entrusted to her by the Board of Directors of the Company from time to time, at its absolute discretion, subject to the provisions of the Companies Act, 2013, the SEBI Listing Regulations, 2015, and any statutory modifications or re-enactments thereof for the time being in force.

She shall, to the best of her skill and ability, endeavor to promote the interests and welfare of the Company and shall comply with the directions and regulations of the Company, as well as such orders and instructions as may be issued to her from time to time by the Board of Directors.

She shall, at all times, act in the best interests of the Company and all its stakeholders, including minority shareholders, and shall keep the Board of Directors informed of any developments or matters that have materially impaired, or are reasonably likely to materially impair, the interests of the Company and/or any of its stakeholders.

The Executive Director shall use her best endeavors to promote the business, interests, and welfare of the Company. In the event that the Executive Director ceases to be a Director of the Company for any reason whatsoever, she shall also cease to hold the office of Executive Director. Likewise, if she ceases to be in the employment of the Company for any reason whatsoever, she shall cease to be a Director of the Company.

The office of the Whole-time Director, designated as 'Executive Director,' may be terminated either by the Company or by her, by giving three (3) months’ prior notice in writing.

The Company has received a notice under Section 160(1) of the Companies Act, 2013 from a member signifying his intention to propose the re-appointment of Mrs. Akshada Nevatia as a Director. The said notice is available for inspection by the members at the Registered Office of the Company during business hours on any working day up to the date of the Annual General Meeting.

Mrs. Akshada Nevatia satisfies all the conditions specified in Schedule V to the Companies Act, 2013, as well as the requirements under sub-section (3) of Section 196 of the said Act, for her eligibility for re-appointment. She is not disqualified from being appointed as a Director in terms of Section 164 of the Companies Act, 2013.

The above explanatory statement, resolution, together with the annexures thereto, shall be deemed to constitute

15

a memorandum setting out the terms of appointment, as required under Section 190 of the Companies Act, 2013.

Further, this special resolution is in accordance with the provisions of Regulation 17(6)(e) of the SEBI Listing Regulations, 2015, as the annual remuneration payable to the Executive Director, who is a member of the promoter group, exceeds five percent of the net profits of the Company calculated in accordance with Section 198 of the Companies Act, 2013.

Relevant details of her appointment and remuneration, including those required under Section II, Part II of Schedule V to the Companies Act, 2013, are provided in Annexures A and B to this Notice.

Considering the significant contribution of Mrs. Akshada Nevatia to the growth of the Company, and taking into account various factors including her skills and expertise, the Board has approved and recommended her re-appointment as Executive Director, along with fixed remuneration and performancebased incentives, in recognition of her valuable inputs and performance, which have contributed to the Company’s overall growth.

The Board proposes to seek this approval of the members for the re-appointment of, and the remuneration payable to, Mrs. Akshada Nevatia as a Whole-time Director, designated as 'Executive Director' of the Company, in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI Listing Regulations, 2015, including any statutory modification(s) or re-enactment(s) thereof for the time being in force.

Mrs. Akshada Nevatia is interested in the resolution set out at Item No. 7 of this notice pertaining to her re-appointment. Mr. Suramya Nevatia, Chairman & Managing Director (CEOKMP), and other relatives of Mrs. Akshada Nevatia may be deemed to be interested in the said resolution to the extent of their shareholding, if any, in the Company. None of the other Directors, Key Managerial Personnel of the Company, or their respective relatives is, in any way, concerned or interested, financially or otherwise, in the said resolution.

The Board of Directors recommends the resolution set out in Item No. 7 of this notice for approval of the members as a special resolution.

Item No. 8

The Board at its meeting held on May 5, 2025, based on recommendation of the Audit Committee, after evaluating and considering various factors such as experience, competency of the audit team, efficiency in conduct of audit, independence, etc., has approved the appointment of GMJ & Associates, Practising Company Secretaries, a peer reviewed firm as Secretarial Auditors of the Company for a term of five consecutive years commencing from financial year 20252026 till financial year 2029-2030, subject to approval of the Members.

The appointment of Secretarial Auditors shall be in terms of the amended Regulation 24A of the SEBI Listing Regulations, 2015 vide SEBI Notification dated December 12, 2024 and provisions of Section 204 of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

GMJ & Associates is a Peer Reviewed Firm of Company Secretaries in Practice bearing ICSI Unique Code P2011MH023200 and Peer Review Certificate No.6140/2024. The firm has an experience of more than 10 years in Secretarial Audit Services and provides audit services to the clients in Manufacturing of Chemicals, Pharmaceutical, Engineering Products, Generation of Solar Power, Electronics, Insurance, Hospitality, and Government Company.

The Firm consists of four full time Partners and 25 team members. Each of the Partners and senior team members have vast experience and exposure in their specialized areas in Corporate Laws such as Companies Act, FEMA & RBI Guidelines, SEBI Regulations with specific reference to SEBI LODR Disclosures, Insider Trading, Buy Back of securities, ESOP, Sweat Equity and Due Diligence.

GMJ & Associates has confirmed that the firm is not disqualified and is eligible to be appointed as Secretarial Auditors in terms of Regulation 24A of the SEBI Listing Regulations, 2015. The services to be rendered by GMJ & Associates as Secretarial Auditors is within the purview of the said regulation read with SEBI circular no. SEBI/HO/CFD/CFD-PoD-2/CIR/P/2024/185 dated December 31, 2024.

The proposed fees in connection with the secretarial audit shall be ` 75,000 (Rupees seventy-five thousand only) plus applicable taxes for financial year 2025-2026, and for subsequent year(s) of their term, such fees as may be mutually agreed between the Board of Directors and GMJ & Associates. In addition to the secretarial audit, GMJ & Associates shall provide such other permitted services as approved by the Board of Directors. The relevant fees will be determined by the Board, as recommended by the Audit Committee in consultation with the Secretarial Auditors.

None of the Directors or Key Managerial Personnel of the Company, or their relatives, are in any way concerned or interested, financially or otherwise, in the resolution.

The Board of Directors recommends the resolution set out in Item No. 8 of this Notice for approval of the members as an Ordinary Resolution.

By order of the Board of Directors For Hind Rectifiers Limited

Place: Mumbai Meenakshi Anchlia Date: May 5, 2025 Company Secretary

16

ANNEXURE A

DETAILS OF DIRECTOR SEEKING APPOINTMENT/RE-APPOINTMENT AT THE ANNUAL GENERAL MEETING

(Pursuant to Regulation 36 of SEBI Listing Regulations, 2015 and clause 1.2.5 of Secretarial Standard-2 on General Meetings)

(i) Mr. Parimal Merchant (DIN: 00201962)
Designation
and
Category
of
Director:
Non-Executive Director
Date of the frst appointment on the
Board:
February 7, 2013
Date of Birth:
September 27, 1960
Age:
64 years
Qualifcations,
Experience,
and
Expertise/Brief Resume or Profle:
Dr. Parimal Merchant is a distinguished academic and business advisor with over 46 years
of experience spanning Family Managed Business, Management Education, Law, and Capital
Markets. He currently serves as the Director of the Global Family Managed Business (GFMB)
program at S P Jain School of Global Management, having campuses in Dubai, Mumbai,
Singapore, and Sydney.
Dr. Merchant holds a Bachelor’s degree in Commerce and Law, completed his ICWA in 1982,
and earned his PhD from BITS Pilani in 2018, focusing on inducting next-generation members
into family businesses within the Indian SME context. His expertise encompasses governance
and leadership, risk management, and evaluating corporate strategy, fnance, legal and culture,
making him a sought-after authority in family business education.
Dr. Merchant has mentored over 6,000 students from business families. He has developed
innovative programs for successors, as well as unique initiatives for fathers and mothers in
business families. He also serves as an advisor to the Asian Institute of Family Managed
Business, promoting early engagement of youth in family enterprises.
Number of Meetings of the Board
attended during the fnancial year
2024-2025:
Three out of four
List of Directorship/Membership/
Chairmanship of Committees of
other Board as on date (excluding
Foreign Companies):
Directorship of other Board:
1.
Ashish Life Science Private Limited
2.
Sunjewels Private Limited
3.
Dalal and Broacha Stock Broking Private Limited
Directorship of other listed entities: None
Membership of Committees of other Board: None
Chairmanship of Committees of other Board: None
Shareholding in Hind Rectifers
Limited as on March 31, 2025:
Nil
Relationship with other Directors,
Managers and other Key Managerial
Personnel of the Company:
None
Terms and Conditions of
appointment/re-appointment
along with details of remuneration
sought to be paid and
remuneration last drawn by such
person:
As per the resolution at Item No. 3 of this Notice, Mr. Parimal Merchant’s offce as Director shall
be subject to retirement by rotation. He shall be entitled to receive remuneration in the form of
sitting fees, as approved by the Board, along with reimbursement of expenses incurred, if any,
for attending Board and Committee meetings. The sitting fees last drawn by him are disclosed
in the Corporate Governance Report, which forms part of the 67thAnnual Report.
(i) Mr. Parimal Merchant (DIN: 00201962)
Designation
and
Category
of
Director:
Non-Executive Director
Date of the frst appointment on the
Board:
February 7, 2013
Date of Birth:
September 27, 1960
Age:
64 years
Qualifcations,
Experience,
and
Expertise/Brief Resume or Profle:
Dr. Parimal Merchant is a distinguished academic and business advisor with over 46 years
of experience spanning Family Managed Business, Management Education, Law, and Capital
Markets. He currently serves as the Director of the Global Family Managed Business (GFMB)
program at S P Jain School of Global Management, having campuses in Dubai, Mumbai,
Singapore, and Sydney.
Dr. Merchant holds a Bachelor’s degree in Commerce and Law, completed his ICWA in 1982,
and earned his PhD from BITS Pilani in 2018, focusing on inducting next-generation members
into family businesses within the Indian SME context. His expertise encompasses governance
and leadership, risk management, and evaluating corporate strategy, fnance, legal and culture,
making him a sought-after authority in family business education.
Dr. Merchant has mentored over 6,000 students from business families. He has developed
innovative programs for successors, as well as unique initiatives for fathers and mothers in
business families. He also serves as an advisor to the Asian Institute of Family Managed
Business, promoting early engagement of youth in family enterprises.
Number of Meetings of the Board
attended during the fnancial year
2024-2025:
Three out of four
List of Directorship/Membership/
Chairmanship of Committees of
other Board as on date (excluding
Foreign Companies):
Directorship of other Board:
1.
Ashish Life Science Private Limited
2.
Sunjewels Private Limited
3.
Dalal and Broacha Stock Broking Private Limited
Directorship of other listed entities: None
Membership of Committees of other Board: None
Chairmanship of Committees of other Board: None
Shareholding in Hind Rectifers
Limited as on March 31, 2025:
Nil
Relationship with other Directors,
Managers and other Key Managerial
Personnel of the Company:
None
Terms and Conditions of
appointment/re-appointment
along with details of remuneration
sought to be paid and
remuneration last drawn by such
person:
As per the resolution at Item No. 3 of this Notice, Mr. Parimal Merchant’s offce as Director shall
be subject to retirement by rotation. He shall be entitled to receive remuneration in the form of
sitting fees, as approved by the Board, along with reimbursement of expenses incurred, if any,
for attending Board and Committee meetings. The sitting fees last drawn by him are disclosed
in the Corporate Governance Report, which forms part of the 67thAnnual Report.
Designation
and
Category
of
Director:
Non-Executive Director
Date of the frst appointment on the
Board:
February 7, 2013
Date of Birth: September 27, 1960
Age: 64 years
Qualifcations,
Experience,
and
Expertise/Brief Resume or Profle:
Dr. Parimal Merchant is a distinguished academic and business advisor with over 46 years
of experience spanning Family Managed Business, Management Education, Law, and Capital
Markets. He currently serves as the Director of the Global Family Managed Business (GFMB)
program at S P Jain School of Global Management, having campuses in Dubai, Mumbai,
Singapore, and Sydney.
Dr. Merchant holds a Bachelor’s degree in Commerce and Law, completed his ICWA in 1982,
and earned his PhD from BITS Pilani in 2018, focusing on inducting next-generation members
into family businesses within the Indian SME context. His expertise encompasses governance
and leadership, risk management, and evaluating corporate strategy, fnance, legal and culture,
making him a sought-after authority in family business education.
Dr. Merchant has mentored over 6,000 students from business families. He has developed
innovative programs for successors, as well as unique initiatives for fathers and mothers in
business families. He also serves as an advisor to the Asian Institute of Family Managed
Business, promoting early engagement of youth in family enterprises.
Number of Meetings of the Board
attended during the fnancial year
2024-2025:
Three out of four
List of Directorship/Membership/
Chairmanship of Committees of
other Board as on date (excluding
Foreign Companies):
Directorship of other Board:
1.
Ashish Life Science Private Limited
2.
Sunjewels Private Limited
3.
Dalal and Broacha Stock Broking Private Limited
Directorship of other listed entities: None
Membership of Committees of other Board: None
Chairmanship of Committees of other Board: None
Shareholding in Hind Rectifers
Limited as on March 31, 2025:
Nil
Relationship with other Directors,
Managers and other Key Managerial
Personnel of the Company:
None
Terms and Conditions of
appointment/re-appointment
along with details of remuneration
sought to be paid and
remuneration last drawn by such
person:
As per the resolution at Item No. 3 of this Notice, Mr. Parimal Merchant’s offce as Director shall
be subject to retirement by rotation. He shall be entitled to receive remuneration in the form of
sitting fees, as approved by the Board, along with reimbursement of expenses incurred, if any,
for attending Board and Committee meetings. The sitting fees last drawn by him are disclosed
in the Corporate Governance Report, which forms part of the 67thAnnual Report.

17

Justification for choosing the Not applicable appointee for appointment as Independent Director: Skills and capabilities required for Not applicable the role for which appointment is proposed and the manner in which the proposed appointee meets such requirements in the case of Independent Director List of listed entities from which the None director/proposed appointee has resigned in the last three years:

(ii) Mrs. Ashlesha Bodas (DIN: 00935512)

Designation
and
Category
of
Director:
Independent & Non-Executive Director





Date of the frst appointment on the
Board:
June 26, 2020
Date of Birth: April 21, 1988
Age: 37 years
Qualifcations,
Experience,
and
Expertise/Brief Resume or Profle:
Mrs. Ashlesha Bodas holds a Bachelor’s degree in Marketing Management and a Master’s in
Business Administration from Symbiosis College, Pune. She has also completed a Master’s
program in Family Managed Business from S. P. Jain Institute, Mumbai. Since 2017, she has
been associated with the Sharada Group as a Director and shareholder. She is responsible for
the overall strategy, management, and business development of the construction business,
overseeing offce administration, accounts, statutory and legal compliances, customer and
vendor management, as well as fundraising for ongoing and new projects to enhance cash
flow.
Number of Meetings of the Board
attended during the fnancial year
2024-2025:
One out of four
List of Directorship/Membership/
Chairmanship of Committees of
other Board as on date (excluding
Foreign Companies):
Directorship of other Board:
1.
Sharada Institute of Information Technology Private Limited
2.
Sharada Wind Power Private Limited
3.
Vivek Constructions Private Limited
4.
Sharada Ganesh Realtors Private Limited
5.
Sharada Erectors Private Limited
6.
Vivek Trading Private Limited
7.
Vishwakarma Developers and Consultants Private Limited
8.
Sharada Petroleum Private Limited
9.
Vivek Computers Private Limited
10. Sharada Data Systems Private Limited
11. Srujan Research and Planning Foundation
Directorship of other listed entities: Nil
Membership of Committees of other Board: Nil
Chairmanship of Committees of other Board: Nil
Shareholding in Hind Rectifers
Limited as on March 31, 2025:
Nil

18

Relationship with other Directors,
Managers and other Key Managerial
Personnel of the Company:
None







Terms and Conditions of
appointment/re-appointment
along with details of remuneration
sought to be paid and
remuneration last drawn by such
person:
As per the resolution at Item No. 5 of this Notice, Mrs. Ashlesha Bodas is proposed to be re-
appointed as an Independent Director for a second term of fve years, effective from June 26,
2025 to June 25, 2030. Her offce shall not be subject to retirement by rotation. She shall be
entitled to receive remuneration in the form of sitting fees, as approved by the Board, along
with reimbursement of expenses incurred for attending Board and Committee meetings, if
any. The sitting fees last drawn by her are disclosed in the Corporate Governance Report
forming part of the 67thAnnual Report.
Justifcation
for
choosing
the
appointee
for
appointment
as
Independent Director:
Mrs. Ashlesha Bodas has demonstrated leadership and made contribution as a Board Member,
particularly in the area of strategy management, risk management, business development,
statutory and legal compliances, governance, fundraising and project management. For more
details, please refer Item No. 5 of this Notice, read with the explanatory statement thereto.
Skills and capabilities required for
the role for which appointment is
proposed and the manner in which
the proposed appointee meets
such requirements in the case of
Independent Director:
As per the resolution at Item No. 5 of this Notice, read with the explanatory statement thereto.
List of listed entities from which the
director/proposed appointee has
resigned in the last three years:
None
(iii) Mr. Vandan Shah (DIN: 00759570)
Designation
and
Category
of
Director:
Independent & Non-Executive Director
Date of the frst appointment on the
Board:
January 15, 2017
Date of Birth:
June 23, 1962
Age:
61 years
Qualifcations,
Experience,
and
Expertise/Brief Resume or Profle:
Mr. Vandan Shah holds a Bachelor’s degree in Industrial Engineering (B.E.) from R.V. College
of Engineering, Bangalore. With 40 years of experience, he has worked with companies such
as LML-Piaggio, Sipra Engineers Private Limited, Veena Diecasters and Engineers Private
Limited, Rishi Lasers Limited, and Hercules Hoists Limited. He is currently the Chairman of
Sipra Engineers Private Limited, a leading manufacturer of automotive castings with two
plants in Satpur and Sinnar, Nashik. Under his leadership, Sipra Engineers has won 20 national
and regional awards.
Mr. Shah is actively involved in industry associations and is a member of CII, and has previously
served as Chairman of the Nashik Zonal Council of CII. He is also a member of the Rotary Club
of Bombay. He has been associated with the Company as a Non-Executive Director since
January 15, 2017, and was appointed as an Independent Director on February 10, 2021.
Number of Meetings of the Board
attended during the fnancial year
2024-2025:
Four out of four
(iii) Mr. Vandan Shah (DIN: 00759570)
Designation
and
Category
of
Director:
Independent & Non-Executive Director
Date of the frst appointment on the
Board:
January 15, 2017
Date of Birth:
June 23, 1962
Age:
61 years
Qualifcations,
Experience,
and
Expertise/Brief Resume or Profle:
Mr. Vandan Shah holds a Bachelor’s degree in Industrial Engineering (B.E.) from R.V. College
of Engineering, Bangalore. With 40 years of experience, he has worked with companies such
as LML-Piaggio, Sipra Engineers Private Limited, Veena Diecasters and Engineers Private
Limited, Rishi Lasers Limited, and Hercules Hoists Limited. He is currently the Chairman of
Sipra Engineers Private Limited, a leading manufacturer of automotive castings with two
plants in Satpur and Sinnar, Nashik. Under his leadership, Sipra Engineers has won 20 national
and regional awards.
Mr. Shah is actively involved in industry associations and is a member of CII, and has previously
served as Chairman of the Nashik Zonal Council of CII. He is also a member of the Rotary Club
of Bombay. He has been associated with the Company as a Non-Executive Director since
January 15, 2017, and was appointed as an Independent Director on February 10, 2021.
Number of Meetings of the Board
attended during the fnancial year
2024-2025:
Four out of four
Designation
and
Category
of
Director:
Independent & Non-Executive Director
Date of the frst appointment on the
Board:
January 15, 2017
Date of Birth: June 23, 1962
Age: 61 years
Qualifcations,
Experience,
and
Expertise/Brief Resume or Profle:
Mr. Vandan Shah holds a Bachelor’s degree in Industrial Engineering (B.E.) from R.V. College
of Engineering, Bangalore. With 40 years of experience, he has worked with companies such
as LML-Piaggio, Sipra Engineers Private Limited, Veena Diecasters and Engineers Private
Limited, Rishi Lasers Limited, and Hercules Hoists Limited. He is currently the Chairman of
Sipra Engineers Private Limited, a leading manufacturer of automotive castings with two
plants in Satpur and Sinnar, Nashik. Under his leadership, Sipra Engineers has won 20 national
and regional awards.
Mr. Shah is actively involved in industry associations and is a member of CII, and has previously
served as Chairman of the Nashik Zonal Council of CII. He is also a member of the Rotary Club
of Bombay. He has been associated with the Company as a Non-Executive Director since
January 15, 2017, and was appointed as an Independent Director on February 10, 2021.
Number of Meetings of the Board
attended during the fnancial year
2024-2025:
Four out of four

19

  • List of Directorship/Membership/ Directorship of other Board: Chairmanship of Committees of 1. Hercules Hoists Limited other Board as on date (excluding Foreign Companies): 2. Sipra Engineers Private Limited

  • Sipra Services and Investments Private Limited

Directorship of other listed entities:

  1. Hercules Hoists Limited

Membership of Committees of other Board:

In Hercules Hoists Limited

  1. Nomination and Remuneration Committee

  2. Audit Committee

  3. Stakeholders Relationship Committee

Chairmanship of Committees of other Board:

In Hercules Hoists Limited

List of Directorship/Membership/
Chairmanship of Committees of
other Board as on date (excluding
Foreign Companies):
Directorship of other Board:
1.
Hercules Hoists Limited
2.
Sipra Engineers Private Limited
3.
Sipra Services and Investments Private Limited
Directorship of other listed entities:
1.
Hercules Hoists Limited
Membership of Committees of other Board:
In Hercules Hoists Limited
1.
Nomination and Remuneration Committee
2.
Audit Committee
3.
Stakeholders Relationship Committee
Chairmanship of Committees of other Board:
In Hercules Hoists Limited
Directorship of other Board:
1.
Hercules Hoists Limited
2.
Sipra Engineers Private Limited
3.
Sipra Services and Investments Private Limited
Directorship of other listed entities:
1.
Hercules Hoists Limited
Membership of Committees of other Board:
In Hercules Hoists Limited
1.
Nomination and Remuneration Committee
2.
Audit Committee
3.
Stakeholders Relationship Committee
Chairmanship of Committees of other Board:
In Hercules Hoists Limited
1.
Nomination and Remuneration Committee
2.
Audit Committee












Shareholding in Hind Rectifers
Limited as on March 31, 2025:
50655 Equity Shares
Relationship with other Directors,
Managers and other Key Managerial
Personnel of the Company:
None
Terms and Conditions of
appointment/re-appointment
along with details of remuneration
sought to be paid and
remuneration last drawn by such
person:
As per the resolution at Item No. 6 of this Notice, Mr. Vandan Shah is proposed to be re-
appointed as an Independent Director for a second term of fve years, effective from February
10, 2026 to February 9, 2031. His offce shall not be subject to retirement by rotation. He shall
be entitled to receive remuneration in the form of sitting fees, as approved by the Board, along
with reimbursement of expenses incurred for attending Board and Committee meetings, if
any. The sitting fees last drawn by him are disclosed in the Corporate Governance Report
forming part of the 67thAnnual Report.
Justifcation
for
choosing
the
appointee
for
appointment
as
Independent Director:
Mr. Vandan Shah has demonstrated strong leadership and made valuable contributions
as a Board Member, particularly in strategic planning, risk management, exports, and
developing strategies to drive sales growth and enhance the Company’s reputation. He also
possesses extensive experience in business administration, fnancial management, corporate
governance, and leadership. He is the Chairman of the Audit Committee and Nomination and
Remuneration Committee of the Company. For further details, please refer to Item No. 6 of this
Notice, along with the explanatory statement thereto.
Skills and capabilities required for
the role for which appointment is
proposed and the manner in which
the proposed appointee meets
such requirements in the case of
Independent Director:
As per the resolution at Item No. 6 of this Notice, read with the explanatory statement thereto.
List of listed entities from which the
director/proposed appointee has
resigned in the last three years:
None

20

(iv) Mrs. Akshada Nevatia (DIN: 05357438)

Designation
and
Category
of
Director:
Whole-time Director designated as “Executive Director”










Date of the frst appointment on the
Board:
January 15, 2017
Date of Birth: August 21, 1987
Age: 37 years
Qualifcations,
Experience,
and
Expertise/Brief Resume or Profle:
Mrs. Akshada Nevatia holds a Master’s in Clinical Psychology from Fergusson College, Pune.
She has also completed a Diploma in Family Managed Business from S.P. Jain Institute,
Mumbai. She has approximately fve years of experience in the real estate industry with
Darode Jog Properties and later served as Management Corporate at Hind Rectifers Limited
from June 2015 to January 2017. She has been associated with Hind Rectifers Limited as
an Executive Director since January 15, 2017, and is part of the Promoter Group entity of the
Company.
With over ffteen years of experience as an entrepreneur, she possesses expertise in fnance,
accounting, banking, corporate management, corporate governance, strategic planning,
and risk management. She also has a deep understanding of the needs and perspectives of
various stakeholders, including customers, partners, employees, and regulatory bodies.
Number of Meetings of the Board
attended during the fnancial year
2024-2025:
Four out of four
List of Directorship/Membership/
Chairmanship of Committees of
other Board as on date (excluding
Foreign Companies):
Directorship of other Board:
1.
Elventive Tech Private Limited
2.
Coincade Studios Private Limited
Directorship of other listed entities: None
Membership of Committees of other Board: None
Chairmanship of Committees of other Board: None
Shareholding in Hind Rectifers
Limited as on March 31, 2025:
5850 Equity Shares
Relationship with other Directors,
Managers and other Key Managerial
Personnel of the Company:
Mr. Suramya Nevatia and Mrs. Akshada Nevatia are related to each other.
Terms and Conditions of
appointment/re-appointment
along with details of remuneration
sought to be paid and
remuneration last drawn by such
person:
The remuneration paid to Mrs. Akshada Nevatia is disclosed in the Corporate Governance
Report, which forms part of the 67thAnnual Report. Her offce as Director shall be subject to
retirement by rotation. She shall be entitled to receive remuneration as specifed in Item No. 7
of this Notice, read together with the accompanying explanatory statement.
Justifcation
for
choosing
the
appointee
for
appointment
as
Independent Director:
Not applicable
Skills and capabilities required for
the role for which appointment is
proposed and the manner in which
the proposed appointee meets
such requirements in the case of
Independent Director:
Not applicable
List of listed entities from which the
director/proposed appointee has
resigned in the last three years:
None

21

(v) Mr. Suramya Nevatia (DIN: 06703910)

Designation
and
Category
of
Director:
Chairman & Managing Director (Chief Executive Offcer - Key Managerial Personnel)
























Date of the frst appointment on the
Board:
August 17, 2020
Date of Birth: January 26, 1989
Age: 37 years
Qualifcations,
Experience,
and
Expertise/Brief Resume or Profle:
Mr. Suramya Nevatia graduated from H.R. College of Commerce & Economics, Mumbai in
2009, and obtained an M.Sc. in Marketing Management from Aston University, Birmingham,
U.K., in 2010 with First Class Merit. He also completed a Post Graduate Diploma in Family
Managed Business from S.P. Jain Institute of Management and Research, Mumbai. He joined
the Company in 2011 and was appointed as Chief Executive Offcer with effect from June 1,
2016. He was designated as a Key Managerial Personnel (KMP) with effect from June 1, 2018.
Mr. Suramya Nevatia was appointed as Joint Managing Director & CEO (KMP) of the Company
with effect from August 17, 2020, for a period of three years. Subsequently, based on the
recommendation of the Nomination and Remuneration Committee, the Board, at its meeting
held on November 11, 2020, approved the change in his designation from ‘Joint Managing
Director & CEO (KMP)’ to ‘Managing Director & CEO (KMP)’ for the remainder of his tenure,
i.e., up to August 16, 2023. The members, at the 65thAnnual General Meeting, re-appointed
Mr. Nevatia as Managing Director & CEO (KMP) with effect from August 17, 2023, for a further
period of three years. He has also been appointed as the Chairman of the Company with effect
from August 14, 2024.
Mr. Suramya Nevatia has extensive experience and expertise in Production, Operations and
Management, Strategic Development and Implementation, Performance Review, Marketing
Management, Planning, Risk Management, Governance, and Leadership. He possesses in-
depth knowledge of the Company’s core business, namely Electronic and Electro-Mechanical
Equipment. He is actively involved in and oversees all aspects of the Company’s operations
and management. His responsibilities include envisioning the Company’s growth strategy
and ensuring the effective execution of overall business operations. With over a decade of
experience in the manufacturing industry, he has a strong track record of driving business
turnarounds and successfully managing multiple operational and strategic roles.
Number of Meetings of the Board
attended during the fnancial year
2024-2025:
Four out of four
List of Directorship/Membership/
Chairmanship of Committees of
other Board as on date (excluding
Foreign Companies):
Directorship of other Board:
1.
Elventive Tech Private Limited
2.
Coincade Studios Private Limited
Directorship of other listed entities: Nil
Membership of Committees of other Board: Nil
Chairmanship of Committees of other Board: Nil
Shareholding in Hind Rectifers
Limited as on date:
2574768 Equity Shares
Relationship with other Directors,
Managers and other Key Managerial
Personnel of the Company:
Mr. Suramya Nevatia and Mrs. Akshada Nevatia are related to each other.
Terms and Conditions of
appointment/re-appointment
along with details of remuneration
sought to be paid and
remuneration last drawn by such
person:
The terms and conditions of appointment/re-appointment, along with details of the
remuneration proposed to be paid and the remuneration last drawn, are provided in the notice
of the 65thAnnual General Meeting, Item No. 7 of this Notice read with Annexture A & B, the
Corporate Governance Report forming part of the 67thAnnual Report, and the notice of Postal
Ballot No. 02/2024-25 dated January 31, 2025. Mr. Suramya Nevatia’s offce as Director shall
not be subject to retirement by rotation.

22

Justification for choosing the Not applicable appointee for appointment as Independent Director: Skills and capabilities required for Not applicable the role for which appointment is proposed and the manner in which the proposed appointee meets such requirements in the case of Independent Director: List of listed entities from which the Not applicable new director/ proposed appointee has resigned in the last three years:

23

ANNEXURE B

Disclosure as required under Section II of Part II of Schedule V to the Companies Act, 2013

General Information:

  • (i) Nature of Industry: The Company is engaged in design, manufacturing, and marketing of electronic, electrical, electromechanical equipment such as transformers, converters, rectifiers, motors, panels, HVAC, power supplies, & battery chargers, for railway and general industries like power-plant, steel, cement, etc.

  • (ii) Date or expected date of commencement of commercial production: The Company was incorporate in year 1958 and already commenced its business activities.

  • (iii) In case of new companies, expected date of commencement of activities as per project approved by financial institution appearing in the prospectus: Not Applicable.

  • (iv) Financial performance based on given indicators:

Date or expected date of commencement of commercial production: The Company was incorporate in year 1958 and already
commenced its business activities.
In case of new companies, expected date of commencement of activities as per project approved by fnancial institution
appearing in the prospectus: Not Applicable.
Financial performance based on given indicators:
Date or expected date of commencement of commercial production: The Company was incorporate in year 1958 and already
commenced its business activities.
In case of new companies, expected date of commencement of activities as per project approved by fnancial institution
appearing in the prospectus: Not Applicable.
Financial performance based on given indicators:
Date or expected date of commencement of commercial production: The Company was incorporate in year 1958 and already
commenced its business activities.
In case of new companies, expected date of commencement of activities as per project approved by fnancial institution
appearing in the prospectus: Not Applicable.
Financial performance based on given indicators:
(`in crore)
Particulars 2024-2025 2023-2024
Total Income 656.85 518.16
Depreciation 8.49 7.45
Tax expense 13.00 5.18
Total Expenses 606.74 493.48
Net Proft/(Loss) 37.11 12.55
Paid-upCapital 3.43 3.43
Reserves & Surplus 156.44 121.10
  • (v) Foreign investments or collaborations, if any: For details in relation to foreign investment in the Company, refer to the shareholding pattern of the Company available on the website of the Company and that of the Stock Exchanges on which the shares of the Company are listed.

Information about the Appointee:

(i) Background details:

Mrs. Akshada Nevatia (DIN:05357438) aged 37 years, Mr. Suramya Nevatia (DIN: 06703910) aged 37 years, holds a Master’s in Clinical Psychology from Fergusson graduated from H.R. College of Commerce & Economics, College, Pune. She has also completed a Diploma in Family Mumbai in 2009, and obtained an M.Sc. in Marketing Managed Business from S.P. Jain Institute, Mumbai. She Management from Aston University, Birmingham, U.K., has approximately five years of experience in the real estate in 2010 with First Class Merit. He also completed a Post industry with Darode Jog Properties and later served as Graduate Diploma in Family Managed Business from S.P. Management Corporate at Hind Rectifiers Limited from Jain Institute of Management and Research, Mumbai. He June 2015 to January 2017. She has been associated joined the Company in 2011 and was appointed as Chief with Hind Rectifiers Limited as an Executive Director since Executive Officer with effect from June 1, 2016. He was January 15, 2017, and is part of the Promoter Group entity designated as a Key Managerial Personnel (KMP) with of the Company. effect from June 1, 2018.

With over fifteen years of experience as an entrepreneur, Mr. Suramya Nevatia was appointed as Joint Managing she possesses expertise in finance, accounting, banking, Director & CEO (KMP) of the Company with effect from corporate management, corporate governance, strategic August 17, 2020, for a period of three years. Subsequently, planning, and risk management. She also has a deep based on the recommendation of the Nomination and understanding of the needs and perspectives of various Remuneration Committee, the Board, at its meeting held on stakeholders, including customers, partners, employees, November 11, 2020, approved the change in his designation and regulatory bodies from ‘Joint Managing Director & CEO (KMP)’ to ‘Managing Director & CEO (KMP)’ for the remainder of his tenure, i.e., up to August 16, 2023. The members, at the 65[th] Annual General Meeting, re-appointed Mr. Nevatia as Managing Director & CEO (KMP) with effect from August 17, 2023, for a further period of three years. He has also been appointed as the Chairman of the Company with effect from August 14, 2024.

24

Mr. Suramya Nevatia has extensive experience and expertise in Production, Operations and Management, Strategic Development and Implementation, Performance Review, Marketing Management, Planning, Risk Management, Governance, and Leadership. He possesses in-depth knowledge of the Company’s core business, namely Electronic and Electro-Mechanical Equipment. He is actively involved in and oversees all aspects of the Company’s operations and management. His responsibilities include envisioning the Company’s growth strategy and ensuring the effective execution of overall business operations. With over a decade of experience in the manufacturing industry, he has a strong track record of driving business turnarounds and successfully managing multiple operational and strategic roles.

  • (ii) Past Remuneration: Mrs. Akshada Nevatia is the Executive Director of the Company and her past remuneration for the last three years is as under.

|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|
|---|---|---|---|
|Particular|2022-2023|2023-2024|2024-2025|
|Remuneration|46.21|46.21|210.57|

Past Remuneration: Mr. Suramya Nevatia is the Chairman & Managing Director (CEO-KMP) of the Company and his past remuneration for the last three years is as under.

past remuneration for the last three years is as under. past remuneration for the last three years is as under. past remuneration for the last three years is as under. past remuneration for the last three years is as under.
(`in lakhs)
Particular 2022-2023^ 2023-2024 2024-2025
Remuneration 1138.11 174.78 363.64

^The remuneration of Mr. Suramya Nevatia includes 5,50,000 equity shares allotted as sweat equity shares during the financial year 2022-2023 in pursuant to the approval of the shareholders of the Company obtained through the postal ballot dated January 1, 2023. For details, refer note no. 69 to the Audited Annual Financial Statement 2022-2023.

(iii) Recognition or Awards:

Mrs. Akshada Nevatia is successfully looking after and Under the leadership of Mr. Suramya Nevatia the expansion is involved in all the financial, strategy planning, risk plan of the Company was completed in the financial year management and governance matters of the Company. 2017-2018 and set up a new plant at Sinnar, Nashik in the financial year 2022-2023.

(iv) Job Profile and suitability:

Mrs. Akshada Nevatia is successfully looking after and Mr. Suramya Nevatia is successfully looking after and is involved in all the financial, strategy planning, risk involving in Operation and Management, Strategic management and governance matters of the Company. Development, and Implementation Management, She is the Promoter Group entity of the Company. Performance Review and Marketing Management, Planning and Risk Management. His function includes envisioning the Company’s growth strategy and is responsible for the overall operations of the Company. He is the Promoter of the Company.

  • (v) Proposed Remuneration: The details of remuneration of Mrs. Akshada Nevatia as set out in item no. 7 respectively of the said resolution above.

There is no change in the remuneration of Mr. Suramya Nevatia, Chairman & Managing Director (CEO-KMP) as approved by the members of the Compony by way of postal ballot on March 29, 2025 (Refer Notice no. 02/2024-25 dated January 31, 2025). This is recommended by the Nomination and Remuneration Committee and approved by the Board and Members of the Company. This remuneration is up to a ceiling of rupees five crore in any financial year.

25

The details are as under:

  • I. Fixed Remuneration: The fixed remuneration payable to Mr. Suramya Nevatia shall be as follows, with an annual increment of ten percent in each financial year:

  • Basic Salary – ` 3,85,000 per month

  • Benefits, Perquisites, and Allowances:

  • a) House Rent Allowance of ` 2,31,000 per month.

  • b) Special Allowance of ` 2,03,150 per month.

  • c) Company’s contribution to the Provident Fund.

  • d) Mediclaim policy and/or reimbursement of medical expenses, including hospitalization, nursing home, and surgical charges for self and family, whether incurred in India or abroad, as per the Company’s policy.

  • e) Reimbursement of actual travel expenses for leave travel from Mumbai to any place, subject to a ceiling of one month’s basic salary.

  • f) Gratuity payable at the rate of half a month’s salary for each completed year of service.

  • g) Chauffeur-driven Company’s car.

  • II. Performance-Linked Incentive-Based Remuneration

The performance-linked incentive-based remuneration payable to Mr. Suramya Nevatia shall be calculated at the rate of five percent on profit before tax for each financial year, including the financial year 2024-2025.

Minimum remuneration: In the event of inadequacy of profits or loss calculated as per Section 198 of the Companies Act, 2013 in any financial year, Mr. Suramya Nevatia is entitled to a minimum remuneration comprising salary, perquisites, incentives and all other benefits as detailed above subject to such revisions as may be approved by the Board from time to time for the financial year 2024-2025 and till the remaining tenure of his term i.e. up to August 16, 2026.

  • (vi) Comparative remuneration profile with respect to industry, size of the Company, profile of the position and person (in case of expatriates the relevant details would be with respect to the country of his origin): Comparative Remuneration with respect to industry, size of the Company, etc. is not possible to be complied as it is difficult to call and compile information from such industries. In this regard, the Board is of the opinion that the proposed remunerations are not detrimental to the interest of either the Company or its other stakeholders.

  • (vii) Pecuniary Relationship directly or indirectly with the Company or relationship with managerial personnel, if any:

Apart from receiving Managerial Remuneration, Mrs. Apart from receiving Managerial Remuneration, Mr. Akshada Nevatia (Promoter Group entity) does not have Suramya Nevatia (Promoter) does not have any other any other pecuniary relationship with the Company except pecuniary relationship with the Company except to the to the extent of her shareholding in the Company. extent of his shareholding in the Company.

Mr. Suramya Nevatia (spouse of Mrs. Akshada Nevatia) Mrs. Akshada Nevatia (spouse of Mr. Suramya Nevatia) Chairman & Managing Director (CEO-KMP) is holding Executive Director is holding 5850 number of equity shares 2574768 number of equity shares of the Company as on of the Company as on date. date.

Other Information:

Reason for loss or inadequate profits and steps taken or proposed to be taken for improvement: Not applicable.

In view of the significant contribution of Mrs. Akshada Nevatia to the growth of the Company, and taking into account various factors including her skills and expertise, the Board of Directors, on the recommendation of the Nomination and Remuneration Committee, subject to the approval of members, approved her re-appointment along with remuneration comprising fixed and performance-based components. The Nomination and Remuneration Committee and the Board approved her re-appointment and remuneration for a period of three years, with effect from January 15, 2026, upon the completion of her present term, at their respective meetings held on May 5, 2025.

Expected Increase in productivity and profits in measurable terms: The Company is actively implementing the theory of constraints to boost productivity and set up with modern machines to reduce production time and focusing on value engineering to reduce design cost, increasing in the number of orders of new products and selling them at a price which will create a growth and profit enhancement.

26

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2024-25

hirect.com

Across the Pages

CORPORATE OVERVIEW

STATUTORY REPORTS

FINANCIAL STATEMENTS

INVESTOR INFORMATION

==> picture [126 x 66] intentionally omitted <==

An electronic version of this report is available online at:

==> picture [91 x 36] intentionally omitted <==

67[th] Annual Report 2024-25

Financial Statements

Corporate Overview

Statutory Reports

From Resolve to Rise

Every transformation begins with a moment of resolve — an inflection point where intent meets action.

For Hind Rectifiers, that moment lies in the rearview. What now unfolds is the rise of a redefined organization, purpose-built for relevance, resilience, and leadership in a fast-evolving industrial landscape.

Years of deliberate change have recast the Company’s trajectory. From powering legacy systems to pioneering integrated solutions, from overcoming external shocks to building internal strength, we have steadily shifted gears—quietly, confidently, and decisively. The signs are unmistakable: sharper focus, cleaner execution, bolder innovation. The Company’s expanded manufacturing capabilities strengthened backward integration, and a dedicated technology division championing digital adoption collectively position it not only to adapt to change but to lead it. Every step taken to redefine the organization’s core is now compounding, propelling a purposeful journey powered by clear intent and sustained by meaningful progress.

In many ways, this year reflects a quiet but powerful shift—from responding to disruptions to creating disruptions of our own. The decisive move towards backward integration, the transition to highvalue systems, and a growing order book signal not just recovery, but a company in controlled ascent. Strategic expansions into defence, global rail markets, and digital technologies underscore the Company’s ambition, while strong internal efficiencies and prudent capital deployment reassure its stakeholders of stability and discipline.

The headwinds of the past have shaped the Company’s character. Today, with deepened capabilities and renewed conviction, Hind Rectifiers is not just turning a page—it is writing a new chapter.

hirect.com

3

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Leader in Design & Development of Electrical & Electronic Equipment

For over six decades, Hind Rectifiers Limited (‘Hirect’ or ‘The Company’) has played a pivotal role in India’s power conversion and railway electrification landscape. From being a semiconductor manufacturer in the early days, Hirect has evolved into a systems and solutions provider for Railway and Industrial sectors.

Established in 1958 in collaboration with Westinghouse Brake & Signal Co. Ltd., UK, Hirect initially focused on manufacturing rectifiers and related apparatus and small semiconductors. Today, the Company is at the forefront of India’s rail electrification and modernization journey, designing and delivering mission-critical.

R&D Excellence

Manufacturing Strength

67[th] Annual Report 2024-25

Financial Statements

Corporate Overview

Statutory Reports

67

Years of Excellence

539* Permanent Employees

8 Global Accreditations

500 +

Marquee Clients

2

Strategic Direction

R&D Centers

2 Manufacturing Plants

6 Offices

30+

Exports

hirect.com

Forging a Legacy, Shaping Tomorrow

Incorporated as a Private
Limited company by
acquiring the rectifier
business from Kaycee
Industries Ltd.
Began operations at a
20,000 Sq. Mts. facility
in Bhandup, Mumbai
Entered a technical
collaboration with
Westinghouse Brake &
Signal Co. Ltd. (UK)
Became India’s first
manufacturer of
semiconductors
1958-69
Diversified into battery
chargers and high-
voltage, high-current
rectifiers for industrial &
railway applications
Introduced Traction
Rectifiers for
locomotives, passenger
and maintenance rail
vehicles
1970-79
Continued expanding
product lines across
industrial and railway
sectors
Strengthened technical
capabilities and market
presence
1980-89
IGBT based
Underslung Inverter
introduced for railway
application
Amalgamated its
sister company in
Satpur (Nashik) with
Hind Rectifiers Ltd.
in 1995, enhancing
manufacturing capacity
1990-99

67[th] Annual Report 2024-25

6

Statutory Reports Financial Statements

Corporate Overview

Hind Rectifiers’ journey is one of resilience, innovation, and continuous evolution. The Company has consistently adapted to industry advancements while staying true to its commitment to excellence. Decades of

expertise, strategic growth, and technological progress have shaped its legacy, paving the way for a future driven by innovation and reliability.

Celebrated Golden
Jubilee, marking 50
years of operations
Commissioned
a manufacturing
facility in Dehradun
for railway power
equipment
Upgraded
manufacturing
technologies, focusing
on power electronic
devices for industrial
and commercial
applications
2000-09
Expanded
operations with
new manufacturing
infrastructure at Satpur,
Nashik
Launched advanced
electronic solutions
including high-
frequency rectifiers
and UPS systems
2010-19
Opened a branch
office in Sweden
to strengthen
international sales
Acquired a 26,930
Sq. Mts. plot in Sinnar,
Nashik, from MIDC
Commissioned
a state-of-the-art
manufacturing
facility in Sinnar to
support demand and
innovation
2020-22
Strengthened pan-
India sales and service
presence with offices in
Mumbai, Delhi, Kolkata,
Chennai, and R&D
Centers at Mumbai and
Hyderabad
Introduced new
products and business
like HVAC, and
Defence
Approved the formation
of a subsidiary focused
on IT, AI, Web3, and
software-based solutions
Extended international
footprint with offices in
Sweden and the UAE
2022-25

hirect.com

7

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Delivering Progress with Precision-Engineered Solutions

At Hirect, a diverse and robust product portfolio reflects its commitment to delivering high quality products across industries. With a strong foundation in engineering excellence, the Company seamlessly integrates innovation with industryspecific needs, ensuring reliability and efficiency in every product. Hirect’s solutions are designed to empower businesses, enhance operational performance and drive sustainable growth by prioritizing quality and customer-centricity.

Hirect boasts significant manufacturing prowess, including:

+ 22,000 ESP Transformers & Rectifiers

+ 2,200

Locomotives & Coach Transformers

+ 2,500 Coach Underslung Inverters

+ 3,000 AUX Converters

+ 2,700 Regulated Battery Chargers

+ 13,500

Locomotive Panels

67[th] Annual Report 2024-25

Financial Statements

Corporate Overview

Statutory Reports

Powering Progress Across Key Industries

hirect.com

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Expanding Reach, Elevating Impact

Hind Rectifiers has steadily built a strong operational base, supported by strategically positioned manufacturing facilities that enhance responsiveness, quality, and productivity. These centers serve as enablers for delivering best-in-class solutions across vital sectors. As the Company scales its operations, it continues to broaden its presence while contributing meaningfully to advancements in rail electrification and industrial power systems.

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67[th] Annual Report 2024-25

10

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----- Start of picture text -----

Corporate Overview Statutory Reports Financial Statements
2 4
Plants Offices
2 2
R & D Centers International Offices
in Sweden & UAE
New Delhi
Kolkata
Sinnar
Satpur
Mumbai
(Registered Office)
Hyderabad
R&D Centers
Manufacturing Plants Offices
Chennai
Disclaimer: This map is a generalised illustration only for the ease of
the reader to understand the locations, and it is not intended to be
used for reference purposes. The representation of political
boundaries and the names of geographical features/states do not
necessarily reflect the actual position. The Company or any of its
Directors, officers or employees cannot be held responsible for any
misuse or misinterpretation of any information or design thereof. The
Company does not warrant or represent any kind of connection with
its accuracy or completeness.
hirect.com
11
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Performance Rising , Future-Ready Growth

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----- Start of picture text -----

Net Worth (in lakhs)<br>2020-2021 2021-2022 2022-2023 2023-2024 2024-2025<br>Share Capital Reserve Net Worth<br>Sales ( in lakhs) Profit after Tax (` in lakhs)
30,509.71 37,210.06 35,909.94 51,755.25 65,536.74 533.14 779.85 1,251.03 3,711.25
(636.29)
2020-2021 2021-2022 2022-2023 2023-2024 2024-2025 2020-2021 2021-2022 2022-2023 2023-2024 2024-2025
331.27 9,645.85 9,977.12 331.27 10,412.68 10,743.95 342.48 10,828.96 11,171.44 342.76 12,110.19 12,452.95 343.25 15,643.77 15,987.02
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Percentage of Rupee Spent During 2024-2025

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Raw Material Cost 72.82%
Employee’s cost 9.63%
Other Expenses 6.62%
Finance Costs 2.01%
Depreciation 1.29%
Profit Before
Exceptional Items and Tax 7.63%

67[th] Annual Report 2024-25

12

Financial Statements

Corporate Overview

Statutory Reports

HIGHLIGHTS

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2024-2025 2023-2024 2022-2023 2021-2022 2020-2021
INCOME:
1 Net Operational Income (in lakhs) 65,536.74 51,755.25 35,909.94 37,210.06 30,509.71<br>2 Profit before Finance Cost, ( in lakhs) 7,179.13 4,485.37 1,535.12 2,253.45 1,990.31
Depreciation & Tax
3 Finance Cost (in lakhs) 1,319.16 1,272.63 812.96 688.13 871.54<br>4 Depreciation ( in lakhs) 848.70 744.62 513.89 449.12 382.50
5 Profit after Finance Cost & (in lakhs) 5,011.27 2,468.12 208.27 1,116.20 736.27<br>Depreciation but before Tax<br>6 Exceptional Items ( in lakhs) – (699.22) (1,076.63) – –
7 Profit after Tax (in lakhs) 3,711.25 1,251.03 (636.29) 779.85 533.14<br>EQUITY SHARE DATA:<br>8 Sales & other Income per () 383 302 210 225 184
equity Share
9 Earnings per share before
exceptional item
- Basic () 21.64 11.39 2.66 4.71 3.22<br>- Diluted () 21.60 11.35 2.64 4.68 3.22
10 Earnings per share after
exceptional item
- Basic () 21.64 7.30 (3.84) 4.71 3.22<br>- Diluted () 21.60 7.28 (3.84) 4.68 3.22
11 Book value of equity share () 93.15 72.66 65.24 64.86 60.23<br>12 Net Worth ( in lakhs) 15,987.02 12,452.95 11,171.44 10,743.95 9,977.12
13 Market Price :
a) High () 1,591.00 824.00 268.80 288.00 180.20<br>b) Low () 570.05 193.05 152.90 118.00 108.50
14 Dividend (%) 100 60 – 20 20
RATIO:
15 PBT/ Net Operational Income (%) 7.65 4.77 0.58 3.00 2.41
16 Profit after Tax / Networth (%) 23.21 10.05 (5.70) 7.26 5.34
17 Total Liabilities / Total Assets Times 0.62 0.62 0.62 0.56 0.59
18 Total Debt / Equity Times 1.03 1.08 0.94 0.70 0.84
19 Total Outside Liability / Total Times 1.61 1.66 1.62 1.29 1.42
net worth
20 Current Ratio Times 1.21 1.21 1.23 1.46 1.40
21 PBDIT / Finance Costs Times 5.44 3.52 1.89 3.27 2.28
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Chairman’s Statement

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Dear Stakeholders,

There are years that mark change, and then there are years that spark transformation. 2024–2025 was one such year for Hind Rectifiers Ltd (Hirect). This was not just a continuation of our growth, it was a definitive leap into a future defined by scale, strength, and purpose.

As I reflect on this pivotal year, I do so with immense gratitude, for the trust you’ve placed in us and for the collective effort of every individual who contributed to this journey.

A Sector on the Move, and So Are We

India’s rail infrastructure is rapidly evolving. The Union Budget 2025– 2026 allocated 2.65 lakh crore for the railways, including57,693 crore for rolling stock and `6,150 crore for electrification. These investments are creating significant demand for efficient, high-quality components and we are well positioned to meet it. India produced 1,400 locomotives this year, surpassing the combined output of the US and Europe. This underscores the opportunity and the responsibility

for suppliers like us. From Traction Transformers & Motors to Propulsion Systems and Control Systems, our products power the systems that move India.

Engineering for India and the World

This year, we crossed a major milestone by commissioning our first globally compliant rail product, now being exported to Germany and the United States. The successful integration test of our indigenous Propulsion System for Indian Railways, now in

field trials, highlights our engineering depth and market readiness. We also earned ‘approved source’ status for Traction Motors and commissioned HVAC systems for LHB coaches. Our latest battery charger for semi-highspeed trains is another example of R&D translating into real-world deployment.

A Strong Year Financially

Our revenue rose by 27% to 656.8 crore from518.2 crore in 2023-2024, driven by broad-based demand across railway, power, and industrial segments. EBITDA improved to `71.8 crore, and

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Financial Statements

Corporate Overview

Statutory Reports

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Your Company is steadily progressing from being a component supplier to becoming a comprehensive provider of power electronic systems for locomotives and other rail mobility platforms. Our aim is to deliver a full suite of critical systems which will significantly enhance our share of wallet per locomotive. This evolution positions us to capture greater value, improve margins, and deepen customer partnerships.

margins expanded to 10.9% from 8.7%, reflecting improved cost control and higher-value contracts.

Profit after tax grew more than three times to `37.1 crore, with a net margin of 5.7%. Return on Equity improved to 26.2%, and Return on Capital Employed rose to 25.6%, showing robust capital efficiency and strong business fundamentals.

Our order book reached an all-time high of 893 crore as of March 2025, up from534 crore last year and 307 crore the year before. This includes a landmark200 crore order and additional contracts worth over `170 crore. It reflects both increased customer confidence and sharper alignment with future-ready opportunities.

Backed by R&D and Integration

Our R&D centers in Mumbai & Hyderabad are currently developing 42 products across propulsion, control, charging, and clean energy systems. R&D is no longer a support function but a business driver that is shaping our

future. Among our key breakthroughs this year:

  • An indigenously developed Propulsion System has been commissioned and is undergoing field trials

  • Development of our first rail product conforming to global standards for exports to Germany and the USA

  • Design and commissioning of HVAC systems for LHB passenger coaches

  • Development of new products for semi high-speed trains like Pantry Systems, Underslung Battery Chargers, Single Phase Inverters

  • Strategic upgrades to existing products—including Hotel Load Converters, Auxiliary Converters, and Propulsion Systems—to improve cost efficiency, localization, and quality

Alongside, we have continued to invest in backward integration. These efforts are improving quality control, reducing third-party dependencies, and shortening lead times.

Your Company is steadily progressing from being a component supplier to becoming a comprehensive provider of power electronic systems for locomotives and other rail mobility platforms. Our aim is to deliver a full suite of critical systems which will significantly enhance our share of wallet per locomotive. This evolution positions us to capture greater value, improve margins, and deepen customer partnerships.

In Gratitude

The year 2024-2025 was not just a financial milestone but a turning point in our journey. I extend my heartfelt gratitude to our employees, customers, shareholders, and partners. Your continued support powers our momentum and anchors our ambition.

Together, we are shaping the next phase of India’s industrial and mobility future.

Warm regards,

Suramya Nevatia

Chairman, Managing Director & CEO

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Advancing Technology Through Research & Development

Hind Rectifiers’ R&D centers focus on designing and developing new products that enhance power electronics and operational efficiency. The facility is equipped with advanced technologies, automated testing systems, and operates under the Theory of Constraints methodology to ensure precision, speed, and streamlined operations. The Company develops advanced propulsion systems and sustainable engineering solutions, strengthening its product portfolio across railway and industrial segments.

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Railway Propulsion and Traction Solutions

Hind Rectifiers is enhancing its product portfolio with highpower traction solutions for locomotives and EMUs. These cutting-edge developments improve performance, reliability, and energy efficiency, reinforcing its position as a leader in railway and transportation technology.

Market-Driven Development Approach

By aligning R&D efforts with industry needs, Hind Rectifiers accelerates time-to-market while optimizing costs. A responsive development strategy ensures adaptability, precision, and sustained growth.

Collaborative Innovation Through Partnerships

Strategic alliances with industry leaders and research institutions drive technological progress while mitigating development risks. These partnerships expand expertise in power electronics, signaling, and automation, fostering cutting-edge advancements.

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Statutory Reports Financial Statements

Corporate Overview

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Sustainability-Focused Engineering

With a commitment to energyefficient and environmentally responsible product development, Hind Rectifiers is creating solutions that align with global sustainability goals. This approach opens doors to new markets and caters to the increasing demand for ecoconscious technologies.

Continuous Improvement & Product Evolution

By integrating real-world insights into its development cycle, the Company ensures continuous enhancements in performance, durability, and operational efficiency. A focus on iterative refinement leads to better customer satisfaction and long-term reliability.

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Strategic Roadmap: Paving the Way Forward

As industries evolve and global demand shifts, Hind Rectifiers is reinforcing its strategy to stay ahead of the curve. With a balanced approach that integrates optimized operational functioning, cutting-edge technology, and market expansion, the Company is well-positioned to capitalize on emerging opportunities while strengthening its core competencies.

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Strengthening Manufacturing Capacity

Hirect is expanding its state-of-the-art manufacturing facility at Sinnar and Satpur, Maharashtra, to accommodate new product lines, ensuring increased production capacity and operational efficiency. By optimizing available space and leveraging automation, the Company aims to enhance throughput and meet growing industry demands. A key focus area is backward integration, which will streamline supply chain processes, improve cost efficiency, and maintain stringent quality control, enabling Hirect to deliver superior products with greater reliability.

Product Innovation and Development

With a strong commitment to technological progress, Hirect is making significant investments in developing new propulsion systems and related technologies designed to meet the evolving demands of the railway sector. By integrating modern engineering solutions and enhancing R&D capabilities, the Company aims to push the boundaries of power electronics, ensuring its products remain at the forefront of efficiency, performance, and sustainability.

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A network of more than 500 Clients; Exports to more than 30 Countries.

Hirect continues to strengthen its partnerships with Indian Railways while expanding collaborations with private rolling stock manufacturers, reinforcing its stronghold in the transportation sector. The Company is also focusing on geographical diversification, targeting new markets in Europe and South America through strategic marketing efforts and business development initiatives. This expansion will not only diversify revenue streams but also establish Hirect as a global player in power electronics.

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Focus on Overall Growth & Margins

Leveraging India’s ongoing infrastructure development and efforts to modernize its industrial sector, Hirect is aligning its expansion strategy with the country’s broader economic growth objectives. By tapping into government-led infrastructure projects and industrial sector upgrades, the Company is positioning itself for accelerated growth. A strong focus on strengthening upstream operations will further enhance cost efficiency, streamline production processes, and improve overall profitability, ensuring sustained success in a competitive market.

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Strengthening Capabilities, Expanding Horizons

Hind Rectifiers is well-positioned to capitalize on industry momentum, technological progress, and market diversification to achieve sustained growth. Building on its strong manufacturing base, comprehensive operational expertise, and innovative capacity, the Company is steadily expanding its presence in both domestic and international markets while continuously enhancing its end-to-end capabilities across production, R&D, and service delivery.

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Favourable Industry Tailwinds

The Indian railway and metro sectors are benefiting from robust capital investments, with an annual Capex of approximately USD 35 billion and a projected growth rate exceeding 8% year-on-year. The Union Budget 2025–26 further supports this momentum through increased allocations for rail infrastructure and the introduction of new train projects aimed at enhancing connectivity and passenger experience. Additionally, the Government of India’s emphasis on expanding domestic manufacturing in electronics and electrical products opens significant opportunities. With its expertise in power electronics, Hind Rectifiers is strategically positioned to capitalize on this promising growth trajectory.

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Strong Capabilities for Order Book Execution

Hind Rectifiers’ state-of-the-art manufacturing facilities ensure precise, scalable, and timely execution of diverse orders across the railway and industrial sectors. Decades of expertise in electrical and electronic equipment enable the Company to deliver high-quality, customized solutions tailored to client needs, reinforcing its position as a reliable industry partner.

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Financial Statements

Corporate Overview Statutory Reports

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Catering to New Industries and Markets through Diversification

Expanding into new markets remains a key focus, with the Company establishing global offices and strengthening its sales network to tap into export opportunities. Additionally, Hind Rectifiers’ HVAC systems, applicable across railways, metro networks, construction, and commercial vehicles, enable diversification into broader industry segments, further enhancing its growth potential.

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Quality In-House R&D Team

A dynamic team of over 112 engineers, specializing in electrical, electronics, controls, mechanical, and software engineering, forms the backbone of Hind Rectifiers’ research and development efforts. The Company’s strong product lifecycle management from initial simulation to optimized maintenance, ensures continuous innovation and technological advancement.

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Advancing with a Stellar Marquee Clientele

Built on a foundation of trust, expertise, and reliability, Hirect has forged long-standing relationships with industry leaders across diverse sectors. The Company’s commitment to delivering cutting-edge solutions and exceptional service has positioned it as a preferred partner for marquee clients. These collaborations reinforce the Company’s role in supporting key industries and advancing technological capabilities.

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Board of Directors

Mr. Suramya Nevatia

Chairman, Managing Director & CEO

Mr. Suramya Nevatia holds a Bachelor’s degree from H. R. College of Commerce & Economics, Mumbai (2009) and an MSc in Marketing Management from Aston University, UK. He further honed his expertise by completing a Post Graduate Diploma in Family Managed Business from S.P. Jain Institute of Management & Research, Mumbai. He joined Hind Rectifiers Limited in 2011 and steadily rose through the ranks, assuming the role of Chief Executive Officer on June 1, 2016. His leadership and strategic vision led to his appointment as Managing Director on August 17, 2020.

With deep expertise in marketing, production, operations, and strategic development, Mr. Nevatia has played a pivotal role in driving Hind Rectifiers’ growth, fostering innovation, and expanding the Company’s market presence.

Mr. Parimal Rameshchandra Merchant

Non-Independent Non-Executive Director

Mr. Parimal Merchant holds a Bachelor’s degree in Commerce and Law from Mumbai and is a qualified Cost and Works Accountant (ICWA). He further pursued academic excellence by earning a Ph.D. from BITS Pilani in 2018. With an extensive career spanning 46 years, Mr. Merchant has deep expertise in capital markets and consultancy. He has been closely associated with the Management Program for Family Businesses at S.P. Jain Institute of Management & Research, Mumbai, contributing significantly to the development of business leadership and strategy.

Ms. Akshada Nevatia

Executive Director

Ms. Akshada Nevatia holds a Bachelor’s degree in Psychology from S. P. College, Pune, and a Master’s degree in Clinical Psychology from Fergusson College, Pune. She further strengthened her business acumen by completing a Diploma in Family Managed Business from S. P. Jain Institute of Management & Research, Mumbai.

With 15 years of entrepreneurial experience, Ms. Nevatia has developed a strong foundation in finance, accounts, banking, corporate management, leadership, strategy planning, and risk management. As an Executive Director at Hind Rectifiers Limited, she plays a crucial role in shaping the Company’s strategic direction and operational excellence.

Mr. Vandan Shah

Independent Non-Executive Director

Mr. Vandan Shah holds a Bachelor’s degree in Industrial Engineering (B.E.) from R. V. College of Engineering, Bangalore. With over 40 years of industry experience, he has held key positions in leading organizations such as LML Piaggio, Sipra Engineers Pvt. Ltd., and Veena Diecasters & Engineers Pvt. Ltd. His expertise spans manufacturing, engineering, and corporate leadership. Mr. Shah is actively involved in industry associations and is a member of CII, and has previously served as Chairman of the Nashik Zonal Council of CII, contributing to industrial growth and policy advocacy.

Mr. Vishal Pacheriwala

Ms. Ashlesha Bodas

Independent Non-Executive Director

Mrs. Ashlesha Bodas holds a Bachelor’s degree in Marketing Management and a Master’s in Business Administration from Symbiosis College, Pune. She has further specialized in Family Managed Business through a Master’s program at S. P. Jain Institute of Management & Research, Mumbai. With extensive experience in business strategy and management, she has been associated with the Sharada Group as a Director, where she plays a key role in overseeing overall strategy, business development, and corporate management.

Independent Non-Executive Director

Mr. Vishal Pacheriwala is a Chartered Accountant with a postgraduate degree in Commerce from the University of Mumbai (2012). He further pursued an MBA from Tulane University (2014), equipping him with a strong foundation in finance and strategic management. With over 11 years of experience, he specializes in financial management, strategic planning, leadership, process automation, and efficiency improvement. Currently serving as the Chief Financial Officer at Binayak Tex Processors Ltd., he also holds board positions in multiple companies, including Valiant Glass Works Private Limited, Wintry Engineering and Chemicals Private Ltd., and Nintex Dyeing and Printing Mills Private Ltd.

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Financial Statements

Corporate Overview

Statutory Reports

Leadership Team

Mr. Suramya Nevatia

Chairman, Managing Director & CEO

Mr. Suramya Nevatia holds a Bachelor’s degree from H. R. College of Commerce & Economics, Mumbai (2009) and an MSc in Marketing Management from Aston University, UK. He further honed his expertise by completing a Post Graduate Diploma in Family Managed Business from S.P. Jain Institute of Management & Research, Mumbai. He joined Hind Rectifiers Limited in 2011 and steadily rose through the ranks, assuming the role of Chief Executive Officer on June 1, 2016. His leadership and strategic vision led to his appointment as Managing Director on August 17, 2020.

With deep expertise in marketing, production, operations, and strategic development, Mr. Nevatia has played a pivotal role in driving Hind Rectifiers’ growth, fostering innovation, and expanding the Company’s market presence.

Mr. Saurabh Nevatia

CEO - Nashik Plant

Mr. Saurabh Nevatia has been a dedicated member of the Company since 1988, serving as a regular employee. He currently holds the position of Chief Executive Officer at the Nashik Plant. With his vast experience, deep knowledge, and strong background in the industry, Mr. Nevatia oversees and manages all operations and activities at the Nashik Plant. His leadership has been instrumental in driving efficiency, innovation, and sustained growth at the facility.

Mr. Lalit Tejwani

Chief Strategy Officer

Mr. Lalit Tejwani plays a key role in shaping the strategic direction of Hind Rectifiers Limited. He works closely with cross-functional teams to drive the effective execution of strategic initiatives, optimize resources, and enhance operational efficiency. With deep expertise in strategic planning and partnership development, he strengthens the Company’s market position and fosters long-term growth through innovation and collaboration.

Mr. B. Brahmananda Reddy

Vice President – R&D

Mr. B. Brahmananda Reddy plays a pivotal role in driving innovation at Hind Rectifiers by overseeing the entire product lifecycle—from design and testing to production transfer. His expertise extends beyond R&D, as he also collaborates with marketing teams and supports tender submissions to strengthen the Company’s market position. In addition, he fosters strategic technology partnerships, manages R&D infrastructure, and ensures a skilled workforce through focused recruitment, training, and performance management.

Ms. Akshada Nevatia

Executive Director

Ms. Akshada Nevatia holds a Bachelor’s degree in Psychology from S. P. College, Pune, and a Master’s degree in Clinical Psychology from Fergusson College, Pune. She further strengthened her business acumen by completing a Diploma in Family Managed Business from S. P. Jain Institute of Management & Research, Mumbai.

With 15 years of entrepreneurial experience, Ms. Nevatia has developed a strong foundation in finance, accounts, banking, corporate management, leadership, strategy planning, and risk management. As an Executive Director at Hind Rectifiers Limited, she plays a crucial role in shaping the Company’s strategic direction and operational excellence.

Mr. A. K. Nemani

Chief Financial Officer

Mr. A. K. Nemani is a seasoned finance professional with a Bachelor’s degree in Commerce. He is also a qualified Chartered Accountant and Cost & Management Accountant. With over 41 years of extensive experience in accounts and finance, he plays a pivotal role in overseeing the Company’s accounting practices, audit functions, financial strategy, planning, and forecasting. He also supervises investment decisions and fundraising activities, ensuring financial stability and growth. Additionally, Mr. Nemani serves as a permanent invitee to the Audit Committee of the Company, contributing to governance and financial oversight.

Mr. K. R. Narayanan

Chief Revenue Officer

With over 35 years of experience in power electronics, Mr. K. R. Narayanan brings deep expertise in application-based sales and marketing across various industrial sectors, including semiconductors, electrostatic pollution control, and electrochemical industries. His work spans both Indian and global markets, where he has successfully driven business growth and market expansion. He has also played a significant role in the rail transportation sector, working closely with Indian Railways.

Mr. Shailesh Jadhav

Vice President – Operations

Mr. Shailesh Jadhav oversees the Company’s production processes, ensuring efficiency through performance monitoring, budgeting, cost control, and inventory management. He plays a key role in developing production plans and strengthening supplier relationships to maintain operational excellence.

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Corporate Information

Chairman

Mr. Suramya Nevatia

Statutory Auditors

GMJ & Co. Chartered Accountants

Board of Directors

Mr. Suramya Nevatia Ms. Akshada Nevatia Mr. Parimal Rameshchandra Merchant Mr. Vandan Shah Ms. Ashlesha Bodas Mr. Vishal Pacheriwala

Managing Director & Chief Executive Officer (KMP)

Secretarial Auditors

GMJ & Associates Company Secretaries

Registrar And Share Transfer Agent

Adroit Corporate Services Private Limited (Unit Hind Rectifiers Limited)

Mr. Suramya Nevatia

Bankers

Chief Financial Officer (KMP)

Mr. Anil Kumar Nemani

Company Secretary & Compliance Officer (KMP)

ICICI Bank Ltd. IDFC First Bank Ltd. Standard Chartered Bank TJSB Sahakari Bank Ltd. Apna Sahakari Bank Ltd. Saraswat Co Operative Bank Ltd.

Ms. Meenakshi Anchlia

Registered Office

Lake Road, Bhandup (W), Mumbai - 400 078

67[th] Annual Report 2024-25

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Corporate Overview

Financial Statements

Statutory Reports

DIRECTORS’ REPORT

Dear Members,

The Directors present the 67[th] Annual Report of Hind Rectifiers Limited, along with the Audited Financial Statements for the financial year ended March 31, 2025.

The consolidated performance of the Company and its subsidiaries has been discussed wherever applicable.

(` in lakhs)

FINANCIAL RESULTS Standalone Standalone Consolidated Consolidated















Year Ended
March 31, 2025
Year ended
March 31, 2024
Year Ended
March 31, 2025
Year ended
March 31, 2024
Revenue from Operation 65,536.74 51,755.25 65,536.74 51,755.25
Other Income 148.11 61.02 148.11 61.02
Total Revenue 65,684.85 51,816.27 65,684.85 51,816.27
Proft Before Interest, Tax, Depreciation and Amortization
(PBITDA)

7,194.96
4,485.37 7,179.13 4,485.37
Less: Finance Cost 1,319.16 1,272.63 1,319.16 1,272.63
Proft/Loss before Depreciation and Tax 5,875.80 3,212.74 5,859.97 3,212.74
Less: Depreciation 848.70 744.62 848.70 744.62
Proft/(Loss)before Exceptional Item 5,027.10 2,468.12 5,011.27 2,468.12
Exceptional Items - (699.22) - (699.22)
Proft/(Loss)before Tax 5,027.10 1,768.90 5,011.27 1,768.90
Less: Provision for Taxation- Current 1,311.69 48.12 1,311.69 48.12
Deferred (11.67) 469.75 (11.67) 469.75
Proft/(Loss)after taxes 3,727.08 1,251.03 3,711.25 1,251.03
Other Comprehensive Income(Net of Tax) (0.32) 4.22 (0.41) 4.22
Total Comprehensive Income for theyear 3,726.76 1,255.25 3,710.84 1,255.25

OPERATIONS

Revenue from the operations during the year 2024-2025 was 65,536.74 lakhs as compared to 51,755.25 lakhs in the year 2023-2024 showing an increase of 26.63%. Profit before interest, depreciation, and tax was 7,179.13 lakhs compared to 4,485.37 lakhs showing an increase of 60.06% because of better product mix and better monitoring of cost. Profit before exception item was 5,011.27 lakhs compared to 2,468.12 lakhs showing of in increase of 103.4% because of monitoring of interest cost. Profit after tax has increased to from 1,251.03 lakhs to 3,711.25 lakhs showing an increase of 196.66%.

The Company is continuously putting efforts to achieve better performance. For increasing the business, Company has launched a number of new products during the financial year 2024-2025. For improving the margin, Company is focusing on backward integration and inhouse production of critical components.

The Company continues to focus on the development of new products for Railways and also for other applications. With increased Electric Locomotive production and electrification of routes and Modernization of Railway facilities, demand

from Railways is expected to be good. Considering the growth anticipated in various international and domestic projects in power sector and also infrastructure planned by Govt. of India, demand from industrial sector is likely to be good.

Although the primary customer continues to be Indian Railways, however, the Company is putting increased focus on developing new products for private rolling stock manufacturers, and Industrial sector by upgrading and expanding existing product lines.

The Company is also putting efforts for increasing the exports and has set up a subsidiary at UAE. For developing next generation solutions in IT, AI, Web3 and other emerging technologies, Company has set up a subsidiary in India.

The Company has healthy order bookings for the financial year 2025-2026.

No material changes and commitments have occurred after the close of the year under review till the date of this Report which affect the financial position of the Company. The Company did not undergo any change in the nature of its business during the financial year 2024-2025.

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DIRECTORS’ REPORT (Contd.)

DIVIDEND

The Board of Directors is pleased to recommend a dividend of 2 per equity share of face value 2/- each (@100%), subject to deduction of tax at source, to the shareholders whose names appear in the Register of Members as on the Record Date/book closure date.

The dividend on equity shares, if approved by the members, would result in a cash outflow of ` 343.25 lakhs.

As per the prevailing provisions of the Income Tax Act, 1961, the dividend, if declared, will be taxable in the hands of the shareholders at the applicable rates. Shareholders are requested to refer to the Notice of the Annual General Meeting for further details.

The Board of Directors has decided to retain the entire profit for the financial year 2024–2025, as reflected in the Statement of Profit and Loss.

SHARE CAPITAL

The paid-up Equity Share Capital of the Company as on March 31, 2025, stood at ` 3,43,25,350. During the year under review, the Company did not issue any shares, convertible securities, or shares with differential voting rights, except for the shares allotted under the HIRECT Employees Stock Option Plan – 2018 (ESOP 2018).

None of the Directors of the Company hold any instruments convertible into equity shares of the Company as on March 31, 2025.

EMPLOYEES’ STOCK OPTION SCHEME

With a view to attracting and retaining key talent by rewarding performance and motivating employees to contribute to the overall corporate growth and profitability, the Company grants share-based benefits to eligible employees under its ESOP Scheme.

The Company’s Employees Stock Option Scheme, viz., ‘HIRECT Employees Stock Option Plan – 2018’ or ‘ESOP 2018’, was approved by the members at the 60[th] Annual General Meeting held on August 13, 2018, for the 2,50,000 options convertible into an equal number of equity shares.

The Nomination and Remuneration Committee of the Board of Directors, inter alia, administers and monitors the Employees’ Stock Option Plan of the Company. The grant and vesting of options are based on the performance of the employee, as may be determined by the Nomination and Remuneration Committee from time to time. The vesting period shall not be

less than one year and not more than four years from the date of grant of options. Vesting may occur in one or more tranches.

The exercise price shall be based on the market price of the Company’s shares, which is defined as the latest closing price on a recognized stock exchange where the shares of the Company are listed, on the trading day immediately preceding the date of the meeting of the Committee at which the grant is approved. The maximum term of the options granted under the scheme shall be five years from the date of grant. The scheme contemplates a fresh issue of shares by the Company (“Primary Shares”). There has been no change in the scheme nor any variation in the terms of the options. The scheme is in compliance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.

During the financial year 2024–2025, no stock options were granted under the ESOP Scheme. However, 7,002 options lapsed during the year. Please refer to Note 65 in the financial statements for further details.

During the financial year, a total of 19,741 stock options vested, and 24,815 shares were allotted pursuant to the exercise of options approved by the Nomination and Remuneration Committee. The exercise price was 85 per share (including a face value of 2). Through the exercise of these options, the Company realized ` 21,09,275. Consequently, 24,815 equity shares were issued during the financial year under review. The Company received listing and trading approvals from BSE and NSE on November 26, 2024, and the said equity shares have been listed and admitted for trading on the Stock Exchanges from November 27, 2024.

The details of ESOP 2018, including the terms of reference and the disclosures required under Regulation 14 of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, are available on the Company’s website at https://hirect.com/wp-content/uploads/2025/05/Disclosurefor-ESOP-2025.pdf.

The Compliance Certificate under Regulation 13 of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, issued by the Secretarial Auditor of the Company, is available for inspection by the Members at https://hirect.com/wp-content/uploads/2025/05/Certificatefor-ESOP-2025.pdf.

DEPOSITS FROM PUBLIC

The Company has not accepted any deposits from the public and, as such, no amount on account of principal or interest on deposits from the public was outstanding as of the date of the balance sheet.

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Corporate Overview

Financial Statements

Statutory Reports

DIRECTORS’ REPORT (Contd.)

BOARD OF DIRECTORS

The composition of the Board and its Committees, the category of Executive and Non-Executive Directors, the familiarization program, and other related information are detailed in the Corporate Governance Report, which forms part of this Report.

During the year, the Members approved the appointment of Mr. Vishal Pacheriwala (DIN: 07244575) as an Independent Director, effective May 28, 2024, at the 66[th] Annual General Meeting held on August 1, 2024.

Mr. Pradeep Goyal (DIN: 00008370), Chairman and Mr. V. K. Bhartia (DIN: 00019810) ceased to be Independent Directors with effect from August 14, 2024, upon completion of their second term on August 13, 2024. The Board places on record its sincere appreciation and gratitude for their valuable contributions, guidance, and unwavering support throughout their tenure. The Board appointed Mr. Suramya Nevatia, the Managing Director & CEO as the Chairman of the Board effective from August 14, 2024.

In accordance with the provisions of the Companies Act, 2013, and the Articles of Association of the Company, Mr. Parimal Merchant (DIN: 00201962), Non-Executive Director, is liable to retire by rotation at the upcoming Annual General Meeting. Being eligible, he has offered himself for re-appointment. Based on the recommendation of the Nomination and Remuneration Committee, the Board has approved and recommends his re-appointment for the consideration of the Members at the Annual General Meeting.

The first term of office of Mrs. Ashlesha Bodas as an Independent Director expires on June 25, 2025, and that of Mr. Vandan Shah as an Independent Director expires on February 9, 2026. Based on the recommendation of the Nomination and Remuneration Committee, the Board has recommended the re-appointment of Mrs. Ashlesha Bodas and Mr. Vandan Shah as Independent Directors of the Company for a second term of five consecutive years, effective from June 26, 2025, and February 10, 2026, respectively. The Board is satisfied with the integrity, expertise, and experience (including proficiency as required under Section 150(1) of the Companies Act, 2013, and applicable rules) of Mrs. Ashlesha Bodas and Mr. Vandan Shah. The Company has received the requisite notices in writing under Section 160 of the Companies Act, 2013.

The term of Mrs. Akshada Nevatia as Executive Director is up to January 14, 2026. On the recommendation of the Nomination and Remuneration Committee, the Board of Directors has re-appointed Mrs. Akshada Nevatia as Whole-time Director, designated as “Executive Director” of the Company, for a

period of three years with effect from January 15, 2026, to January 14, 2029, subject to the approval of the members at the forthcoming Annual General Meeting. The Company has received the requisite notice in writing under Section 160 of the Companies Act, 2013. Accordingly, the Board recommends the resolution relating to the re-appointment of Mrs. Akshada Nevatia as Whole-time Director designated as “Executive Director” for approval by the members of the Company.

The notice of the Annual General Meeting sets out the details of the above re-appointments, including their brief profiles.

None of the Directors are disqualified under Section 164(2) of the Companies Act, 2013.

Pursuant to the provisions of Section 149 of the Companies Act, 2013, all the Independent Directors have submitted declarations that each of them meets the criteria of independence as provided in Section 149(6) of the Companies Act, 2013 along with Rules framed thereunder and Regulation 16(1)(b) of the SEBI Listing Regulations, 2015. The Independent Directors have also confirmed their compliance with the Company’s Code of Conduct. There has been no change in circumstances affecting their status as Independent Directors of the Company. Furthermore, they are not aware of any circumstance or situation, existing or reasonably anticipated, that could impair or impact their ability to discharge their duties with objective independent judgment, free from any external influence, and confirm that they remain independent of the management.

In the opinion of the Board, there has been no change in circumstances that may affect their status as Independent Directors of the Company.

In the opinion of the Board, the Independent Directors possess high repute, integrity, and the relevant expertise and experience in their respective fields. They fulfil all the conditions of independence specified under the Companies Act, 2013, and the SEBI Listing Regulations, 2015, and adhere to the Code for Independent Directors prescribed in Schedule IV of the Companies Act, 2013. Additionally, the Independent Directors have complied with Section 150 and Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, by including their names in the data bank of Independent Directors maintained by the Indian Institute of Corporate Affairs.

During the year under review, the Non-Executive Directors had no material pecuniary relationships or transactions with the Company other than sitting fees and reimbursement of reasonable expenses, if any, incurred for attending meetings.

In terms of Section 149 of the Companies Act, 2013, and the SEBI Listing Regulations, 2015, Mr. Vandan Shah, Mrs.

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DIRECTORS’ REPORT (Contd.)

Ashlesha Bodas, and Mr. Vishal Pacheriwala are Independent Directors of the Company.

KEY MANAGERIAL PERSONNEL

Mr. Suramya Nevatia, Chairman & Managing Director (CEO), Mr. A.K. Nemani, Chief Financial Officer, and Ms. Meenakshi Anchlia, Whole-time Company Secretary & Compliance Officer, are the Key Managerial Personnel of the Company. During the year under review, there were no changes in the Key Managerial Personnel except for the resignation of Mr. Anil Mehta, Joint Chief Financial Officer, effective November 29, 2024.

BOARD MEETINGS

The Board met four times during the financial year. Details of these meetings are provided in the Corporate Governance Report, which forms part of this report. The maximum interval between any two meetings did not exceed 120 days, as prescribed under the Companies Act, 2013.

Details of the Committees, including their composition, number of meetings, attendance, and other related information, are provided in the Corporate Governance Report. The Board has accepted all the recommendations made by the Committees.

The Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India in conducting its meetings.

SIGNIFICANT AND MATERIAL ORDERS

There were no significant or material orders passed by Regulators or Courts that would impact the going concern status of the Company or its future operations.

There were no proceedings, either initiated by the Company or against the Company, pending under the Insolvency and Bankruptcy Code, 2016, before the National Company Law Tribunal or any other court.

There was no instance of a one-time settlement with any bank or financial institution during the year.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of its knowledge and ability confirms that:

  • (i) In the preparation of the annual accounts, the applicable accounting standards have been followed and there are no material departures;

  • (ii) They have selected such accounting policies and applied them consistently and made judgments and estimates

  • that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period;

  • (iii) They have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

  • (iv) They have prepared the annual accounts on a going concern basis;

  • (v) They have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and operating effectively; and

  • (vi) They have devised proper systems to ensure compliance with the provisions of all applicable laws and such systems are adequate and operating effectively.

BOARD EVALUATION

The Board of Directors has carried out an annual evaluation of its own performance, the performance of Board Committees, and individual directors in accordance with the provisions of the Companies Act, 2013, and the SEBI Listing Regulations, 2015. The Board was highly satisfied with the evaluation process and the overall performance, except for one instance of attendance which was noted.

The Board conducted a self-evaluation process, seeking input from all Directors on criteria such as board composition and structure, effectiveness of board processes and information flow, and overall functioning.

The Board evaluated the performance of the Committees after seeking inputs from the respective Committee members, based on criteria such as committee composition, effectiveness of meetings, and related aspects.

The Board reviewed the performance of individual directors based on criteria such as preparedness, contribution to discussions, and the quality of their input during Board and Committee meetings. The evaluation of Independent Directors was conducted by the entire Board, excluding the director being assessed.

In separate meetings of the Independent Directors, the performance of each Director (Non-Independent Directors and Independent Directors), the Board as a whole, the Committees of the Board, the Chairman and Managing Director & CEO of the Company, and the flow of information were evaluated, taking into account the views of the Executive and Non-Executive Directors.

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Corporate Overview

Financial Statements

Statutory Reports

DIRECTORS’ REPORT (Contd.)

At the Board meeting following the meetings of the Independent Directors and the Nomination and Remuneration Committee, the performance of the Board, its Committees, and individual Directors was discussed. The evaluation of Independent Directors was conducted by the entire Board, excluding the Independent Director being evaluated.

The evaluation criteria are broadly based on the Guidance Note on Board Evaluation issued by the Securities and Exchange Board of India on January 5, 2017.

SUBSIDIARY, JOINT VENTURE, OR ASSOCIATE COMPANIES

As of March 31, 2025, the Company has one subsidiary, and there has been no material change in the nature of the subsidiary’s business. The Company does not have any associates or joint ventures within the meaning of Section 2(6) of the Companies Act, 2013.

Hirect FZ-LLC was incorporated as a wholly owned subsidiary on November 21, 2024, with the intention to deal in power generation, transmission & distribution equipment trading, heavy equipment & machinery spare parts trading, electronic card wholesale, industrial plant equipment & spare parts trading, and wholesale of non-ferrous metal main products trading.

Coincade Studios Private Limited was incorporated as a wholly owned subsidiary on April 15, 2025, with the intention of developing cutting-edge products and solutions in information technology (IT), artificial intelligence (AI), Web3, and varied software.

Pursuant to the provisions of Section 129(3) of the Companies Act, 2013, a statement containing the salient features of the financial statements of the Company’s subsidiaries in Form No. AOC-1 is attached to the financial statements of the Company. The Company does not have any subsidiary which has been liquidated or sold during the financial year.

Further, pursuant to the provisions of Section 136 of the Companies Act, 2013, the financial statements of the Company, including the consolidated financial statements along with relevant documents, and the details of the subsidiaries, are available on the Company’s website at https://hirect.com/ financials-annual-reports/.

PARTICULARS OF LOANS, GUARANTEES, OR INVESTMENTS

The particulars of loans, guarantees, and investments made by the Company, as required under Section 186 of the Companies Act, 2013, have been disclosed in the financial statements. For details, please refer to Note No. 6 forming part of the financial statements.

RELATED PARTY TRANSACTIONS

All contracts, arrangements, and transactions entered into by the Company with related parties during the financial year were on an arm’s length basis and in the ordinary course of business. Disclosure in Form AOC-2, pursuant to the provisions of Sections 134 and 188 of the Companies Act, 2013, for material related party transactions, is annexed as Annexure D and forms an integral part of this Report. Further, all related party transactions have been disclosed in the notes to the financial statements. There were no Related Party Transactions that have any conflict of interest.

The Board has approved the criteria for granting omnibus approval by the Audit Committee. Prior omnibus approval is obtained for related party transactions that are of a repetitive nature, entered into in the ordinary course of business, and on an arm’s length basis. All related party transactions are placed before the Audit Committee for its approval and review.

The Board-approved Policy on Related Party Transactions is available on the Company’s website at: https://hirect.com/ policies/.

VIGIL MECHANISM /WHISTLEBLOWER POLICY

The Company is committed to upholding the highest standards of ethical, moral, and legal conduct in its business operations. In line with this commitment, a Whistleblower Mechanism has been established to enable Directors and employees to report concerns regarding unethical behaviour, actual or suspected fraud, or violations of the Company’s Code of Conduct. The policy is reviewed periodically by the Board and updated as necessary to ensure its continued relevance and effectiveness.

During the year under review, the Company did not receive any complaints under the Vigil Mechanism/Whistleblower Policy. The Policy is available on the Company’s website at https:// hirect.com/policies/.

BOARD DIVERSITY

The Company believes that true board diversity encompasses a wide range of perspectives and is not limited to the presence of various diverse traits. A diverse Board enhances the quality of decision-making by drawing on the varied thoughts, perspectives, skills, qualifications, experience, knowledge, regional and industry expertise, cultural and geographical backgrounds, age, ethnicity, race, and gender of its members— contributing meaningfully to sustainable and balanced development.

In line with this philosophy, the Company has adopted a Board Diversity Policy that outlines its approach to ensuring diversity

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DIRECTORS’ REPORT (Contd.)

on the Board. The Policy is available on the Company’s website at https://hirect.com/policies/.

NOMINATION AND REMUNERATION POLICY

The Company has an appropriate and balanced mix of Executive, Non-Executive, and Independent Directors to ensure the independence of the Board. This composition facilitates a clear separation between the Board’s governance responsibilities and the Company’s management functions, thereby enhancing overall effectiveness and accountability in decision-making.

Details of the Nomination and Remuneration Committee are provided in the Corporate Governance Report, which forms part of this Annual Report.

The Company’s policy on Directors’ appointment and remuneration, including the criteria for determining qualifications, positive attributes, independence of a Director, and other related matters as required under sub-section (3) of Section 178 of the Companies Act, 2013, is available on the Company’s website at https://hirect.com/policies/.

We affirm that the remuneration paid to the Directors is in accordance with the Nomination and Remuneration Policy of the Company.

The salient features of the policy include serving as a guideline for matters related to the appointment and re-appointment of Directors, Key Managerial Personnel, and Senior Management Personnel; providing guidelines for determining the qualifications, positive attributes, and independence of Directors; and laying down the criteria for Board membership, among other provisions.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company’s CSR initiatives and activities are aligned with the requirements of Section 135 of the Companies Act, 2013.

A brief outline of the Company’s CSR Policy and the initiatives undertaken in this regard are provided in Annexure E of this report, in the format prescribed under the Companies (Corporate Social Responsibility Policy) Rules, 2014. The Corporate Social Responsibility Policy is available on the Company’s website at https://hirect.com/policies/.

The Company had dissolved the Corporate Social Responsibility Committee effective June 11, 2021, as the prescribed CSR expenditure did not exceed ` 50 lakhs, and the functions of the Committee were being performed by the Board of Directors. Subsequently, the CSR Committee was reconstituted by the Board at its meeting held on May 5, 2025. The reconstituted

CSR Committee comprises Mr. Vishal Pacheriwala (Chairman), Mr. Suramya Nevatia, and Mrs. Akshada Nevatia.

AUDIT COMMITTEE

Details pertaining to the Audit Committee are included in the Corporate Governance Report, which forms part of this report. During the year, all recommendations made by the Audit Committee were accepted by the Board.

MANAGEMENT DISCUSSION AND ANALYSIS

In accordance with the provisions of Regulation 34 of the SEBI Listing Regulations, 2015, the Management Discussion and Analysis report is annexed hereto and forms an integral part of this report.

CORPORATE GOVERNANCE REPORT

The Company has complied with the corporate governance requirements under the Companies Act, 2013, and the SEBI Listing Regulations, 2015. A separate section on corporate governance, together with a certificate from the statutory auditors confirming such compliance, is annexed and forms an integral part of this report.

STATUTORY AUDITORS

M/s GMJ & Co, Chartered Accountants (Firm Registration Number: 103429W), were appointed as the statutory auditors of the Company for a term of five consecutive years at the 64[th] Annual General Meeting held in 2022, enabling them to effectively carry out the audit procedures required under various regulatory provisions.

The statutory auditors have confirmed that they meet the independence criteria as prescribed under the Companies Act, 2013, and comply with the Code of Ethics issued by the Institute of Chartered Accountants of India.

The statutory auditors have confirmed that they have subjected themselves to the peer review process of Institute of Chartered Accountants of India (ICAI) and hold valid certificate issued by the Peer Review Board of the ICAI.

The Audit Committee reviews the independence and objectivity of the statutory auditors and the effectiveness of the Audit process.

The Auditors’ Report free from any qualifications, reservations, adverse remarks, or disclaimers and is enclosed with the financial statements in this Annual Report.

During the financial year under review, the Auditors did not report any matter under Section 143(12) of the Companies Act,

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Corporate Overview

Financial Statements

Statutory Reports

DIRECTORS’ REPORT (Contd.)

2013; consequently, no disclosure is required under Section 134(3)(ca) of the Companies Act, 2013. The Statutory Auditor was present at the last Annual General Meeting held on August 1, 2024.

COST AUDITORS

The Company maintains cost records and conducts cost audits in compliance with the provisions of Section 148 of the Companies Act, 2013 and the Companies (Cost Records and Audit) Rules, 2014.

On the recommendation of the Audit Committee, the Board of Directors has re-appointed M/s N. Ritesh & Associates, Cost Accountants (Firm Registration Number R100675), as Cost Auditors to audit the cost accounts of the Company for the financial year 2025-2026. The Company has received their written consent confirming that the appointment complies with the applicable provisions of the Companies Act, 2013 and the rules framed thereunder. The Cost Auditors have confirmed their independence and that they are not disqualified from being appointed as Cost Auditors of the Company under Section 141 of the Companies Act, 2013.

The remuneration of the Cost Auditors has been approved by the Board of Directors based on the recommendation of the Audit Committee and in accordance with the provisions of the Companies Act, 2013 and the applicable rules thereunder. The requisite resolution for ratification of the remuneration payable to the Cost Auditors by the members has been included in the Notice convening the 67[th] Annual General Meeting of the Company.

The Cost Audit Report for the financial year 2024 did not contain any qualifications, reservations, adverse remarks, or disclaimers.

The Report of the Cost Auditors for the financial year ended March 31, 2025 is under finalization and shall be filed with the Ministry of Corporate Affairs within the prescribed period.

SECRETARIAL AUDITOR

In compliance with Regulation 24A of the SEBI Listing Regulations, 2015 and Section 204 of the Companies Act, 2013, the Board at its meeting held on May 5, 2025, based on recommendation of the Audit Committee, has approved the appointment of GMJ & Associates, Practising Company Secretaries, a peer reviewed firm (Peer Review Certificate No.: 6140/2024) as Secretarial Auditors of the Company for a term of five consecutive years commencing from financial year 2025-2026 till financial year 2029-2030, subject to approval of the Members at the ensuing AGM.

Brief profile and other details of M/s. GMJ & Associates, Practicing Company Secretaries, are disclosed in the AGM Notice approved by the Board. They have given their consent to act as Secretarial Auditors of the Company and have confirmed their eligibility for the appointment. The Secretarial Auditors have confirmed that they have subjected themselves to the peer review process of Institute of Company Secretaries of India (ICSI) and hold valid certificate issued by the Peer Review Board of the ICSI.

The Secretarial Audit Report is annexed as Annexure A and forms an integral part of this report. The report does not contain any qualifications, reservations, adverse remarks, or disclaimers.

During the financial year under review, the Secretarial Auditors did not report any matter under Section 143(12) of the Companies Act, 2013; therefore, no details are required to be disclosed under Section 134(3)(ca) of the Companies Act, 2013.

SECRETARIAL STANDARDS

The Company has implemented an adequate system to ensure compliance with all applicable and mandatory Secretarial Standards issued by the Institute of Company Secretaries of India, and the system is operating effectively.

INTERNAL FINANCIAL CONTROLS

The establishment of an effective corporate governance and internal control system is essential for sustainable growth and long-term enhancement of corporate value. Accordingly, the Company continuously strives to strengthen these structures, recognizing that a robust internal control framework serves as a key pillar of sound corporate governance.

The scope of audit activities is broadly determined by the annual audit plan, which is approved by the top management and the Audit Committee. The Internal Auditors conduct regular reviews of the internal systems and procedures, and submit reports outlining their findings. They also monitor the implementation of corrective actions to ensure the effectiveness and continual improvement of the internal control framework.

The Audit Committee of the Board of Directors periodically reviews the adequacy and effectiveness of the internal financial control system of the Company. Based on its assessment, the Committee provides recommendations to enhance and strengthen the internal control mechanisms, thereby ensuring reliability and integrity of financial reporting and compliance with applicable laws and regulations.

Based on the internal financial control and compliance procedures established and maintained by the Company, along

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DIRECTORS’ REPORT (Contd.)

with the work carried out by the internal auditors, statutory auditors, cost auditors, and secretarial auditors—including their audit of internal financial controls—and the reviews conducted by the management and the Audit Committee, the Board is of the opinion that the Company’s internal financial controls were adequate and operating effectively during the financial year 2024-2025.

The Company has adopted comprehensive policies and procedures to ensure the orderly and efficient conduct of its business operations. These encompass adherence to established policies, safeguarding of assets, prevention and detection of fraud and errors, ensuring the accuracy and completeness of accounting records, and the timely preparation of reliable financial disclosures.

The Company’s internal control systems are designed to align with the nature of its business as well as the size and complexity of its operations. The internal financial controls related to the financial statements are considered adequate and effective.

The Company has adequate systems and processes in place to comply with all applicable laws and regulations including the CSR obligations, pays applicable taxes on time.

RISK MANAGEMENT

The Company has implemented a Risk Management Policy approved by the Board of Directors, which establishes a comprehensive framework for identifying and assessing various risks, including operational, strategic, financial, regulatory, and human resource risks. This policy ensures the development of adequate risk management infrastructure to effectively address these risks. The Audit Committee oversees financial risks, controls, and cybersecurity. Major risks identified across different business units and functions are systematically managed through continuous mitigating actions. The risk management framework is regularly reviewed, with the Management consistently monitoring its development and implementation. Furthermore, the Company has established a robust internal audit function that systematically reviews and ensures the ongoing effectiveness of its internal financial controls.

CREDIT RATING

The particulars of the Credit Rating are detailed in the Corporate Governance Report, which forms part of this Annual Report.

CODE OF CONDUCT

The Company is committed to conducting its business in compliance with all applicable laws, rules, and regulations while

upholding the highest standards of business ethics. In line with this commitment, the Board of Directors has adopted a Code of Conduct for Directors and Senior Management Personnel, designed to address ethical concerns and promote a culture of accountability and integrity throughout the organization.

LISTING

The Company’s shares are listed on BSE Limited and National Stock Exchange of India Limited, and the Company ensures timely payment of the requisite listing fees to both stock exchanges.

DEPOSITORY SERVICES

The Company’s Equity Shares are admitted to the depository systems of the National Securities Depository Limited (NSDL) and the Central Depository Services (India) Limited (CDSL) and have been allotted ISIN No. INE835D01023. Shareholders are encouraged to utilize this facility by lodging their holdings with Depository Participants (DPs) where they maintain their Demat accounts to convert their physical shareholdings into electronic form.

PARTICULARS OF EMPLOYEES

The information required under Section 197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is annexed as Annexure B and forms an integral part of this Annual Report.

A statement showing the names and other particulars of employees drawing remuneration exceeding the limits specified in Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, forms part of this report. However, in accordance with the first proviso to Section 136(1) of the Companies Act, 2013, the Annual Report and Accounts are being sent to members and others entitled thereto excluding this information. The said information is available for inspection by the members at the Registered Office of the Company during business hours on working days up to the date of the ensuing Annual General Meeting. Members interested in obtaining a copy may write to the Company Secretary at the email ID [email protected], upon which a copy will be provided.

PREVENTION OF SEXUAL HARASSMENT

The Company maintains a zero-tolerance policy towards sexual harassment in the workplace and has adopted a policy in alignment with the Sexual Harassment of Women at Workplace (Prevention, Prohibition, and Redressal) Act, 2013, along

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Corporate Overview

Financial Statements

Statutory Reports

DIRECTORS’ REPORT (Contd.)

with its Rules. This policy applies to all employees, including permanent, contractual, temporary staff, and trainees. To ensure prompt and effective resolution of complaints, Internal Complaints Committees have been established to address issues related to sexual harassment.

During the financial year, the following is a summary of sexual harassment complaints received and disposed of: there were no complaints pending at the beginning of the year, no complaints were received during the year, no complaints were disposed of during the year, and no cases remained pending at the end of the year.

During the period under review, no cases of child labor, forced labor, involuntary labor, or discriminatory employment were reported. The Company remains committed to providing a safe and conducive work environment for all its employees and associates.

INFORMATION ON MATERIAL CHANGES AND COMMITMENTS

There have been no material changes or commitments affecting the financial position of the Company between the end of the financial year and the date of this report. Additionally, there has been no change in the nature of the Company’s business, nor any revision in the financial statements.

ANNUAL RETURN

In terms of Section 92(3) of the Companies Act, 2013 read with Section 134(3)(a) of the Companies Act, 2013 the Annual Return of the Company is available on the Company’s website at https://hirect.com/financials-annual-reports/.

INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

Pursuant to the applicable provisions of the Companies Act, 2013, read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, the Company is required to transfer all unpaid or unclaimed dividends to the Investor Education and Protection Fund (IEPF), established by the Central Government, after the completion of seven years.

Furthermore, in accordance with the Rules, shares in respect of which dividends have not been paid or claimed by the shareholders for seven consecutive years or more shall also be transferred to the Demat account of the IEPF Authority. For further details, please refer to the Corporate Governance Report forming part of this Report.

Members are requested to claim any unclaimed or unpaid dividends by sending a written request to the Company at [email protected] or to the Company’s Registrar and Share Transfer Agent, Adroit Corporate Services Private Limited, at [email protected], or by post to their registered address:

Adroit Corporate Services Private Limited

[Unit: Hind Rectifiers Limited] 19-20, Jafferbhoy Industrial Estate, 1[st] Floor, Makwana Road, Marol Naka, Andheri (East), Mumbai – 400059, Maharashtra India Tel: +91 22 4227 0400 Fax: +91 22 28503748 Website: www.adroitcorporate.com

Details of the Nodal Officer appointed by the Company under the provisions of the Investor Education and Protection Fund (IEPF) are available on the Company’s website at https:// hirect.com/shareholder-enquiries/.

ENERGY, TECHNOLOGY, AND FOREIGN EXCHANGE

Information regarding the conservation of energy, technology absorption, foreign exchange earnings, and outgo is provided in accordance with the requirements of Section 134 of the Companies Act, 2013, read with the Companies (Accounts) Rules, 2014. This information is annexed as Annexure C and forms an integral part of this report.

SAFETY, ENVIRONMENTAL CONTROL, AND PROTECTION

The Company acknowledges the significance of maintaining environmentally clean and safe operations. Its policy mandates conducting all activities in a manner that ensures the safety of all individuals involved while strictly adhering to applicable environmental regulations. Accordingly, the Company has implemented all necessary measures for safety, environmental control, and protection across all its plants.

ACKNOWLEDGMENT

The Directors sincerely appreciate the assistance and cooperation extended by banks, government and railways authorities, customers, vendors, and investors during the year under review. They also wish to express their gratitude for the efficient and loyal services rendered by every employee, acknowledging that it is through their dedicated efforts that the Company’s overall performance has been achieved. The Directors look forward to the long-term future with confidence and deeply value the contributions made by every member of the HIRECT family.

For and on behalf of the Board of Directors

Suramya Nevatia Vandan Shah
Chairman & Managing Independent
Place: Mumbai Director (CEO) Director
Date: May 5, 2025 DIN: 06703910 DIN: 00759570

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ANNEXTURE ‘A’ TO THE DIRECTOR’S REPORT

FORM NO.MR-3

SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED MARCH 31, 2025

(Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No.9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014)

To,

The Members, HIND RECTIFIERS LIMITED

Lake Road, Bhandup West, Mumbai – 400078.

We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by HIND RECTIFIERS LIMITED (hereinafter called the Company). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.

Based on our verification of the Company’s books, papers, minutes books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of Secretarial Audit, we hereby report that in our opinion, the Company has, during the audit period covering the Financial Year ended on March 31, 2025 , complied with the statutory provisions of the applicable Acts listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

We have examined the books, papers, minutes, forms and returns filed and other records maintained by HIND RECTIFIERS LIMITED for the Financial Year ended on March 31, 2025 according to the provisions of:

  • i. The Companies Act, 2013 (“the Act”); and Rules made thereunder;

  • ii. The Foreign Exchange Management Act, 1999 and the Rules and Regulations made thereunder to the extent of Foreign Direct Investment;

  • iii. The Depositories Act, 1996 and the regulations and bye-laws framed thereunder;

  • iv. The Securities Contracts (Regulation) Act, 1956 (‘SCRA”) and the rules made thereunder;

  • v. The Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’) viz

  • a) Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015;

  • b) Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018;

  • c) Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;

  • d) Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018; (Not applicable to the company during the Audit period)

  • e) Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021;

  • f) Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021 (Not applicable to the company during the Audit period)

  • g) Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015.

  • vi. We have also examined compliance with the applicable clauses of the following:

  • a) Secretarial Standards issued by the Institute of Company Secretaries of India.

67[th] Annual Report 2024-25

36

Corporate Overview

Financial Statements

Statutory Reports

ANNEXTURE ‘A’ TO THE DIRECTOR’S REPORT (Contd.)

  • b) The Listing Agreements entered into by the Company with National Stock Exchange of India Limited and BSE Limited read with the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Further, the Company being engaged in developing, designing, manufacturing and marketing of Electronics, Electricals and ElectroMechanical Equipment’s, Power Electronic Equipment’s & Railway Traction Equipment’s, there are no specific laws applicable to the Company, which require approvals or compliances under any Act or Regulations.

During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above, to the extent applicable.

We report having regard to the compliance system prevailing in the Company and as per explanations and management representations obtained and relied upon by us the Company has adequate systems and processes commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines etc.

We report that the Compliance by the Company of the following has not been reviewed in this Audit:

  • (a) Applicable financial laws, like direct, indirect tax laws and Goods and Service Tax, Maintenance of financial records, etc., since the same has been subject to review by statutory financial auditor and other designated professionals.

  • (b) As informed by the Company the Industry specific laws/general laws as applicable to the Company has been complied with. The management has also represented and confirmed that all the laws, rules, regulations, orders, standards and guidelines as are specifically applicable to the Company relating to Industry/Labor etc., have been complied with.

We further report that:

  1. The Board of Directors of the Company was duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors.

During the year under review, the following changes in the composition of the Board of Directors were carried out in compliance with the provisions of the Act.

  • a. Mr. Vishal Pacheriwala was appointed as an Additional Director (Non-Executive Independent Director) on May 28, 2024 by the Board, and the shareholders have approved his appointment as an Independent Director of the Company at the Annual General Meeting held on August 1, 2024.

  • b. Mr. Pradeep Goyal, Independent Director ceased to be a Director of the Company w.e.f. August 13, 2024 due to completion of his tenure.

  • c. Mr. Vijay Kumar Bhartia, Independent Director ceased to be a Director of the Company w.e.f. August 13, 2024 due to completion of his tenure.

  • That there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

  • Adequate notices are given to all the Directors to schedule the Board Meetings, Board Committee Meetings and wherever necessary consent for shorter notice was given by Directors, agenda and detailed notes on agenda were sent well in advance and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting. Majority decisions are carried through while the dissenting members’ views, if any, are captured and recorded as part of Minutes.

We further report that during the audit period, the Company had following specific events:

  1. The Nomination and Remuneration Committee of the Company at their meeting held on May 28, 2024 approved vesting of 19741 options (effective date was June 10, 2024) to the eligible employees under HIRECT Employees Stock Option Plan- 2018.

Further, Nomination and Remuneration Committee of the Board of Directors of the Company at their meeting held on October 30, 2024 allotted 24815 Equity Shares of Rs. 2/- each to eligible employees of the Company who exercised their vested options under this scheme.

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37

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ANNEXTURE ‘A’ TO THE DIRECTOR’S REPORT (Contd.)

  1. The Company has passed the following resolutions through postal ballot during the audit period:
Sr.
No.
Postal Ballot Approval Date Resolutions passed
1. April 27, 2024 To approve the payment of Managerial Remuneration to Mr. Suramya Nevatia, Managing
Director & CEO for current tenure of his appointment i.e. till August 16,2026.
2. January 4, 2025 a)
Increase in Borrowing limits from Rs. 250 crore to Rs. 400 crore.
b)
Approval for creation of mortgage and/or charge on all or any of the movable and/
or immovableproperties of the Company.
3. March 29, 2025 a)
Approval for payment of Managerial Remuneration to Mr. Suramya Nevatia,
Chairman & Managing Director (CEO-KMP) for current tenure of his appointment
i.e. till August 16, 2026.
b)
Approval for payment of Managerial Remuneration to Mrs. Akshada Nevatia,
Executive Director for current tenure of her appointment i.e. till January14,2026.
  1. The Company has incorporated a wholly-owned subsidiary with the name Hirect FZ-LLC on November 21, 2024 in UAE. As informed, the Company has responded appropriately to notices received from various statutory/regulatory authorities including initiating actions for corrective measures, wherever found necessary.

This report is to be read with our letter of even date, which is annexed as ‘ANNEXURE’ and forms an integral part of this report.

For GMJ & ASSOCIATES Company Secretaries ICSI Unique Code P2011MH023200

Place: Mumbai Date: May 5, 2025

CS MAHESH SONI PARTNER Membership No: F3706 Certificate of Practice No.:2324 UDIN: F003706G000272711 Peer Review Certificate No.: 6140/2024

67[th] Annual Report 2024-25

38

Corporate Overview

Financial Statements

Statutory Reports

ANNEXTURE ‘A’ TO THE DIRECTOR’S REPORT (Contd.)

ANNEXURE

To,

The Members,

HIND RECTIFIERS LIMITED

Lake Road,

Bhandup West, Mumbai- 400078.

Our report of even date is to be read along with this letter:

  1. Maintenance of secretarial records is the responsibility of management of the Company. Our responsibility is to express an opinion on these secretarial records based on our audit.

  2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.

  3. We have not verified the correctness and appropriateness of financial records and books of accounts of the Company.

  4. Wherever required, we have obtained the Management Representation about the compliance of laws, rules and regulations and happening of events, etc.

  5. The compliance of the provisions of corporate and other applicable laws, rules and regulations, standards is the responsibility of the management. Our examination was limited to the verification of procedures on test basis.

  6. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company.

For GMJ & ASSOCIATES Company Secretaries ICSI Unique Code P2011MH023200

CS MAHESH SONI PARTNER Membership No: F3706 Certificate of Practice No.:2324

Place: Mumbai Date: May 5, 2025

UDIN: F003706G000272711 Peer Review Certificate No.: 6140/2024

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ANNEXURE “B” TO THE DIRECTORS’ REPORT

DETAILS PERTAINING TO REMUNERATION AS REQUIRED UNDER SECTION 197(12) OF THE COMPANIES ACT, 2013 READ WITH RULE 5(1) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014

  • (i) The percentage increase in remuneration of each Director, Chief Executive Officer, Chief Financial Officer and Company Secretary during the financial year 2024-2025 and ratio of the remuneration of each director to the median remuneration of the employees of the Company for the financial year 2024-2025 are as follows:
Sr.
No.
Name of Director/KMP and
Designation
Remuneration of Director/
KMP for the fnancial year
2024-2025 (`in lakhs)
% increase in remuneration
in the fnancial year 2024-
2025 as compared to
fnancial year 2023-2024
The ratio of remuneration of
each Director, CEO, CFO &
CS to median remuneration
of employees











1. Pradeep Goyal#
Chairman of the Board
& Non-Executive &
IndependentDirector
1.5 - 0.22
2. Suramya Nevatia^
Chairman & Managing
Director(CEO-KMP)
363.64 108.06 52.32
3. Akshada Nevatia^
ExecutiveDirector
210.57 355.68 30.30
4. V. K. Bhartia#
Non-Executive &
IndependentDirector
0.5 - 0.07
5. Parimal Merchant
Non-ExecutiveDirector
2.75 Nil 0.40
6. Vandan Shah
Non-Executive &
IndependentDirector
2.75 22.22 0.40
7. Ashlesha Bodas
Non-Executive &
IndependentDirector
0.25 Nil 0.04
8. Vishal Pacheriwala
Non-Executive &
IndependentDirector
2.25 - 0.32
9. Anil Kumar Nemani
Chief Financial Offcer
(KMP)
100.13 684.72 14.41
10. Anil Mehta^^
Joint Chief Financial Offcer
(KMP)
28.85 - 4.15
11. Meenakshi Anchlia
Company Secretary (KMP)
23.06 12.92 3.32

^The remuneration includes incentives. The performance-linked incentive-based remuneration, as approved by the members through postal ballot dated March 29, 2025, is payable based on the profit before tax for each financial year.

[#] Mr. Pradeep Goyal and Mr. V. K. Bhartia ceased to be Independent Directors with effect from August 14, 2024, upon completion of their second term on August 13, 2024.

^^Mr. Anil Mehta ceased to be Joint Chief Financial Officer effective November 29, 2024.

67[th] Annual Report 2024-25

40

Corporate Overview Statutory Reports

Financial Statements

ANNEXURE “B” TO THE DIRECTORS’ REPORT (CONTD.)

Details have not been provided in cases where the employment was not for the entire Financial Year 2024-2025 or 2023-2024, as the same is not comparable. Further, no Director is in receipt of any remuneration or commission from any subsidiary company.

  • (ii) The median remuneration of employees (excluding managerial personnel) of the Company for the financial year was ` 6.95 lakhs. This figure is based on remuneration paid during the period from April 1, 2024, to March 31, 2025.

  • (iii) In the financial year 2024-2025, the median remuneration of employees (excluding managerial personnel) increased by 7.99%.

  • (iv) As of March 31, 2025, the Company had 539 permanent employees (excluding workers) on its rolls.

  • (v) The average percentage increase in the salaries of employees (excluding managerial personnel) during the financial year 20242025 was 17.27%. This average increase in remuneration, excluding managerial personnel, is in line with industry practices and Company’s performance.

  • (vi) It is affirmed that the remuneration is in accordance with the Company’s remuneration policy.

For and on behalf of the Board of Directors

Place: Mumbai Date: May 5, 2025

Suramya Nevatia

Vandan Shah

Chairman & Managing Director (CEO) Independent Director DIN: 06703910 DIN: 00759570

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41

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ANNEXURE "C" TO THE DIRECTORS' REPORT

Information under Section 134(3) (m) of the Companies Act 2013 read with Rule 8 of the Companies Act ( Accounts) Rules, 2014 and forming part of the Directors Report for the year ended March 31, 2025.

I CONSERVATION OF ENERGY

Regular audit is being conducted to identify the area of energy wastage.

Power factor has been maintained at optimum level to minimize losses.

II TECHNOLOGY ABSORPTION, ADOPTION, INNOVATION

(i) Efforts in brief made towards technology absorption

  • Successfully completed Integration tests of Indigenously developed Propulsion system with Indian Railways, dispatched the unit and commissioning completed

  • Successfully developed, type tested and commissioned 7 KW battery charger for semi high speed trains

  • Successfully completed the NABL lab type tests of Hirect Power supply and field trials started

  • Successfully validated Indigenously developed gate drivers for high power converters

  • Successfully completed the customer type testing and NABL lab type tests of Indigenously developed Computer Controlled Brake system for 3 Phase electric locomotives

  • Successfully completed the field trials of Indigenously developed Hotel Load Converter

  • Successfully developed, type tested and integrated Auxiliary converter V3

  • Successfully developed and type tested Passenger Announcement and Passenger Information system (PAPIS)

  • Successfully completed the customer type testing and NABL lab type tests of RMPU and RMPU controller and supplied to Indian Railways

  • Initiated a focused project aimed at designing its existing rectifier models to enhance performance for welding application. The project involves the adoption SCR-based power electronics, digital control systems, and improved thermal management solutions. Development includes prototype creation and final product rollout. Concept will be used for ARC Furnace application.

(ii) Benefits derived as a result of the above efforts

  • Avoiding dependency on external suppliers, timely availability of the components, better reliability, cost reduction and better control over the products.

  • With the development of battery chargers for semi high speed trains, we have added new products in our portfolio, opening new business avenues in other products of highspeed and semi high-speed trains.

  • With the successful completion of field trials of Hotel Load Converter will increase our credentials in IGBT based high power converters segment in Indian Railways.

  • With the successful completion of commissioning of Propulsion system will give us credentials for getting orders of EMU/MEMU/Vande Bharat Trains

  • Completion of PAPIS will give us credentials of developing similar products for EMU/MEMU/Vande Bharat Trains in addition to adding new product segment.

  • Completion of RMPU and RMPU controller will give us credentials of developing products to Vande Bharat trains in addition to adding new product segment.

  • Improve duty cycle and arc stability, minimize energy consumption and size of the unit and ensure scalability.

(iii) In case of imported technology

(Imported during the last three years reckoned from the beginning of the financial year)

The details of technology Imported - Nil
The year of import - NA
Whether the technology has been fully absorbed - - NA

67[th] Annual Report 2024-25

42

Corporate Overview

Financial Statements

Statutory Reports

ANNEXURE “C” TO THE DIRECTORS’ REPORT (CONTD.)

• If not fully absorbed, areas where absorption has not taken place, and reasons thereof – Nil

III. EXPENDITURE INCURRED ON RESEARCH AND DEVELOPMENT

EXPENDITURE INCURRED ON RESEARCH AND DEVELOPMENT EXPENDITURE INCURRED ON RESEARCH AND DEVELOPMENT EXPENDITURE INCURRED ON RESEARCH AND DEVELOPMENT
`in lakhs
Particulars 2024-2025 2023-2024
Capital 588.46 607.50
Recurring 1,226.06 819.81
Total 1,814.52 1,427.31
Total R&D expenditure as % of net operational income 2.77 2.76

IV. FOREIGN EXCHANGE EARNINGS AND OUTGO

FOREIGN EXCHANGE EARNINGS AND OUTGO FOREIGN EXCHANGE EARNINGS AND OUTGO FOREIGN EXCHANGE EARNINGS AND OUTGO
`in lakhs
Particulars 2024-2025 2023-2024
Foreign exchange earned
1.
Export ofgoods on FOB Basis,Commission and Service charges
304.28 656.62
Foreign exchange used
1.
Raw materials,stores,and spareparts,capitalgoods,and otherproducts
5,163.06 4,542.80
2.
Expenditure in foreign currency
326.94 203.12

For and on behalf of the Board of Directors

Place: Mumbai Date: May 5, 2025

Suramya Nevatia

Chairman & Managing Director (CEO) DIN: 06703910

Vandan Shah

Independent Director DIN: 00759570

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ANNEXURE “D” TO THE DIRECTORS’ REPORT

FORM NO. AOC 2

Form for disclosure of particulars of contracts/arrangements entered into by the Company with related parties referred to in subsection (1) of Section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto

(Pursuant to clause (h) of sub-section (3) of Section 134 of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014)

1. Details of contracts or arrangements or transactions not at arm's length basis

The Company did not enter into any contract, arrangement, or transaction with its related parties during the financial year 2024-2025 that was not in the ordinary course of business or not at arm's length.

The Company has established policies and procedures to ensure compliance with the relevant provisions of the Companies Act, 2013, the corresponding Rules, and the SEBI Listing Regulations, 2015.

2. Details of material contracts or arrangements or transactions at arm's length basis

  • (a) Name(s) of the related party and nature of the relationship

  • Mr. Saurabh Nevatia, CEO of the Nashik Plant, is related to Mr. Suramya Nevatia, Chairman & Managing Director (CEO), and Mrs. Akshada Nevatia, Executive Director of the Company.

  • (b) Nature of contracts/arrangements/transactions Mr. Saurabh Nevatia is employed as a regular senior employee of the Company, and his remuneration is paid in accordance with his role. The remuneration paid to him has been approved by the members at the 64[th] Annual General Meeting as a related party transaction.

  • (c) Duration of the contracts/arrangements/transactions

  • Mr. Saurabh Nevatia has been a regular employee of the Company since 1988.

  • (d) Salient terms of the contracts or arrangements or transactions including the value, if any:

  • A total remuneration of ` 90.27 lakhs was paid to Mr. Saurabh Nevatia during the financial year 2024-2025.

  • (e) Date(s) of approval by the Board:

The Board approved the said transactions on May 26, 2022.

  • (f) Amount paid as advances, if any: Nil

3. Details of contracts or arrangements or transactions not in the ordinary course of business.

There were no contracts or arrangements or transactions entered into during the financial year 2024-2025 that were not in the ordinary course of business.

For and on behalf of the Board of Directors

Place: Mumbai Date: May 5, 2025

Suramya Nevatia

Vandan Shah

Chairman & Managing Director (CEO) Independent Director DIN: 06703910 DIN: 00759570

67[th] Annual Report 2024-25

44

Corporate Overview

Financial Statements

Statutory Reports

ANNEXURE “E” TO THE DIRECTORS’ REPORT

ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY ACTIVITIES

[Pursuant to Section 135 of the Companies Act, 2013 and the Companies (Corporate Social Responsibility Policy) Rules, 2014]

1. Brief outline on CSR Policy of the Company:

  • Our CSR initiatives are guided and regulated by our CSR Policy (‘Policy’). The Policy was first adopted on March 2, 2016 and the same was amended subsequently to be aligned with applicable regulatory changes including:

  • (i) Formulation and recommendation of Annual Action Plan.

  • (ii) Oversight of the Board of Directors of the Company on utilization/disbursement of CSR Funds towards sanctioned CSR activities of the Company, including noting of the utilization certificate to be placed by the CFO of the Company.

At present, our CSR activities focus on skill development, livelihood, etc.

2. Composition of CSR Committee:

The Board had decided to dissolve the Corporate Social Responsibility Committee w.e.f. June 11, 2021, as the amount required to be spent on CSR, was not exceed ` 50 lakhs and the functions of this Committee are being performed by the Board of Directors of the Company. Subsequently, the CSR Committee has constituted on May 5, 2025. The CSR Committee is comprised of Mr. Vishal Pacheriwala (Chairman), Mr. Suramya Nevatia and Mrs. Akshada Nevatia.

3. Web-link where the Composition of CSR committee, CSR Policy and CSR projects approved by the Board are disclosed on the website of the Company.

https://hirect.com/committees-of-board-of-directors/

https://hirect.com/policies/

https://hirect.com/wp-content/uploads/2025/06/CSR-Annual-Action-Plan-28.05.2024.pdf

4. Executive summary along with web-link(s) of Impact Assessment of CSR projects carried out in pursuance of sub-rule (3) of Rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014, if applicable.

Not applicable

5. (a) Average net profit of the company as per sub-section (5) of Section 135: ` 10,60,60,785

  • (b) Two percent of average net profit of the company as per sub-section (5) of Section 135: ` 21,21,216

  • (c) Surplus arising out of the CSR Projects or programs or activities of the previous financial years: Nil

  • (d) Amount required to be set-off from the excess spend of previous financial years, during the financial year 2024-25, if any: ` 21,21,680

Note: The Company had incurred excess CSR expenditure of 15,62,000 in FY 2021-22 and 5,59,680 in FY 2022-23. In accordance with Rule 7(3) of the Companies (Corporate Social Responsibility Policy) Rules, 2014, and based on the approval of the Board, the total excess amount of 21,21,680 has been set off against the CSR obligation of21,21,216 for FY 2024-25. Accordingly, the CSR obligation for the year has been fully met through this set-off, and no additional CSR expenditure was required to be incurred during FY 2024-25.

  • (e) Total CSR obligation for the financial year [(b)+(c)-(d)]: ` (464)

6. (a) Amount spent on CSR Projects (both Ongoing Project and other than Ongoing Project): Nil

  • (b) Amount spent in Administrative Overheads: Nil

  • (c) Amount spent on Impact Assessment, if applicable: Nil

  • (d) Total amount spent for the Financial Year [(a)+(b)+(c)]: Nil

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45

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ANNEXURE “E” TO THE DIRECTORS’ REPORT (CONTD.)

  • (e) CSR amount spent or unspent for the Financial Year:

|(f)|Total Amount
Spent for the
Financial Year
(in**)**|**Total Amount**<br>**Spent for the**<br>**Financial Year**<br>**(in**)|Amount Unspent (in**)**<br>|**Amount Unspent (in**)
|Amount Unspent (in**)**<br>|**Amount Unspent (in**)
|Amount Unspent (in**)**<br>|**Amount Unspent (in**)
|
|---|---|---|---|---|---|---|---|---|
||||
Total Amount transferred to Unspent
CSR Account as per Section 135(6) of
the Act||
Amount transferred to any fund specifed under Schedule
VII as per second proviso to Section 135(5) of the Act||||
||||Amount|Date of transfer|Name of the Fund|Amount||Date of transfer|
||Nil||Nil||Nil||||
||Excess amount||for set-off, if any:||||||
||Sr.
No.|Particular
|||||Amount (in`)||
||(i)|Two percent of the average net proft of the Company as per Section 135(5)
|||||21,21,216||
||(ii)|
Total amount spent for the fnancial year 2024-25#
|||||21,21,680||
||(iii)|
Excess amount spent for the fnancial year [(ii)-(i)]
|||||464||
||(iv)|
Surplus arising out of the CSR projects or programs or activities of the previous fnancial
years, if any
|||||Nil||
||(v)|
Amount available for set-off in succeeding fnancial years [(iii)-(iv)]|||||464||

[#] This includes ` 21,21,680, being the excess CSR amount spent during the preceding three financial years, which has been adjusted against the CSR obligation for the financial year 2024-25.

7. Details of Unspent Corporate Social Responsibility amount for the preceding three Financial Years:

|Sr.
No.|Preceding
Financial
Year|Amount
Transferred
to Unspent
CSR Account
under
Section 135
(6) of the Act
(in**)**|**Amount**<br>**Transferred**<br>**to Unspent**<br>**CSR Account**<br>**under**<br>**Section 135**<br>**(6) of the Act**<br>**(in**)|Balance
Amount in
Unspent
CSR Account
under sub-
section (6)
of Section
135 (in**)**|**Balance**<br>**Amount in**<br>**Unspent**<br>**CSR Account**<br>**under sub-**<br>**section (6)**<br>**of Section**<br>**135 (in**)|Amount
spent in the
Financial
Year (in**)**|**Amount**<br>**spent in the**<br>**Financial**<br>**Year (in**)|Amount transferred to
any fund specifed under
Schedule VII as per Section
135(6) of the Act, if any|Amount transferred to
any fund specifed under
Schedule VII as per Section
135(6) of the Act, if any|Amount transferred to
any fund specifed under
Schedule VII as per Section
135(6) of the Act, if any|Amount transferred to
any fund specifed under
Schedule VII as per Section
135(6) of the Act, if any|Amount
remaining to
be spent in
succeeding
fnancial
years (in**)**|**Amount**<br>**remaining to**<br>**be spent in**<br>**succeeding**<br>**fnancial**<br>**years (in**)|Defciency, if
any|
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
|||||||||
Amount (in`)||
Date of
transfer|||||
|1|2021-22|
||||||Not Applicable|||||||
|2|2022-23||||||||||||||
|3|2023-24||||||||||||||
|Whether any capital assets have been created or acquired through Corporate Social Responsibility amount spent in the
Financial Year:No
If Yes, enter the number of Capital assets created/ acquired: Not Applicable
Furnish the details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount spent in
the Financial Year:|||||||||||||||
|Sr.
No.|Short
particulars of
the property
or asset(s)
[including
complete
address and
location of the
property]||Pincode of the
property or
asset(s)||Date of
Creation||Amount of CSR
amount Spent||
Details of entity/Authority/Benefciary of the
registered owner||||||
||||||||||CSR
Registration
Number, if
applicable||Name||Registered
address||
|Nil|||||||||||||||

8. Whether any capital assets have been created or acquired through Corporate Social Responsibility amount spent in the Financial Year: No

Furnish the details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount spent in the Financial Year:

9. Specify the reason(s), if the company has failed to spend two percent of the average net profit as per subsection (5) of section 135: Not Applicable

For and on behalf of the Board of Directors

Suramya Nevatia

Place: Mumbai Chairman & Managing Director (CEO) Date: May 5, 2025 DIN: 06703910

Vandan Shah Independent Director DIN: 00759570

Vishal Pacheriwala Chairman of CSR Committee DIN: 07244575

67[th] Annual Report 2024-25

46

Corporate Overview

Financial Statements

Statutory Reports

REPORT ON CORPORATE GOVERNANCE

Hind Rectifiers Limited has earned industry respect for its professional management style and adherence to best business practices for over six decades. The Company’s core values are anchored in integrity, legal compliance, respect for the law, commitment to product quality, and a caring ethos. It believes that good governance is a systemic process that ensures operations align with ethical, legal, and business expectations while also fulfilling social responsibilities. Additionally, the Company remains focused on delivering sustainable and competitive returns to its investors.

The Board strives to uphold the highest standards of governance by optimally leveraging the Company’s resources and cultivating an environment conducive to the growth and development of its human capital. The management team is fully empowered to steer the Company’s progress within a well-defined framework of accountability, thereby enabling the transformation of opportunities into tangible achievements for the benefit of the Company and its stakeholders. The Board has also institutionalized best management practices to foster a culture of responsibility and integrity. Robust systems are in place for strategic planning, risk management, financial forecasting and budgeting, internal controls, and transparent reporting. Clear communication guidelines ensure full and fair disclosure of all aspects of the Company’s operations, performance, and compliance with statutory and regulatory requirements—not merely in form, but in spirit. The Company believes that good governance builds trust and goodwill among its business partners, customers, investors, regulators, employees, and vendors, and earns the respect of society at large. It remains committed to protecting shareholder rights and ensuring timely, adequate, and accurate disclosure of its financials, performance, and leadership governance.

The Company upholds a strong legacy of fair, transparent, and ethical governance practices, with a continued emphasis on ensuring equity and openness in its dealings with all stakeholders. Shareholders can communicate any grievance to the Company through a dedicated mail ID. The Stakeholders Relationship Committee oversees the redressal of the complaints. Additionally, the Annual General Meeting serves as an important platform for shareholders to engage directly with the Board of Directors and express their views or concerns.

The Company’s governance philosophy with respect to minority shareholders is guided by its core values, which emphasize fairness and transparency towards all stakeholders. Furthermore, a qualified, diverse, and independent Board ensures the protection of minority shareholders’ interests.

CORPORATE ETHICS

The Company remains steadfast in its commitment to uphold the highest standards of business ethics, compliance with applicable laws, and transparency in all its business dealings. It continuously strives to foster a culture of integrity and accountability across all levels of the organization.

BOARD OF DIRECTORS

As on March 31, 2025, the Board of Directors comprised six members. The Chairmanship of the Board rests with the Managing Director & CEO. The Board includes two Executive Directors and four Non-Executive Directors. Among the Executive Directors, one serves as the Chairman & Managing Director (also the CEO, Key Managerial Personnel, and Promoter of the Company), and the other is an Executive Director who is a Woman Director and a member of the Promoter Group. Among the Non-Executive Directors, one serves as a NonIndependent Director, while the other three are Independent Directors, including one Woman Independent Director.

The Board, at its meeting held on May 28, 2024, appointed Mr. Vishal Pacheriwala as an Independent Director with effect from the same date. His appointment was subsequently approved by the members at the 66[th] Annual General Meeting.

Mr. Pradeep Goyal, Chairman (DIN: 00008370) and Mr. V. K. Bhartia (DIN: 00019810) ceased to be Independent Directors with effect from August 14, 2024, upon completion of their second term on August 13, 2024. The Board places on record its sincere appreciation and gratitude for their valuable contributions, guidance, and unwavering support throughout their tenure. The Board appointed Mr. Suramya Nevatia, the Managing Director & CEO as the Chairman of the Board effective from August 14, 2024

The composition of the Board is in compliance with the requirements of Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations, 2015”), read with the applicable provisions of Sections 149 and 152 of the Companies Act, 2013.

The Board comprises qualified professionals who possess the necessary skills, competencies, and expertise to provide meaningful contributions to the deliberations of the Board and its Committees. The Directors are dedicated to upholding the highest standards of corporate governance and ensuring compliance with applicable regulatory and ethical norms.

In terms of the SEBI Listing Regulations, 2015, the Board of Directors has identified the following core skills/expertise/competencies as required in the context of the Company’s business and sector for it to function effectively. The table below also indicates the skills/expertise/competencies actually available with the Board:

Name of the Director Expertise in the specifc functional area
Mr. Suramya Nevatia Production, Operation and Management, Strategic Development, and Implementation
Management, Performance Review and Marketing Management, Planning and Risk
Management,Governance and Leadership
Mrs. Akshada Nevatia Entrepreneur, Finance, Accounts and Banking, General Corporate Management, Corporate
Governance and Leadership, Strategy Planning, Risk Management, Understanding of
the needs and viewpoints of customers, partners, employees, governments, and other
stakeholders
Mr. Parimal Merchant Law, Capital Markets, Family Managed Business, Extend and create new Business Models,
Governance and Leadership,Risk Management,Evaluate Corporate Strategyand Culture

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REPORT ON CORPORATE GOVERNANCE (Contd.)

Name of the Director Expertise in the specifc functional area
Mr. Vandan Shah Industrialist, Manufacturing domain and Strategy Planning, Risk Management, Exports,
Experience in developing strategies to grow sales and enhance enterprise reputation,
Business Administration, and Management including Financial Management, Governance
and Leadership
Mrs. Ashlesha Bodas Strategy Management, Risk Management, Business Development, Statutory and Legal
Compliances,Governance and Leadership,Fundraisingand Project Management
Mr. Vishal Pacheriwala Financial Management & Asset Growth, Strategic Planning & Leadership, Revenue Growth
& Proft Maximization, Process Automation & Effciency Improvement, Market Expansion &
Diversifcation,Team Leadership& Development

The profiles and areas of expertise of all the Directors of the Company are available on the Company’s website at https:// hirect.com/director-profile/.

Accordingly, the Company maintains a balanced composition of Executive and Non-Executive Directors, ensuring the appropriate level of independence, effective functioning, and sound decision-making.

None of the Directors on the Board are members of more than ten committees or chairman of more than five committees (being Audit Committee and Stakeholders Relationship Committee, as per Regulation 26(1) of the SEBI Listing Regulations, 2015) across all the companies in which they are directors. Necessary disclosures regarding committee positions in other public companies as on March 31, 2025 have been made by the Directors. None of the Directors on the Board holds directorships in more than ten public companies.

None of the Independent Directors of the Company serves as Independent Director in more than seven listed companies and where any Independent Director is serving as whole-time director in any listed company, such Director is not serving as Independent Director in more than three listed companies. All Independent Directors of the Company have been appointed as per the provisions of the Companies Act, 2013 and the SEBI Listing Regulations, 2015. The Chairman & Managing Director (CEO) does not serve as an Independent Director in any listed company.

The Company does not have any pecuniary relationship with any Non-Executive & Independent Director. The Independent Directors have complied with the Code for Independent Directors prescribed in Schedule IV to the Companies Act, 2013.

The details as on March 31, 2025, regarding the composition of the Board, categories of Directors, shareholding of Directors, number of directorships held in other companies, and membership/chairmanship of committees in other companies are provided below:

Name of the
Director, DIN,
and Date of
Appointment
Category of
Director
Directorship
in other Listed
Companies and
Category of
Directorship (as
on March 31,
2025)
No. of Directorships in
other Indian Companies
(as on March 31, 2025)
excluding Hind Rectifers
Limited
No. of Directorships in
other Indian Companies
(as on March 31, 2025)
excluding Hind Rectifers
Limited
No. of Board Committee
positions in other Indian
Public Companies (as
on March 31, 2025)
excluding Hind Rectifers
Limited
No. of Board Committee
positions in other Indian
Public Companies (as
on March 31, 2025)
excluding Hind Rectifers
Limited
Shareholding
in the
Company as
on March 31,
2025
Public Private Member Chairman
Mr. Suramya
Nevatia
DIN: 06703910
(August 17, 2020)
Non-independent,
Executive and
Promoter Director
(Chairman
& Managing
Director (CEO-
KMP))
Nil 0 1 0 0 2574768
Mrs. Akshada
Nevatia
DIN: 05357438
(January15,2017)
Non-Independent
Executive Director
and member of
PromoterGroup
Nil 0 1 0 0 5850
Mr. Parimal
Merchant
DIN: 00201962
(February7,2013)
Non-Executive
Director
Nil 0 3 0 0 Nil
Mr. Vandan Shah
DIN: 00759570
(January 15, 2017)
Independent
Non-Executive
Director
Hercules Hoists
Limited (Non-
Executive &
Independent
Director)
1 2 2 1 50655

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Financial Statements

Statutory Reports

REPORT ON CORPORATE GOVERNANCE (Contd.)

Name of the
Director, DIN,
and Date of
Appointment
Category of
Director
Directorship
in other Listed
Companies and
Category of
Directorship (as
on March 31,
2025)
No. of Directorships in
other Indian Companies
(as on March 31, 2025)
excluding Hind Rectifers
Limited
No. of Directorships in
other Indian Companies
(as on March 31, 2025)
excluding Hind Rectifers
Limited
No. of Board Committee
positions in other Indian
Public Companies (as
on March 31, 2025)
excluding Hind Rectifers
Limited
No. of Board Committee
positions in other Indian
Public Companies (as
on March 31, 2025)
excluding Hind Rectifers
Limited
Shareholding
in the
Company as
on March 31,
2025
Public Private Member Chairman
Mrs. Ashlesha
Bodas
DIN: 00935512
(June26,2020)
Independent
Non-Executive
Director
Nil 0 10 0 0 Nil
Mr. Vishal
Pacheriwala
DIN: 07244575
(May28,2024)
Independent
Non-Executive
Director
Nil 0 6 0 0 Nil

Note:

  1. Directorships include those in companies registered under the Companies Act, 2013 or any previous enactments thereof, and exclude directorships in companies registered under Section 8 of the Companies Act, 2013 and in foreign companies.

  2. Only memberships and chairpersonships of the Audit Committee and the Stakeholders Relationship Committee of public limited companies have been considered.

  3. In the committee details provided, each chairmanship has also been counted as a membership.

  4. The maximum tenure of Independent Directors is in accordance with the provisions of the Companies Act, 2013 and the SEBI Listing Regulations, 2015.

INDEPENDENT DIRECTORS

The Independent Directors play an essential role in bringing balance to the Board’s processes. Their independent judgment is crucial on a range of issues including strategy, performance, resource allocation, standards of conduct and safety. Moreover, they contribute valuable insights and inputs that enhance the Board’s decision-making capabilities.

Independent Directors of the Company are Non-Executive Directors as defined under Regulation 16(1)(b) of the SEBI Listing Regulations, 2015 and Section 149(6) of the Companies Act, 2013, read with the applicable rules framed thereunder. In terms of Regulation 25(8) of the SEBI Listing Regulations, 2015, they have confirmed that they are not aware of any circumstance or situation that exists, or is reasonably anticipated, which could impair or impact their ability to discharge their duties with an objective independent judgment. Furthermore, pursuant to Section 150 of the Companies Act, 2013, read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, all Independent Directors have confirmed their enrolment in the Independent Directors’ databank maintained by the Indian Institute of Corporate Affairs.

Further, none of the Independent Directors serve as NonIndependent Director of any company on the Board of which any of the Non-Independent Director is an Independent Director.

All Independent Directors have submitted declarations confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI Listing Regulations, 2015. In the opinion of the Board, the Independent Directors satisfy

the conditions of independence as specified under the said provisions and are independent of the management. The terms and conditions of appointment or re-appointment of Independent Directors, as stipulated under the Companies Act, 2013 and the SEBI Listing Regulations, 2015, have been issued and are available on the Company's website at https://hirect. com/policies/.

Mr. V. K. Bhartia ceased to be an Independent Director on August 13, 2024, upon completion of his second term. As he had attained the age of seventy-five years, a special resolution approving his continuation as an Independent Director had been passed by the members at the 60[th] Annual General Meeting held on August 13, 2018.

MEETING OF INDEPENDENT DIRECTORS

During the year under review, the Independent Directors of the Company met on May 28, 2024, and January 31, 2025, without the presence of Non-Independent Directors and members of the management. However, as requested by the Independent Directors, the Company Secretary facilitates the convening and conduct of these meetings. The attendance details of the Independent Directors for these meetings held during the financial year 2024-2025 are provided below.

Name of Independent
Director
No. of meetings held
during the tenure of
the director
No. of
meetings
attended
Mr. V. K. Bhartia 1 1
Mr. PradeepGoyal 1 1
Mr. Vandan Shah 2 2

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REPORT ON CORPORATE GOVERNANCE (Contd.)

Name of Independent
Director
No. of meetings held
during the tenure of
the director
No. of
meetings
attended
Mrs. Ashlesha Bodas 2 1
Mr. Vishal
Pacheriwala
1 1

The Independent Directors expressed high satisfaction with the overall functioning of the Board and its various Committees, noting a strong level of commitment and engagement. They also commended the exemplary leadership of the Chairman of the Board and its Committees in upholding and adhering to the highest standards and values of corporate governance.

The Independent Directors, inter alia, evaluated the performance of the Non-Independent Directors and the Board as a whole, assessed the performance of the Chairman of the Board, Managing Director & CEO, taking into account the views of both Executive and Non-Executive Directors, and discussed various aspects including the quality, quantity, and timeliness of information flow between the Company, Management, and the Board, as well as leadership strengths and weaknesses, governance, compliance, and succession planning.

PERFORMANCE EVALUATION

Pursuant to the provisions of the Companies Act, 2013 and SEBI Listing Regulations, 2015, the Board has conducted an annual performance evaluation of its own functioning, the Chairman, individual Directors, and the working of its Committees.

The evaluation of Independent Directors is conducted by the entire Board and includes an assessment of their fulfillment of the independence criteria as specified under the Companies Act, 2013, and SEBI Listing Regulations, 2015, as well as their independence from the management.

The performance evaluation was conducted through a structured questionnaire, discussions, and a comprehensive assessment process. The Directors expressed satisfaction with the evaluation process and were highly satisfied with the performance of the Chairman, the Board as a whole, the Committees, and the flow of information. However, concerns were noted regarding attendance.

PERFORMANCE EVALUATION CRITERIA FOR DIRECTORS

The Nomination and Remuneration Committee has established criteria for evaluating the performance of the Chairman, the Board, Board Committees, and Executive, Non-Executive, and Independent Directors. These criteria encompass parameters such as attendance, familiarity with the business, communication among Board members, effective participation, domain knowledge and competency, compliance with the Code of Conduct, vision and strategy, integrity and confidentiality maintenance, independence of behaviour and judgment, initiatives, leadership, and adherence

to corporate governance practices. The criteria are designed in compliance with applicable laws, regulations, and guidelines.

BOARD MEETING

The Board meets at least once every quarter to review the quarterly results and other agenda items, as well as on the occasion of the Annual General Meeting. Additional meetings are convened as and when necessary.

The maximum interval between any two Board meetings was less than one hundred and twenty days. The dates and timings of the meetings are scheduled well in advance. The facility of video conferencing is provided to enable Directors to participate in the meetings, whenever requested by them.

During the financial year 2024-2025, the information specified in Part A of Schedule II of the SEBI Listing Regulations, 2015, was presented to the Board for its consideration.

The notice and detailed agenda, along with relevant notes and other material information, are sent separately in advance to each Director. In exceptional cases, these are tabled at the meeting with the Board’s approval. This process ensures timely and informed decision-making by the Board. Each Board member has the right to suggest additional items for inclusion in the agenda. Inputs and feedback from Directors are taken into account when preparing the agenda and supporting documents. During the meetings, Directors actively provide their insights and suggestions on various strategic and operational matters. Senior management or functional heads, who can offer further expertise on the agenda items, are also invited to attend these meetings.

The minutes of the proceedings of the meetings of the Board of Directors are recorded and draft minutes are circulated to all Directors for their perusal. Comments, if any, received from the Directors are incorporated in consultation with the Chairman and Managing Director. The minutes are then finalized, approved, and entered in the Minutes Book within thirty days of the conclusion of the meeting. Thereafter, the minutes are signed and dated by the Chairman of the Board at the next meeting or earlier.

Additionally, the minutes of the meetings of the Board and all Committees are placed before the Board and duly noted. Recommendations of the Committees are submitted to the Board for approval. All recommendations made by the Committees during the financial year under review were accepted by the Board. The Chairman of the Board and all Committees were present at the last Annual General Meeting held on August 1, 2024.

Board members are expected to diligently prepare for, attend, and actively participate in Board and relevant Committee meetings. Each member should ensure that their existing and anticipated commitments do not materially affect their ability to fulfill their responsibilities to the Company. Additionally,

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Corporate Overview

Financial Statements

Statutory Reports

REPORT ON CORPORATE GOVERNANCE (Contd.)

every Board member has the right to propose the inclusion of additional items in the meeting agenda.

Senior management personnel are invited to provide additional inputs for the items being discussed by the Board of Directors as and when necessary.

The Board of Directors met four times during the financial year 2024-2025 i.e. on May 28, 2024, August 1, 2024, October 30, 2024, and January 31, 2025. The necessary quorum was present at all meetings. The details of the attendance of Directors at Board meetings held during the financial year 2024-2025 and at the last AGM held on August 1, 2024 are as follows:

follows:
Name of the
Director
No. of Board
Meetings held
during the
tenure of the
Director
No. of Board
Meetings
Attended
Whether
attended last
AGM
Mr. Pradeep
Goyal
2 2 Yes
Mr. Suramya
Nevatia
4 4 Yes
Mrs. Akshada
Nevatia
4 4 Yes
Mr. V. K.
Bhartia
2 2 Yes
Mr. Parimal
Merchant
4 3 Yes
Mr. Vandan
Shah
4 4 Yes
Mrs. Ashlesha
Bodas
4 1 Yes
Mr. Vishal
Pacheriwala
4 4 Yes

Note: Mr. Pradeep Goyal and Mr. V. K. Bhartia ceased to be Independent Directors with effect from August 14, 2024, upon completion of their second term on August 13, 2024. Mr. Vishal Pacheriwala was appointed as an Independent Director effective May 28, 2024.

RELATIONSHIP BETWEEN DIRECTORS

There are no inter-se relationships among the Board members, except that Mr. Suramya Nevatia and Mrs. Akshada Nevatia are related to each other. None of the Independent Directors is related to each other, or to the Non-Independent Directors.

INFORMATION SUPPLIED TO THE BOARD

The Board has complete access to all information available with the Company. All Board meetings are conducted based on a structured agenda supported by comprehensive background information. During the financial year 2024-2025, information,

including but not limited to that specified in Part A of Schedule II of the SEBI Listing Regulations, 2015, was presented to the Board for its consideration. The Board is routinely provided with all information required under the SEBI Regulations and the Companies Act, 2013, whenever applicable and materially significant. Additionally, the Board periodically reviews compliance reports relating to all laws applicable to the Company.

The Board of Directors are provided information relating to the Company, which inter alia includes annual revenue budgets and capital expenditure plans, quarterly results, financing plans of the Company, Minutes of meetings of Board of Directors, Audit Committee, Nomination and Remuneration Committee, Stakeholders’ Relationship Committee, compliance or noncompliance of any regulatory, statutory nature or listing requirements and investor service such as non-payment of dividend, etc., if any

POST-MEETING MECHANISM

Key decisions taken at the Board and Board Committee meetings are promptly communicated to the respective departments and divisions concerned.

BOARD SUPPORT

The Company Secretary attends the Board and Committee meetings and advises to the Board on compliance and governance matters.

FAMILIARIZATION PROGRAMME

At the time of appointing a Director, the Company issues a formal letter of appointment outlining the role, functions, duties, responsibilities, disclosure requirements, and confidentiality obligations expected of the Director. The appointee is also provided with detailed explanations of the compliance requirements under the Companies Act, 2013, SEBI Listing Regulations, 2015, and other applicable laws and regulations. To familiarize the newly appointed Director with the Company’s operations, the Chairman & Managing Director (CEO) and Executive Director engage in a personal discussion with the Director. They also brief the Director on key Company policies and codes, including the Code of Conduct for Board members and the Code of Conduct for regulating, monitoring, and reporting trading activities by designated persons.

All Board members of the Company are provided ample opportunities to familiarize themselves with the Company, its management, operations, and, importantly, the industry landscape and related issues. They engage with senior management personnel and are proactively supplied with

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REPORT ON CORPORATE GOVERNANCE (Contd.)

relevant news, insights, and updates concerning the Company and the sector.

At various Board meetings during the year, quarterly information is presented on operations, covering business performance, ongoing projects, financial parameters, working capital management, fund flows, regulatory changes, and related matters.

The Directors of the Company are updated on changes/ developments in the markets and industry scenario through presentations made at Board, Committee meetings and interactions with senior company personnel.

The above initiatives assist Directors in gaining a comprehensive understanding of the Company, its business, and the regulatory environment in which it operates, thereby enabling them to effectively fulfill their roles. Details of the familiarization program provided to the Independent Directors are available on the Company’s website at https://hirect.com/ policies/.

CONFLICT OF INTERESTS

Each Director informs the Company annually about the Board and Committee positions they hold in other companies, including Chairmanships, and promptly notifies the Company of any changes during the year. While discharging their duties, the Board members avoid conflicts of interest in the decisionmaking process and abstain from discussions and voting on matters in which they have any concerns or interests.

INSIDER TRADING CODE

In accordance with the SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time, the Board of Directors of the Company has adopted the Code of Conduct to Regulate, Monitor and Report Trading by Insiders, the Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information, and the Policy for Inquiry in Case of Leak or Suspected Leak of Unpublished Price Sensitive Information. These codes and policies are available on the Company’s website at https://hirect.com/policies/.

Ms. Meenakshi Anchlia, Company Secretary & Compliance Officer, is designated as the ‘Compliance Officer’ in terms of the Insider Trading Regulations.

COMMITTEES OF THE BOARD

For better corporate governance, to promote transparency, and to enhance the credibility of the Company’s financial disclosures, the Board has constituted various committees in compliance with the requirements of the SEBI Listing

Regulations, 2015 and the Companies Act, 2013. Details of the Board’s committees and other related information are provided below.

AUDIT COMMITTEE

The Audit Committee comprises three Directors, with a majority being Independent Directors. All members of the Audit Committee are financially literate and possess financial management expertise by virtue of their experience and background. The CEO of the Nashik Plant and the Chief Financial Officer of the Company are permanent invitees to the meetings of the Audit Committee. Additionally, the Statutory Auditors, Internal Auditors, and Cost Auditors are invited to participate in the meetings. The Company Secretary acts as the Secretary to the Audit Committee, while the Chief Financial Officer supports the Committee in discharging its responsibilities.

The previous Annual General Meeting of the Company was held on August 1, 2024, and was attended by the Chairman of the Audit Committee.

The Audit Committee met four times during the year i.e. on May 28, 2024, August 1, 2024, October 30, 2024 and January 31, 2025. The maximum gap between any two meetings was less than one hundred and twenty days. All the decisions at the Audit Committee meetings were taken unanimously.

The composition of the Audit Committee and the attendance of its members at the meetings held during the financial year 2024-2025 are given below.

Name of
Committee
Members
Position No. of
Committee
Meetings
held during
the tenure of
the Director
No. of
Committee
Meetings
Attended
Mr. Vandan
Shah,
Chairman
Independent
Non-Executive
4 4
Mr. Pradeep
Goyal
Independent
Non-Executive
2 2
Mr. Parimal
Merchant
Non-Executive 4 3
Mr. Vishal
Pacheriwala
Independent
Non-Executive
2 2
Mrs. Ashlesha
Bodas
Independent
Non-Executive
0 0

Note:

  1. Mr. Pradeep Goyal ceased to be Independent Director with effect from August 14, 2024, upon completion of his second term on August 13, 2024.

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Financial Statements

Statutory Reports

REPORT ON CORPORATE GOVERNANCE (Contd.)

  1. Mr. Vishal Pacheriwala was appointed as a Member of the Audit Committee with effect from August 14, 2024.

  2. Mrs. Ashlesha Bodas was appointed as a Member of the Audit Committee with effect from February 1, 2025.

The constitution, powers, role, charter, and terms of reference of the Audit Committee encompass the areas specified under Section 177 of the Companies Act, 2013, and Regulation 18 of the SEBI Listing Regulations, 2015, as applicable, along with other responsibilities as assigned by the Board of Directors.

The primary objective of the Audit Committee is to monitor and provide effective supervision of the financial reporting process, internal financial controls, and risk management systems. It ensures accurate and timely disclosures while maintaining the highest levels of transparency, integrity, and quality in financial reporting. The Committee reviews the annual financial statements and the auditors’ reports thereon with the management before these are submitted to the Board for approval.

The Committee oversees the financial reporting process carried out by the Management, internal auditors, statutory auditors, and cost auditors. It ensures the effectiveness and independence of the internal audit function, which provides assurance on the adequacy and operation of internal controls and processes designed to safeguard the Company’s assets, promote efficient use of resources, and ensure timely and accurate recording of all transactions. The Committee discusses key observations related to the financial statements with the Statutory Auditor for the relevant period and serves as an independent channel of communication for both internal and statutory auditors.

Additionally, the Committee reviews various processes and controls, including compliance with laws, the Insider Trading Code, and the Whistle Blower Policy. It evaluates the Management’s discussion and analysis of the Company’s financial condition and operational results. The Committee also recommends the appointment of internal and secretarial auditors, reviews and recommends audit fees, and reviews and approves related party transactions, granting omnibus approvals as needed. Furthermore, it takes note of disclosures made by promoters under Regulation 31(5) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

To carry out its responsibilities efficiently and transparently, the Committee relies on the financial expertise of the Management, as well as that of the internal and statutory auditors. While the Management is responsible for the Company’s internal control over financial reporting and the overall financial reporting process, the statutory auditors are tasked with performing an independent audit of the Company’s financial statements in accordance with the applicable legal framework.

NOMINATION AND REMUNERATION COMMITTEE

The powers, role, charter, and terms of reference of the Nomination and Remuneration Committee cover the areas as contemplated under Section 178 of the Companies Act, 2013 and Regulation 19 of the SEBI Listing Regulations 2015, besides other terms as referred by the Board.

The purpose of the Nomination and Remuneration Committee is to oversee the Company’s nomination process, including succession planning for senior management and the Board, as well as the performance evaluation of the Board and its Committees. Specifically, it assists the Board in identifying, screening, and reviewing individuals qualified to serve as Executive Directors and Non-Executive Directors, and in determining the roles and capabilities required for Independent Directors.

The Nomination and Remuneration Committee holds the overall responsibility for approving and evaluating the compensation plans for Executive Directors and Senior Management. It reviews and recommends to the Board for approval the salary, incentives, compensation, and other benefits for the Executive Directors and Senior Management.

The Committee also functions as the compensation committee under the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, for the HIRECT Employees Stock Option Plan-2018 (ESOP 2018). Additionally, the Committee evaluates the performance of the Board and reviews the implementation and compliance of such evaluations.

The Nomination and Remuneration Committee met three times during the year, i.e., on May 28, 2024, October 30, 2024, and January 31, 2025. The Chairman of the Nomination and Remuneration Committee attended the last Annual General Meeting of the Company held on August 1, 2024. The composition of the Committee and the attendance of its members at the meetings held during the financial year 20242025 are provided below.

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REPORT ON CORPORATE GOVERNANCE (Contd.)

Name of
Committee
Members
Position No. of
Committee
Meetings
held during
the tenure of
the Director
No. of
Committee
Meetings
Attended
Mr. Vandan
Shah,
Chairman
Independent
Non-Executive
3 3
Mr. Pradeep
Goyal
Independent
Non-Executive
1 1
Mr. Parimal
Merchant
Non-Executive 3 3
Mr. Vishal
Pacheriwala
Independent
Non-Executive
2 2

Note:

  1. Mr. Pradeep Goyal ceased to be Independent Director with effect from August 14, 2024, upon completion of his second term on August 13, 2024.

  2. Mr. Vishal Pacheriwala was appointed as a Member of the Nomination and Remuneration Committee with effect from August 14, 2024.

The Company Secretary acts as the Secretary to the Nomination and Remuneration Committee.

NOMINATION AND REMUNERATION POLICY

The policy lays down a framework regarding the remuneration of Directors, Key Managerial Personnel, and senior management personnel of the Company. Its key objectives are to guide the Board in relation to the appointment and removal of Directors, Key Managerial Personnel, and Senior Management Personnel; and to recommend to the Board the remuneration payable to the Directors, Key Managerial Personnel, and Senior Management Personnel, among other related matters.

This policy of the Company is designed to create a highperformance culture. It enables the Company to attract, retain, and motivate employees to achieve results. Remuneration is paid by way of salary, benefits, perquisites, allowances,

incentives, etc. The Committee evaluates and approves the adequacy of the compensation plans, policies, programs, and succession plans. This includes identifying persons to be appointed to positions of KMP and Senior Management in accordance with the established criteria and recommending their appointment and removal to the Board.

The Nomination and Remuneration Committee has formulated a Remuneration Policy for Directors, Key Managerial Personnel (KMPs), and other employees of the Company. The policy is available on the Company’s website at https://hirect.com/ policies/.

REMUNERATION OF DIRECTORS

The appointment and remuneration of Directors are governed by the recommendations of the Nomination and Remuneration Committee, as well as resolutions passed by the Board of Directors and, if required, by the shareholders of the Company.

The remuneration of the Chairman & Managing Director (CEO) and the Executive Director comprises salary, perquisites, allowances, contributions to provident fund, retirement benefit funds, incentives, and other benefits, as approved by the shareholders at the General Meetings. Increments are decided by the Nomination and Remuneration Committee and recommended to the Board for approval in accordance with the applicable legal framework.

Non-Executive Directors do not receive any remuneration from the Company except for sitting fees for attending meetings of the Board and its Committees. They are paid a sitting fee of Rupees Twenty-Five Thousand for each meeting attended of the Board, Audit Committee, Nomination and Remuneration Committee, and Stakeholders Relationship Committee. The Board regularly reviews the performance of the Independent Directors.

It is pertinent to note that with effect from the financial year 2025-2026, the sitting fees for attending meetings of the Board and the Audit Committee has been revised to Rupees Fifty Thousand per meeting. Additionally, the criteria for making payments to Non-Executive Directors are available on the Company’s website at https://hirect.com/policies/.

67[th] Annual Report 2024-25

54

Corporate Overview

Financial Statements

Statutory Reports

REPORT ON CORPORATE GOVERNANCE (Contd.)

The details of the remuneration/sitting fees paid to the Directors of the Company during the financial year 2024-2025 are as under:

(` in lakhs)

(`in lakhs)
Name of the Director Salary Benefts Bonus /
Commission/
Stock Options
Sitting Fees Total
Mr. Pradeep Goyal - - - 1.50 1.50
Mr. Suramya Nevatia^ 46.20 317.44 - - 363.64
Mrs. Akshada Nevatia^ 21.00 189.57 - - 210.57
Mr. V. K. Bhartia - - - 0.50 0.50
Mr. Parimal Merchant - - - 2.75 2.75
Mr. Vandan Shah - - - 2.75 2.75
Mrs. Ashlesha Bodas - - - 0.25 0.25
Mr. Vishal Pacheriwala - - - 2.25 2.25

^The remuneration includes incentives. The performance-linked incentive-based remuneration, as approved by the members through postal ballot dated March 29, 2025, is payable based on the profit before tax for each financial year.

Note:

  1. Mr. Pradeep Goyal and Mr. V. K. Bhartia ceased to be Independent Directors with effect from August 14, 2024, upon completion of their second term on August 13, 2024.

  2. Mr. Suramya Nevatia and Mrs. Akshada Nevatia are entitled to receive remuneration comprising salary, perquisites, incentives, benefits, etc., in accordance with the applicable provisions of the Companies Act, 2013, SEBI Listing Regulations, 2015, and as approved by the shareholders through resolutions passed in the respective Annual General Meetings and postal ballots.

  3. The notice period for Managing Director and Executive Director is three months, and there is no provision for payment of severance fees.

  4. The sitting fee mentioned above also includes payments made for attending meetings of the Board-level Committees.

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REPORT ON CORPORATE GOVERNANCE (Contd.)

In accordance with the SEBI Listing Regulations, 2015, no employee, including any Key Managerial Personnel, Director, or Promoter of a listed company, shall enter into any agreement, either for himself or on behalf of any other person, with any shareholder or any other third party, regarding compensation or profit-sharing in connection with dealings in the shares of the Company, unless prior approval has been obtained from the Board of Directors and the members of the Company by way of an ordinary resolution. No such instances were reported during the reporting period.

A brief profile and other relevant particulars of the Directors seeking appointment / re-appointment are provided in the Notice convening the 67[th] Annual General Meeting and form part of this Report. The Board has also adopted a Policy on Board Diversity to ensure an appropriate mix of skills, experience, and diversity among its members. The said policy is available on the Company’s website at https://hirect.com/ policies/.

STAKEHOLDERS RELATIONSHIP COMMITTEE

The role, responsibilities, constitution, and broad terms of reference of the Stakeholders Relationship Committee of the Company are in accordance with the provisions of Regulation 20 of the SEBI Listing Regulations, 2015 and Section 178 of the Companies Act, 2013.

The Committee has been constituted to strengthen investor relations and, inter-alia, resolve the grievances of security holders including complaints related to the non-receipt of annual reports, non-receipt of declared dividends, issues concerning de-materialization, and matters related to general meetings. It also reviews the measures taken for the effective exercise of voting rights by shareholders, the various services rendered by the Registrar & Transfer Agent, and the initiatives undertaken by the Company to reduce the quantum of unclaimed dividends. Furthermore, the Committee ensures the timely receipt of dividends, annual reports, and statutory notices by the shareholders, and addresses matters related to the Investor Education and Protection Fund (IEPF). The Committee also reviews the annual audit report submitted by the independent auditors of the Registrar and Transfer Agent on the internal audit of their operations, as mandated by SEBI. This includes an evaluation of the investor grievance redressal mechanism, compliance with SEBI regulations, and other matters relating to the overall functioning of the Registrar and Transfer Agent.

The Stakeholders Relationship Committee comprises three Directors. Ms. Meenakshi Anchlia is the Company Secretary

and Compliance Officer of the Company. The Board has also appointed Ms. Meenakshi Anchlia as the Nodal Officer to ensure compliance with the Investor Education and Protection Fund (IEPF) Rules. Her contact details are as follows:

Address: Hind Rectifiers Limited, Lake Road, Bhandup West, Mumbai – 400078, Maharashtra

Phone: 022-49601775 Email: [email protected]

The Company has designated the e-mail ID investors@hirect. com exclusively for the purpose of registering complaints by investors. This e-mail ID is available on the Company’s website at https://hirect.com/shareholder-enquiries/, along with the contact details of the Nodal Officer and the Registrar and Transfer Agent (RTA).

The Chairman of the Stakeholders Relationship Committee attended the last Annual General Meeting of the Company held on August 1, 2024. The following table presents the nature of complaints received from shareholders during the financial year 2024-2025.

Nature of
complaints
No. of complaints
received during
the fnancial year
2024-2025
No of complaints
resolved during
the fnancial year
2024-2025
Non-receipt of
Dividend
Nil Nil
Non-receipt of
Annual Report
Nil Nil
Non-receipt of
Share Certifcate
Nil Nil
Other* Nil 1
  • This complaint was received in the previous financial year and, as on the closing date of the financial year, i.e., 31.03.2025, no complaint remained pending.

There were no complaints that were not resolved to the satisfaction of shareholders during the reporting period.

The above table includes complaints received through SEBI SCORES.

The Stakeholders Relationship Committee examines and redresses complaints from shareholders and investors, with the status of these complaints regularly reported to the entire Board. The Committee meets twice in a financial year to review shareholder grievances.

The Stakeholders Relationship Committee met two times during the financial year 2024-2025, on May 28, 2024 and October 30, 2024. The composition of the Committee and the attendance of its members at these meetings are provided below:

67[th] Annual Report 2024-25

56

Corporate Overview

Financial Statements

Statutory Reports

REPORT ON CORPORATE GOVERNANCE (Contd.)

Name of
Committee
Members
Position No. of
Committee
Meetings
held during
the tenure of
the Director
No. of
Committee
Meetings
Attended
Mr. Parimal
Merchant,
Chairman
Non-Executive 2 2
Mr. Pradeep
Goyal
Independent
Non-Executive
1 1
Mr. Suramya
Nevatia
Non-
Independent
Executive
2 2
Mr. Vishal
Pacheriwala
Independent
Non-Executive
1 1

Note:

  1. Mr. Pradeep Goyal ceased to be Independent Director with effect from August 14, 2024, upon completion of his second term on August 13, 2024.

  2. Mr. Vishal Pacheriwala was appointed as a Member of the Stakeholders Relationship Committee with effect from August 14, 2024.

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

The Company had dissolved the Corporate Social Responsibility Committee effective June 11, 2021, as the prescribed CSR expenditure did not exceed ` 50 lakhs, and the functions of the Committee were being performed by the Board of Directors. Subsequently, the CSR Committee was reconstituted by the Board at its meeting held on May 5, 2025. The reconstituted CSR Committee comprises Mr. Vishal Pacheriwala (Chairman), Mr. Suramya Nevatia, and Mrs. Akshada Nevatia (Members).

The constitution and broad terms of reference of the Corporate Social Responsibility (CSR) Committee of the Company are in accordance with the provisions of the Companies Act, 2013. The composition of the CSR Committee has been established pursuant to the requirements of Section 135 of the Companies Act, 2013 and the Companies (Corporate Social Responsibility Policy) Rules, 2014.

Details of the Company’s CSR spending are provided in Annexure E to the Director’s Report, titled Annual Report on CSR Activities. The Company has formulated a Corporate Social Responsibility Policy, which is available on the Company’s website at https://hirect.com/policies/.

GENERAL BODY MEETINGS

The last three Annual General Meetings were held as under:

AGM AGM Financial Year Date Time Venue Venue
64thAGM 2022 August 9,2022 2:30pm(IST) The meetings were held through video conferencing
(VC)/other audio-visual means (OAVM) pursuant to the
Ministry of Corporate Affairs (MCA) Circulars
65thAGM 2023 August 23,2023 11:00 am(IST)
66thAGM 2024 August 1,2024 12:30pm(IST)
All the matters set out in the respective notices were duly passed by the members. A summary of the special resolutions passed at
the last three Annual General Meetings, along with the status of their implementation, is reproduced below.
Sr.
No.
Subject matter of the Special Resolutions Status of
implementation
64th AGM
1. Re-appointment of Mrs. Akshada Nevatia as an Executive Director and approval of remuneration Implemented
65th AGM
1. Re-appointment of Mr. Suramya Nevatia as a Managing Director & CEO (KMP) and approval of
remuneration
Implemented
2. Approval of payment of Managerial Remuneration to Mr. Suramya Nevatia, Managing Director & CEO
(KMP)
Implemented
3. Approval ofpayment of Managerial Remuneration to Mrs. Akshada Nevatia,Executive Director Implemented
66th AGM
1. Appointment of Mr. Vishal Pacheriwala as an Independent Director of the Company Implemented

The meetings were held through video conferencing (VC)/other audio-visual means (OAVM) pursuant to the Ministry of Corporate Affairs (MCA) Circulars

All the matters set out in the respective notices were duly passed by the members. A summary of the special resolutions passed at the last three Annual General Meetings, along with the status of their implementation, is reproduced below.

No extraordinary general meeting of the members was held during the financial year 2024-2025.

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57

REPORT ON CORPORATE GOVERNANCE (Contd.)

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Postal Ballot

During the year, the Company passed the following special resolutions through postal ballot by way of e-voting.

Date of postal
ballot notice
Resolution passed Approval date Scrutinizer Link for postal ballot notice and
results
February 8, 2024 1.
Approval for the payment of
Managerial
Remuneration
to Mr. Suramya Nevatia,
Managing Director & CEO
(DIN: 06703910) for current
tenure of his appointment
i.e. till August 16, 2026.
April 27, 2024 Mr. Mahesh Soni,
GMJ & Associates
(Membership No. FCS
3706) (CP No. 2324)
Practicing Company
Secretaries
Notice:
https://hirect.com/wp-
content/uploads/2024/03/
PostalBallot27042024.pdf
Results:
https://hirect.com/wp-
content/uploads/2024/04/
VRSR27042024.pdf
October 30, 2024 1.
Increase in borrowing limits
from250 crore to400
crore
2.
Approval for creation of
mortgage and/or charge
on
all
or
any
of
the
movable and/or immovable
properties of the Company
January 4,
2024
Mr. Mahesh Soni,
GMJ & Associates
(Membership No. FCS
3706) (CP No. 2324)
Practicing Company
Secretaries
Notice:
https://hirect.com/wp-content/
uploads/2024/12/Postal-Ballot-
Notice-30102024.pdf
Results:
https://hirect.com/wp-
content/uploads/2025/01/
VRandSR04012025.pdf
January 31, 2025 1.
Approval for the payment of
Managerial
Remuneration
to Mr. Suramya Nevatia,
Chairman
&
Managing
Director (CEO-KMP) (DIN:
06703910)
for
current
tenure of his appointment
i.e. till August 16, 2026
2.
To approve the payment of
Managerial
Remuneration
to Mrs. Akshada Nevatia,
Executive
Director
(DIN:
05357438)
for
current
tenure of her appointment
i.e. till January14,2026
March 29,
2025
Mr. Mahesh Soni,
GMJ & Associates
(Membership No. FCS
3706) (CP No. 2324)
Practicing Company
Secretaries
Notice:
https://hirect.com/wp-content/
uploads/2025/02/Postal-Ballot-
Notice-31012025.pdf
Results:
https://hirect.com/wp-content/
uploads/2025/03/VRSR-310325.
pdf

The Postal Ballot process was conducted in accordance with the provisions of Sections 108 and 110 of the Companies Act, 2013, read with the applicable Rules framed thereunder, and in compliance with the relevant circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India (SEBI) from time to time. For the purpose of facilitating remote e-voting, the Company had engaged the services of National Securities Depository Limited (NSDL), which enabled the Members to cast their votes electronically in a secure and efficient manner.

MEANS OF COMMUNICATION

The unaudited quarterly and half-yearly financial results are announced within forty-five days from the end of the respective quarter, and the audited annual financial results are announced within sixty days from the close of the financial

year, in compliance with the requirements of the SEBI Listing Regulations, 2015. The financial results, upon approval by the Board, are promptly submitted to the Stock Exchanges and published within forty-eight hours in the Free Press Journal and The Economic Times (English newspapers), and Navshakti (local language—Marathi newspaper). Notices relating to the Annual General Meeting and postal ballot are published in Business Standard (English) and Mumbai Lakshdeep (local language—Marathi) in the prescribed time. The Company also issues press releases.

The financial results are made available on the Company’s website at https://hirect.com/financials-annual-reports/. Further, the Company’s website also contains information on businesses, governance, important policies, presentations made to institutional investors or to the analysts, etc.

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58

Corporate Overview

Financial Statements

Statutory Reports

REPORT ON CORPORATE GOVERNANCE (Contd.)

The quarterly financial results, shareholding pattern, periodical compliances, and other corporate communications are filed electronically with the Stock Exchanges, i.e., BSE Limited and National Stock Exchange of India Limited. The Company has complied with the submission requirements through BSE’s Listing Centre and NSE’s NEAPS portal for electronic filing of such information.

A dedicated section on the Company’s website provides information related to unclaimed dividends, annual reports, financial statements, and other relevant disclosures of interest to investors and the general public.

SEBI processes investor complaints through a centralized web-based complaints redressal system known as SCORES (SEBI Complaints Redress System). This platform enables shareholders to lodge their grievances against a listed company online. The Company is required to upload the action taken on the complaint, which can be viewed by the concerned shareholder. Both the Company and shareholders can seek and provide clarifications electronically through the SCORES system, thereby facilitating prompt and transparent resolution of investor complaints.

The Company facilitates ongoing dialogue with its internal stakeholders through various communication channels, including employee satisfaction surveys, engagement activities aimed at enhancing employee involvement, appreciation circulars and messages from the management, as well as corporate social and employee welfare initiatives. Additionally, the Company ensures timely communication through online updates on topical developments, provides helpdesk facilities for addressing queries, and promotes health and safety through health checkups and professional counseling support for employees.

NOMINATION

Pursuant to the provisions of Section 72 of the Companies Act, 2013, Members are entitled to make nominations in respect of shares held by them. Members holding shares in physical form and wishing to make or change their nomination may submit their requests using Form No. SH-13 to the Registrar and Share Transfer Agent. Members holding shares in electronic form are advised to submit their nomination requests directly to their respective Depository Participants (DPs). Form No. SH-13 is available from the Registrar and Transfer Agent or can be downloaded from the Company’s website under the ‘Investor Relations’ section at https://hirect.com/shareholderenquiries/.

KYC registration for holders of physical shares: All shareholders of the Company holding shares in physical form are requested to update their Mobile number, PAN, Address, Email ID, Bank account details (KYC details) and Nomination details with the Company’s Registrar and Share Transfer Agent (RTA) at the earliest, in case the same are not updated. The relevant forms for updating the KYC information and Nomination details are provided on the website of the Company at https://hirect.com/shareholder-enquiries/.

Designated person for furnishing information and extending co-operation to Registrar of Companies (ROC) in respect of beneficial interest in shares of the Company: The Company Secretary & Compliance Officer of the Company is the designated person responsible for furnishing information and extending cooperation to the ROC in respect of beneficial interest in the Company’s shares.

GENERAL SHAREHOLDER INFORMATION

AGM: The 67[th] Annual General Meeting (AGM) for the financial year 2024-2025 is scheduled to be held on Tuesday, July 29, at 1:00 pm (IST). The Company will conduct the meeting through video conferencing and other audio-visual means in accordance with the relevant MCA and SEBI Circulars. The Registered Office of the Company shall be deemed to be the venue for the AGM. For further details, please refer to the notice of this Annual General Meeting.

The remote e-voting for the 67[th] Annual General Meeting will be open from Thursday, July 24, 2025, at 9:00 am (IST) and will close on Monday, July 28, 2025, at 5:00 pm (IST).

As required under Regulation 36(3) of the SEBI Listing Regulations, 2015 and Secretarial Standard-2, particulars of the Directors seeking appointment / re-appointment at this Annual General Meeting are provided in the annexure to the notice of this Annual General Meeting.

DIVIDEND PAYMENT DATE

If the final dividend recommended by the Board of Directors is approved by the members at the 67[th] Annual General Meeting scheduled for Tuesday, July 29, 2025, the payment of the dividend will be made within one week from the conclusion of the Annual General Meeting.

The Company has adopted a Dividend Distribution Policy to guide the determination and distribution of dividends in accordance with applicable laws. This Dividend Distribution Policy is available on the Company’s website at https://hirect. com/policies/.

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REPORT ON CORPORATE GOVERNANCE (Contd.)

BOOK CLOSURE

The Register of Members and the Share Transfer Books of the Company will remain closed from Wednesday, July 23, 2025 to Tuesday, July 29, 2025 (both days inclusive) for the purpose of annual closing and determining the entitlement of the members to the final dividend for the financial year 2024-2025.

ANNUAL REPORT AND ANNUAL GENERAL MEETING

The Annual Reports are emailed to Members and others entitled recipients. Additionally, the Annual Report is made available on the Company’s website at https://hirect.com/ financials-annual-reports/.

The Notice of the Annual General Meeting along with the Annual Report for the financial year 2024-2025 is being sent only through electronic mode to those Members whose email addresses are registered with the Company or Depositories. However, Members who wish to receive a physical copy of the Annual Report may write to the Company or email their request to [email protected], mentioning their Folio No./ DP ID and Client ID along with their holding details to enable the Company to dispatch the same.

A letter containing the weblink of the Annual Report for the financial year 2024-25, will be sent to those shareholders whose email addresses are not registered with the Company / RTA / Depository Participants.

WEBSITE

Comprehensive information about the Company, its business operations, and investor-related information is available on the Company’s website at www.hirect.com. The "Investor" section is designed to keep investors informed by providing key and timely information such as financial results, annual reports, shareholding patterns, and other relevant updates.

FINANCIAL YEAR

The Company follows April to March as its financial year. The financial results for each quarter have been declared within the timelines prescribed under the SEBI Listing Regulations, 2015. The calendar for declaration of financial results for the financial year 2025-2026 is as follows:

Financial Year 2025-2026 April 1, 2025 to March 31, 2026

Financial reporting for the On or before August 14, 2025 quarter ended June 30, 2025 Financial reporting for the On or before November 14, 2025 quarter ended September 30, 2025

Financial Year 2025-2026 April 1, 2025 to March 31, 2026

Financial reporting for the On or before February 14, 2026 quarter ended December 31, 2025 Financial reporting for the Audited Results on or before May year ended March 31, 2026 30, 2026

These dates are subject to change, and any revisions will be duly communicated to the stock exchanges and updated on the Company’s website.

UNCLAIMED DIVIDEND/ SHARES

Pursuant to the provisions of Section 124(5) of the Companies Act, 2013, if the dividend transferred to the Unpaid Dividend Account of the Company remains unpaid or unclaimed for a period of seven years from the date of such transfer, then such unclaimed or unpaid dividend shall be transferred by the Company, along with any interest accrued, to the Investor Education and Protection Fund (IEPF), a fund established under sub-section (1) of Section 125 of the Companies Act, 2013. The details of unclaimed/unpaid dividends are available on the website of the Company at https://hirect.com/shareholderenquiries/.

MANDATORY TRANSFER OF SHARES TO DEMAT ACCOUNT OF INVESTOR EDUCATION AND PROTECTION FUND AUTHORITY (IEPFA) IN CASE OF UNPAID/UNCLAIMED DIVIDEND ON SHARES FOR A CONSECUTIVE PERIOD OF SEVEN YEARS

In terms of Section 124(6) of the Companies Act, 2013 read with Rule 6 of the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer, and Refund) Rules, 2016, as amended from time to time, shares on which the dividend has not been paid or claimed by a shareholder for a period of seven consecutive years or more shall be credited to the Demat Account of the Investor Education and Protection Fund Authority (IEPFA) within a period of thirty days of such shares becoming due for transfer. Upon transfer of such shares, all benefits (such as bonuses, etc.), if any, accruing on such shares shall also be credited to the said Demat Account, and the voting rights on such shares shall remain frozen until the rightful owner claims the shares.

The due dates for transfer of unclaimed/unpaid dividends to the Investor Education and Protection Fund (IEPF) are provided in the notes to the Notice of the Annual General Meeting. The corresponding shares on which dividends have remained unclaimed or unpaid for a consecutive period of seven years will become eligible for transfer to the IEPF on the respective dates mentioned therein.

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60

Corporate Overview

Financial Statements

Statutory Reports

REPORT ON CORPORATE GOVERNANCE (Contd.)

In order to educate the shareholders and with an intent to protect their rights, the Company encourages shareholders to claim their unclaimed dividends/shares before they are transferred to the Investor Education and Protection Fund (IEPF). Shareholders may kindly note that both the unclaimed dividends and the corresponding shares, along with all benefits accruing thereon, once transferred to the IEPF, can only be claimed from the IEPF by following the prescribed procedure under the applicable Rules. No claim shall lie in respect thereof with the Company once such transfer is effected.

During the reporting period, the Company was not required to transfer any shares or dividends to the Investor Education and Protection Fund (IEPF) as unclaimed for seven consecutive years, in accordance with the applicable Rules.

During the year, the Company received applications from shareholders seeking to claim shares and dividends from the Investor Education and Protection Fund (IEPF).

The due dates for transfer of unclaimed/unpaid dividends to the Investor Education and Protection Fund (IEPF) are mentioned in the notes to the Notice of the 67[th] AGM, which forms part of this Annual Report.

DISCLOSURE RELATING TO UNCLAIMED SUSPENSE ACCOUNT

In accordance with the requirements of Regulation 34(3) and Part F of Schedule V of the SEBI Listing Regulations, 2015, the Company hereby reports the following details pertaining to equity shares lying in the suspense account.

Particulars Number of
Shareholders
Number of
Equity Shares
The
aggregate
number
of
shareholders
and
outstanding shares in the
suspense account at the
beginning of the fnancial
year 2024-2025
4 7,875
Less:
Number
of
shareholders
who
approached the Company
for transfer of shares and
shares transferred from
suspense account during
the fnancial year 2024-
2025
Nil Nil
Less: Number of shares
transferred
to
Investor
Education and Protection
Fund (IEPF) during the
fnancialyear 2024-2025
Nil Nil
The
aggregate
number
of
shareholders
and
outstanding shares in the
suspense account at the
end of the fnancial year
2024-2025
4 7,875

The voting rights attached to these shares will remain frozen until the rightful owner claims and reclaims them.

LISTING ON STOCK EXCHANGES

The Company’s equity shares are listed on BSE Limited and the National Stock Exchange of India Limited. The Company has duly paid the annual listing fees to both stock exchanges for the financial years 2024-2025 and 2025-2026. Additionally, custodial fees for the financial year 2024-2025 have been paid to the depositories, viz. CDSL and NSDL, The fees for the financial year 2025-2026 to NSDL have been paid in April 2025 and the fees to CDSL shall be paid on the receipt of invoice.

Address of Stock Exchanges

BSE Limited

P.J. Towers, Dalal Street, Fort Mumbai – 400 001 Maharashtra, India Tel: +022 6654 5695

National Stock Exchange of India Limited

Exchange Plaza, C-1, Block G, Bandra-Kurla Complex, Bandra (E), Mumbai – 400 051 Maharashtra, India Tel: +(022) 26598100-14 / 66418100

STOCK CODE/ SYMBOL

BSE Limited: 504036

National Stock Exchange of India Limited: HIRECT

Demat ISIN: INE835D01023

The Company’s shares have not been suspended from trading. The Company has appointed the following agency as its Registrar and Transfer Agent.

ADROIT CORPORATE SERVICES PRIVATE LIMITED

[Unit: Hind Rectifiers Limited]

19-20, Jafferbhoy Industrial Estate, 1[st] Floor, Makwana Road, Marol Naka, Andheri (East), Mumbai – 400059 Maharashtra Tel: +91 22 4227 0400 Fax: +91 22 28503748 Email: [email protected] Website: www.adroitcorporate.com

Shareholders are advised that all investor-related activities are handled and processed at the office of the Company’s Registrar and Transfer Agent (RTA).

SHARE TRANSFER SYSTEM

In accordance with Regulation 40(1) of the SEBI Listing Regulations, 2015, as amended, all transfer, transmission, and transposition of securities shall be effected only in dematerialized form. Further, the listed companies are required to issue securities in dematerialized form exclusively for processing shareholder service requests such as issue of duplicate share certificates, endorsement, transmission, and

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REPORT ON CORPORATE GOVERNANCE (Contd.)

transposition. Upon processing such service requests, the Company issues a letter of confirmation to the shareholder, which remains valid for 120 days. Within this period, the shareholder must submit a dematerialization request to their Depository Participant. Should the shareholder fail to do so within the stipulated 120 days, the Company will credit those shares to a Suspense Escrow Demat account held by the Company. Shareholders can reclaim these shares from the Suspense Escrow Demat account by submitting the necessary documentation.

In view of the above and to eliminate all risks associated with holding shares in physical form, as well as to avail the numerous benefits of dematerialization, Members are advised to dematerialize their physical shareholdings at the earliest. For any assistance in this regard, Members may contact the Company or its Registrar and Transfer Agent.

SEBI, with effect from April 1, 2019, mandated that the transfer of shares of listed companies shall be carried out

only in dematerialized form, thereby barring physical transfers. However, shareholders are still permitted to hold shares in physical form. Shareholders holding shares in physical mode are requested to dematerialize their holdings at the earliest. Further, shareholders holding shares in dematerialized mode are advised to register their email address, bank account details, nomination details, and mobile number with their respective depository participants. Those holding shares in physical mode are requested to furnish their PAN, nomination, contact details, bank account details, and specimen signature for their respective folios. Shareholders may contact the Company’s Registrar and Transfer Agent at [email protected] or email the Company at [email protected] for any assistance in this regard.

The Company has made available various shareholder-related details on its website at https://hirect.com/shareholderenquiries/, where shareholders can access relevant information and updates.

Shareholders holding more than 1% of the shares as on March 31, 2025

The details of public shareholders holding more than 1% of the equity share capital of the Company as on March 31, 2025, are as follows:

follows:
Name of Shareholder* No. of Shares %(percentage of holding)
BTR Industries Ltd 24,00,000 13.98
Cassini Partners LP managed byHabrok 5,05,699 2.95
Habrok India Master LP 3,60,145 2.10
NirajBajaj (Trustee of Om Pratisthan) 3,00,000 1.75
Mukul Mahavir Agrawal 2,50,000 1.46
Veena K Jagwani 1,72,000 1.00
NirajBajaj 1,79,553 1.05

*Shareholding is consolidated based on the Permanent Account Number (PAN) of the shareholder.

Categories of equity shareholding as on March 31, 2025

Categories of equity shareholding as on March 31, 2025
Category No. of shares held % of Shareholding
Promoters and Promoter Group 75,48,856 43.98
Directors and their relatives 53,575 0.31
Banks/Financial Institutions 2,250 0.01
NBFCs registered with RBI 666 0.00
Qualifed Institutional Buyer(QIB) 750 0.00
Foreign Portfolio Investors 10,35,399 6.03
Investor Education and Protection Fund 2,26,160 1.32
Non-Resident Indians 1,74,530 1.02
Resident Individuals & HUF 52,29,107 30.47
KeyManagerial Personnel 5,000 0.03
Foreign Companies 24,00,000 13.98
Others 4,86,382 2.83
Total 1,71,62,675 100

67[th] Annual Report 2024-25

62

Corporate Overview Statutory Reports

Financial Statements

REPORT ON CORPORATE GOVERNANCE (Contd.)

Distribution of Shareholding as on March 31, 2025

Distribution of Shareholding as on March 31, 2025
No. of Equity Shares held No. of Shareholders No. of Shares held % of Equity Capital
1-100 15,115 3,74,644 2.18
101-500 2,355 5,69,489 3.32
501-1,000 491 3,74,609 2.18
1,001-2,000 323 4,79,664 2.79
2,001- 3,000 123 3,15,179 1.84
3,001- 4,000 48 1,73,411 1.01
4,001- 5,000 39 1,77,570 1.03
5,001-10,000 59 4,26,038 2.48
10,001-20,000 33 5,08,299 2.96
20,001-50,000 21 6,39,335 3.73
50,001 & Above 30 1,31,24,437 76.47
Total 18,637 1,71,62,675 100.00

DEMATERIALISATION OF SHARES

The Company’s shares are compulsorily traded in dematerialized form on NSE and BSE. As on March 31, 2025, 1,46,35,762 equity shares, representing 85.28% of the total equity share capital, were held in dematerialized form with NSDL and CDSL.

Status of Dematerialization of Equity Shares as on March 31, 2025

Particulars No. of Shareholders No. of Shares % to Paid-up Capital
National Securities Depository
Limited
6,384 1,21,89,056 71.02
Central Depository Services
(India) Limited
12,150 24,46,706 14.26
Total Dematerialized 18,534 1,46,35,762 85.28
Shares held in Physical form 103 25,26,913 14.72
Grand Total 18,637 1,71,62,675 100.00

OUTSTANDING GDRs/ADRs/ WARRANTS OR ANY CONVERTIBLE INSTRUMENTS, CONVERSION DATE, AND LIKELY IMPACT ON EQUITY SHARES

The Company does not have any Global Depository Receipts (GDRs), American Depository Receipts (ADRs), Warrants, or any other Convertible Instruments as on date.

COMMODITY PRICE RISK OR FOREIGN EXCHANGE RISK

The details are disclosed in Note No. 67 to the audited financial statements.

Details of the utilization of funds raised through preferential allotment or qualified institutions placement as specified under Regulation 32 (7A): Not Applicable

Description of voting rights: All equity shares issued by the Company carry equal voting rights.

A certificate from a Company Secretary in practice has been obtained confirming that none of the Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India (SEBI), Ministry of Corporate Affairs (MCA), or any other such statutory authority.

The certificate of Company Secretary in practice is annexed herewith as a part of the report.

Where the Board had not accepted any recommendation of any committee of the Board which is mandatorily required, in the relevant financial year: None

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REPORT ON CORPORATE GOVERNANCE (Contd.)

Total fees for all services paid by the listed entity and its subsidiaries, on a consolidated basis, to the statutory auditor and all entities in the network firm/network entity of which the statutory auditor is a part

Details relating to fees paid to the Statutory Auditors are provided in note no. 40 to the financial statements.

Particulars of Senior Management

The particulars of senior management as per Regulation 16(1) (d) of the SEBI Listing Regulations, 2015 are as follows:

Name Designation
Anil Kumar Nemani Chief Financial Offcer
Lalit Tejwani# Chief StrategyOffcer
K. R. Narayan^ Chief Revenue Offcer
Saurabh Nevatia CEO Nashik Plant
Shailesh Jadhav# Vice President Operations
B Brahmananda Reddy# Vice President R&D
Meenakshi Anchlia Company Secretary & Compliance
Offcer
Preeti Sharma Head Legal
Esha Vidhani Head Human Resources

^Designated as Senior Management Personal during the financial year under the review. #Promoted during the financial year under the review.

Agreements binding listed entities

Pursuant to of the SEBI Listing Regulations, 2015, no agreement has been entered or executed by the shareholders, promoters, promoter group entities, related parties, directors, key managerial personnel and employees of the Company during the financial year.

There are no agreements affecting the management or control of the Company, nor are there any agreements imposing restrictions or creating liabilities on the Company.

Plant Locations

  • (i) Plot No.110 & 111, M.I.D.C., Satpur, Nashik 422007 Maharashtra

  • (ii) Plot No. A-84, MIDC Malegaon, Sinnar, Nashik 422113 Maharashtra

Compliance Officer

Ms. Meenakshi Anchlia, Company Secretary & Compliance Officer

Address for Correspondence

HIND RECTIFIERS LIMITED Lake Road, Bhandup (West), Mumbai 400078 CIN: L28900MH1958PLC011077 E-mail: [email protected] Tel. No. +91 22 49601775

CREDIT RATING

The Company has obtained the following credit rating during the financial year 2024-2025.

Credit Rating issued by CRISIL on July 9, 2024

CRISIL Ratings has upgraded its ratings on the bank facilities of Hind Rectifiers Limited to ‘CRISIL BBB/Stable/CRISIL A3+’ from ‘CRISIL BBB-/Stable/CRISIL A3’. The upgrade reflects the sustained improvement in the business risk profile of the Company driven by the increasing scale of operations.

Details are as under:

Total bank loan ` 150.05 crore facilities rated Long-term rating CRISIL BBB/Stable (Upgraded from ‘CRISIL BBB- / Stable’) Short-term rating CRISIL A3+ (Upgraded from ‘CRISIL A3’)

Disclosures in Relation to the Sexual Harassment of Women

at Workplace (Prevention, Prohibition and Redressal) Act, 2013

The details of the number of complaints filed, disposed of during the year, and those pending as of March 31, 2025, are provided in the Directors’ Report.

The Company has implemented a system to educate its employees on important regulations such as the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, and SEBI Insider Trading Regulations through emails, presentations, and workshops.

Details of special resolution proposed to be transacted through postal ballot

None of the businesses proposed to be transacted at the ensuing annual general meeting requires passing of a special resolution through postal ballot.

LOANS AND ADVANCES IN WHICH DIRECTORS ARE INTERESTED

The Company has not given any loans and advances to firms/Companies/Subsidiary Company in which directors are interested.

COMPLIANCES WITH GOVERNANCE FRAMEWORK

The Company is in compliance with all mandatory requirements under the SEBI Listing Regulations, 2015.

Information related to Corporate Social Responsibility is detailed in the Directors’ Report, which forms an integral part of this report.

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Statutory Reports

REPORT ON CORPORATE GOVERNANCE (Contd.)

RELATED PARTY TRANSACTIONS

All related party transactions entered into by the Company were in the ordinary course of business and conducted on an arm’s length basis. These transactions were duly approved by the Audit Committee.

Transactions with related parties are disclosed in note no. 66 to the Annual Audited Financial Statements. The material related-party transactions, as defined under the provisions of SEBI Listing Regulations, 2015 and Section 188 of the Companies Act, 2013, are detailed in Form AOC-2, which is annexed to the Directors’ Report.

The Board has approved a policy on related party transactions, which is available on the Company’s website at https://hirect. com/policies/.

The Board has received disclosures from Key Managerial Personnel (KMPs) and Members of Senior Management regarding material, financial, and commercial transactions in which they and/or their relatives have a personal interest.

DETAILS OF NON-COMPLIANCE

There were no instances of non-compliance relating to the capital market during the last three financial years. No penalties or strictures were imposed on the Company by any Stock Exchange, SEBI, or any other statutory authority in connection with capital market matters during the said period.

Further, there were no material regulatory orders passed against the Company during the financial year 2024-2025.

CODE OF CONDUCT FOR BOARD MEMBERS AND SENIOR MANAGEMENT

The Company has in place a comprehensive Code of Conduct for its Board Members and Senior Management. The said Code is available on the Company’s website at https://hirect. com/policies/. The Code is applicable to all Directors and members of the Senior Management. All members of the Board and Senior Management have affirmed compliance with the Code for the relevant period. A declaration to this effect by the Chairman & Managing Director (CEO) is appended to this Report.

The Company upholds human rights, prohibits bribery and corruption, recognizes employees’ freedom, and ensures the avoidance of conflicts of interest.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has established a mechanism for Directors and employees to report concerns regarding unethical behaviour, actual or suspected fraud, or violation of the Code. The mechanism provides adequate safeguards against the victimization of employees who avail themselves of it

and permits direct access to the Chairperson of the Audit Committee in exceptional cases. The Whistle Blower Policy is available on the Company’s website at https://hirect.com/ policies/. It is affirmed that no personnel were denied access to the Chairperson of the Audit Committee.

The Company has adopted the Policy on ‘Determination of Materiality and Disclosure of Events/Information’ and the Policy on ‘Archival and Preservation of Documents’. These policies are available on the Company’s website at https:// hirect.com/policies/.

SUBSIDIARY COMPANIES

The Audit Committee reviews the consolidated financial statements of the Company, including the investments made by its unlisted subsidiaries, if any. The minutes of the board meetings of unlisted subsidiary, along with reports on any significant developments, are periodically placed before the Board of Directors of the Company. The policy for determining ‘material subsidiaries’ is available on the Company’s website at https://hirect.com/policies/. The Company does not have any material subsidiary as on date.

DISCLOSURE OF ACCOUNTING TREATMENT

In the preparation of the financial statements, the Company has followed the Accounting Standards specified under Section 133 of the Companies Act, 2013.

NON-MANDATORY (DISCRETIONARY) REQUIREMENTS UNDER REGULATION 27 OF THE SEBI LISTING REULATIONS, 2015

The status of compliance with the non-mandatory requirements of the SEBI Listing Regulations, 2015 is provided below. THE BOARD The requirement relating to maintenance of office and reimbursement of expenses of Non-Executive Chairman is not applicable to the Company since the Company is headed by an Executive Chairman.

SHAREHOLDERS RIGHTS

The Company has not adopted the practice of sending a halfyearly declaration of financial performance to shareholders. However, the quarterly financial results, as approved by the Board, are submitted to the Stock Exchanges and are also made available on the Company’s website.

MODIFIED OPINION(S) IN AUDIT REPORT

The auditor’s report on financial statements of the Company is unmodified.

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REPORT ON CORPORATE GOVERNANCE (Contd.)

REPORTING OF INTERNAL AUDITORS

In accordance with the provisions of Section 138 of the Companies Act, 2013, the Company has appointed Internal Auditors who report to the Audit Committee. The Internal Auditors are invited to attend the meetings of the Audit Committee. The internal audit reports are placed before the Audit Committee on a quarterly basis. The Internal Auditors may, if necessary, report directly to the Audit Committee.

The Company has complied with the corporate governance requirements specified under Regulations 17 to 27 and the website disclosure requirements under Regulation 46(2) of the SEBI Listing Regulations, 2015.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Company has complied with all applicable mandatory Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI).

SECRETARIAL AUDIT

In terms of the Companies Act, 2013, the Company appointed M/s GMJ & Associates, Practicing Company Secretaries (Peer Review Number: 6140/2024), to conduct the Secretarial Audit of the Company’s records and documents for the financial year 2024-2025. The Secretarial Audit Report is annexed to the Directors’ Report.

RECONCILIATION OF SHARE CAPITAL AUDIT REPORT

As required by SEBI, a quarterly audit of the Company’s share capital is conducted by a Practicing Company Secretary to reconcile the total share capital admitted with National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL), and held in physical form, with the issued and listed capital. The audit report is submitted to BSE Limited and National Stock Exchange of India Limited, placed before the Board of Directors, and made available on the Company’s website at https://hirect.com/share-capitalaudit-report/.

MANAGEMENT DISCUSSION AND ANALYSIS

AUDITOR CERTIFICATE ON CORPORATE GOVERNANCE

The Company has obtained a certificate from its Statutory Auditors regarding compliance with the corporate governance provisions laid down in the SEBI Listing Regulations, 2015, with the Stock Exchanges. The certificate contains no adverse remarks and is annexed to this Report.

CEO /CFO CERTIFICATION

As required under the SEBI Listing Regulations, 2015, a certificate duly signed by Mr. Suramya Nevatia, Chairman & Managing Director (CEO) and Mr. A. K. Nemani, Chief Financial Officer have been obtained. The certificate is annexed to this report.

The Management Discussion and Analysis Report forms a separate section and is annexed to this Report.

For and on behalf of the Board of Directors

Suramya Nevatia Vandan Shah
Place: Mumbai Chairman & Managing Director (CEO) Independent Director
Date: May 5, 2025 DIN: 06703910 DIN: 00759570

Declaration

I, Suramya Nevatia, Chairman & Managing Director (CEO) of Hind Rectifiers Limited hereby confirm that:

The Board of Directors of Hind Rectifiers Limited has laid down a Code of Conduct for all Board Members and Senior Management Personnel of the Company.

The said Code of Conduct is available on the Company’s website viz. https://hirect.com/policies/.

All the Board members and Senior Management Personnel have affirmed their compliance with the said Code of Conduct for the year ended on March 31, 2025.

For and on behalf of the Board of Directors For Hind Rectifiers Limited

Suramya Nevatia

Place: Mumbai Date: May 5, 2025

Chairman & Managing Director (CEO) DIN: 06703910

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Statutory Reports

Certificate No.: SMJ-05/2025/03

AUDITORS’ CERTIFICATE ON CORPORATE GOVERNANCE TO THE MEMBERS OF HIND RECTIFIERS LIMITED

We have examined the compliance of conditions of Corporate Governance by Hind Rectifiers Limited (hereinafter referred as ‘the Company’), for the year ended March 31, 2025 as prescribed under Regulations 17 to 27, clauses (b) to (i) and (t) of sub-regulation (2) of Regulation 46 and paras C, D and E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred as “Listing Regulations”). This report is required by the Company for annual submission to the Stock Exchanges and to be sent to the Shareholders of the Company.

We state that compliance of conditions of corporate governance is the responsibility of the management including the preparation and maintenance of all relevant supporting records and documents. This responsibility includes the design, implementation and maintenance of internal control and procedures to ensure the compliance with the conditions of the Corporate Governance stipulated in Listing Regulations.

Our examination was limited to a review of the procedures and implementations thereof, as adopted by the Company, for ensuring compliance with the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statement of the Company.

We have carried out an examination of the relevant records of the Company in accordance with the Guidance Note on Certification of Corporate Governance issued by the Institute of the Chartered Accountants of India (the ICAI), the Standards on Auditing specified under Section 143(10) of the Companies Act 2013, in so far as applicable for the purpose of this certificate and as per the Guidance Note on Reports or Certificates for Special Purposes (Revised 2016) issued by the ICAI which requires that we comply with the ethical requirements of the Code of Ethics issued by the ICAI.

We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for firms that perform audits and reviews of historical financial information, and other assurance and related services engagements.

The procedures selected depend on the auditor’s judgement, including the assessment of the risks associated in compliance

of the Corporate Governance Report with the applicable criteria. The procedures include but not limited to verification of secretarial records and financial information of the Company and obtained necessary representations and declarations from the Directors including Independent Directors of the Company. The procedures also include examining evidence supporting the particulars in the Corporate Governance Report on a test basis.

In our opinion and to the best of our information and according to the explanation given to us and based on the representations made by the Directors and management and considering the relaxations granted by Ministry of Corporate Affairs and Securities and Exchange Board of India, we certify that the Company has complied with the conditions of Corporate Governance as stipulated in Regulations 17 to 27, clauses (b) to (i) of Regulation 46(2) and Paras C, D and E of Schedule V of the Listing Regulations subject to the following.

We further state that such compliance is neither an assurance as to the further viability of the Company nor the efficiency and effectiveness with which the management has conducted the affairs of the Company.

This certificate is issued solely for the purpose of complying with Listing Regulations and may not be suitable for any other purpose. Accordingly, we do not accept or assume any liability or any duty of care or for any other purpose or to any other party to whom it is shown or into whose hands it may come without our prior consent in writing. We have no responsibility to update this report for events and circumstances occurring after the date of this report.

For GMJ & Co. Chartered Accountants FRN: 103429W

CA Madhu Jain

Partner M No. : 155537 UDIN : 251555 37BMKO KF2852

Place : Mumbai Date : May 05, 2025

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CEO /CFO CERTIFICATION

The Board of Directors Hind Rectifiers Limited Mumbai, Maharashtra

Re: Compliance Certificate for the financial statements for the financial year 2024-2025

We, Suramya Nevatia, Chairman & Managing Director (CEO) and A. K. Nemani, Chief Financial Officer of Hind Rectifiers Limited, hereby certify that:

  1. We have reviewed consolidated financial statements and the consolidated cash flow statement of Hind Rectifiers Limited for the year ended on March 31, 2025 and to the best of our knowledge and belief, we state that:

  2. (i) these statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading;

  3. (ii) these statements together present a true and fair view of the Company’s affairs and are in compliance with existing accounting standards, applicable laws, and regulations.

  4. There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year which are fraudulent, illegal, or violative of the Company’s Code of Conduct.

  5. We accept responsibility for establishing and maintaining internal controls for financial reporting and we have evaluated the effectiveness of internal control systems of the Company pertaining to financial reporting and we have disclosed to the auditors and the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.

  6. We have indicated to the auditors and the Audit Committee:

  7. (i) significant changes, if any, in internal control over financial reporting during the year;

  8. (ii) significant changes, if any, in accounting policies during the year and that the same has been disclosed in the notes to the financial statements; and

  9. (iii) instances of significant fraud, if any, of which we have become aware and the involvement therein, if any, of the management or an employee having a significant role in the Company’s internal control system over financial reporting.

Place: Mumbai Date: May 5, 2025

Suramya Nevatia

Chairman & Managing Director (CEO)

A. K. Nemani Chief Financial Officer

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Financial Statements

Statutory Reports

CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS

(Pursuant to Regulation 34(3) and Schedule V Para C clause (10) (i) of the SEBI (LODR) Regulations, 2015)

To

HIND RECTIFIERS LIMITED

Lake Road, Bhandup West, Mumbai – 400078.

We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Hind Rectifiers Limited (CIN: L28900MH1958PLC011077) and having registered office at Lake Road, Bhandup West, Mumbai – 400078 (hereinafter referred to as ‘the Company’), produced before us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para – C, Sub-clause 10(i) of the SEBI (LODR) Regulations, 2015.

In our opinion and to the best of our information and according to the verifications (including Directors Identification Number (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to us by the Company & its officers. We hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending on March 31, 2025 have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs, or any such other Statutory Authority.

**Sr. No. ** Name of Director DIN Date of Appointment in Company
1 Parimal Merchant 00201962 07/02/2013
2 Ashlesha Bodas 00935512 26/06/2020
3 Akshada Nevatia 05357438 15/01/2017
4 Vandan Sitaram Shah 00759570 15/01/2017
5 Suramya Nevatia 06703910 17/08/2020
6 Vishal PradipKumar Pacheriwala 07244575 28/05/2024

Ensuring the eligibility for the appointment / continuity of every Director on the Board is the responsibility of the management of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.

For GMJ & ASSOCIATES

Company Secretaries ICSI Unique Code P2011MH023200

CS MAHESH SONI

Place: Mumbai Date: May 5, 2025

PARTNER Membership No: F3706 Certificate of Practice No.:2324 UDIN: F003706G000272801 Peer Review Certificate No.: 6140/2024

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Management Discussion and Analysis

Global Economy Overview

As outlined in the January 2025 edition of the IMF’s World Economic Outlook, the global economy appears to be in a phase of relative calm, with projections for moderate growth and a reduction in inflationary strain. Global GDP growth is projected at 3.3% for both CY 2025 and CY 2026, suggesting a period of stable, albeit modest, expansion driven by strong consumer demand, fading inflationary pressures, and more adaptive monetary policies. Nevertheless, regional disparities are apparent, with the US anticipating stronger growth, while Europe and

numerous emerging markets face headwinds arising from geopolitical discord and trade unpredictability.

The outlook for advanced economies shows a slight uptick in growth, with projections suggesting a 1.9% increase in CY 2025, a modest improvement from the estimated 1.7% in CY 2024. The Eurozone’s recovery remains sluggish, with growth expected to lag at 1.0% in CY 2025, constrained by manufacturing weaknesses, political uncertainties, and geopolitical tensions.

Emerging markets, on the other hand, are set for more dynamic growth, with a forecasted 4.2% expansion in CY 2025. This growth is primarily fueled by consistent progress in Asia, an upward shift in Sub-Saharan Africa, and a gradual recovery in the Middle East. China is anticipated to see a growth rate of 4.6%, while India is expected to maintain a leading position with a solid 6.5% growth rate for both CY 2025 and CY 2026.

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(%)

Global Economy Growth Projections

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----- Start of picture text -----

3.2(E) 1.7(E) 4.2(E) 3.3(P) 1.9(P) 4.2(P) 3.3(P) 1.8(P) 4.3(P)
2024 2025 2026
Global Economy Advanced Economies Emerging Markets & Developing Economies
----- End of picture text -----

P - Projected E - Estimated

Indian Economy

The year 2025 continues to be a pivotal period for India, reflecting a blend of determination and adaptability amid evolving global economic conditions. Even as inflation rises and global demand fluctuates, India has stayed on course, driven by key developments that have fueled its growth. The country’s ability to stay strong through these challenging times has strengthened its standing, making India one of the fastest-growing economies worldwide.

With projections from the World Bank estimating a 6.7% GDP growth for both 2025-2026 and 2026-2027, India’s economy is on track to outpace the global average of 2.7%. This growth is being driven by a thriving services sector, increasing consumption in rural areas, and a revitalized manufacturing landscape.

India’s economic optimism is largely fueled by the sustained strength of its core sectors. The services industry continues to be a powerhouse, contributing a significant share to the country’s overall output. By 20242025, it is expected to make up 55% of the total GVA. Rural consumption also holds steady, supported by a thriving agricultural sector. At the same time, exports in the manufacturing sector, especially in electronics and pharmaceuticals, are on the rise, reflecting India’s increasing presence in global value chains.

Rising crude oil prices and fluctuating currencies have continued to exert inflationary pressure. Yet, the government’s proactive measures have played a crucial role in stabilizing food supply chains, ensuring that inflation remains within control.

Through thoughtful regulation and timely interventions, the nation has kept inflation manageable, even amid persistent economic challenges.

India’s equity market has made significant strides, now standing as the fourth largest in the world, with a market capitalization close to USD 5 trillion. Despite foreign investor pullbacks and market corrections in late 2023, local institutions have stepped in to uphold market stability, showcasing the depth and durability of India’s financial system.

India’s rise on the global stage is becoming more pronounced as companies increasingly turn to the ‘China +1’ strategy to diversify their supply chains. This shift not only enhances India’s appeal as a destination for investment but also highlights its growing importance in global trade and its potential to lead in manufacturing.

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Indian Railway Sector Overview

As one of the largest rail networks on the planet, Indian Railways (IR) is integral to the nation’s economic growth and connectivity. Reflecting a strategic focus on upgrading and expanding this vital infrastructure, the Indian government has nearly quadrupled its financial backing for the rail sector. The gross budgetary support has surged from 678 billion in 2019-2020 to2,520 billion in 2025-2026, signifying a clear commitment to railway modernization. Capital expenditure for the railway network has also witnessed a spike, reaching `2,652 billion for 2025-2026. These funds will primarily support enhancements to track infrastructure, improvements to rolling stock, and the implementation of modernization projects designed to optimize operational performance and enrich the overall passenger experience.

India’s trajectory toward ‘Scope 1 Net Zero’ emissions by 2025 and ‘Scope 2

Net Zero’ by 2030 is being powered by the strategic shift toward railway electrification. Even as passenger and freight volumes rise, energy costs have remained surprisingly stable—an indicator of the long-term value of this electrification initiative. This year, India marked a historic achievement in locomotive manufacturing, producing 1,400 locomotives—more than the total combined output of the U.S. and Europe. The railway fleet has been further strengthened with the addition of two lakh new wagons, while freight transport capacity is expected to hit 1.6 billion tons by the end of the financial year. This places Indian Railways among the top three global freight movers, alongside China and the U.S. Furthermore, the ongoing production plan for 17,000 new non-AC coaches underscores India’s dedication

to making rail travel more accessible to the broader population, with a particular focus on the underserved sections of society.

Indian Railways (IR) has demonstrated impressive growth, with passenger traffic increasing by 8% and freight revenue climbing 5.2% during the AprilDecember 2024 period, compared to the previous year. Freight loading saw a modest yet significant rise of 2%, reaching a total of 1,179 million tons— underscoring the continuing importance of bulk transportation. Nevertheless, the ambitious goal of transporting 3,000 million tons of freight by CY 2030 remains a tough challenge, requiring substantial investments and capacity expansion to keep pace with future demand.

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Government Initiatives for Railway Development

Indian Railways (IR) is focusing on safety and technological advancement, channeling substantial resources into modernizing its infrastructure and developing IR into a world-class service provider. IR’s National Rail Plan defines the investments required by 2030 to meet growing demand through 2050 by improving capacity, infrastructure, and especially enhancing the rail freight share. In order to achieve the railway’s long-term goals, the following drivers will fuel a significant increase in demand for power electronics and power conversion equipment in the railway sector, including IR and metro projects:

Adopting improved & innovative technologies to improve efficiency & comfort like Hotel Load Converters, Battery Chargers, converters/ inverters for regenerative braking, energy efficient HVAC and auxiliaries, among others.

Conversion of non-electrified routes to electrified routes will mean demand for more Trainsets, high-horsepower locomotives, increased production of electrical locomotives, conversion of diesel to electric trains, among others.

Augmentation of electrified routes for heavier and faster train services will require enhancement of existing traction power for semihigh-speed operations, application of power converters for power quality management, automated rail infrastructure inspection and monitoring, among others.

Indian Electrical Components and Equipment Market Overview

The total electrical equipment market in India covers a broad spectrum, from industrial & commercial automation solutions, transmission & distribution equipment, heavy industries, infrastructure, lighting, and electro mechanical systems like motors, and HVAC systems, among others. As the demand for automation rises, energy efficiency becomes more critical, and urbanization and industrialization continue at a fast pace, the entire electrical equipment market is on track for impressive growth. The entire electrical equipment market is valued at USD 89,859.7 million. Growing electricity demand, alongside government support for modernizing power infrastructure and integrating renewable energy, will continue to boost growth in this market.

Hirect currently operates in a niche segment of this entire electrical equipment market. Hence this vast market offers several opportunities for the growth of the Company and its products.

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Company Overview

Hind Rectifiers Limited (referred to as ‘Hirect’, or ‘the Company’), established in 1958 through a strategic partnership with Westinghouse Brake & Signal Company Ltd., UK, stands as a premier manufacturer of power electronics and railway transportation systems. Originally focused on manufacturing small semiconductors and rectifiers, Hirect steadily expanded its capabilities over the decades to develop a comprehensive portfolio of electrical

and electronic components tailored for the Indian Railways. Renowned for its expertise in design, development, and manufacturing, the Company has played a significant role in advancing power conversion and railway electrification technologies. From Colaba, Mumbai, the Company expanded its horizons to a sprawling 20,000 sq. meter facility in Bhandup. Over the years, Hirect’s product range has grown to include high-performance power silicon diodes,

battery chargers, advanced high-voltage rectifiers, and state-of-the-art railway traction equipment. A key player in India’s ambitious railway electrification projects, the Company powers rail networks with top-tier solutions. Moreover, Hirect’s expanding footprint in industrial power electronics, defence, and renewable energy positions it for continued growth across various sectors.

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Manufacturing and R&D Excellence

Hirect operates world-class manufacturing facilities in Sinnar and Satpur, Maharashtra, complemented by advanced R&D centers in Mumbai & Hyderabad. By utilizing cutting-edge technologies and applying the Theory of Constraints methodology, the Company automates testing, thereby enhancing both production efficiency and product quality. A key strategic initiative is Hirect's emphasis on backward integration. By internalizing critical components and processes, the Company reduces dependency on external suppliers, leading to improved cost efficiency and better control over the supply chain. Through sustained investments in research and innovation, Hirect continues to develop next-generation power conversion systems and highly specialized, intricately designed products, finely tuned to meet the ever-evolving demands of the industry.

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Market Presence and Growth

With over 500 clients and a market reach that extends to more than 30 countries, Hirect has solidified its position as a global leader. The Company’s strategic focus on railway and industrial power electronics strengthens its competitive edge in these high-growth sectors. Passionately committed to innovation and quality, Hirect continues to drive expansion and lead the charge in power electronics and railway electrification technologies.

Product Portfolio

Hirect presents an extensive suite of power electronics and railway transportation solutions, serving diverse sectors like railway, industrial applications, defence, and renewable energy. The Company’s product range is carefully designed to enhance power efficiency, reliability, and overall performance across these industries. Currently, the Company is developing nearly 20 new products for the railway and industrial sectors, with new applications emerging in power electronics, signaling, and telecommunications, enabling expansion into additional market segments.

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Railway Systems

Hirect is a trusted partner in the railway sector, providing state-ofthe-art electrification and propulsion systems that support the growth and modernization of metro networks, high-

01

Traction Converters

Water-cooled IGBT-based converters are microprocessorcontrolled, offering up to 6,000 HP for both freight and passenger locomotives. These high-power converters ensure smooth and efficient propulsion, even under demanding conditions.

04

Railway Vehicle Control Units (VCUs)

The VCUs feature advanced multi-processor architectures that enable secure, coordinated control and realtime communication between the locomotive’s critical subsystems, ensuring safe and optimized operations at all times.

speed rail, and Indian Railways. The Company’s advanced solutions are built to deliver unparalleled performance, reliability, and efficiency across a variety of applications:

02

Traction Transformers

Designed to convert 25 kV OHE into reliable onboard traction power, the transformers deliver up to 7,775 kVA for locomotives and 3,000 kVA for EMUs and trainsets, ensuring the seamless functioning of modern trains.

05

DC Substation Rectifiers

These robust systems provide DC power to railway networks, with outputs up to 3,000 kW and 1,500 V, playing a critical role in ensuring the steady flow of power across the grid.

03

Traction Motors With rugged, squirrel-cage designs, the traction motors are built for long-term performance and reliability. They offer power outputs of up to 1,150 kW for locomotives and 300 kW for EMUs, driving trains efficiently across varying terrains.

06

HVAC Systems

The highly customizable HVAC solutions cater to all types of rolling stock, providing tailored air-conditioning, heating, and ventilation systems ranging from 1.5 TR to 20 TR, offering maximum comfort to passengers while ensuring energy efficiency.

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Indian Traction Transformers Market

The traction transformer market in India is experiencing robust growth, driven primarily by the rapid electrification of railway networks, expansion of highspeed rail projects, and significant investments in modernizing urban transit systems. Traction transformers, which are essential for converting high-voltage grid power to the lower voltages required by electric locomotives and metros, are increasingly in demand as India accelerates its railway modernization

Indian HVAC Systems Market Size and Forecast

Hirect has already made inroads into the HVAC market for Railway Rolling Stock, and is already developing solutions for the off-road segment as well. The total Indian HVAC systems market is valued at USD 8,726.5 million in CY 2024 and is set to experience CAGR of 8.8% from 2025 to 2030. Key drivers behind this expansion include rapid urbanization, industrialization, global warming, statutory regulations, and continual advancements in HVAC technology.

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initiatives and urban infrastructure development. In India, the rollout of high-speed trains, metro systems, and dedicated freight corridors is significantly boosting the requirement for traction transformers. The Indian Government’s focus on sustainable transportation and the integration of renewable energy into rail infrastructure further supports the adoption of advanced, energy-efficient transformer technologies.

Hirect Railway Market

The total relevant railway market in India for Hirect stands at approximately `13,000 crore. This robust market size underscores significant opportunities for specialized manufacturers like Hirect to expand their footprint across railway electrification, propulsion, and control systems. Hirect has started exploring opportunities for export of railway equipment and this will open up further areas of business for the Company.

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Corporate Overview

Financial Statements

Statutory Reports

Industrial Power Solutions

Hirect provides state-of-the-art power conversion and rectification systems for industries like power, steel, cement, paper, chemical, hydrogen, electroplating, and other process automations.

The total relevant power conversion Transformer-Rectifier Sets market in India stands at approximately ` 2,000 crore. Hirect has global Quality & Safety certification for certain range of products and is actively exporting to more than 30 countries globally.

Here’s a closer look at what the Company offers:

03

Thyristor-Controlled Rectifiers

Offering a reliable low-voltage, high-current DC power source, these air- and oil-cooled transformer-rectifiers range up to 1,000 V and 20 kA, with both 6-pulse and 12-pulse configurations to suit diverse applications.

01

Single and Three Phase ESP Power Supply

Oil-cooled, SCR-controlled systems are designed to offer high-efficiency performance with a 50 Hz switching frequency. Powered by DSP microcontroller technology, these units deliver up to 750 kVA for seamless operations.

04

Water-Cooled Rectifiers

Designed for high-power DC requirements, these rectifiers utilize 6/12/24-pulse configurations with an OFWF transformer, ensuring efficient cooling and maximum performance. With water cooling, these systems can provide up to 1,500 V and 80 kA.

02

Mid and High-Frequency Power Supplies

Engineered for precision, these oil-cooled, IGBTcontrolled units operate with a 500 Hz switching frequency. Available up to 500 kVA, the systems also feature AFE topology IGBT controls, providing high frequency switching at 25 kHz, offering power solutions up to 300kW.

05

SMPS Rectifiers

Compact yet powerful, these stackable DC power sources come with forced air-cooled high-frequency transformerrectifiers. Controlled by highfrequency switching inverters, they can supply up to 35 V and 3,000 A with precise, reliable output.

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Financial Performance

Performance Review

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----- Start of picture text -----

Consolidated Financials 2024-2025 2023-2024
Total Income (in crore) 656.85 518.16<br>EBITDA (in crore) 71.79 44.85
EBITDA Margins (%) 10.95 8.67
PAT (in crore) 37.11 12.51<br>EPS () after Exceptional Item 21.64 7.30
Working Capital Days 97 97
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Key Ratios

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Particulars As of As of Change (%) Reasons for Change in Ratios More
March 31, 2025 March 31, 2024 than 25%
(a) Current Ratio (in Times) 1.21 1.21 - -
(b) Debt-Equity Ratio (in 1.03 1.08 (4.63) -
Times)
(c) Debt Service Coverage 2.49 1.48 68.24 The debt service coverage ratio
Ratio (in Times) increased due to an increase in
profitability during the year.
(d) Return on Equity Ratio 26.20 10.59 147.40 The return on equity (ROI) increased
(in %) due to an increase in net profit after tax
during the year.
(e) Inventory Turnover Ratio 83 90 (7.78) -
(No. of Days)
(f) Trade Receivables 47 47 - -
Turnover Ratio (No. of Days)
(g) Trade Payables Turnover 33 40 (17.50) -
Ratio (No. of Days)
(h) Net Capital Turnover 14.50 14.36 0.97 -
Ratio (in Times)
(i) Net Profit Ratio (in %) 5.69 2.42 135.12 The net profit ratio increased due to an
increase in net profit after tax during
the year.
(j) Return on Capital 23.36 17.23 35.58 The return on capital employed
Employed (in %) increased due to an increase in profits
during the year.
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(The variance explanation is provided for ratios showing a change of more than 25%.)

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Corporate Overview

Financial Statements

Statutory Reports

Risk and Mitigation

Hirect adopts a structured approach to risk management, ensuring thorough identification, evaluation, and mitigation of operational risks.

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Risk Impact on the Company Mitigation Measures
Industry and Demand can be swayed by fluctuations Venturing into global markets, while fostering
Market Risks in government infrastructure investments continuous advancements through sustained
and the broader impact of economic research and development efforts.
slowdowns.
Operational and Volatility in raw material availability and Building lasting partnerships with suppliers,
Supply Chain Risks price fluctuations can significantly affect diversifying procurement strategies, and
production levels. ensuring optimal inventory flow.
Technological and The pace of technological progress could Concentrating on perpetual R&D, upgrading
Innovation Risks quickly outdate current systems and make products to stay ahead, and nurturing strategic
them redundant. collaborations with industry leaders.
Regulatory and The fluid nature of regulatory and Careful observance of regulatory
Compliance Risks compliance requirements can create requirements, regular auditing processes,
intricate operational challenges that and comprehensive compliance education
demand agility and foresight. programs.
Financial and The volatility of currency values, exposure Thoughtful financial oversight, strategic
Credit Risks to credit risks, and tight working capital can hedging methods, and a well-organized
place pressure on profitability. framework for credit evaluation.
Competition Risk An influx of competition, both from within Continuous advancement in innovation,
the country and abroad, could challenge thoughtful cost efficiencies, and broadening
the Company’s current market position. the Company’s product offerings are key to
staying ahead in an ever-evolving landscape.
Cybersecurity As digital platforms become integral to By implementing cutting-edge cybersecurity
and Data Risks Hirect’s operations, the risk of cybersecurity frameworks and conducting periodic, in-depth
vulnerabilities rises correspondingly. system evaluations, the Company strengthens
its defences against digital vulnerabilities.
Environmental and The need to comply with increasingly Fostering a culture of sustainability, Hirect
Sustainability Risks stringent environmental norms and prioritizes the deployment of green
sustainability practices may drive up technologies, energy-saving innovations, and
operational costs. proactive measures to comply with regulatory
shifts.
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Internal Control Systems and their Adequacy

Internal Control the Company's size and operational audit function zeroes in on key complexity, with clearly articulated risk areas across the Company’s Systems and policies and procedures that guide operations. Regular internal audits and their Adequacy everyday functions. Unit and functional management reviews are conducted, heads are responsible for maintaining with their outcomes being periodically Hirect is backed by a comprehensive adherence to these controls, ensuring assessed by the Audit and Risk internal control system that ensures transparency and accountability at all Management Committees. These smooth operations, precise financial levels. reviews are integral to strengthening reporting, protection of assets, fraud governance, reducing risks, and Guided by a risk-based annual audit prevention, and adherence to legal boosting overall operational efficiency, plan, which receives approval from and regulatory requirements. This ensuring Hirect remains effective and the Audit Committee, the internal system is carefully crafted to match in line with regulatory obligations.

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Opportunities and Threats

Hirect’s stronghold in the locomotive, railway coach, industrial rectification, and pollution control markets speaks for its leadership and credibility. Backed by a cutting-edge R&D division and superior manufacturing abilities, the Company is primed to capitalize on the rapidly evolving railway industry. As the government pours resources into transforming and expanding railway infrastructure, it opens up a world of opportunities for the Company to explore.

Increased competition and rising pricing pressures are certainly testing Hirect’s current product lines. On top of that, the Company must quickly develop new products to keep up with larger players who often have a technological edge due to their global ties. However, the Company’s well-earned reputation and loyal customer base in both the railway and industrial sectors give it a strong platform to introduce fresh offerings and deepen its reach in the market.

Outlook

With the government pushing forward on electrification, locomotive production, and infrastructure modernization, demand across the sector is on the rise. This wave of change presents Hirect with significant opportunities to capture a larger share of existing markets and to pioneer innovative solutions in new sectors. The launch of advanced trains like the Vande Bharat and the rise of private rolling stock manufacturers are shifting the market’s dynamics. In order to remain competitive, Hirect is actively developing innovative product designs and enhancing its capacities to meet emerging industry needs.

Human Resources

The Company knows that its success hinges on the people who power it. Hirect invests in its team’s development through training, skill-building workshops, and activities that keep everyone connected and engaged. The Company has fostered a culture where performance is key, but so is recognition. Every accomplishment, big or small, is acknowledged and rewarded. Hirect is deeply committed to maintaining a workplace that’s safe, inclusive, and collaborative—constantly

implementing initiatives that focus on employee well-being, safety, and career growth. Above all, the Company believes in continuous learning, and encourages its employees to keep growing and evolving.

As of March 31, 2025, Hirect had permanent employees whose passion and skills are essential in driving the Company’s goal of delivering exceptional standards of excellence in the electrical and electronics industry.

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Cautionary Statement

The Management Discussion and Analysis Report contains statements regarding the Company’s objectives, projections, estimates, expectations or predictions, which may be considered as ‘forward-looking statements’ according to the applicable laws and regulations. It should be noted that actual results may differ significantly from those expressed or implied in these statements. The Company is under no obligation to publicly amend, modify, or revise any forward-looking statement, whether due to subsequent developments, new information, events or any other reason.

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Corporate Overview

Financial Statements

Statutory Reports

INDEPENDENT AUDITOR’S REPORT

To the Members of Hind Rectifiers Limited

Report on the Audit of the Standalone Ind AS Financial Statements

comprehensive income, changes in equity and its cash flows for the year ended on that date.

BASIS FOR OPINION

OPINION

We have audited the accompanying Standalone Ind AS Financial Statements of Hind Rectifiers Limited (“the Company”) which comprise the Balance Sheet as at March 31, 2025, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year ended on that date, and notes to financial statements, including a summary of material accounting policies and other explanatory information (hereinafter referred to as the “the Standalone Ind AS Financial Statements”).

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Standalone Ind AS Financial Statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2025, and its profit and other

We conducted our audit of the Standalone Ind AS Financial Statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor’s Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the ethical requirements that are relevant to our audit of the Standalone Ind AS Financial Statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the Standalone Ind AS Financial Statements.

KEY AUDIT MATTERS

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Standalone Ind AS Financial Statements of the current period.

These matters were addressed in the context of our audit of the Standalone Ind AS Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report:

Sr.
No.
Key Audit Matter Auditor’s Response






1. Completeness of revenue in relation to determination of
point of time when revenue should be recognized
1.
The Company has revenue from sale of products which
includes fnished goods and sale of services in the form
of an AMC charges. The Company manufactures highly
specialized machined fnished goods as per specifcation
provided by the customers and based on the schedules
from the customers.
2.
The Company recognizes revenue from sale of fnished
goods at a point in time based on the terms of the
contract with customers which varies for each customer.
Determination of point in time includes assessment
of timing of transfer of signifcant risk and rewards of
ownership, establishing the present right to receive
payment for the products, delivery specifcations, timing
of transfer of legal title of the asset and determination of
thepoint of acceptance ofgoods bycustomer.
Our audit procedures included the following:
1.
Obtained an understanding of the Company’s sales
process, including design and implementation of controls
and tested the operating effectiveness of these controls.
2.
Obtained an understanding of the Company’s accounting
policies pertaining to revenue recognition and assessed
compliance with Ind AS 115 - Revenue from Contracts
with Customers.
3.
Evaluated the terms of customer contracts on sample
basis to assess various performance obligations in the
contract, the point in time of transfer of control and
pricing terms.

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INDEPENDENT AUDITOR’S REPORT (Contd.)

Sr.
No.
Key Audit Matter Auditor’s Response
























3.
Due to judgments relating to determination of point
in time in satisfaction of performance obligations
with respect to sale of products, this matter has been
considered as key audit matter.
4.
Performed testing on a sample basis sales invoices for
identifcation of point in time for transfer of control and
terms of contract with customers. Further, we performed
procedures to test on a sample basis whether revenue
was recognized in the appropriate period by testing
shipping records, good inwards receipt of customer, sales
invoice, etc. and testing the management assessment
involved in the process, wherever applicable
5.
We assessed the disclosure is in accordance with
applicable accounting standards.
6.
Performed various analytical procedures to identify any
unusual sales trends for further testing.
2. Recoverability of trade receivables
Trade receivables, forms a signifcant part of the fnancial
statements. Customer contracts typically involve time
consuming and complex conditions around closure of
contracts, including technical acceptances. This generally
leads to longer and signifcant time for realization of
receivables. As a result of the above, management’s
assessment of recoverability of trade receivables, involves
critical evaluation of all factors impacting recoverability,
including impact of external environment such as capability
of customers to pay.
Management makes an impairment allowance for trade
receivables on the basis of its assessment of recoverability of
specifc customers and on the basis of expected credit loss
model for the remaining customers in accordance with Ind AS
109, Financial Instruments. For the purposes of impairment
assessment, signifcant judgements and assumptions are
made, including assessing credit risk, timing and amount of
realization, etc. In view of above, we determined this to be a
key audit matter.
In view of the signifcance of the matter we applied the
following audit procedures in this area, among others to obtain
suffcient appropriate audit evidence:
1.
We obtained an understanding of the processes
implemented by management to estimate impairment
provision against trade receivables.
2.
We tested key controls (both design and operating
effectiveness)
over
management’s
estimate
of
impairment loss on random sample basis.
3.
We obtained and tested the appropriateness of ageing
of trade receivables with the underlying invoices on a
sample basis using random sampling.
4.
We evaluated the impairment model adopted by
management to estimate the expected credit loss
and tested related computations. We corroborated
management’s estimates on the basis of past trends.
5.
We obtained, discussed and tested management
assessment of impairment for specifc customer
balances with designated management personnel.
6.
We have circulated direct confrmations on a sample
basis using statistical sampling. In case of non-receipt
of such confrmations, alternate test procedures such as
testing subsequent receipts and underlying documents
have beenperformed

OTHER INFORMATION

The Company’s Board of Directors is responsible for the other information. The other information comprises information included in the Management Discussion and Analysis, Board’s Report including Annexures to Board’s Report, Corporate Governance and Shareholders information, but does not include the Standalone Ind AS Financial Statements and our auditor’s report thereon.

Our opinion on the Standalone Ind AS Financial Statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the Standalone Ind AS Financial Statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the Standalone Ind AS Financial Statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information; we are required to report that fact. We obtained the other information and we have nothing to report in this regard.

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Corporate Overview

Financial Statements

Statutory Reports

INDEPENDENT AUDITOR’S REPORT (Contd.)

MANAGEMENT’S RESPONSIBILITY FOR THE STANDALONE IND AS FINANCIAL STATEMENTS

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of the Standalone Ind AS Financial Statements that give a true and fair view of the financial position, financial performance, including total comprehensive income, changes in equity and cash flows of the Company in accordance with the Standalone Ind AS Financial Statements and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Standalone Ind AS Financial Statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are also responsible for overseeing the Company’s financial reporting process.

AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE STANDALONE IND AS FINANCIAL STATEMENTS

Our objectives are to obtain reasonable assurance about whether the Standalone Ind AS Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Standalone Ind AS Financial Statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the Standalone Ind AS Financial Statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3) (i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls system in place and the operating effectiveness of such controls.

  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  • Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the Standalone Ind AS Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

  • Evaluate the overall presentation, structure and content of the Standalone Ind AS Financial Statements, including the disclosures, and whether the Standalone Ind AS Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the Standalone Ind AS Financial Statements that individually or in aggregate, makes it probable that the economic decisions

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INDEPENDENT AUDITOR’S REPORT (Contd.)

of a reasonably knowledgeable user of the Ind AS financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Standalone Ind AS Financial Statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Standalone Ind AS Financial Statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

  1. As required by the Companies (Auditor’s Report) Order, 2020 (the “Order”) issued by the Central Government in terms of Section 143(11) of the Act, we give in “Annexure A” a statement on the matters specified in paragraphs 3 and 4 of the Order.

  2. As required by Section 143(3) of the Act, based on our audit we report that:

  3. a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

  4. b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid Standalone Ind AS Financial Statements have been kept by the Company so far as it appears from our examination of those books.

  5. c) The Holding company has branch offices, although no separate books of accounts are prepared by the

Branch and hence section 143(8) does not apply to the company.

  • d) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, the Statement of Changes in Equity and the Statement of Cash Flow dealt with by this Report are in agreement with the books of account.

  • e) In our opinion, the aforesaid Standalone Ind AS Financial Statements comply with the Indian Accounting Standards specified under Section 133 of the Act.

  • f) In our opinion, there are no financial transactions or matters which have any adverse effect on the functioning of the company.

  • g) On the basis of the written representations received from the directors as on March 31, 2025, taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2025, from being appointed as a director in terms of Section 164 (2) of the Act.

  • h) There is no adverse remark relating to the maintenance of accounts and other matters connected therewith.

  • i) With respect to adequacy of internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in “Annexure B” . Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company’s internal financial controls over financial reporting.

  • j) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section 197(16) of the Act, as amended:

  • In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the company to its directors during the year is in accordance with the provisions of section 197 of the Act read with Schedule V of the Act.

  • k) In our opinion and to the best of our information and according to the explanations given to us, we report as under with respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the explanations given to us:

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Corporate Overview

Financial Statements

Statutory Reports

INDEPENDENT AUDITOR’S REPORT (Contd.)

  • (i) The Company has disclosed the impact of pending litigations on its financial position as referred to Note 46 to the Standalone Ind AS Financial Statement.

  • (ii) The Company has made provision, as required under the applicable law or accounting standard, for material foreseeable losses if any, on long term contracts.

  • (iii) There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

  • (iv) (a) The Management has represented that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person or entity, including foreign entity (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

  • (b) The Management has represented, that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been received by the Company from any person or entity, including foreign entity (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

  • (c) Based on the audit procedures that have been considered reasonable and

appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (a) and (b) of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.

  • (d) The final dividend proposed for the previous year was declared and paid by the Company during the year is in accordance with Section 123 of the Act, as applicable.

The Board of Directors of the company have proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. Such dividend proposed is in accordance with Section 123 of the Act, as applicable.

  • (e) The reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 is applicable from April 01, 2023:

Based on our examination which included test checks, the Company has used accounting software for maintaining its books of account, which have a feature of recording audit trail facility and the same has operated throughout the year for all relevant transactions recorded in the respective software.

Further, for the periods where audit trail facility was enabled and operated throughout the year for the respective accounting software, we did not come across any instance of the audit trail feature being tampered with.

For GMJ & Co Chartered Accountants FRN.: 103429W CA Madhu Jain Partner Place : Mumbai M. No.: 155537 Date: May 05, 2025 UDIN: 25155537BMKOJW2775

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INDEPENDENT AUDITOR’S REPORT (Contd.)

Annexure ‘A’ to the Independent Auditor’s Report

  • (Referred to in paragraph 1 under ‘Report on Other Legal and Regulatory Requirements’ section of our report to the

members of “The Company” of even date)

To the best of our information and according to the explanations provided to us by the Company and the books of account and records examined by us in the normal course of audit, we state that:

  • i. In respect of the company’s Property, plant and equipment and intangible assets:

  • a. A. The company has maintained proper records showing full particulars including quantitative details and situation of Property, Plant and Equipment and relevant details of right-of-use assets.

    • B. The Company has maintained proper records showing full particulars of intangible assets.
  • b. The Company has a program of physical verification of Property, Plant and Equipment and right-of-use assets so to cover all the assets in a phased manner which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, certain Property, Plant and Equipment were due for verification during the year and were physically verified by the Management during the year. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

  • c. According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties and/or lease agreements where immovable properties are taken on lease are held in the name of the Company.

  • d. The Company has not revalued any of its Property, Plant and Equipment (including right- of-use assets) and intangible assets during the year.

  • e. No proceedings have been initiated during the year or are pending against the Company as at March 31, 2025 for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (as amended in 2016) and rules made thereunder.

  • ii. a. The inventory has been physically verified by the management during the year. In our opinion, the frequency of such verification is reasonable, and procedures and coverage as followed by

management were appropriate. No discrepancies were noticed on verification between the physical stocks and the book records that were 10% or more in the aggregate for each class of inventory.

  • b. According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has been sanctioned working capital limits in excess of five crore rupees, in aggregate, from banks on the basis of security of current assets. In our opinion, the quarterly returns or statements filed by the Company with such banks are in agreement with the books of account of the Company.

  • iii. According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not provided any guarantee or security or granted secured loans to companies, firms, limited liability partnership or any other parties during the year. However, the Company has made investment in the wholly owned subsidiary.

  • a. According to the information and explanations given to us and on the basis of our examination of the records, the company has not provided loans or provided advances in the nature of loans, or stood up guarantee or provided security to any entities. Hence, reporting under clause 3(iii)(a) of the order is not applicable.

  • b. According to the information and explanations given to us and on the basis of our examination of the records, the investments made, guarantees provided and the terms and conditions of the grant provided during the year are, in our opinion, prima facie, not prejudicial to the Company’s interest.

  • c. The company has not provided any loans to any entity, therefore reporting under clause 3(iii)(c) to 3 (iii)(f) is not applicable.

  • iv. According to the information and explanations given to us and on the basis of our examination of the records, the Company has not granted loans or provided guarantees or securities to parties covered under Section 185 of the Companies Act, 2013 (“the Act”). The Company has complied with the provisions of section 186 of the Act in respect of loans granted, investments made and guarantees and securities provided, as applicable.

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Statutory Reports

INDEPENDENT AUDITOR’S REPORT (Contd.)

  • v. The Company has not accepted deposits from public within the meaning of directives issued by RBI (Reserve Bank of India) and Sections 73 to 76 or any other relevant provisions of the Act and rules framed there under.

  • vi. We have broadly reviewed the books of account maintained by the Company pursuant to the Rules made by the Central Government for the maintenance of cost records under sub-section (1) of Section 148 of the Act and in respect of Company's products and services and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. However, we have not made a detailed examination of the

cost records with a view to determine whether they are accurate or complete.

  • vii. In respect of statutory dues:

    • a. According to the information and explanations given to us and on the basis of examination of records of the Company, no undisputed amounts payable in respect of provident fund, Employees’ State insurance, income tax, goods and service tax, duty of customs, cess and other material statutory dues were in arrears as at March 31, 2025 for a period more than six months from the date they became payable.
  • b. According to the books of accounts and records as produced and examined by us in accordance with the generally accepted auditing practices in India, as at March 31, 2025, the followings are the particulars of the dues that have not been deposited on account of dispute.

|(In lakhs)|(In lakhs)|(In lakhs)|(In lakhs)|(In lakhs)|(In lakhs)|
|---|---|---|---|---|---|
|Name of the
Statute|Nature of the Dues|Amount |Period to which it
relates|Forum where
dispute ispending|Remarks if any|
|Goods and
Services Tax|Taxable value
higher in GSTR-9
compare to GSTR-
3B|34.42|FY 2017-18|Appeal fled
against order with
Commissioner
(Appeals)||
|Goods and
Services Tax|Mis-match of
taxable value
compare to GSTR-
1 with GSTR-3B|1.66|FY 2017-18|Appeal fled
against order with
Commissioner
(Appeals)||
|Goods and
Services Tax|ITC availed on CSR
activities|
8.97|FY 2020-21 &
FY2021-22|Appeal fled
against order with
Commissioner
(Appeals)||
|Goods and
Services Tax|Excess ITC
availed compare
to GSTR-3B with
GSTR-2A for the
FY 2020-2021|63.59|FY 2020-21|Appeal fled
against order with
Commissioner
(Appeals)||

  • viii. There were no transactions relating to previously unrecorded income that have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).

  • ix. a. According to the records of the Company examined by us and the information and explanations given to us, the Company has not defaulted in repayment of loans or borrowings to the bank. The company does not have dues to financial institution, government or debenture holders as at the balance sheet date.

  • b. The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

  • c. According to the information and explanations given to us by the management, the Company has obtained term loans from banks and Term loan taken from the banks are utilised for the purpose for which they were granted.

  • d. According to the information and explanations given to us and on an overall examination of the financial statements of the Company, we report that funds raised on short-term basis have, prima facie, not been used during the year for long-term purposes by the Company.

  • e. According to information and explanations given to us, and the procedure performed by us, the company has not taken any funds from any entity or

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INDEPENDENT AUDITOR’S REPORT (Contd.)

person on account of or to meet the obligations of its subsidiary.

  • f. The Company has not raised any loans during the year on the pledge of securities held in its subsidiary.

  • x. a. The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) during the year and hence reporting under clause 3(x)(a) of the Order is not applicable.

  • b. According to the information and explanations given to us and on an overall examination of the balance sheet, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year and hence, reporting requirements under clause 3(xiv) are not applicable to the Company and not commented upon. The Company has issued Equity shares during the year to its employees under its Employees Stock Options Plan Scheme.

  • xi. a. During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India and according to the information and explanations given to us, we report that a fraud by an employee involving an amount of ` 1,73,415/on the Company has been noticed and reported during the year. The nature of the fraud pertains to misappropriation of inventories by the employee.

  • b. No report under sub-section (12) of section 143 of the Companies Act has been filed in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government, during the year and up to the date of this report.

  • c. According to the information and explanations given to us, there are no whistle blower complaints received by the company during the year.

  • xii. According to the information and explanations given to us, the Company is not a Nidhi Company. Therefore, the provisions of clause 3(xii) of the Order are not applicable to the Company.

  • xiii. According to information and explanations given us and based on our examination of the records of the Company, all transactions with the related parties are in compliance with sections 177 and 188 of Companies Act, 2013 and

details of such transactions have been disclosed in the Standalone Ind AS Financial Statements as required by Ind AS 24, Related Party Disclosures specified under section 133 of the Act read with the relevant rules issued thereunder.

  • xiv. a. In our opinion the Company has an adequate internal audit system commensurate with the size and the nature of its business.

  • b. We have considered the internal audit reports for the year under audit, issued to the Company during the year and till date, in determining the nature, timing and extent of our audit procedures.

  • xv. In our opinion and according to the information and explanations given to us, the company has not entered any non-cash transactions with its directors or persons connected to its directors and hence, provisions of section 192 of the Companies Act, 2013 are not applicable to the company.

  • xvi. a. The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Hence, reporting under clause 3(xvi)(a), (b) and (c) of the Order is not applicable.

  • b. In our opinion, there is no core investment company within the Group (as defined in the Core Investment Companies (Reserve Bank) Directions, 2016) and accordingly reporting under clause 3(xvi)(d) of the Order is not applicable.

  • xvii. The Company has not incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.

  • xviii. There has been no resignation of the statutory auditors of the Company during the year.

  • xix. On the basis of the financial ratios, ageing and expected dates of realisation of financial assets and payment of financial liabilities, other information accompanying the financial statements and our knowledge of the Board of Directors and Management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report indicating that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one

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Financial Statements

Statutory Reports

INDEPENDENT AUDITOR’S REPORT (Contd.)

year from the Balance sheet date. We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due.

  • xx. a. In our opinion and according to the information and explanations given to us, there is no unspent amount under sub-section (5) of section 135 to

the Companies Act, 2013 pursuant to any project. Accordingly, reporting under clause 3(xx)(a) and clause 3(xx)(b) of the Order are not applicable for the year.

For GMJ & Co Chartered Accountants FRN.: 103429W

CA Madhu Jain Partner Place : Mumbai M. No.: 155537 Date: May 05, 2025 UDIN: 25155537BMKOJW2775

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Annexure – ‘B’ to the Independent Auditor’s Report

(Referred to in paragraph 1(f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report to the Members of Hind Rectifiers Limited of even date)

REPORT ON THE INTERNAL FINANCIAL CONTROLS UNDER CLAUSE (I) OF SUB-SECTION 3 OF SECTION 143 OF THE COMPANIES ACT, 2013 (“THE ACT”)

(Referred to in paragraph 2(i) under ‘Report on Other Legal and Regulatory Requirements’ section of our report to the Members of Hind Rectifiers Limited of even date)

We have audited the internal financial controls over financial reporting of “Hind Rectifiers Limited” ("the Company") as of March 31, 2025, in conjunction with our audit of the Standalone Ind AS Financial Statements of the Company for the year ended on that date.

MANAGEMENT’S RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS

The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (‘ICAI’). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

AUDITOR’S RESPONSIBILITY

Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether

adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting.

MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of Standalone Financial Statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that

  • (1) Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

  • (2) Provide reasonable assurance that transactions are recorded as necessary to permit preparation of Standalone Financial Statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and

  • (3) Provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the Standalone Financial Statements.

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Statutory Reports

INDEPENDENT AUDITOR’S REPORT (Contd.)

INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

OPINION

In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material

respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2025, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For GMJ & Co Chartered Accountants FRN.: 103429W CA Madhu Jain Partner Place : Mumbai M. No.: 155537 Date: May 05, 2025 UDIN: 25155537BMKOJW2775

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STANDALONE BALANCE SHEET

AS AT MARCH 31, 2025

||(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|
|Sr.
No.
Particulars|Note
No.|As at
March 31, 2025|As at
March 31, 2024|
|I.
ASSETS||||
|1
Non Current Assets||||
|a.
Property, Plant and Equipment|2|8,664.55|7,680.69|
|
b.
Capital Work in Progress|3|684.38|816.05|
|
c.
Other Intangible Assets|4|1,566.13|689.43|
|
d.
Intangible Assets under Development|5|528.87|1,428.15|
|
e.
Right to use leased asset|2A|476.31|591.95|
|
f.
Financial Assets||||
|i.
Investments|6|41.84|12.75|
|ii.
Loans|7|0.10|0.24|
|iii.
Other Financial Assets|8|1,145.39|727.73|
|g.
Deferred Tax Assets(net)|9|-|210.73|
|h.
Other Non Current Assets|10|1,950.05|49.51|
|||15,057.62|12,207.23|
|2
Current Assets||||
|a.
Inventories|11|12,073.31|9,671.89|
|b.
Financial Assets||||
|i.
Trade Receivables|12|10,954.96|8,915.81|
|ii.
Cash and Cash Equivalents|13|29.34|32.70|
|
iii.
Bank Balances other than (ii) above|14|84.02|122.55|
|
iv.
Loans|15|6.31|3.19|
|v.
Other Financial Assets|16|876.74|612.11|
|c.
Other Current Assets|18|2,349.85|1,536.82|
|||26,374.53|20,895.07|
|3
Assets held for Sale|19|325.78|-|
|TOTAL ASSETS||41,757.93|33,102.30|
|II.
EQUITY AND LIABILITIES||||
|1
Equity||||
|a.
Equity Share Capital|20|343.25|342.76|
|
b.
Other Equity|21|15,659.69|12,110.19|
|
2
Liabilities||16,002.94|12,452.95|
|Non Current Liabilities||||
|a.
Financial Liabilities||||
|i.
Borrowings|22|2,839.98|2,334.87|
|ia.
Lease Liabilities|2A|372.73|495.08|
|ii.
Other Financial Liabilities|23|8.00|9.50|
|b.
Provisions|24|525.10|518.33|
|c.
Deferred Tax Liabilities (net)|9|153.14||
|||3,898.95|3,357.78|
|Current Liabilities||||
|a.
Financial Liabilities||||
|i.
Borrowings|25|13,058.16|10,558.30|
|ia.
Lease liabilities|2A|155.78|120.36|
|ii.
Trade Payables||||
|
a.
Total outstanding dues of micro and small enterprises|26|142.99|125.21|
|
b.
Total outstanding dues of creditors other than micro and small enterprises|26|5,848.64|4,603.15|
|
iii.
Other Financial Liabilities|27|1,280.67|710.37|
|b.
Other Current Liabilities|28|725.50|722.45|
|c.
Provisions|29|409.74|353.05|
|d.
Current Tax Liabilities (net)|17|234.56|98.68|
|||21,856.04|17,291.57|
|TOTAL EQUITY AND LIABILITIES||41,757.93|33,102.30|
|Corporate Information & Material Accounting Policies
The accompanying notes are an integral part of the fnancial statements|1|||

For and on behalf of the Board of Directors

As per our report attached For and on behalf of the Board of Directors For GMJ & Co Suramya Nevatia Vandan Shah Chartered Accountant Chairman & Managing Director (CEO) Director F.R. No.: 103429W DIN: 06703910 DIN: 00759570 CA Madhu Jain A. K. Nemani Meenakshi Anchlia Partner Chief Financial Officer Company Secretary Membership No.: 155537 Place: Mumbai Place: Mumbai Date: May 5, 2025 Date: May 5, 2025

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Financial Statements

Statutory Reports

STANDALONE STATEMENT OF PROFIT AND LOSS

FOR THE YEAR ENDED MARCH 31, 2025

FOR THE YEAR ENDED MARCH 31, 2025 FOR THE YEAR ENDED MARCH 31, 2025
(`in lakhs)
Sr.
No.
Particulars
Note No. For the year ended
March 31, 2025
For the year ended
March 31, 2024
1
INCOME
a.
Revenue from operations
30 65,536.74 51,755.25
b.
Other income
31 148.11 61.02
Total income 65,684.85 51,816.27
2
EXPENSES
a.
Cost of materials consumed
32 50,110.82 38,155.72
b.
Purchases of stock-in-trade
- -
c.
Changes in inventories of fnished goods, work-in-progress and stock-
in-trade
33 (2,282.26) 276.67
d.
Employee benefts expense
34 6,325.90 5,234.77
e.
Finance costs
35 1,319.16 1,272.63
f.
Depreciation and amortization expense
36 848.70 744.62
g.
Other Expenses
37 4,335.43 3,663.74
Total expenses
60,657.75 49,348.15
3
Proft/(Loss) before exceptional items and tax
5,027.10 2,468.12
4
Exceptional items
- (699.22)
5
Proft/(Loss) before tax
5,027.10 1,768.90
6
Tax expense :
a.
Current tax
38 1,311.69 48.12
b.
Deferred tax
38 (11.67) 469.75
7
Proft/ (Loss) for the Year
3,727.08 1,251.03
8
Other comprehensive income/(loss)
a.
Items that will not be reclassifed to proft and loss
(i)
Actuarial Gains/(Loss) on post-employment defned beneft
plan
(0.45) 5.95
(ii)
Tax on above
38 0.13 (1.73)
Other Comprehensive Income/(Loss) for the Year (0.32) 4.22
9
Total Comprehensive income for the Year
3,726.76 1,255.25
10
Earnings per equity share
41
Earnings per share before exceptional item (face value of`2 each)
a.
Basic
21.73 11.39
b.
Diluted
21.70 11.35
Earnings per share after exceptional item (face value of`2 each)
a.
Basic
21.73 7.30
b.
Diluted
21.70 7.28

The accompanying notes are an integral part of the financial statements

As per our report attached

For and on behalf of the Board of Directors

For GMJ & Co

Chartered Accountant F.R. No.: 103429W

Suramya Nevatia

Chairman & Managing Director (CEO) DIN: 06703910

Vandan Shah Director DIN: 00759570

CA Madhu Jain Partner Membership No.: 155537

Place: Mumbai Date: May 5, 2025

A. K. Nemani Chief Financial Officer

Place: Mumbai Date: May 5, 2025

Meenakshi Anchlia Company Secretary

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STANDALONE STATEMENT OF CHANGES IN EQUITY

A. EQUITY SHARE CAPITAL

EQUITY SHARE CAPITAL EQUITY SHARE CAPITAL EQUITY SHARE CAPITAL EQUITY SHARE CAPITAL
(`in lakhs)
Particulars Balance as on beginning of
theyear
Changes in Equity Share
Capital during theyear

Balance as on end of the year
(refer note 20)
Current Reporting period - As on
March 31, 2025
342.76 0.49 343.25
Previous Reporting period - As on
March 31,2024
342.48 0.28 342.76

B. OTHER EQUITY

Current Reporting period

Current Reporting period
(`in lakhs)
Other Equity
Total Other
Equity (refer
note 21)
Reserves & Surplus Other
Comprehensive
Income reserve
Particulars Securities
Premium
General
Reserve
Share Based
Payment
Reserve
Retained
Earnings
As at March 31, 2024
2,262.20 6,554.15 55.88 3,187.94 50.02 12,110.19
Proft/(Loss) for the year - - - 3,727.08 - 3,727.08
Other Comprehensive Income/(Loss) - - - - (0.32) (0.32)
Total Comprehensive Income for the
Year
- - - 3,727.08 (0.32) 3,726.76
ESOPs Exercised/Lapsed 46.43 4.25 (30.08) - - 20.60
ESOP Expenses - - 7.79 - - 7.79
Dividend - - - (205.65) - (205.65)
As at March 31, 2025 2,308.63 6,558.40 33.59 6,709.37 49.70 15,659.69

Previous Reporting period

Previous Reporting period
(`in lakhs)
Other Equity
Total Other
Equity (refer
note 21)
Reserves & Surplus Other
Comprehensive
Income reserve
Particulars Securities
Premium
General
Reserve
Share Based
Payment
Reserve
Retained
Earnings
As at March 31, 2023
2,226.15 6,543.65 76.45 1,936.91 45.80 10,828.96
Proft/(Loss) for the year - - - 1,251.03 - 1,251.03
Other Comprehensive Income/(Loss) - - - - 4.22 4.22
Total Comprehensive Income for the
Year
- - - 1,251.03 4.22 1,255.25
ESOPs Exercised/Lapsed 36.05 10.50 (35.03) - - 11.52
ESOP Expenses - - 14.46 - - 14.46
As at March 31, 2024 2,262.20 6,554.15 55.88 3,187.94 50.02 12,110.19

The accompanying notes are an integral part of the financial statements

As per our report attached

For and on behalf of the Board of Directors

For GMJ & Co Chartered Accountant F.R. No.: 103429W

CA Madhu Jain Partner Membership No.: 155537

Place: Mumbai Date: May 5, 2025

Suramya Nevatia Chairman & Managing Director (CEO) DIN: 06703910

A. K. Nemani Chief Financial Officer

Place: Mumbai Date: May 5, 2025

Vandan Shah Director DIN: 00759570 Meenakshi Anchlia Company Secretary

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Statutory Reports

STANDALONE STATEMENT OF CASH FLOW FOR THE YEAR ENDED MARCH 31, 2025

||(in lakhs)|(in lakhs)|
|---|---|---|
|Particulars|For the year ended
March 31, 2025|For the year ended
March 31, 2024|
|A.
CASH FLOW FROM OPERATING ACTIVITIES|||
|Net Proft/(Loss)Before Exceptional Item|5,027.10|2,468.12|
|Add/(Less): Exceptional Items|-|(699.22)|
|Net Proft/(Loss)After Exceptional Item|5,027.10|1,768.90|
|Adjusted for|||
|Depreciation & Amortization expense|687.47|630.93|
|Depreciation on right of use assets|161.23|113.69|
|Income on investments|(31.13)|(22.14)|
|Assets and CWIP written off|395.03|212.13|
|Gain / Loss on sale of assets|(91.39)|(17.87)|
|Bad debts, Liquidated damages and Provision for doubtful debts|771.36|296.07|
|Expense of Provision for warranty|326.96|393.88|
|Expense of Provision for Gratuity|24.28|144.95|
|ESOP expenses|7.79|14.46|
|Exchange rate fluctuation|(18.51)|20.46|
|Interest charged|1,319.16|1,272.63|
|Operating Proft before Working Capital Changes|8,579.35|4,828.09|
|Changes in|||
|Trade & Other receivables|(5,825.65)|(2,419.91)|
|Inventories|(2,401.42)|(427.65)|
|Trade payables|1,281.78|(603.76)|
|Other fnancial liabilities|2,450.14|2,528.32|
|Other liabilities and provisions|278.39|(493.89)|
||(4,216.76)|(1,416.89)|
|Cash Generated from Operations|4,362.59|3,411.20|
|Direct Taxes Paid|(800.14)|(21.41)|
|Net Cash from Operating Activities|3,562.45|3,389.79|
|B.
CASH FLOW FROM INVESTING ACTIVITIES|||
|Purchase of Property, Plant and Equipment, Capital Work in Progress, Intangible Assets and
Intangible Assets under development|(2,271.56)|(1,433.26)|
|Proceeds from disposal of Property, Plant and Equipment|125.06|62.07|
|Proceeds from bank deposits|600.00|-|
|Bank Deposits placed|(990.00)|(600.00)|
|Investment made|(29.09)||
|Interest Received|34.24|22.47|
|Dividend Received|0.79|1.39|
|Net Cash used in Investing Activities|(2,530.56)|(1,947.33)|
|C
CASH FLOW FROM FINANCING ACTIVITIES|||
|Proceeds of ESOP|21.09|11.80|
|Dividend paid|(205.65)|-|
|Payment of Lease Liabilities|(187.53)|(122.39)|
|Proceeds from Borrowings|1,595.86|907.01|
|Repayment from Borrowings|(1,041.03)|(1,001.51)|
|Interest Paid|(1,256.52)|(1,221.29)|

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STATEMENT OF STANDALONE CASH FLOW FOR THE YEAR ENDED MARCH 31, 2025 (Contd.)

|(in lakhs)|(in lakhs)|(in lakhs)| |---|---|---| |**Particulars**|**For the year ended**<br>**March 31, 2025**|**For the year ended**<br>**March 31, 2024**| |**Net Cash used in Financing Activities**|**(1,073.78)**|(1,426.38)| |**Net Changes in Cash & Cash Equivalents(A+B+C)**|**(41.89)**|16.08| |Cash & Cash Equivalents - OpeningBalance|**155.25**|139.17| |Cash & Cash Equivalents - ClosingBalance|**113.36**|155.25| |**Changes in liabilities arising from fnancing activites in accordance with Ind AS 7**<br>(in lakhs)|||
|Particulars|For the year ended
March 31, 2025|For the year ended
March 31, 2024|
|Opening balances|||
|Non Current Borrowing (Refer Note 22)|2,334.87|2,433.38|
|Current Borrowings(Refer Note 25)|10,558.30|8,025.97|
||12,893.17|10,459.35|
|Movements|||
|Non Current Borrowing|505.11|(98.51)|
|Current Borrowings|2,499.86|2,532.33|
||3,004.97|2,433.82|
|Closing balances|||
|Non Current Borrowing (Refer Note 22)|2,839.98|2,334.87|
|Current Borrowings(Refer Note 25)|13,058.16|10,558.30|
||15,898.14|12,893.17|

The accompanying notes are an integral part of the financial statements

As per our report attached

For and on behalf of the Board of Directors

For GMJ & Co Chartered Accountant F.R. No.: 103429W

Suramya Nevatia

Chairman & Managing Director (CEO) DIN: 06703910

Vandan Shah Director DIN: 00759570

CA Madhu Jain Partner Membership No.: 155537

Place: Mumbai Date: May 5, 2025

A. K. Nemani Chief Financial Officer

Place: Mumbai Date: May 5, 2025

Meenakshi Anchlia Company Secretary

67[th] Annual Report 2024-25

96

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025

NOTE 1: OTHER NOTES ON FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED

1.1. Corporate Information

Hind Rectifiers Limited (‘Hirect’ or ‘the Company’) is a public Company domiciled in India and is incorporated under the provisions of the Companies Act, applicable in India. The principal place of business of the Company is located in Bhandup, Mumbai. The Company is principally engaged in developing, designing, manufacturing and marketing Power Semiconductor, Power Electronic Equipments and Railway Transportation Equipments.

1.2: Material Accounting Policies

a) Basis of Preparation of Financial Statements

and various other assumptions and factors (including expectations of future events) that the Company believes to be reasonable under the existing circumstances. Differences between actual results and estimates are recognized in the period in which the results are known/ materialized.

The said estimates are based on the facts and events, that existed as at the reporting date, or that occurred after that date but provide additional evidence about conditions existing as at the reporting date.

c) Current / 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:

i) Compliance with IND-AS

These financial statements have been prepared in accordance with the Indian Accounting Standards (hereinafter referred to as the ‘Ind AS’) as notified by Ministry of Corporate Affairs pursuant to Section 133 of the Companies Act, 2013 (‘Act’) read with of the Companies (Indian Accounting Standards) Rules, 2015 as amended and other relevant provisions of the Act.

ii) Historical Cost Convention

The financial statements have been prepared on a historical cost basis, except for the following:

  • 1) Assets held for sale - measured at lower of carrying amount or fair value less cost to sell.

  • 2) Defined benefit plans - plan assets measured at fair value.

  • 3) Certain Financial Instruments that is measured at Fair value/Subsequently measured at amortized cost.

  • 4) Share Based Payments.

iii) Rounding of amounts

The financial statements are presented in and all values are rounded to the nearest lakhs ( ,00,000), except when otherwise indicated.

b) Material accounting judgements, estimates and assumptions

The estimates and judgments used in the preparation of the financial statements are continuously evaluated by the Company and are based on historical experience

  • Expected to be realized or intended to be sold or consumed in the normal operating cycle

  • 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 treated as current when it is:

  • Expected to be settled in normal operating cycle

  • 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

All other liabilities are classified as non-current.

Deferred tax assets and liabilities are classified as noncurrent assets and liabilities. The operating cycle is the time between the acquisition of assets for processing and their realization in cash and cash equivalents.

d) Revenue recognition

The Company derives revenues primarily from sale of manufactured goods & rendering of services.

The Company has adopted Ind AS 115, Revenue from Contract with Customers with effect from April 1, 2018.

The Company’s obligation to repair and replace faulty products under standard warranty terms is recognized as a provision.

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Sale of Products

Revenue from contracts with customers is recognized when a performance obligation is satisfied by transfer of promized goods or services to a customer. Customers obtain control as per the terms of the respective contracts.

In all other cases, performance obligation is considered as satisfied at a point in time.

The revenue is recognized to the extent of transaction price allocated to the performance obligation satisfied. Transaction price is the amount of consideration to which entity expects it to be entitled in exchange for transferring goods or services to a customer excluding amounts collected on behalf of a third party. The entity includes variable consideration as part of transaction price when there is a basis to reasonably estimate the amount of the variable consideration and when it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved.

Invoices are issued according to contractual terms and are usually payable as per the credit period agreed with the customer, ranging from 30 to 120 days.

Amounts disclosed in the revenue excludes GST.

Sale of services

Services rendered include Repairing and Servicing, AMC and Erectioning and Commissioning services.

Invoices are issued according to contractual terms and are usually receivable as per the credit period agreed with the customer.

Revenue from rendering of services is recognized over time as the customer receives the benefit of the Company’s performance and the Company has an enforceable right to receive the payment for services transferred.

Unbilled revenue represents value of services performed in accordance with the contract terms but not billed.

Revenue related to fixed price maintenance and support services contracts where the Company is standing ready to provide services is recognized based on time elapsed mode and revenue is straight lined over the period of performance. The Company is generally the principal

as it typically controls the goods or services before transferring them to the customer. Significant judgments are used in:

  • a. Determining the revenue to be recognized in case of performance obligation satisfied over a period of time. Revenue recognition is done by measuring the progress towards complete satisfaction of performance obligation.

  • b. Determining the expected losses, which are recognized in the period in which such losses become probable based on the expected total contract cost as at the reporting date.

  • c. Determining the method to be applied to arrive at the variable consideration requiring an adjustment to the transaction price. Revenue includes adjustments made towards liquidated damages and price variation clause wherever applicable. Escalation and other claims, which are not ascertainable/acknowledged by customers are not taken into account.

Interest income

Interest income from debt instruments is recognized using the effective interest rate method.

Dividends

Dividends are recognized in the Statement of Profit and Loss only when the right to receive payment is established.

Export Incentives

Export incentives receivable under various schemes are accounted on accrual basis.

Government Incentives

The Company is entitled to incentives from government authorities in respect of manufacturing units located in developing regions. The Company accounts for it’s entitlement as income on accrual basis.

Government grants are recognized when there is reasonable assurance that the grant will be received upon the Company complying with the conditions attached to the grant. If the government grants are by way of financial assistance on the basis of certain qualifying criteria are recognized as they become receivable.

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Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Government grants, which are revenue in nature and are towards compensation for the qualifying costs incurred by the Company.

In the unlikely event that a grant previously recognized is ultimately not received, it is treated as a change in estimate and the amount cumulatively recognized is expensed in the Statement of Profit and Loss.

e) Taxes

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from ‘profit before tax’ as reported in the statement of profit and loss because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The Company’s current tax is calculated using tax rates that have been enacted or substantively enacted, by the end of the reporting period.

Current tax items are recognized in correlation to the underlying transaction either in the Statement of Profit and Loss, other comprehensive income or directly in equity.

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 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 (other than in a business combination) 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 reporting period 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 reporting period.

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 reporting period, to recover or settle the carrying amount of its assets and liabilities.

Minimum Alternate Tax credit is recognized as deferred tax asset only when and to the extent there is convincing evidence that the Company will pay normal income tax during the specified period. Such asset is reviewed at each Balance Sheet date.

Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the relevant entity intends to settle its current tax assets and liabilities on a net basis.

Advance taxes and provisions for current income taxes are presented in the balance sheet after off-setting advance tax paid and income tax provision arising in the same tax jurisdiction and where the Company intends to settle the asset and liability on a net basis.

f) Property, Plant and Equipment

Land and buildings held for use in the production or supply of goods or services, or for administrative purposes, are stated in the balance sheet at cost less accumulated depreciation and accumulated impairment losses. Freehold land is not depreciated.

Properties in the course of construction for production or administrative purposes are carried at cost, less any recognized impairment loss. Cost includes professional fees , administrative and other general overhead expenses and, for qualifying assets, borrowing costs capitalized in accordance with the Company’s accounting policy. Such properties are classified to the appropriate categories of property, plant and equipment when completed and ready for intended use. Depreciation of these assets, on the same basis as other property assets, commences when the assets are ready for their intended use.

The initial cost of an asset comprises its purchase price (including import duties and non-refundable taxes), any costs directly attributable to bringing the asset into the location and condition necessary for it to be capable of operating in the manner intended by management, the initial estimate of any decommissioning obligation, if any, and, borrowing cost for qualifying assets (i.e. assets that necessarily take a substantial period of time to get ready for their intended use)

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

PPE is recognized when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably.

Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost can be measured reliably. PPE not ready for the intended use on the date of the Balance Sheet are disclosed as “capital work-in-progress”.

Other property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses. Depreciation is recognized so as to write off the cost of assets (other than freehold land and properties under construction) less their residual values over their useful lives, using the straight-line method. The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

An item of property, plant and equipment is derecognized upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on the disposal or retirement of an item of property,plant and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognized in statement of profit or loss.

The Company depreciates its property, plant and equipment over the useful life in the manner prescribed in Schedule II of the Companies Act, 2013 and management believe that useful life of assets are same as those prescribed in Scehdule II to the Act.

Depreciation charge for impaired assets is adjusted in future periods in such a manner that the revised carrying amount of the asset is allocated over its remaining useful life.

Where cost of a part of the asset (“asset component”) is significant to total cost of the asset and useful life of that part is different from the useful life of the remaining asset, useful life of that significant part is determined separately and such asset component is depreciated over its separate useful life.

Depreciation on additions to/deductions from, owned assets is calculated pro rata to the period of use.

g) Intangible assets

Intangible assets with finite useful lives that are acquired separately or developed in-house are carried at cost less accumulated amortization and accumulated impairment losses.

The useful life of an intangible asset is considered finite where the rights to such assets are limited to a specified period of time by contract or law or the likelihood of technical, technological obsolescence or commercial obsolescence. If, there are no such limitations, the useful life is taken to be indefinite. An intangible asset with an indefinite useful life is not amortized.

Intangible assets that have finite lives are amortized over their estimated useful lives by the straight line method.

The estimated useful life and amortization method are reviewed at the end of each reporting period, with the effect of any changes in estimate being accounted for on a prospective basis. Intangible assets representing

  • a. cost of software capitalized is amortized over its useful life which is estimated to be a period of five years.

  • b. cost of technical knowhow and product development capitalized are amortized over its useful life which is estimated to be a period of seven years.

The useful lives of intangible assets are reviewed annually to determine if a reset of such useful life is required for assets with finite lives and to confirm that business circumstances continue to support an indefinite useful life assessment for assets so classified.

An intangible asset is derecognized on disposal, or when no future economic benefits are expected from use or disposal. Gains or losses on de-recognition are determined by comparing proceeds with carrying amount. These are included in profit or loss under other expenses / other income.

Development expenditure on new products is capitalized as intangible asset, if all of the following can be demonstrated:

  1. The technical feasibility of completing the intangible asset so that it will be available for use or sale;

  2. The Company has intention to complete the intangible asset and use or sell it;

  3. The Company has ability to use or sell the intangible asset;

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Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

  1. The manner in which the probable future economic benefits will be generated including the existence of a market for output of the intangible asset or intangible asset itself or if it is to be used internally, the usefulness of intangible assets;

  2. The availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset; and

  3. The Company has ability to reliably measure the expenditure attributable to the intangible asset during its development. Development expenditure that does not meet the above criteria is expensed in the period in which it is incurred.

h) Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the asset. All other borrowing costs are expensed in the period in which they occur.

Borrowing costs consist of interest and other costs incurred in connection with the borrowing of funds. Borrowing costs also include exchange differences to the extent regarded as an adjustment to the borrowing costs.

i) Inventories

Cost of inventories have been computed to include all cost of purchases, cost of conversion and other costs incurred in bringing the inventories to their present location and conditions. Taxes which are subsequently recoverable from taxation authorities are not included in the cost.

  • i) Raw material is valued at cost or net realisable value whichever is lower. Cost is calculated by applying the weighted average method.

  • ii) Work in progress, Finished Goods and Stock-inTrade are valued at cost or net realisable value whichever is lower.

  • iii) Scrap is valued at estimated selling price.

  • iv) Stores and Spares are valued at lower of cost or net realisable value. Tools and Instruments are valued at book value.

Obsolete, slow moving and defective inventories are identified from time to time and, where necessary, a provision is made for such inventories.

j) Provisions, Contingent Liabilities and Contingent Assets

Provisions are recognised when the Company has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated.

Provisions are not recognised for future operating losses.

Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the end of the reporting period. The discount rate used to determine the present value is a pre tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognised as interest expense.

When the possible obligation or a present obligation in respect of which the likelihood of outflow of resources is remote, no provision is made.

Contingent liability is disclosed in case of:

  • (i) a possible obligation arising from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the entity; or

(ii) a present obligation arising from past events where:

  • it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation; or

  • the amount of the obligation cannot be measured with sufficient reliability.

Contingent assets are disclosed where an inflow of economic benefits is probable.

Provisions, contingent liabilities and contingent assets are reviewed at each Balance Sheet date and adjusted to reflect the current management estimates.

k) Cash and cash equivalents

Cash and cash equivalents consist of balances with banks which are unrestricted for withdrawal and usage.

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, other short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

l) Employee Benefits

i) Short Term Employee Benefits

All employee benefits payable within twelve months of rendering the service are recognized in the period in which the employee renders the related service.

ii) Post Employment / Retirement Benefits

Defined Contribution plan

  • Provident Fund is a defined contribution scheme established under State Plan. The contributions to the scheme are charged to Profit & Loss Account in the year when the contributions to the funds are due.

  • Superannuation Fund is a defined contribution scheme and contribution to the scheme are charged to the Profit & Loss Account in the year when contributions are made in respect of employees covered under the scheme. The scheme is funded with Life Insurance Corporation of India.

Defined Benefit plan

The present value of the obligation under defined benefit retirement (gratuity) plan , is determined based on an actuarial valuation by an independent actuary at the end of each year. In the case of gratuity, which is funded, the fair value of the plan assets is reduced from the gross obligation under the defined benefit plans, to recognize the obligation on net basis.

  • The liability in respect of employees is provided and contributed to Life Insurance Corporation of India under Group Gratuity (Cash Accumulation) Scheme except;

  • a) In case of Mananging Director and CEO and Executive Director, Gratuity liability, is provided in accordance with the terms of appointment.

  • b) In case of Nashik and Dehradun Division it is provided on the basis of actuarial valuation.

  • c) Employees working in Sweden office are not covered under this scheme as they are covered by the social security tax scheme as per Sweden laws.

Remeasurement of net defined benefit liability, which comprises actuarial gains and losses and the return on plan assets (excluding interest) and the effect of the asset ceiling (if any excluding interest), are recognized immediately in other comprehensive income.

iii) Other Long Term Employee Benefits

The Group has other long term employee benefits in the form of Leave Encashment. The liability in respect of Leave Encashment is provided for on the basis of actuarial valuation made at the end of the financial year. The aforesaid Leave Encashment is not funded.

Actuarial gains / losses are recognised immediately to Other Comprehensive income, net of income taxes.

iv) Termination Benefits:

Compensation to employees who have opted for retirement under the Voluntary Retirement Scheme and termination of services of the employees by the Company is charged to the Statement of Profit and Loss account in the year on actual basis.

m) Research and Development

Research and development expenditures are accounted for in accordance with the principles laid down in Ind AS 38 – Intangible Assets.

Research Phase:

Expenditure incurred during the research phase of an internal project is expensed as incurred. Research activities are aimed at obtaining new knowledge and do not result in the creation of an asset that meets the recognition criteria under Ind AS 38.

Development Phase:

Expenditure on development activities is recognized as an intangible asset only if all of the following criteria are met:

  • i) The technical feasibility of completing the intangible asset so that it will be available for use or sale;

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Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

  • ii) The intention to complete the asset and use or sell it;

  • iii) The ability to use or sell the asset;

  • iv) How the asset will generate probable future economic benefits;

  • v) The availability of adequate technical, financial, and other resources to complete the development and to use or sell the asset;

  • vi) The ability to reliably measure the expenditure attributable to the asset during its development.

If the above conditions are not met, the development expenditure is charged to the Statement of Profit and Loss as incurred.

Capitalization and Amortization:

Development costs recognized as an intangible asset are measured initially at cost and are amortized on a systematic basis over their useful life, not exceeding ten years. The amortization method and useful life are reviewed at least annually.

Other Costs:

R&D costs that do not qualify for capitalization are recognized as expenses in the period in which they are incurred. Property, plant and equipment acquired for R&D purposes are capitalized under Ind AS 16 and depreciated over their estimated useful lives.

Expenses incurred till the research phase are charged in the statement of profit and loss whereas the expenses for the development phase are capitalised as Intangible assets on completion of certain conditions.

n) Effects of Changes in Foreign Exchange Rates

  • 1) Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency closing rates of exchange at the reporting date.

  • 2) Exchange differences arising on settlement or translation of monetary items are recognized in Statement of Profit and Loss except to the extent of exchange differences which are regarded as an adjustment to interest costs on foreign currency borrowings that are directly attributable to the acquisition or construction of qualifying assets which are capitalized as cost of assets.

  • 3) Non-monetary items that are measured in terms of historical cost in a foreign currency are recorded

using the exchange rates at the date of the transaction. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was measured.

  • 4) In case of an asset, expense or income where a non-monetary advance is paid/received, the date of transaction is the date on which the advance was initially recognized. If there were multiple payments or receipts in advance, multiple dates of transactions are determined for each payment or receipt of advance consideration.

o) Earnings Per Share

Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period.

Diluted earnings per share is computed using the net profit or loss after tax and weighted average number of equity and potential equity shares outstanding during the year, except where the result would be anti-dilutive.

Dilutive potential equity shares are deemed to be considered as at the beginning of the period unless issued at a later date.

p) Non-current assets held for sale

Non-current assets are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use and a sale is considered highly probable. They are measured at the lower of their carrying amount and fair value less costs to sell, except for assets such as deferred tax assets, assets arising from employee benefits, financial assets and contractual rights under insurance contracts, which are specifically exempt from this requirement.

Non-current assets are not depreciated or amortized while they are classified as held for sale. Interest and other expenses attributable to the liabilities of a disposal group classified as held for sale continue to be recognized.

A sale is considered as highly probable when decision has been made to sell, assets are available for immediate sale in its present condition, assets are being actively marketed and sale has been agreed or is expected to be concluded within 12 months of the date of classification.

Non-current assets held for sale are neither depreciated nor amortized.

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

q) Cash Flows

Cash flows are reported using the indirect method, where by net profit before tax is adjusted for the effects of transactions of a noncash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or expenses associated with investing or financing cash flows. The cash flows from operating, investing and financing activities are segregated.

Investing and financing transactions that do not require the use of cash or cash equivalents shall be excluded from a statement of cash flows. Such transactions shall be disclosed elsewhere in the financial statements in a way that provides all the relevant information about these investing and financing activities.

r) Provision for Warranty

The Group typically provides warranties for general repairs of defects that existed at the time of sale, as required by law. These assurance-type warranties are accounted for under Ind AS 37 Provisions, Contingent Liabilities and Contingent Assets. In certain contracts, the Company provides warranty for an extended period of time and includes rectification of defects that existed at the time of sale and are normally bundled together with the main contract. Such bundled contracts include two performance obligations because the promises to transfer the goods and services and the provision of servicetype warranty are capable of being distinct. Using the relative stand-alone selling price method, a portion of the transaction price is allocated to the service-type warranty and recognised as a liability. Revenue is recognised over the period in which the service-type warranty is provided on a basis appropriate to the nature of the contract and services to be rendered.

Provision made as at March 31, 2025 represents the amount of the expected cost of meeting such obligations of rectification/replacement as per acturial valuation report. The timing of the outflows is expected to be within a period of 1 to 6 years from the date of Balance Sheet.

Provisions for warranty-related costs are recognized annually.

to determine whether there is any indication that those assets have suffered an impairment loss. If such indication exists, PPE, Capital Work-in-Progress, intangible assets and Intangible asset under development are tested for impairment so as to determine the impairment loss, if any.

Intangible assets with indefinite life are tested for impairment each year. Impairment loss is recognized when the carrying amount of an asset exceeds its recoverable amount.

Recoverable amount is determined:

  • (i) in the case of an individual asset, at the higher of the fair value less costs to sell and the value-in-use; and

  • (ii) in the case of a cash generating unit (the smallest identifiable group of assets that generates independent cash flows), at the higher of the cash generating unit’s fair value less costs to sell and the value-in-use.

The amount of value-in-use is determined as the present value of estimated future cash flows from the continuing use of an asset, which may vary based on the future performance of the Company and from its disposal at the end of its useful life. For this purpose, the discount rate (pre-tax) is determined based on the weighted average cost of capital of the Company suitably adjusted for risks specified to the estimated cash flows of the asset.

If recoverable amount of an asset (or cash generating unit) is estimated to be less than its carrying amount, such deficit is recognized immediately in the Statement of Profit and Loss as impairment loss and the carrying amount of the asset (or cash generating unit) is reduced to its recoverable amount

When an impairment loss subsequently reverses, the carrying amount of the asset (or cash generating unit) is increased to the revised estimate of its recoverable amount, such that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset (or cash generating unit) in prior years. A reversal of an impairment loss is recognized immediately in the Statement of Profit and Loss.

s) Impairment of assets

As at the end of each financial year, the carrying amounts of PPE, Capital Work-in-Progress, intangible assets and Intangible asset under development are reviewed

t) Leases

Assets taken on lease are accounted as right-of-use assets and the corresponding lease liability is recognized at the lease commencement date.

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Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

The lease liability is initially measured at the present value of the lease payments, discounted using the Company’s incremental borrowing rate.

The lease payments associated with these leases are recognized as an expense on a straight-line basis over the lease term.

Interest on lease liability is recognized using the effective interest method.

The right-of-use asset is measured by applying cost model i.e. right-of-use asset at cost less accumulated depreciation and cumulative impairment, if any. The right-of-use assets is depreciated using the straight-line method from the commencement date over the shorter of lease term or useful life of right-of-use asset

For short-term and low value leases, the Company recognizes the lease payments as an operating expense on a straight-line basis over the lease term.

The lease payments are discounted using the interest rate implicit in the lease, if that rate can be readily determined. If that rate cannot be readily determined, the Company uses incremental borrowing rate.

The lease liability is subsequently remeasured by increasing the carrying amount to reflect interest on the lease liability, reducing the carrying amount to reflect the lease payments made and remeasuring the carrying amount to reflect any reassessment or lease modifications or to reflect revised in-substance fixed lease payments. The Company recognizes the amount of the re-measurement of lease liability due to modification as an adjustment to the right-of-use asset and statement of profit and loss depending upon the nature of modification.

u) Share based Payment

Equity-settled share based payments to employees and others providing similar services are measured at the fair value of the equity instruments at the grant date.

The fair value determined at the grant date of the equitysettled share based payments is expensed on a straightline basis over the vesting period, based on the Company’s estimate of equity instruments that will eventually vest, with a corresponding increase in equity. At the end of each reporting period, the Company revises its estimate of the number of equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognized in Statement of Profit and Loss such that the cumulative expenses reflects the revised estimate, with a

corresponding adjustment to the Share Based Payments Reserve.

If granted number of shares lapse after the vesting period, the cumulative amount recognised as expense in respect of such granted share is transferred to the retained earnings.

v) Operating Segment

Operating segments are reported in the manner consistent with the internal reporting provided by the Chief Operating Decision Maker (CODM). Chairman and Managing Director of the Company has been identified as CODM. Company has identified only one reportable segment.

w) Financial Instruments:

Financial assets - Initial recognition

Financial assets are recognized when the company becomes party to a contract embodying the related financial instruments. All financial assets are initially measured at fair value except for trade receivables not containing a significant financing component are initially measured at transaction price. Transaction costs that are attributable to the acquisition of financial assets at fair value through profit and loss are added to or deducted from as the case may be, from the fair value of such financial assets on initial recognition. Subsequent measurement Financial assets, other than equity instruments, are subsequently measured at amortised cost, fair value through other comprehensive income or fair value through profit or loss on the basis of both:

  • (i) the entity’s business model for managing the financial assets and;

  • (ii) the contractual cash flow characteristics of the financial asset.

(1) Measured at amortized cost:

A financial asset is measured at amortized cost, if it is held under the hold to collect business model i.e. held with an objective of holding the assets to collect contractual cash flows and the contractual cash flows are solely payments of principal and interest on the principal outstanding. Amortized cost is calculated using the effective interest rate (“EIR”) method by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

amortization is included in interest income in the Statement of Profit and Loss. The losses arising from impairment are recognized in the Statement of Profit and Loss. On derecognition, gain or loss, if any, is recognized to Statement of Profit and Loss.

(2) Measured at fair value through other comprehensive income (FVOCI):

A financial asset is measured at FVOCI, if it is held under the hold to collect and sell business model i.e. held with an objective to collect contractual cash flows and selling such financial asset and the contractual cash flows are solely payments of principal and interest on the principal outstanding. It is subsequently measured at fair value with fair value movements recognized in the OCI, except for interest income which recognized using EIR method. The losses arising from impairment are recognized in the Statement of Profit and Loss. On derecognition, cumulative gain or loss previously recognized in the OCI is reclassified from the equity to Statement of Profit and Loss.

  • (3) Measured at fair value through profit or loss (FVTPL):

Investment in financial asset other than equity instrument, not measured at either amortized cost or FVOCI is measured at FVTPL. Such financial assets are measured at fair value with all changes in fair value, including interest income and dividend income if any, recognized in the Statement of Profit and Loss.

Equity Instruments:

For all equity instruments, the Company may, on initial recognition, irrevocably elect to measure the same either at FVOCI or FVTPL. The Company makes such election on an instrument-by-instrument basis. Fair value changes on an equity instrument shall be recognized in Statement of Profit and Loss unless the Company has elected to measure such instrument at FVOCI. Fair value changes excluding dividends, on an equity instrument measured at FVOCI are recognized in the OCI. Amounts recognized in Other Comprehensive Income (OCI) are not subsequently transferred to Statement of Profit and Loss. Dividend income on the investments in equity instruments are recognized in Statement of Profit and Loss.

Impairment:

The Company recognizes a loss allowance for Expected Credit Losses (ECL) on financial assets that are measured at amortized cost and at FVOCI. The credit loss is difference between all contractual cash flows that are due to an entity in accordance with the contract and all the cash flows that the entity expects to receive (i.e. all cash shortfalls), discounted at the original effective interest rate. This is assessed on an individual or collective basis after considering all reasonable and supportable including that which is forward-looking.

The Company’s trade receivables or contract revenue receivables do not contain significant financing component and loss allowance on trade receivables is measured at an amount equal to life time expected losses i.e. expected cash shortfall, being simplified approach for recognition of impairment loss allowance.

Under simplified approach, the Company does not track changes in credit risk. Rather it recognizes impairment loss allowance based on the lifetime ECL at each reporting date right from its initial recognition. The Company uses a provision matrix to determine impairment loss allowance on the portfolio of trade receivables.

The provision matrix is based on its historically observed default rates over the expected life of the trade receivable and is adjusted for forward looking estimates. At every reporting date, the historical observed default rates are updated and changes in the forward-looking estimates are analysed.

For financial assets other than trade receivables, the Company recognizes 12–month expected credit losses for all originated or acquired financial assets if at the reporting date the credit risk of the financial asset has not increased significantly since its initial recognition. The expected credit losses are measured as lifetime expected credit losses if the credit risk on financial asset increases significantly since its initial recognition. If, in a subsequent period, credit quality of the instrument improves such that there is no longer significant increase in credit risks since initial recognition, then the Company reverts to recognizing impairment loss allowance based on 12 months ECL.

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Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

The impairment losses and reversals are recognized in Statement of Profit and Loss. For equity instruments and financial assets measured at FVTPL, there is no requirement for impairment testing.

De-recognition

The Company derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers rights to receive cash flows from an asset, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the Company continues to recognize the transferred asset to the extent of the Company’s continuing involvement. In that case, the Company also recognizes an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Company has retained.

Financial Liabilities

Initial Recognition and measurement

Financial liabilities are recognized when the Company becomes a party to the contractual provisions of the instruments. Financial liabilities are initially recognized at fair value net of transaction costs for all financial liabilities not carried at fair value through profit or loss.

The Company’s financial liabilities include trade and other payables, loans and borrowings.

Subsequent measurement:

Financial liabilities measured at amortized cost are subsequently measured at using EIR method. Financial liabilities carried at fair value through profit or loss is measured at fair value with all changes in fair value recognized in the Statement of Profit and Loss.

Loans & Borrowings:

After initial recognition, interest bearing loans and borrowings are subsequently measured at amortized cost using EIR method. Gains and losses are recognized in profit & loss when the liabilities are derecognized as well as through EIR amortization process.

Financial Guarantee Contracts

Financial guarantee contracts issued by the Company are those contracts that requires a payment to be made or to reimburse the holder for a loss it incurs because the specified debtors fails to make payment when due in accordance with the term of a debt instrument. Financial guarantee contracts are recognized initially as a liability at fair value, adjusted for transaction costs that are directly attributable to the issuance of the guarantee. Subsequently the liability is measured at the higher of the amount of loss allowance determined as per impairment requirements of Ind AS 109 and the amount recognized less cumulative adjustments.

De-recognition

A financial liability is de-recognized when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognized in the statement of profit or loss.

Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the Balance Sheet if there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

Fair Value measurement:

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

  • (i) In the principal market for the asset or liability, or

  • (ii) In the absence of a principal market, in the most advantageous market for the asset or liability.

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

The principal or the most advantageous market must be accessible by the Company.

The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising 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:

  • (i) Level 1 – Quoted (unadjusted) market prices in active markets for identical assets or liabilities

  • (ii) Level 2 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable

  • (iii) 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 recognized in the financial statements on a recurring basis, the Company determines whether transfers have occurred between levels in the hierarchy by reassessing 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.

For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.

x) Application of new and amended standards

  • (A) Amendments to existing Standards (w.e.f. April 1, 2024)

The Ministry of Corporate Affairs vide notification dated September 9, 2024 and September 28, 2024 notified the Companies (Indian Accounting Standards) Second Amendment Rules, 2024 and Companies (Indian Accounting Standards) Third Amendment Rules, 2024, respectively, which amended/ notified certain accounting standards (see below), and are effective for annual reporting periods beginning on or after April 1, 2024: - Insurance contracts - Ind AS 117 and - Lease Liability in Sale and Leaseback — Amendments to Ind AS 116 These amendments did not have any material impact on the amounts recognised in prior periods and are not expected to significantly affect the current or future periods.

  • (B) Standards notified but not yet effective

No new standards have been notified during the year ended March 31, 2025.

1.3 Critical Accounting Estimates

The preparation of these standalone financial statements requires the management to make judgments, use estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these judgements, assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of the asset or liability affected in future periods.

a) Leases

The Company determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. After the commencement date, the Company reassesses the lease term if there is a material event or change in circumstances that is within its control and affects its ability to exercise or not to exercise the option to renew or to terminate.

b) Taxes

  • Uncertainties exist with respect to the interpretation of tax regulations, changes in tax laws, and the

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Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

amount and timing of future taxable income. Given the wide range of business relationships differences arising between the actual results and the assumptions made, or future changes to such assumptions, could necessitate future adjustments to tax income and expense already recorded. The Company establishes provisions, based on reasonable estimates. The amount of such provisions is based on various factors, such as experience of previous tax assessments and differing interpretations of tax regulations by the taxable entity and the responsible tax authority.

  • c) Gratuity benefit and Leave obligation

The cost of defined benefit plans (i.e. Gratuity benefit) and other long term employee obligations (i.e Leave obligation) is determined using actuarial valuations. An actuarial valuation involves making various assumptions which may differ from actual developments in the future. These include the determination of the discount rate, future salary increases, mortality rates and future pension increases. Due to the complexity of the valuation, the underlying assumptions and its long-term nature, a defined benefit obligation and leave obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date. In determining the appropriate discount rate, management considers the interest rates of long term government bonds with extrapolated maturity corresponding to the expected duration of the defined benefit obligation. The mortality rate is based on publicly available mortality tables for India. Future salary increases and pension increases are based on expected future inflation rates for India. Further details about the assumptions used, including a sensitivity analysis, are given in Note 58.

d) Impairment of Financial and Non-Financial Assets The impairment provisions for Financial Assets are based on assumptions about risk of default and expected cash loss rates. The Company uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on Company’s past history, existing market conditions as well as forward-looking estimates at the end of each reporting period. In case of non-financial assets, assessment of impairment indicators involves consideration of future risks. Further, the Company estimates asset’s recoverable amount, which is higher of an asset’s or Cash

Generating Units (CGU’s) fair value less costs of disposal and its value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using 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.

  • e) Provision for expected credit losses (ECL) of trade receivables and contract assets

The Company uses a provision matrix to calculate ECLs for trade receivables and contract assets. The provision matrix is initially based on the Company’s historical observed default rates. The Company will calibrate the matrix to adjust the historical credit loss experience with forward-looking information. At every reporting date, the historical observed default rates are updated and changes in the forwardlooking estimates are analysed.

  • f) Recoverability of Trade Receivables

Judgments are required in assessing the recoverability of overdue trade receivables and determining whether a provision against those receivables is required. Factors considered include the credit rating of the counterparty, the amount and timing of expected future payments and any possible actions that can be taken to mitigate the risk of non-payment.

  • g) Recognition of Deferred Tax Assets and Liabilities Deferred tax assets and liabilities are recognised for deductible temporary differences and unused tax losses for which there is probability of utilisation against the future taxable profit. The Company uses judgement to determine the amount of deferred tax that can be recognised, based upon the likely timing and the level of future taxable profits and business developments.

  • h) Provisions

The Company estimates the provisions that have present obligations arising from a result of past events and it is probable that an outflow of resources will be required to settle the obligations. These provisions are reviewed at the end of each reporting period and are adjusted to reflect the current best estimates.

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.) NOTE 2: PROPERTY, PLANT AND EQUIPMENT

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|---|---|---|---|
|Details of Assets|Land||Road|Buildings|Plant &
Machinery|Furniture
& Fixture|Vehicles|Computers|Total|
||Freehold|Leashold||||||||
|Gross Carrying Amount||||||||||
|Balance As At March 31,
2023|124.31|396.46|44.40|3,153.54|4,975.54|416.10|247.85|200.37|9,558.57|
|Additions|-|-|-|42.16|702.59|65.54|62.80|19.94|893.03|
|Disposals|-|-|-|-|140.32|22.30|11.00|-|173.61|
|Balance As At March 31,
2024|124.31|396.46|44.40|3,195.70|5,537.81|459.34|299.65|220.31|10,277.99|
|Additions|-|-|-|26.83|1,552.38|24.53|176.67|90.63|1,871.04|
|Disposals|-|-|-|-|221.79|116.21|28.64|2.67|369.31|
|Reclassifcation As Held
For Sale|122.20|-|24.63|390.14|65.92|-|-|-|602.89|
|Balance As At March 31,
2025|2.11|396.46|19.77|2,832.39|6,802.48|367.66|447.68|308.27|11,176.83|
|Accumulated Depreciation||||||||||
|Balance As At March 31,
2023|-|20.45|42.17|379.28|1,290.62|262.84|128.12|161.84|2,285.32|
|Additions|-|4.18|-|92.38|304.22|23.46|22.32|18.28|464.84|
|Disposals|-|-|-|-|121.28|21.13|10.45|-|152.86|
|Balance As At March 31,
2024|-|24.63|42.17|471.66|1,473.56|265.17|139.99|180.12|2,597.30|
|Additions|-|4.17|-|84.78|330.19|26.64|43.64|25.47|514.89|
|Disposals|-|-|-|-|184.47|108.59|27.21|2.54|322.81|
|Reclassifcation As Held
For Sale|-|-|23.40|192.50|61.21|-|-|-|277.11|
|Balance As At March 31,
2025|-|28.80|18.77|363.94|1,558.07|183.22|156.42|203.05|2,512.27|
|Net Carrying Amount||||||||||
|Balance As At March 31,
2023|124.31|376.01|2.23|2,774.26|3,684.92|153.26|119.73|38.53|7,273.25|
|Balance As At March 31,
2024|124.31|371.83|2.23|2,724.04|4,064.25|194.17|159.66|40.19|7,680.69|
|Balance As At March 31,
2025|2.11|367.66|1.00|2,468.45|5,244.41|184.44|291.26|105.22|8,664.55|

Note :

  1. Borrowing costs of ` 77.56 lakhs have been capitalised for the year ended March 31, 2025 (Previous year Rs. NiL)

  2. The Company has availed working capital facilities, non fund based facilities and long term borrowings against which some of the borrowings are secured against the property, plant and equipment as per the terms and conditions of the borrowings. The details of property, plant and equipment which have been kept as security are disclosed in Note No. 22 and 25 of the Financial Statements.

  3. Estimated useful life of the following assets is in line with useful life prescribed in schedule II of the Companies Act, 2013:

Asset Class Minimum useful life(inyears) Maximum useful life(inyears)
Land 95 95
Road 10 10
Buildings 30 60
Plant & Equipment 15 15
Furniture & Fixture 10 10

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110

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Asset Class Minimum useful life(inyears) Maximum useful life(inyears)
Vehicles 8 8
Computer 3 3

NOTE 2A : RIGHT OF USE ASSET AND LEASE LIABILITIES

i. Right of Use Assets (Building)

(` in lakhs)

Particulars As at
March 31, 2025
As at
March 31, 2024
As at beginning of theyear 591.95 13.86
Add - Additions 53.09 692.20
Less-Adjustments. 7.50 0.42
Less -Depreciation for theyear 161.23 113.69
As at end of theyear 476.31 591.95

ii. Lease Liability

(` in lakhs)

Particulars As at
March 31, 2025
As at
March 31, 2024
As at beginning of theyear 615.44 15.82
Recognized duringtheyear 50.72 677.12
Interest expense accrued duringtheyear 57.41 44.89
Less-Adjustments. 7.51 -
Payment duringtheyear 187.54 122.39
As at end of theyear 528.51 615.44
Cash Outflow for lease includes :
Payment of Principal Payment of Lease Liability 130.13 77.50
Interest Paid on Lease Liability 57.41 44.89
Total 187.54 122.39
Lease liabilities as at:
Non Current 372.73 495.08
Current 155.78 120.36

iii. Amount Recognised in the Statement of Profit or Loss:

Amount Recognised in the Statement of Proft or Loss: Amount Recognised in the Statement of Proft or Loss: Amount Recognised in the Statement of Proft or Loss:
(`in lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Depreciation expense of right-of-use assets 161.23 113.69
Interest expense on lease liabilities 57.41 44.89
Total 218.64 158.58

Rent expenses recognised in statement of profit and loss account not included in the measurement of lease liability:

|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|
|Particulars|As at
March 31, 2025|As at
March 31, 2024|
|Rent expense|25.82|23.31|
|Total|25.82|23.31|

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 3: CAPITAL WORK IN PROGRESS

NOTE 3: CAPITAL WORK IN PROGRESS NOTE 3: CAPITAL WORK IN PROGRESS NOTE 3: CAPITAL WORK IN PROGRESS
(`in lakhs)
Details Of Assets Capital Work in
Progress Others

Total
Gross Carrying Amount
Balance as at March 31, 2023 687.41
687.41
Additions 329.66
329.66
Disposal/Capitalized DuringThe Year 201.02
201.02
Balance as at March 31, 2024 816.05
816.05
Additions 886.96 886.96
Disposals / Capitalized 1018.63 1018.63
Balance as at March 31, 2025 684.38
684.38
Net CarryingAmount -
Balance as at March 31, 2023 687.41
687.41
Balance as at March 31, 2024 816.05
816.05
Balance as at March 31, 2025 684.38
684.38

Note:

  1. During the year, the Company capitalised borrowing costs amounting to 54.62 lakhs (Previous year: 29.11 lakhs) to the cost of qualifying assets.

  2. Of the total capitalised amount, 32.68 lakhs (Previous year: 29.11 lakhs) pertains to specific borrowings directly attributable to the acquisition/construction of a qualifying asset.

The remaining ` 21.94 lakhs (Previous year: NIL lakhs) was capitalised from general borrowings, applying a capitalisation rate of 9.49% per annum (Previous year: 0%)

During the year ended March 31, 2025, 77.56 lakhs of borrowing costs are transferred from Capital Work in Progress to PPE & 94.41 lakhs from Capital Work in Progress to Intangible Assets.

  1. The details of property, plant and equipment which have been kept as security are disclosed in Note No. 22 and 25 of the Financial Statements.

NOTE 4: OTHER INTANGIBLE ASSETS

NOTE 4: OTHER INTANGIBLE ASSETS NOTE 4: OTHER INTANGIBLE ASSETS NOTE 4: OTHER INTANGIBLE ASSETS NOTE 4: OTHER INTANGIBLE ASSETS NOTE 4: OTHER INTANGIBLE ASSETS
(`in lakhs)
Details Of Assets Technical
Knowhow

Computer
Softwafre

Product
Development

Total
Gross Carrying Amount
Balance as at March 31, 2023 653.20 251.77
**1,071.94 **

**1,976.91 **
Additions 12.50
5.38

172.27

190.14
Disposals -
-

-

-
Balance as at March 31, 2024 665.70 257.15 1,244.21
2,167.05
Additions 106.50 32.16 910.61
1,049.27
Disposals -
-

-

-
Balance as at March 31, 2025 772.20 **289.31 **
**2,154.82 **

**3,216.32 **
Accumulated Depreciation
Balance as at March 31, 2023 **610.84 **
188.26
512.43 1,311.53
Additions 11.43 32.12
122.54

166.09
Disposals -
-

-

-
Balance as at March 31, 2024 622.27
220.38
**634.97 **
1,477.63
Additions 12.81
21.17

138.60
172.58
Disposals -
-

-

-
Balance as at March 31, 2025 635.08 241.55 **773.57 **
1,650.21
Net CarryingAmount

67[th] Annual Report 2024-25

112

Corporate Overview Statutory Reports

Financial Statements

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|
|Details Of Assets|Technical
Knowhow|
Computer
Softwafre|
Product
Development|
Total|
|Balance as at March 31, 2023|42.36|63.51 |
559.51 |
665.38|
|Balance as at March 31, 2024|43.43|36.77|
609.23|689.43|
|Balance as at March 31, 2025|137.12|
47.76|1,381.26|1,566.13|

Note :

  1. The amortization expense of intangible assets has been included under Note 36 in the Statement of Profit and Loss.

  2. Borrowing costs of 94.91 lakhs have been capitalised for the year ended March 31, 2025 (Previous year 7.15 lakhs)

NOTE 5: INTANGIBLE ASSETS UNDER DEVELOPMENT

NOTE 5: INTANGIBLE ASSETS UNDER DEVELOPMENT NOTE 5: INTANGIBLE ASSETS UNDER DEVELOPMENT NOTE 5: INTANGIBLE ASSETS UNDER DEVELOPMENT NOTE 5: INTANGIBLE ASSETS UNDER DEVELOPMENT NOTE 5: INTANGIBLE ASSETS UNDER DEVELOPMENT
(`in lakhs)
Details Of Assets Technical
Knowhow

Computer
Softwafre

Product
Development

Total
Gross Carrying Amount
Balance as at March 31, 2023 140.75 -
1,243.69
1,384.44
Additions 3.92
-

451.43
455.35
CapitalisedDuringTheYear 46.88 -
364.76
**411.64 **
Balance as at March 31, 2024 97.79 -
1,330.36
1,428.15
Additions 6.60 9.85 564.67 581.12
Disposals / Capitalized 97.80 - 1,382.60 1,480.40
Balance as at March 31, 2025 6.59 9.85 512.43 528.87
Net Carrying Amount
Balance as at March 31, 2023 140.75 -
1,243.69
1,384.44
Balance As At March 31, 2024 97.79 -
1,330.36
1,428.15
Balance As At March 31, 2025 6.59 9.85 512.43 **528.87 **

NOTE 6: NON-CURRENT INVESTMENTS

NOTE 6: NON-CURRENT INVESTMENTS NOTE 6: NON-CURRENT INVESTMENTS NOTE 6: NON-CURRENT INVESTMENTS
(`in lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Investments carried at Fair value
Fully paid equity shares (unquoted)*
Apna Sahakari Bank Ltd. 7.50 7.50
TJSBSahakari Bank Ltd. 5.00 5.00
Saraswat Co operativeBank Ltd. 0.25 0.25
Investments carried at Cost
Investments in Equity Instruments of Subsidiary
HirectFZ-LLC 29.09 -
(125Equity shares of AED 1,000 each)
TOTAL **41.84 ** 12.75

Note :[*] Since the Investments consists of Shares taken for loan, the fair value of investments is equal to the cost of the investments.

NOTE 7: LOANS - NON CURRENT

NOTE 7: LOANS - NON CURRENT NOTE 7: LOANS - NON CURRENT NOTE 7: LOANS - NON CURRENT
(`in lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Financial Assets carried at Amortized Cost
Unsecured, Considered Good
Staff Loans 0.10 0.24
TOTAL 0.10 0.24

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113

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Note : No Loan is due from directors or other officers of the Company either severally or jointly with any other person. Nor any loan are due from firms or private companies respectively in which any director is a partner and a director or member.

NOTE 8: OTHER NON CURRENT FINANCIAL ASSETS

NOTE 8: OTHER NON CURRENT FINANCIAL ASSETS NOTE 8: OTHER NON CURRENT FINANCIAL ASSETS NOTE 8: OTHER NON CURRENT FINANCIAL ASSETS
(`in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Financial Assets carried at Amortized Cost
Unsecured, Considered Good
SecurityDeposits Given to Government & Other Bodies
83.58
76.86
Retention Money
36.24
10.48
Earnest MoneyDeposits
35.57
40.39
Bank deposits with more than 12 months maturity
990.00
600.00
TOTAL
1,145.39
727.73
Particulars As at
March 31, 2025
As at
March 31, 2024
Financial Assets carried at Amortized Cost
Unsecured, Considered Good
SecurityDeposits Given to Government & Other Bodies 83.58 76.86
Retention Money 36.24 10.48
Earnest MoneyDeposits 35.57 40.39
Bank deposits with more than 12 months maturity 990.00 600.00
TOTAL 1,145.39 727.73

NOTE 9: DEFERRED TAX (NET)

NOTE 9: DEFERRED TAX (NET) NOTE 9: DEFERRED TAX (NET) NOTE 9: DEFERRED TAX (NET)
(`in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Deferred Tax Assets
Disallowance under the Income Tax Act,1961
503.79
377.70
Carried forward losses and unabsorbed depreciation
-
-
Deferred Tax Liability
Related to Property,Plant & Equipment and Intangible Assets
769.98
655.69
MAT Credit Entitlement
113.05
488.72
TOTAL
(153.14)
210.73
Particulars As at
March 31, 2025
As at
March 31, 2024
Deferred Tax Assets
Disallowance under the Income Tax Act,1961 503.79 377.70
Carried forward losses and unabsorbed depreciation - -
Deferred Tax Liability
Related to Property,Plant & Equipment and Intangible Assets 769.98 655.69
MAT Credit Entitlement 113.05 488.72
TOTAL (153.14) 210.73

NOTE 10: OTHER NON-CURRENT ASSETS

NOTE 10: OTHER NON-CURRENT ASSETS NOTE 10: OTHER NON-CURRENT ASSETS NOTE 10: OTHER NON-CURRENT ASSETS
(`in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Capital Advances
1,911.32
70.95
Less: Provision for doubtful advances
-
(50.00)
Rental Securitydeposits
38.73
28.56
TOTAL
1,950.05
49.51
Particulars As at
March 31, 2025
As at
March 31, 2024
Capital Advances 1,911.32 70.95
Less: Provision for doubtful advances - (50.00)
Rental Securitydeposits 38.73 28.56
TOTAL 1,950.05 49.51

NOTE 11: INVENTORIES

NOTE 11: INVENTORIES NOTE 11: INVENTORIES NOTE 11: INVENTORIES
(`in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Raw Materials and Components(IncludingPackingmaterial)
6,431.30
6,127.69
Work-in-Progress
5,321.50
2,905.72
Finishedgoods
98.43
477.20
Stores and Spares
6.12
6.34
Loose Tools and Instruments
205.41
149.91
Stock of Scrap
10.55
5.03
TOTAL
12,073.31
9,671.89
Particulars As at
March 31, 2025
As at
March 31, 2024
Raw Materials and Components(IncludingPackingmaterial) 6,431.30 6,127.69
Work-in-Progress 5,321.50 2,905.72
Finishedgoods 98.43 477.20
Stores and Spares 6.12 6.34
Loose Tools and Instruments 205.41 149.91
Stock of Scrap 10.55 5.03
TOTAL 12,073.31 9,671.89

67[th] Annual Report 2024-25

114

Corporate Overview Statutory Reports

Financial Statements

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Note:

  • i. Refer Note 1 on Financial Statements for Accounting Policy of Inventory Valuation.

  • ii. Refer Note 22 & 25 of Financial Statements for Inventories on hypothecation as security.

  • iii. Inventory write downs are accounted, considering the nature of inventory, ageing, and net realisable value. Write-downs of inventories amounted to 341.08 lakhs as at March 31, 2025 (as at March 31, 2024 335.04 lakhs). These write-downs were recognized as an expense and included in ‘Cost of materials consumed’ and ‘changes in inventories of finished goods, workin-progress and stock-in-trade’ in the Statement of Profit and Loss.

  • iv. The Company has availed working capital facilities, other non fund based facilities and long term borrowings against which some of the borrowings are secured by hypothecation of inventories.

  • v. The above includes goods in transit as under:

|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|
|Particulars|As at
March 31, 2025|As at
March 31, 2024|
|Raw Materials and components(IncludingPackingmaterial)|594.17|155.22|
|Finishedgoods|0.97|-|
|TOTAL|595.14|155.22|

NOTE 12: TRADE RECEIVABLES

NOTE 12: TRADE RECEIVABLES NOTE 12: TRADE RECEIVABLES NOTE 12: TRADE RECEIVABLES
(`in lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
TradeReceivables considered good-Secured 3.16 4.08
Less: Allowancefor Expected CreditLoss - -
TradeReceivables considered good-Unsecured **10,682.92 ** 8,569.85
Less: Allowancefor Expected CreditLoss - -
TradeReceivableswhich have signifcantincreaseinCreditrisk 1,083.41 753.77
Less: Allowancefor Expected CreditLoss (814.53) (411.89)
Tradereceivables-creditimpared - -
Less: Allowancefor Expected CreditLoss - -
TOTAL 10,954.96 8,915.81

Note: No Trade Receivable is due from directors or other officers of the Company either severally or jointly with any other person.

Trade Receivable due from firms or private companies in which any director is a partner or a director or a member is 489.73 lakhs as on March 31, 2025 ( Nil as on March 31, 2024)

Trade Receivables are non interest bearing and are generally on terms of 30 to 120 days of credit period, except retention money which is due after certain period / event.

Trade Receivables ageing schedule - March 2025

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|---|---|
|Particulars|Outstanding for following periods from due date ofpayment|||||||
||Not due|Less than
6 months|6months -
1year|1- 2 years|2 - 3 years|More than
3years|Total|
|(i)
Undisputed Trade receivables –
consideredgood|
7,066.07|3,544.23|75.78|-|-|-|10,686.08|

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

==> picture [512 x 58] intentionally omitted <==

----- Start of picture text -----

(` in lakhs)
Particulars Outstanding for following periods from due date of payment
Not due Less than 6months - 1- 2 years 2 - 3 years More than Total
6 months 1 year 3 years
(ii) Undisputed Trade Receivables – - - 208.39 107.32 10.48 126.70 452.89
----- End of picture text -----

Particulars Outstanding for following periods from due date ofpayment Outstanding for following periods from due date ofpayment Outstanding for following periods from due date ofpayment Outstanding for following periods from due date ofpayment Outstanding for following periods from due date ofpayment Outstanding for following periods from due date ofpayment Outstanding for following periods from due date ofpayment
Not due Less than
6 months
6months -
1year
1- 2 years 2 - 3 years More than
3years
Total
(ii)
Undisputed Trade Receivables –
- - 208.39 107.32 10.48 126.70 452.89
which have signifcant increase
in credit risk
(iii)
Undisputed Trade Receivables
– credit impaired
- - - - - -
(iv)
Disputed Trade Receivables–
consideredgood
- - - - - - -
(v)
Disputed Trade Receivables –
which have signifcant increase
in credit risk
- 70.59 335.65 70.92 50.02 103.34 630.52
(vi)
Disputed Trade Receivables –
credit impaired
- - - - - - -
Less : Allowance for Expected
Credit Loss
- - - - - - (814.53)
TOTAL - - - - - - 10,954.96

Trade Receivables ageing schedule - March 2024

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|---|---|
|Particulars|Outstanding for following periods from due date ofpayment|||||||
||Not due|Less than
6 months|6months -
1year|1- 2 years|2 - 3 years|More than
3years|Total|
|(i)
Undisputed Trade receivables –
consideredgood|6,763.64|1,770.29|40.00|-|-|-|8,573.93|
|(ii)
Undisputed Trade Receivables –
which have signifcant increase
in credit risk|-|-|311.39|73.00|13.76|125.06|523.21|
|(iii)
Undisputed Trade Receivables
– credit impaired|-|-|-|-|-|-|-|
|(iv)
Disputed Trade Receivables–
consideredgood|-|-|-|-|-|-|-|
|(v)
Disputed Trade Receivables –
which have signifcant increase
in credit risk|-|-|17.41|87.18|41.77|84.20|230.56|
|(vi)
Disputed Trade Receivables –
credit impaired|-|-|-|-|-|-|-|
|Less : Allowance for Expected
Credit Loss|-|-|-|-|-|-|(411.89)|
|TOTAL|-|-|-|-|-|-|8,915.81|

NOTE 13: CASH AND CASH EQUIVALENTS

NOTE 13: CASH AND CASH EQUIVALENTS NOTE 13: CASH AND CASH EQUIVALENTS NOTE 13: CASH AND CASH EQUIVALENTS
(`in lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
a.
Balances with banks
In Current Account 28.86 32.42
b.
Cash on hand
0.48 0.28
TOTAL 29.34 32.70

67[th] Annual Report 2024-25

116

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 14: BANK BALANCES

NOTE 14: BANK BALANCES NOTE 14: BANK BALANCES NOTE 14: BANK BALANCES
(`in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
a.
Balances with banks
In Unclaimed Dividend Account
52.36
27.54
In Margin Account
29.07
92.42
b.
Fixed Deposits(Earnest MoneyDeposits)
2.59
2.59
TOTAL
84.02
122.55
Particulars As at
March 31, 2025
As at
March 31, 2024
a.
Balances with banks
In Unclaimed Dividend Account 52.36 27.54
In Margin Account 29.07 92.42
b.
Fixed Deposits(Earnest MoneyDeposits)
2.59 2.59
TOTAL 84.02 122.55

NOTE 15: OTHER CURRENT LOANS

NOTE 15: OTHER CURRENT LOANS NOTE 15: OTHER CURRENT LOANS NOTE 15: OTHER CURRENT LOANS
(`in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Financial Assets carried at Amortized Cost
Unsecured, Considered Good
Staff Loans
6.31
3.19
TOTAL
6.31
3.19
Particulars As at
March 31, 2025
As at
March 31, 2024
Financial Assets carried at Amortized Cost
Unsecured, Considered Good
Staff Loans 6.31 3.19
TOTAL 6.31 3.19

Note : No Loan is due by directors or other officers of the Company either severally or jointly with any other person. Nor any loan are due from firms or private companies respectively in which any director is a partner and a director or member.

NOTE 16: OTHER CURRENT FINANCIAL ASSETS

NOTE 16: OTHER CURRENT FINANCIAL ASSETS NOTE 16: OTHER CURRENT FINANCIAL ASSETS NOTE 16: OTHER CURRENT FINANCIAL ASSETS
(`in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Financial Assets carried at Amortized Cost
Earnest MoneyDeposits
590.20
251.19
Less: Provision for Doubtful Amounts
(8.16)
(5.84)
Retention Money
316.07
326.49
Less: Provision for Doubtful Amounts
(28.31)
(13.17)
Amount receivable against sale of assets
-
42.60
InterestIncome accrued butnot due
6.94
10.84
TOTAL
876.74
612.11
Particulars As at
March 31, 2025
As at
March 31, 2024
Financial Assets carried at Amortized Cost
Earnest MoneyDeposits 590.20 251.19
Less: Provision for Doubtful Amounts (8.16) (5.84)
Retention Money **316.07 ** 326.49
Less: Provision for Doubtful Amounts (28.31) (13.17)
Amount receivable against sale of assets - 42.60
InterestIncome accrued butnot due **6.94 ** 10.84
TOTAL 876.74 612.11

NOTE 17: CURRENT TAX LIABILITIES (NET)

NOTE 17: CURRENT TAX LIABILITIES (NET) NOTE 17: CURRENT TAX LIABILITIES (NET) NOTE 17: CURRENT TAX LIABILITIES (NET)
(`in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Provision for Tax(Net of Advance Tax/Tax Deducted at Source)
234.56
98.68
TOTAL
234.56
98.68
Particulars As at
March 31, 2025
As at
March 31, 2024
Provision for Tax(Net of Advance Tax/Tax Deducted at Source) 234.56 98.68
TOTAL 234.56 98.68

NOTE 18: OTHER CURRENT ASSETS

NOTE 18: OTHER CURRENT ASSETS NOTE 18: OTHER CURRENT ASSETS NOTE 18: OTHER CURRENT ASSETS
(`in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Balance with GST,Customs and Port Trust,etc.
258.84
126.94
Advance to Staff
7.39
1.07
Advance to Others
171.37
140.94
Incentive Income Accrued
133.30
50.93
Unbilled Service Revenue
702.69
373.96
Particulars As at
March 31, 2025
As at
March 31, 2024
Balance with GST,Customs and Port Trust,etc. 258.84 126.94
Advance to Staff 7.39 1.07
Advance to Others 171.37 140.94
Incentive Income Accrued 133.30 50.93
Unbilled Service Revenue 702.69 373.96

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117

==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS
AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)
NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS
AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)
NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS
AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)
(`in lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Advance to Suppliers 1,186.88 945.80
Less : Provision for Doubtful Amounts (110.62) (102.82)
TOTAL 2,349.85 1,536.82

NOTE 19: ASSETS HELD FOR SALE

NOTE 19: ASSETS HELD FOR SALE NOTE 19: ASSETS HELD FOR SALE NOTE 19: ASSETS HELD FOR SALE
(`in lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Land 123.43 -
Building 197.64 -
Plant and Machinery 4.71 -
TOTAL 325.78 -

NOTE 20: EQUITY SHARE CAPITAL

NOTE 20: EQUITY SHARE CAPITAL NOTE 20: EQUITY SHARE CAPITAL NOTE 20: EQUITY SHARE CAPITAL
(`in lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Authorized Capital
5,00,00,000 Equity Shares of2/- each (Previous year 5,00,00,000 Equity Shares of<br>2/- each) 1,000.00 1,000.00
Issued Capital
1,71,62,675 Equity Shares of2/- each (Previous year 1,71,37,860 Equity Shares of<br>2/- each) 343.25 342.76
TOTAL 343.25 342.76
Subscribed and Paid up Capital
1,71,62,675 Equity Shares of2/- each (Previous year 1,71,37,860 Equity Shares of<br>2/- each) 343.25 342.76
TOTAL 343.25 342.76

a. The details of shareholders holding more than 5% shares

TOT
a.
AL
The details of shareholders holding more than 5% shares
3 3 43.25
342.76
43.25
342.76
b. Name of Shareholder As at
March 31, 2025
As at
March 31, 2024
No. of
shares
% held No. of
shares


% held
Shri. Suramya Nevatia 25,74,768 15.00 25,74,768 15.02
Shri. Saurabh Nevatia 36,08,438 21.02 36,08,438 21.06
BTR Industries Limited 24,00,000 13.98 24,00,000 14.00
Reconciliation of number of shares
Particulars As at
March 31, 2025
As at
March 31, 2024
No. of
shares
**in lakhs**|**No. of**<br>**shares**|<br>in lakhs
EquityShares at the beginningof theyear 1,71,37,860 342.76 1,71,23,978
342.48
Add: Shares Issued duringtheyear 24,815 0.49 13,882
0.28
Less: Shares bought back duringtheyear - - -
-
EquityShares at the end of theyear 1,71,62,675 343.25 1,71,37,860
342.76

67[th] Annual Report 2024-25

118

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

c. Shareholding of Promoters

Shareholding of Promoters
Name of Promotor As at
March 31, 2025
As at
March 31, 2024
No. of
shares
% of total
shares
% change
during the
year (by
comparing
no of
shares)
No. of
shares

% of total
shares


% change
during the
year (by
comparing
no of
shares)
Saurabh Nevatia 36,08,438 21.02 - 36,08,438
21.06
-
Suramya Saurabh Nevatia 25,74,768 15.00 - 25,74,768
15.02
-
Suryansh Saurabh Nevatia 4,72,000 2.75 - 4,72,000
2.75

-
Shriya Saurabh Nevatia 3,55,200 2.07 - 3,55,200
2.07

-
Bharti Nevatia 2,71,100 1.58 - 2,71,100
1.58

-
Surabhi Golyan 2,50,000 1.46 - 2,50,000
1.46

-
Saurabh Nevatia HUF 11,500 0.07 - 11,500
0.07

-
Akshada S Nevatia 5,850 0.03 - 5,850
0.03

-
TOTAL 75,48,856 43.98 75,48,856 44.04

Note:

  1. The Company has only one class of equity share. Each shareholder is eligible for one vote per share. The dividend proposed by the Board is subject to the approval of shareholders except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts in proportion to their shareholding.

  2. Equity shares movement during the period of five years immediately preceding the date at which the Balance Sheet is prepared

  3. (a) The aggregate number of sweat equity shares issued pursuant to contract, without payment being received in cash, in immediately preceding five years ended on March 31, 2025: 5,50,000 shares issued in 2022-23. (Previous period of five years ended March 31, 2024: 5,50,000 shares issued in 2022-23)

  4. (b) The Company has not bought back any shares and not issued any bonus shares during the period of five years immediately preceding March 31, 2025. (Previous period of five years ended March 31, 2024: Nil)

NOTE 21: OTHER EQUITY

NOTE 21: OTHER EQUITY NOTE 21: OTHER EQUITY NOTE 21: OTHER EQUITY
(`in lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Securities Premium
OpeningBalance 2,262.20 2,226.15
Add: Employee Stock Option Plan(ESOP)exercised 46.43 36.05
Add: Sweat Equity - -
Less: Utilized - -
Closing Balance 2,308.63 2,262.20
Note :Securrities Premium is used to record the excess of the amount received over the
face value of the shares. This reserve will be utilized in accordance with the provisions
ofthe CompaniesAct,2013.
General Reserve
OpeningBalance 6,554.15 6,543.65
Add: Transferred from ESOP Reserve 4.25 10.50
Closing Balance
6,558.40 6,554.15
Note:General Reserve is used from time to time to transfer profts from Retained
earnings for appropriation purpose. This reserve will be utilized in accordance with the
provisions ofthe CompaniesAct,2013.
Share basedpayment reserve

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119

==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

|(in lakhs)<br>**Particulars**<br>**As at**<br>**March 31, 2025**<br>**As at**<br>**March 31, 2024**<br>Openingbalance<br>**55.88**<br>76.45<br>Less: Options Excercised<br> **(25.83)**<br> (24.53)<br>Less: Options Lapsed<br> **(4.25)**<br> (10.50)<br>Add: Employee Stock Option Plan(ESOP)expenses<br>**7.79**<br>14.46<br>**Closing Balance**<br>**33.59**<br>55.88<br>**Note:**Share Based Payment Reserve represents the value of employee compensation<br>paidinshares orshare options.<br>**Other Comprehensive Income reserve**<br>Openingbalance<br>**50.02**<br>45.80<br>Transfer from Retained earnings<br>**-**<br>-<br>ActuarialGains/(Loss) onpost-employment defned beneft plan<br> **(0.45)**<br> 5.95<br>Taxonabove<br> **0.13**<br> (1.73)<br>**Closing Balance**<br>**49.70**<br>50.02<br>**Note:**Other Comprehensive Income reserve refers to a component of shareholders’<br>equity that accumulates the gains and losses recognized in Other Comprehensive<br>Income (OCI)inthe Statement of Proft andLoss.<br>**Retained Earnings**<br>Opening balance<br> **3,187.94 **<br>1,936.91<br>Add: Proftforthe period<br> **3,727.08**<br>1,251.03<br>Less: Transferred to OtherComprehensiveIncomereserve<br>**-**<br>-<br>Less: Dividend<br> **(205.65)**<br>-<br>**Closing Balance**<br> **6,709.37 **<br> 3,187.94<br>**Note:**Retained Earnings represents the statement of Proft and Loss of the company.<br>This reserve will be utilized in accordance with the provisions of the Companies Act,<br>2013.<br>**TOTAL**<br>**15,659.69**<br>12,110.19|(in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Openingbalance
55.88
76.45
Less: Options Excercised
(25.83)
(24.53)
Less: Options Lapsed
(4.25)
(10.50)
Add: Employee Stock Option Plan(ESOP)expenses
7.79
14.46
Closing Balance
33.59
55.88
Note:Share Based Payment Reserve represents the value of employee compensation
paidinshares orshare options.
Other Comprehensive Income reserve
Openingbalance
50.02
45.80
Transfer from Retained earnings
-
-
ActuarialGains/(Loss) onpost-employment defned beneft plan
(0.45)
5.95
Taxonabove
0.13
(1.73)
Closing Balance
49.70
50.02
Note:Other Comprehensive Income reserve refers to a component of shareholders’
equity that accumulates the gains and losses recognized in Other Comprehensive
Income (OCI)inthe Statement of Proft andLoss.
Retained Earnings
Opening balance
3,187.94
1,936.91
Add: Proftforthe period
3,727.08
1,251.03
Less: Transferred to OtherComprehensiveIncomereserve
-
-
Less: Dividend
(205.65)
-
Closing Balance
6,709.37
3,187.94
Note:Retained Earnings represents the statement of Proft and Loss of the company.
This reserve will be utilized in accordance with the provisions of the Companies Act,
2013.
TOTAL
15,659.69
12,110.19|(`in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Openingbalance
55.88
76.45
Less: Options Excercised
(25.83)
(24.53)
Less: Options Lapsed
(4.25)
(10.50)
Add: Employee Stock Option Plan(ESOP)expenses
7.79
14.46
Closing Balance
33.59
55.88
Note:Share Based Payment Reserve represents the value of employee compensation
paidinshares orshare options.
Other Comprehensive Income reserve
Openingbalance
50.02
45.80
Transfer from Retained earnings
-
-
ActuarialGains/(Loss) onpost-employment defned beneft plan
(0.45)
5.95
Taxonabove
0.13
(1.73)
Closing Balance
49.70
50.02
Note:Other Comprehensive Income reserve refers to a component of shareholders’
equity that accumulates the gains and losses recognized in Other Comprehensive
Income (OCI)inthe Statement of Proft andLoss.
Retained Earnings
Opening balance
3,187.94
1,936.91
Add: Proftforthe period
3,727.08
1,251.03
Less: Transferred to OtherComprehensiveIncomereserve
-
-
Less: Dividend
(205.65)
-
Closing Balance
6,709.37
3,187.94
Note:Retained Earnings represents the statement of Proft and Loss of the company.
This reserve will be utilized in accordance with the provisions of the Companies Act,
2013.
TOTAL
15,659.69
12,110.19|
|---|---|---|
|Particulars|As at
March 31, 2025|As at
March 31, 2024|
|Openingbalance|55.88|76.45|
|Less: Options Excercised|(25.83)|(24.53)|
|Less: Options Lapsed|(4.25)|(10.50)|
|Add: Employee Stock Option Plan(ESOP)expenses|7.79|14.46|
|Closing Balance|33.59|55.88|
|Note:Share Based Payment Reserve represents the value of employee compensation
paidinshares orshare options.|||
|Other Comprehensive Income reserve|||
|Openingbalance|50.02|45.80|
|Transfer from Retained earnings
|-|-|
|ActuarialGains/(Loss) onpost-employment defned beneft plan|(0.45)|5.95|
|Taxonabove|0.13|(1.73)|
|Closing Balance|49.70|50.02|
|Note:Other Comprehensive Income reserve refers to a component of shareholders’
equity that accumulates the gains and losses recognized in Other Comprehensive
Income (OCI)inthe Statement of Proft andLoss.|||
|Retained Earnings|||
|Opening balance
|3,187.94 |1,936.91|
|Add: Proftforthe period|3,727.08|1,251.03|
|Less: Transferred to OtherComprehensiveIncomereserve|-|-|
|Less: Dividend|(205.65)|-|
|Closing Balance
|6,709.37 |3,187.94|
|Note:Retained Earnings represents the statement of Proft and Loss of the company.
This reserve will be utilized in accordance with the provisions of the Companies Act,
2013.|||
|TOTAL|15,659.69|12,110.19|

NOTE 22: NON CURRENT BORROWINGS

NOTE 22: NON CURRENT BORROWINGS NOTE 22: NON CURRENT BORROWINGS NOTE 22: NON CURRENT BORROWINGS
(in lakhs)<br>**Particulars**<br>**As at**<br>**March 31, 2025**<br>**As at**<br>**March 31, 2024**<br>**Financial Liabilities carried at amortized cost**<br>**SECURED**<br>**Term Loans**<br>**From Banks**<br>**i.**<br>**Term Loan from ICICI Bank Ltd**<br>**-**<br>54.90<br>(a.Sanctioned Amount is500 lakhs and Disbursed Amount is361.36 lakhs till March<br>31,2025. Repayable in 60 monthlyinstalments startingfrom November,2018).<br>(b. Sanctioned Amount is138 lakhs and Disbursed Amount is138 lakhs till March<br>31,2025. Repayable in 48 monthlyinstalments startingfrom August,2022).<br>**ii.**<br>**Term Loan from IDFC Bank**<br>**73.26**<br>185.34<br>(Sanctioned amount of600 lakhs and disbursed amount till March 31, 2025 is
448.32 lakhs. Repayable in tranchewise 16 equal quarterly instalments and<br>moratorium of 1year startingfrom September 2022).<br>**iii.**<br>**Term Loan from Saraswat Co-op Bank Ltd**<br>**96.30**<br>167.10<br>(Sanctioned amount of350 lakhs and disbursed amount till March 31, 2025 is
`350 lakhs. Repayable in 75 monthly instalments including moratorium of 15 months
startingfrom August 2022).
Particulars As at
March 31, 2025
As at
March 31, 2024
Financial Liabilities carried at amortized cost
SECURED
Term Loans
From Banks
i.
Term Loan from ICICI Bank Ltd
- 54.90
(a.Sanctioned Amount is500 lakhs and Disbursed Amount is361.36 lakhs till March
31,2025. Repayable in 60 monthlyinstalments startingfrom November,2018).
(b. Sanctioned Amount is138 lakhs and Disbursed Amount is138 lakhs till March
31,2025. Repayable in 48 monthlyinstalments startingfrom August,2022).
ii.
Term Loan from IDFC Bank
73.26 185.34
(Sanctioned amount of600 lakhs and disbursed amount till March 31, 2025 is<br>448.32 lakhs. Repayable in tranchewise 16 equal quarterly instalments and
moratorium of 1year startingfrom September 2022).
iii.
Term Loan from Saraswat Co-op Bank Ltd
96.30 167.10
(Sanctioned amount of350 lakhs and disbursed amount till March 31, 2025 is<br>350 lakhs. Repayable in 75 monthly instalments including moratorium of 15 months
startingfrom August 2022).

67[th] Annual Report 2024-25

120

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

(in lakhs)<br>**Particulars**<br>**As at**<br>**March 31, 2025**<br>**As at**<br>**March 31, 2024**<br>**iv.**<br>**Term Loan from Saraswat Co-op Bank Ltd**<br>**237.50**<br>387.50<br>(Sanctioned amount of750 lakhs and disbursed amount till March 31, 2025 is
750 lakhs. Repayable in 75 monthly instalments including moratorium of 15 months<br>startingfrom October 2022).<br>**v.**<br>**Term Loan from Apna Sahakari Bank Ltd**<br>**46.84**<br>78.73<br>(Sanctioned amount of150 lakhs and disbursed amount till March 31, 2025 is
150 lakhs. Repayable in 75 monthly instalments including moratorium of 15 months<br>startingfrom August 2022).<br>**vi.**<br>**Term Loan from Apna Sahakari Bank Ltd**<br>**122.98**<br>196.03<br>(Sanctioned amount of350 lakhs and disbursed amount till March 31, 2025 is
350 lakhs. Repayable in 75 monthly instalments including moratorium of 15 months<br>startingfrom October 2022).<br>**vii. Vehicle Loan from HDFC Bank Ltd**<br>**-**<br>4.65<br>(Loan of16.72 lakhs. Repayable in 36 monthlyinstalments startingfrom April 2022).
viii. Term Loan from Saraswat Co-op Bank Ltd
158.60
208.40
(Sanctioned amount of300 lakhs and disbursed amount till March 31, 2025 is<br>291.40 lakhs. Repayable in 84 monthly instalments including moratorium of 12
months startingfrom July2023).
ix.
Term Loan from Saraswat Co-op Bank Ltd
333.44
433.40
(Sanctioned amount of600 lakhs and disbursed amount till March 31, 2025 is<br>600.00 lakhs. Repayable in 84 monthly instalments including moratorium of 12
months startingfrom July2023).
x.
Corporate loan from Saraswat Bank
380.63
569.15
(Sanctioned amount of800 lakhs and disbursed amount till March 31, 2025 is800
lakhs. Repayable in 50 monthlyinstalments startingfrom February2024).
xi.
Vehicle Loan from HDFC Bank Ltd
-
4.41
(Loan of22.22 lakhs. Repayable in 39 monthly instalments starting from August<br>2022).<br>**xii. Vehicle Loan from TJSB Sahakari Bank Ltd**<br>**9.67**<br>11.24<br>(Loan of12.96 lakhs. Repayable in 84 monthly instalments starting from January
2024).
xiii. Vehicle Loan from ICICI Bank
17.18
34.02
(Loan of50 lakhs. Repayable in 36 monthlyinstalments startingfrom March 2024).<br>**xiv. Vehicle loan from Mercedes**<br>**90.71**<br>-<br>(Loan of130 lakhs. Repayable in 60 monthlyinstalments startingfrom July2024).
xv. Term Loan from Saraswat Bank
779.20
-
(Loan of1,650 lakhs. Repayable in 69 monthly instalments starting from November<br>2025 includingmoratorium of 9 months startingfrom February2025).<br>**xvi. Term Loan from Saraswat Bank**<br>**493.67**<br>-<br>(Loan of1,475 lakhs. Repayable in 69 monthly instalments starting from December
2025 includingmoratorium of 9 months startingfrom March 2025).
TOTAL
2,839.98
2,334.87
(in lakhs)<br>**Particulars**<br>**As at**<br>**March 31, 2025**<br>**As at**<br>**March 31, 2024**<br>**iv.**<br>**Term Loan from Saraswat Co-op Bank Ltd**<br>**237.50**<br>387.50<br>(Sanctioned amount of750 lakhs and disbursed amount till March 31, 2025 is
750 lakhs. Repayable in 75 monthly instalments including moratorium of 15 months<br>startingfrom October 2022).<br>**v.**<br>**Term Loan from Apna Sahakari Bank Ltd**<br>**46.84**<br>78.73<br>(Sanctioned amount of150 lakhs and disbursed amount till March 31, 2025 is
150 lakhs. Repayable in 75 monthly instalments including moratorium of 15 months<br>startingfrom August 2022).<br>**vi.**<br>**Term Loan from Apna Sahakari Bank Ltd**<br>**122.98**<br>196.03<br>(Sanctioned amount of350 lakhs and disbursed amount till March 31, 2025 is
350 lakhs. Repayable in 75 monthly instalments including moratorium of 15 months<br>startingfrom October 2022).<br>**vii. Vehicle Loan from HDFC Bank Ltd**<br>**-**<br>4.65<br>(Loan of16.72 lakhs. Repayable in 36 monthlyinstalments startingfrom April 2022).
viii. Term Loan from Saraswat Co-op Bank Ltd
158.60
208.40
(Sanctioned amount of300 lakhs and disbursed amount till March 31, 2025 is<br>291.40 lakhs. Repayable in 84 monthly instalments including moratorium of 12
months startingfrom July2023).
ix.
Term Loan from Saraswat Co-op Bank Ltd
333.44
433.40
(Sanctioned amount of600 lakhs and disbursed amount till March 31, 2025 is<br>600.00 lakhs. Repayable in 84 monthly instalments including moratorium of 12
months startingfrom July2023).
x.
Corporate loan from Saraswat Bank
380.63
569.15
(Sanctioned amount of800 lakhs and disbursed amount till March 31, 2025 is800
lakhs. Repayable in 50 monthlyinstalments startingfrom February2024).
xi.
Vehicle Loan from HDFC Bank Ltd
-
4.41
(Loan of22.22 lakhs. Repayable in 39 monthly instalments starting from August<br>2022).<br>**xii. Vehicle Loan from TJSB Sahakari Bank Ltd**<br>**9.67**<br>11.24<br>(Loan of12.96 lakhs. Repayable in 84 monthly instalments starting from January
2024).
xiii. Vehicle Loan from ICICI Bank
17.18
34.02
(Loan of50 lakhs. Repayable in 36 monthlyinstalments startingfrom March 2024).<br>**xiv. Vehicle loan from Mercedes**<br>**90.71**<br>-<br>(Loan of130 lakhs. Repayable in 60 monthlyinstalments startingfrom July2024).
xv. Term Loan from Saraswat Bank
779.20
-
(Loan of1,650 lakhs. Repayable in 69 monthly instalments starting from November<br>2025 includingmoratorium of 9 months startingfrom February2025).<br>**xvi. Term Loan from Saraswat Bank**<br>**493.67**<br>-<br>(Loan of1,475 lakhs. Repayable in 69 monthly instalments starting from December
2025 includingmoratorium of 9 months startingfrom March 2025).
TOTAL
2,839.98
2,334.87
(in lakhs)<br>**Particulars**<br>**As at**<br>**March 31, 2025**<br>**As at**<br>**March 31, 2024**<br>**iv.**<br>**Term Loan from Saraswat Co-op Bank Ltd**<br>**237.50**<br>387.50<br>(Sanctioned amount of750 lakhs and disbursed amount till March 31, 2025 is
750 lakhs. Repayable in 75 monthly instalments including moratorium of 15 months<br>startingfrom October 2022).<br>**v.**<br>**Term Loan from Apna Sahakari Bank Ltd**<br>**46.84**<br>78.73<br>(Sanctioned amount of150 lakhs and disbursed amount till March 31, 2025 is
150 lakhs. Repayable in 75 monthly instalments including moratorium of 15 months<br>startingfrom August 2022).<br>**vi.**<br>**Term Loan from Apna Sahakari Bank Ltd**<br>**122.98**<br>196.03<br>(Sanctioned amount of350 lakhs and disbursed amount till March 31, 2025 is
350 lakhs. Repayable in 75 monthly instalments including moratorium of 15 months<br>startingfrom October 2022).<br>**vii. Vehicle Loan from HDFC Bank Ltd**<br>**-**<br>4.65<br>(Loan of16.72 lakhs. Repayable in 36 monthlyinstalments startingfrom April 2022).
viii. Term Loan from Saraswat Co-op Bank Ltd
158.60
208.40
(Sanctioned amount of300 lakhs and disbursed amount till March 31, 2025 is<br>291.40 lakhs. Repayable in 84 monthly instalments including moratorium of 12
months startingfrom July2023).
ix.
Term Loan from Saraswat Co-op Bank Ltd
333.44
433.40
(Sanctioned amount of600 lakhs and disbursed amount till March 31, 2025 is<br>600.00 lakhs. Repayable in 84 monthly instalments including moratorium of 12
months startingfrom July2023).
x.
Corporate loan from Saraswat Bank
380.63
569.15
(Sanctioned amount of800 lakhs and disbursed amount till March 31, 2025 is800
lakhs. Repayable in 50 monthlyinstalments startingfrom February2024).
xi.
Vehicle Loan from HDFC Bank Ltd
-
4.41
(Loan of22.22 lakhs. Repayable in 39 monthly instalments starting from August<br>2022).<br>**xii. Vehicle Loan from TJSB Sahakari Bank Ltd**<br>**9.67**<br>11.24<br>(Loan of12.96 lakhs. Repayable in 84 monthly instalments starting from January
2024).
xiii. Vehicle Loan from ICICI Bank
17.18
34.02
(Loan of50 lakhs. Repayable in 36 monthlyinstalments startingfrom March 2024).<br>**xiv. Vehicle loan from Mercedes**<br>**90.71**<br>-<br>(Loan of130 lakhs. Repayable in 60 monthlyinstalments startingfrom July2024).
xv. Term Loan from Saraswat Bank
779.20
-
(Loan of1,650 lakhs. Repayable in 69 monthly instalments starting from November<br>2025 includingmoratorium of 9 months startingfrom February2025).<br>**xvi. Term Loan from Saraswat Bank**<br>**493.67**<br>-<br>(Loan of1,475 lakhs. Repayable in 69 monthly instalments starting from December
2025 includingmoratorium of 9 months startingfrom March 2025).
TOTAL
2,839.98
2,334.87
Particulars As at
March 31, 2025
As at
March 31, 2024
iv.
Term Loan from Saraswat Co-op Bank Ltd
237.50 387.50
(Sanctioned amount of750 lakhs and disbursed amount till March 31, 2025 is<br>750 lakhs. Repayable in 75 monthly instalments including moratorium of 15 months
startingfrom October 2022).
v.
Term Loan from Apna Sahakari Bank Ltd
46.84 78.73
(Sanctioned amount of150 lakhs and disbursed amount till March 31, 2025 is<br>150 lakhs. Repayable in 75 monthly instalments including moratorium of 15 months
startingfrom August 2022).
vi.
Term Loan from Apna Sahakari Bank Ltd
122.98 196.03
(Sanctioned amount of350 lakhs and disbursed amount till March 31, 2025 is<br>350 lakhs. Repayable in 75 monthly instalments including moratorium of 15 months
startingfrom October 2022).
vii. Vehicle Loan from HDFC Bank Ltd - 4.65
(Loan of`16.72 lakhs. Repayable in 36 monthlyinstalments startingfrom April 2022).
viii. Term Loan from Saraswat Co-op Bank Ltd 158.60 208.40
(Sanctioned amount of300 lakhs and disbursed amount till March 31, 2025 is<br>291.40 lakhs. Repayable in 84 monthly instalments including moratorium of 12
months startingfrom July2023).
ix.
Term Loan from Saraswat Co-op Bank Ltd
333.44 433.40
(Sanctioned amount of600 lakhs and disbursed amount till March 31, 2025 is<br>600.00 lakhs. Repayable in 84 monthly instalments including moratorium of 12
months startingfrom July2023).
x.
Corporate loan from Saraswat Bank
380.63 569.15
(Sanctioned amount of800 lakhs and disbursed amount till March 31, 2025 is800
lakhs. Repayable in 50 monthlyinstalments startingfrom February2024).
xi.
Vehicle Loan from HDFC Bank Ltd
- 4.41
(Loan of`22.22 lakhs. Repayable in 39 monthly instalments starting from August
2022).
xii. Vehicle Loan from TJSB Sahakari Bank Ltd 9.67 11.24
(Loan of`12.96 lakhs. Repayable in 84 monthly instalments starting from January
2024).
xiii. Vehicle Loan from ICICI Bank 17.18 34.02
(Loan of`50 lakhs. Repayable in 36 monthlyinstalments startingfrom March 2024).
xiv. Vehicle loan from Mercedes 90.71 -
(Loan of`130 lakhs. Repayable in 60 monthlyinstalments startingfrom July2024).
xv. Term Loan from Saraswat Bank 779.20 -
(Loan of`1,650 lakhs. Repayable in 69 monthly instalments starting from November
2025 includingmoratorium of 9 months startingfrom February2025).
xvi. Term Loan from Saraswat Bank 493.67 -
(Loan of`1,475 lakhs. Repayable in 69 monthly instalments starting from December
2025 includingmoratorium of 9 months startingfrom March 2025).
TOTAL 2,839.98 2,334.87

Notes:

a. Details of Security:

1. Loans covered in (i)and (ii) above

Secured by way of first pari passu charge on all the moveable properties including plant and machinery, machinery spares, tools and accessories and other movables situated at Bhandup, Mumbai and also hypothecation of stocks and book debts of the Company and mortgage of the land and building situated at Bhandup, Mumbai.

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

2. Loan covered in (iii) and (v) above

Secured by way of hypothecation of plant and machinery and other fixed assets installed at Sinnar plant and collateral security of Satpur land and building and other fixed assets consisting of plant and machinery, furniture and fixtures, etc. at Satpur and Sinnar plant.

3. Loan covered in (iv) and (vi) above

Secured by way of mortgage of land and building situated at Plot No. A-84, Near Jindal Saw Ltd, Pune Road, MIDC Sinnar Malegaon, Nashik and collateral security of Satpur land and building and other fixed assets consisting of plant and machinery, furniture and fixtures, etc. at Satpur and Sinnar plant.

4. Loan Covered in (vii) above

Secured by hypothecation of Motor Car No. MH-15-HU-2309.

5. Loan covered in (viii) above

Secured by way of mortgage of land and building situated at Plot No. 110 & 111, Satpur MIDC, Nashik.

6. Loan covered in (ix) above

Secured by way of hypothecation of plant and machinery situated at Sinnar and collateral security of Satpur land and building situated at Plot No. 110 & 111, Satpur MIDC, Nashik.

7. Loan covered in (x) above

Secured by way of mortgage of land and building situated at Plot No. A-84, Near Jindal Saw Ltd, Pune Road, MIDC Sinnar Malegaon, Nashik and collateral security of Satpur land and building and other fixed assets consisting of plant and machinery, furniture and fixtures, etc. at Satpur plant.

8. Loan Covered in (xi) above

Secured by hypothecation of Motor Car No. MH-03-DX-6676.

9. Loan Covered in (xii) above

Secured by hypothecation of Motor Car No. MH-15-JM-7893 .

10. Loan Covered in (xiii) above

Secured by hypothecation of Motor Car No. MH-04-KR-00-99.

11. Loan Covered in (xiv) above

Secured by hypothecation of Motor Car No. MH-01-ER-4070.

12. Loan Covered in (xv) above

Secured by hypothecation of plant and machinery at Sinnar plant and collateral security of Satpur land and building and other fixed assets consisting of plant and machinery, furniture and fixtures, etc. at Satpur plant.

13. Loan Covered in (xvi) above

Secured by way of mortgage of land and building situated at Plot No. A-84, Near Jindal Saw Ltd, Pune Road, MIDC Sinnar Malegaon, Nashik and collateral security of Satpur land and building and other fixed assets consisting of plant and machinery, furniture and fixtures, etc. at Satpur plant.

  • b. In view of the Covid 19 Regulatory Package announced by the Reserve Bank of India, the Company had opted for ‘Extension of Repayment’ scheme in 2020-21 and accordingly, the principal repayment will be extended by five months for Loans covered in (i).

NOTE 23: OTHER NON CURRENT FINANCIAL LIABILITIES

NOTE 23: OTHER NON CURRENT FINANCIAL LIABILITIES NOTE 23: OTHER NON CURRENT FINANCIAL LIABILITIES NOTE 23: OTHER NON CURRENT FINANCIAL LIABILITIES
(`in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Financial Liabilities carried at amortized cost
DealershipDeposit
8.00
9.50
TOTAL
8.00
9.50
Particulars As at
March 31, 2025
As at
March 31, 2024
Financial Liabilities carried at amortized cost
DealershipDeposit 8.00 9.50
TOTAL 8.00 9.50

67[th] Annual Report 2024-25

122

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 24: NON CURRENT PROVISIONS

NOTE 24: NON CURRENT PROVISIONS NOTE 24: NON CURRENT PROVISIONS NOTE 24: NON CURRENT PROVISIONS
(`in lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Provision for Employee Benefts
Provision for Gratuity (refer note 58) 246.07 242.14
Provision for Leave Encashment 62.52 46.09
Provision for Warranty (refer note 63) 216.51 230.10
TOTAL 525.10 518.33

NOTE 25: CURRENT BORROWINGS

|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|
|Particulars|As at
March 31, 2025|As at
March 31, 2024|
|Financial Liabilities carried at amortised cost|||
|SECURED|||
|a.
Loan from Banks|||
|i)
Cash Credit|11,159.57|9,055.05|
|ii)
Overdraft(for EMD)|872.88|527.26|
|b.
Current maturities of long term debt|1,025.71|975.99|
|TOTAL|13,058.16|10,558.30|

Note:

  1. Cash credit secured by first charge against all movable and immovable assets both present and future situated at Bhandup, Mumbai and also by hypothecation of stocks and book debts of the Company ranking pari- passu in favour of ICICI Bank Ltd, Standard Chartered Bank, TJSB Sahakari Bank Ltd and IDFC First Bank Limited.

  2. Overdraft secured by first charge against all movable and immovable assets both present and future situated at Bhandup, Mumbai and also by hypothecation of stocks and book debts of the Company and also tender deposits/ earnest money deposits paid by the Company ranking pari- passu in favour of Standard Chartered Bank and TJSB Sahakari Bank Ltd.

  3. Current maturities of long term debt includes the amounts repayable within a period of one year in respect of Non Current Borrowings from (i) to (xv) in Note 22 of the Financial Statements.

NOTE 26: TRADE PAYABLES

|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|
|Particulars|As at
March 31, 2025|As at
March 31, 2024|
|Total outstandingdues of micro enterprises and small enterprises|142.99|125.21|
|Total outstandingdues of creditors other than micro and small enterprises|5,848.64|4,603.15|
|TOTAL|5,991.63|4,728.36|

Note: Also refer Note 45 of Financial Statements

Ageing Schedule of Trade Payables as at March 2025

Ageing Schedule of Trade Payables as at March 2025
(`in lakhs)
Particulars Outstanding for following periods from due date ofpayment
Not due Less than
1year

1 - 2 years
2-3 Years More than
3years


Total
(i)
MSME
142.99
-

-

-

-

142.99
(ii)
Others
2,365.31
3,227.34

117.54

82.05

56.39

5,848.64
(iii) Disputed dues – MSME -
-

-

-

-
(iv) Disputed dues – Others -
-

-

-

-

5,991.63

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Ageing Schedule of Trade Payables as at March 2024

Ageing Schedule of Trade Payables as at March 2024
(`in lakhs)
Particulars Outstanding for following periods from due date ofpayment
Not due Less than
1year

1 - 2 years
2-3 Years More than
3years


Total
(i)
MSME
125.21
-

-

-

-

125.21
(ii)
Others
2,834.72
1,404.57

91.32

128.55

143.99

4,603.15
(iii) Disputed dues – MSME
(iv) Disputed dues – Others -
-

-
4,728.36

NOTE 27: OTHER CURRENT FINANCIAL LIABILITIES

NOTE 27: OTHER CURRENT FINANCIAL LIABILITIES NOTE 27: OTHER CURRENT FINANCIAL LIABILITIES NOTE 27: OTHER CURRENT FINANCIAL LIABILITIES
(`in lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Financial Liabilities carried at amortised cost
Interest Accrued But not Due 18.12 12.89
Unclaimed Dividend 52.00 27.18
SundryCreditors for Capital Goods 75.23 66.34
Provision for Bonus 73.42 60.33
Due to Subsidiary 13.17
Otherpayables 1,048.73 543.63
TOTAL 1,280.67 710.37

NOTE 28: OTHER CURRENT LIABILITIES

NOTE 28: OTHER CURRENT LIABILITIES NOTE 28: OTHER CURRENT LIABILITIES NOTE 28: OTHER CURRENT LIABILITIES
(`in lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Advances
Advance from Customers 377.36 349.85
Others
StatutoryLiabilities 348.14 372.60
TOTAL 725.50 722.45

NOTE 29: CURRENT PROVISIONS

NOTE 29: CURRENT PROVISIONS NOTE 29: CURRENT PROVISIONS NOTE 29: CURRENT PROVISIONS
(`in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Provision for Employee Benefts
Provision for Gratuity (refer note 58) 31.05 40.36
Provision for Leave Encashment 11.89 9.70
Provision for Warranty (refer note 63) 366.80 302.99
TOTAL 409.74 353.05

NOTE 30: REVENUE FROM OPERATIONS

NOTE 30: REVENUE FROM OPERATIONS NOTE 30: REVENUE FROM OPERATIONS NOTE 30: REVENUE FROM OPERATIONS
(`in lakhs)
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Sale of Products 63,136.31 49,814.92
Sale of Services 2,288.15 1,889.30
Other Operating Income

67[th] Annual Report 2024-25

124

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|
|Particulars|For the year ended
March 31, 2025|For the year ended
March 31, 2024|
|Government incentives|96.03|10.72|
|Export Incentives|16.25|40.31|
|TOTAL|65,536.74|51,755.25|

Note : Break up of revenue (excluding other operating income) into over a period of time and at a point in time:

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|
|---|---|---|---|---|---|---|
|Particulars|Over aperiod of time|||At apoint of time|||
||Continuing
operations|
Discontinued
operations|
Total |Continuing
operations|
Discontinued
operations|
Total|
|March 31, 2025|2,198.83|
-|
2,198.83|63,225.63|
-|63,225.63|
|March 31,2024|1,793.13|
-|
1,793.13|49,911.09|
-|49,911.09|

The aggregate amount of transaction price allocated to remaining performance obligations and expected conversion of the same into revenue is as follows:

|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|
|Particulars|For the year ended
March 31, 2025|For the year ended
March 31, 2024|
|Transactionprice allocated to the remaining performance obligation:|||
|1.
Unexecuted order value|89,321.93|53,426.49|
|2.
Expected conversion in revenue:|||
|a.
Upto 1year|81,953.71|46,943.36|
|b.
More than 1year|7,368.22|6,483.13|

Movement in Contract Assets

Movement in Contract Assets Movement in Contract Assets Movement in Contract Assets
(`in lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Balance at the beginningof theyear 373.96 327.82
Balance at the end of theyear 702.69 373.96
Net Increase/(Decrease) 328.73 46.14

During the current year, increase in net contract balances is primarily due to higher revenue recognition as compared to progress bills raised.

Reconciliation of revenue recognized with the contracted price is as follows:

Reconciliation of revenue recognized with the contracted price is as follows: Reconciliation of revenue recognized with the contracted price is as follows: Reconciliation of revenue recognized with the contracted price is as follows:
(`in lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Contractedprice 62,914.51 51,815.14
Increase/(Decrease)towards variable consideration components 2,509.95 (110.92)
Revenue recognized 65,424.46 51,704.22

NOTE 31: OTHER INCOME

NOTE 31: OTHER INCOME NOTE 31: OTHER INCOME NOTE 31: OTHER INCOME
(`in lakhs)
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Interest Income 26.89 18.95
Interest on rental securitydeposit(at amortised cost) 3.45 1.80
Dividend Income 0.79 1.39

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125

==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

|(in lakhs)<br>**Particulars**<br>**For the year ended**<br>**March 31, 2025**<br>**For the year ended**<br>**March 31, 2024**<br>Other Non Operating Income<br>Credit Balance Written Back<br>**7.08**<br>21.01<br>Exchange fluctuation<br>**18.51**<br>-<br>Proft on sale of assets<br>**91.39**<br>17.87<br>**TOTAL**<br>**148.11**<br>61.02|(in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Other Non Operating Income
Credit Balance Written Back
7.08
21.01
Exchange fluctuation
18.51
-
Proft on sale of assets
91.39
17.87
TOTAL
148.11
61.02|(`in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Other Non Operating Income
Credit Balance Written Back
7.08
21.01
Exchange fluctuation
18.51
-
Proft on sale of assets
91.39
17.87
TOTAL
148.11
61.02|
|---|---|---|
|Particulars|For the year ended
March 31, 2025|For the year ended
March 31, 2024|
|Other Non Operating Income|||
|Credit Balance Written Back|7.08|21.01|
|Exchange fluctuation|18.51|-|
|Proft on sale of assets|91.39|17.87|
|TOTAL|148.11|61.02|

NOTE 32: COST OF MATERIALS CONSUMED

NOTE 32: COST OF MATERIALS CONSUMED NOTE 32: COST OF MATERIALS CONSUMED NOTE 32: COST OF MATERIALS CONSUMED
(`in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
OpeningStock of Raw Materials
6,111.89
5,290.41
Add: Purchases of Raw Materials
47,207.15
35,828.64
Add: Conversion and ProcessingCharges
3,239.21
3,164.53
Less: Transferred to/from CWIP & others from Openingstock of Raw Materials
(28.99)
(15.97)
Total
56,529.26
44,267.61
Less: ClosingStock of Raw Materials
6,418.44
6,111.89
TOTAL
50,110.82
38,155.72
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
OpeningStock of Raw Materials 6,111.89 5,290.41
Add: Purchases of Raw Materials 47,207.15 35,828.64
Add: Conversion and ProcessingCharges 3,239.21 3,164.53
Less: Transferred to/from CWIP & others from Openingstock of Raw Materials (28.99) (15.97)
Total 56,529.26 44,267.61
Less: ClosingStock of Raw Materials 6,418.44 6,111.89
TOTAL 50,110.82 38,155.72

NOTE 33: CHANGES IN INVENTORY OF FINISHED GOODS, WORK-IN-PROGRESS AND STOCK-IN-TRADE

NOTE 33: CHANGES IN INVENTORY OF FINISHED GOODS, WORK-IN-PROGRESS AND STOCK-IN-TRADE NOTE 33: CHANGES IN INVENTORY OF FINISHED GOODS, WORK-IN-PROGRESS AND STOCK-IN-TRADE NOTE 33: CHANGES IN INVENTORY OF FINISHED GOODS, WORK-IN-PROGRESS AND STOCK-IN-TRADE
(`in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Opening Inventory
Finished Goods
477.20
11.42
Work-In-Progress
2,905.72
3,784.44
3,382.92
3,795.86
Closing Inventory
Finished Goods
98.43
477.20
Work-In-Progress
5,321.50
2,905.72
5,419.93
3,382.92
Add/(Less)Trfd to CWIP
(245.25)
(136.27)
TOTAL
(2,282.26)
276.67
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Opening Inventory
Finished Goods 477.20 11.42
Work-In-Progress 2,905.72 3,784.44
3,382.92 3,795.86
Closing Inventory
Finished Goods 98.43 477.20
Work-In-Progress 5,321.50 2,905.72
5,419.93 3,382.92
Add/(Less)Trfd to CWIP (245.25) (136.27)
TOTAL (2,282.26) 276.67

NOTE 34: EMPLOYEE BENEFITS EXPENSE

NOTE 34: EMPLOYEE BENEFITS EXPENSE NOTE 34: EMPLOYEE BENEFITS EXPENSE NOTE 34: EMPLOYEE BENEFITS EXPENSE
(`in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Salaries,Wages,Bonus,Gratuity,etc.
5,997.98
4,882.39
Employee Stock Option Cost
7.79
14.46
Contribution to Provident Fund,Superannuation,Employees State Insurance Scheme
180.57
175.60
Staff Welfare Expenses
139.56
162.32
TOTAL
6,325.90
5,234.77
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Salaries,Wages,Bonus,Gratuity,etc. 5,997.98 4,882.39
Employee Stock Option Cost 7.79 14.46
Contribution to Provident Fund,Superannuation,Employees State Insurance Scheme 180.57 175.60
Staff Welfare Expenses 139.56 162.32
TOTAL 6,325.90 5,234.77

67[th] Annual Report 2024-25

126

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 35: FINANCE COSTS

NOTE 35: FINANCE COSTS NOTE 35: FINANCE COSTS NOTE 35: FINANCE COSTS
(`in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Interest on Financial Liabilities measured at amortised cost
Interest on Bank Borrowings
1,257.77
1,225.91
Other Interest
3.98
1.83
Interest on Lease Liability
57.41
44.89
TOTAL
1,319.16
1,272.63
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Interest on Financial Liabilities measured at amortised cost
Interest on Bank Borrowings 1,257.77 1,225.91
Other Interest 3.98 1.83
Interest on Lease Liability 57.41 44.89
TOTAL 1,319.16 1,272.63

NOTE 36: DEPRECIATION AND AMORTIZATON EXPENSE

NOTE 36: DEPRECIATION AND AMORTIZATON EXPENSE NOTE 36: DEPRECIATION AND AMORTIZATON EXPENSE NOTE 36: DEPRECIATION AND AMORTIZATON EXPENSE
(`in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Depreciation on Property,Plant & Equipment
514.89
464.84
Amortization on Intangible assets
172.58
166.09
Depreciation on Right to Use Assets
161.23
113.69
TOTAL
848.70
744.62
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Depreciation on Property,Plant & Equipment 514.89 464.84
Amortization on Intangible assets 172.58 166.09
Depreciation on Right to Use Assets 161.23 113.69
TOTAL 848.70 744.62

NOTE 37: OTHER EXPENSES

NOTE 37: OTHER EXPENSES NOTE 37: OTHER EXPENSES NOTE 37: OTHER EXPENSES
(`in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Consumable Stores,Tools and Instruments
223.42
167.71
Electricity,Water and Fuel Charges
485.48
417.07
Packing
300.35
314.25
Repairs
To Machinery
66.81
111.73
To Building
5.48
7.11
To Other Assets
43.14
54.57
Rent
25.82
23.31
Rates and Taxes
22.54
24.20
Insurance
37.78
46.58
Travelling,Conveyance and Vehicle Expenses
588.95
428.62
Directors' Travelling,Conveyance and SittingFees
10.00
8.83
Printingand Stationery
26.87
20.53
Postage,Telegram and Telex
43.92
43.67
Advertisement and Publicity
135.64
14.68
Bad Debts
79.61
210.81
Liquidated Damages
289.11
402.40
Provision for doubtful debts
402.64
(317.14)
Commission
-
40.92
Legal and Professional Charges
276.50
471.83
Payment to Auditors(Refer Note 40)
16.20
13.41
Transit Insurance and Freight
263.51
290.79
Bank Charges
50.12
67.09
WarrantyExpenses
326.96
393.88
Exchange Fluctuation
-
20.46
Miscellaneous Expenses(refer note 62)
614.58
386.43
TOTAL
4,335.43
3,663.74
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Consumable Stores,Tools and Instruments 223.42 167.71
Electricity,Water and Fuel Charges 485.48 417.07
Packing 300.35 314.25
Repairs
To Machinery 66.81 111.73
To Building 5.48 7.11
To Other Assets 43.14 54.57
Rent 25.82 23.31
Rates and Taxes 22.54 24.20
Insurance 37.78 46.58
Travelling,Conveyance and Vehicle Expenses 588.95 428.62
Directors' Travelling,Conveyance and SittingFees 10.00 8.83
Printingand Stationery 26.87 20.53
Postage,Telegram and Telex 43.92 43.67
Advertisement and Publicity 135.64 14.68
Bad Debts 79.61 210.81
Liquidated Damages 289.11 402.40
Provision for doubtful debts 402.64 (317.14)
Commission - 40.92
Legal and Professional Charges 276.50 471.83
Payment to Auditors(Refer Note 40) 16.20 13.41
Transit Insurance and Freight 263.51 290.79
Bank Charges 50.12 67.09
WarrantyExpenses 326.96 393.88
Exchange Fluctuation - 20.46
Miscellaneous Expenses(refer note 62) 614.58 386.43
TOTAL 4,335.43 3,663.74

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 38: TAX EXPENSES

Income Tax Expenses Recognized in the Statement of Profit & Loss

Income Tax Expenses Recognized in the Statement of Proft & Loss Income Tax Expenses Recognized in the Statement of Proft & Loss Income Tax Expenses Recognized in the Statement of Proft & Loss
(`in lakhs)
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Current Tax
Current Tax on taxable Income for theyear 1,414.30 42.88
MAT Credit(taken)/ utilized - -
Earlieryear tax (102.61) 5.24
Total Current Tax Expense 1,311.69 48.12
Deferred Tax
Deferred Tax Charge /(Credit) (11.67) 469.75
Total Deferred Tax expense /(beneft) (11.67) 469.75
Total tax expense recognized in Statement of Proft and Loss 1,300.02 517.87

Income Tax Expenses Recognized in Other Comprehensive Income

Income Tax Expenses Recognized in Other Comprehensive Income Income Tax Expenses Recognized in Other Comprehensive Income Income Tax Expenses Recognized in Other Comprehensive Income
(`in lakhs)
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Tax on Other Comprehensive Income / Loss (0.13) 1.73
TOTAL (0.13) 1.73

A reconciliation of the Income Tax expenses to the amount computed by applying the statutory income tax rate to the profit before Income taxes is summarized below:

A reconciliation of the Income Tax expenses to the amount computed by applying the statutory income tax rate to the proft
before Income taxes is summarized below:
A reconciliation of the Income Tax expenses to the amount computed by applying the statutory income tax rate to the proft
before Income taxes is summarized below:
A reconciliation of the Income Tax expenses to the amount computed by applying the statutory income tax rate to the proft
before Income taxes is summarized below:
(`in lakhs)
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Enacted Income tax rate in India applicable to the Company 29.12% 29.12%
Proft before tax 5,027.10 1,768.90
Current tax expense on Proft before tax expenses at the enacted income tax rate in
India
1,463.89 515.10
Tax effects of the amounts which are not deductible / (taxable) in calculating taxable
income
Add/Less:-
Tax rate change on deferred tax asset - (9.21)
Tax impact on expense which not-deductible (penalty type, donation, capital
expenditure)
(61.51) 10.60
Income tax of earlieryears (102.60) 1.55
Others 0.24 (0.17)
TOTAL 1,300.02 517.87

The movement in deferred tax assets and liabilities during the year ended March 31, 2024 and March 31, 2025:

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|---|---|---|---|---|---|
|Particulars|Deferred
Tax Asset/
(Liabilities)
as on
March 31,
2023|




Payment|Transfer
from
Current tax
assets|


Credit/
(charge)
in Other
Comprehensive
Income|



Credit/
(charge) in
Statement
of Proft &
Loss|



Deferred
Tax Asset/
(Liabilities)
as on
March 31,
2024|




Payment|Transfer
from
Current tax
assets|


Credit/
(charge)
in Other
Comprehensive
Income|



Credit/
(charge) in
Statement
of Proft &
Loss|



Deferred
Tax Asset/
(Liabilities)
as on
March 31,
2025|
|Property,
Plant
and
Equipment|(458.07)|-|
-|
-|
(197.61)|(655.68)|-|
-|
-|
(114.30)|(769.98)|
|Disallowance
under
Income
Tax
Act
with
respect
to
Employee
Benefts|93.77|
-|
-|
(1.73)|19.65|
111.69|
-|
-|
0.13|
12.06|
123.88|

67[th] Annual Report 2024-25

128

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

(` in lakhs)

Particulars Deferred
Tax Asset/
(Liabilities)
as on
March 31,
2023





Payment
Transfer
from
Current tax
assets



Credit/
(charge)
in Other
Comprehensive
Income




Credit/
(charge) in
Statement
of Proft &
Loss
Deferred
Tax Asset/
(Liabilities)
as on
March 31,
2024





Payment
Transfer
from
Current tax
assets



Credit/
(charge)
in Other
Comprehensive
Income




Credit/
(charge) in
Statement
of Proft &
Loss




Deferred
Tax Asset/
(Liabilities)
as on
March 31,
2025
Provision
for
Doubtful
Debts and Advances
236.00
-

-

-

(80.58)
155.42
-

-

-

124.60

280.02
ESOP Expenses 17.44
-

-

-

(14.46)
2.98
-

-

-

6.80

9.78
VRS Expenses - 104.63 104.63
-

-

-

(26.15)
78.48
Right to Use Assets, Lease
Liabilities
and
Rental
Security Deposits
-
-

-

-

2.97
2.97
-

-

-

8.66

11.63
Loss of Earlier years 304.35
-

-

-

(304.35)
-
-

-

-

-

-
MAT Credit Entitlement 277.49
-

-

-

211.23
488.72
-

-

-

(375.67)
113.05
TOTAL 470.98
-

-

(1.73)
(258.52) 210.73
-

-

0.13

(364.00)
(153.14)

NOTE 39:

In view of the MAT Credit available, the Company has not exercised the non revisable option permitted under section 115BAA of the Income Tax Act, 1961 as introduced by the Taxation Law (Amendment) Ordinance, 2019.

NOTE 40: PAYMENT TO AUDITORS (EXCLUDING GST)

(` in lakhs)

Particulars Year ended
March 31, 2025
Year ended
March 31, 2024
As Auditor 12.00 10.00
For Tax Audit 1.50 1.50
For Certifcation 0.38 0.51
For out of Pocket expenses 2.32 1.40
TOTAL 16.20 13.41

NOTE 41: EARNINGS PER SHARE

a. EPS on Profit after tax and before exceptional items

EPS on Proft after tax and before exceptional items EPS on Proft after tax and before exceptional items EPS on Proft after tax and before exceptional items
(`in lakhs)
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Proft after tax and before exceptional items asper Statement of Proft & Loss 3,727.08 1,950.25
Weighted Average Number of EquityShares Outstanding 1,71,48,194 1,71,25,994
Basic Earningsper Share(`) 21.73 11.39
Weighted Average Number of EquityShares Outstanding (for diluted EPS) 1,71,77,956 1,71,90,382
Diluted Earningsper Share(`) 21.70 11.35

b. EPS on Profit after tax

EPS on Proft after tax EPS on Proft after tax EPS on Proft after tax
(`in lakhs)
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Proft after taxation asper Statement of Proft & Loss 3,727.08 1,251.03
Weighted Average Number of EquityShares Outstanding 1,71,48,194 1,71,25,994
Basic Earningsper Share(`) 21.73 7.30
Weighted Average Number of EquityShares Outstanding (for diluted EPS) 1,71,77,956 1,71,90,382
Diluted Earningsper Share(`) 21.70 7.28

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

c. Reconciliation of Weighted Average Number of Shares Outstanding

|(in lakhs)<br>**Particulars**<br>**For the year ended**<br>**March 31, 2025**<br>**For the year ended**<br>**March 31, 2024**<br>Weighted Average number of Equity Shares used as denominator for calculating<br>Basic EPS<br>**17,148,194**<br>17,125,994<br>Total Weighted Average Potential EquityShares<br>**29,762**<br>64,388<br>Weighted Average number of Equity Shares used as denominator for calculating<br>Diluted EPS<br>**17,177,956**<br>17,190,382|(in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Weighted Average number of Equity Shares used as denominator for calculating
Basic EPS
17,148,194
17,125,994
Total Weighted Average Potential EquityShares
29,762
64,388
Weighted Average number of Equity Shares used as denominator for calculating
Diluted EPS
17,177,956
17,190,382|(`in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Weighted Average number of Equity Shares used as denominator for calculating
Basic EPS
17,148,194
17,125,994
Total Weighted Average Potential EquityShares
29,762
64,388
Weighted Average number of Equity Shares used as denominator for calculating
Diluted EPS
17,177,956
17,190,382|
|---|---|---|
|Particulars|For the year ended
March 31, 2025|For the year ended
March 31, 2024|
|Weighted Average number of Equity Shares used as denominator for calculating
Basic EPS|17,148,194|17,125,994|
|Total Weighted Average Potential EquityShares|29,762|64,388|
|Weighted Average number of Equity Shares used as denominator for calculating
Diluted EPS|17,177,956|17,190,382|

NOTE 42:

The Company has spent an excess amount of ` 21.21 lakhs in Previous financial Year(s), which has been adjusted the CSR obligations of the current Financial Year

  • a. Gross amount required to be spent during the year ` 21.21 lakhs (Previous year Rs. Nil)

  • b. Excess amount spent in 2024-25 to be carried forward ` Nil (Previous year Rs. Nil)

The details of funds primarily utilized through the year on these activities which are specified in Schedule VII of the Companies Act, 2013 are as follows:

|(in lakhs)<br>**Particulars**<br>**For the year ended**<br>**March 31, 2025**<br>**For the year ended**<br>**March 31, 2024**<br>Amount required to be spent bythe Companyduringtheyear<br>**21.21**<br>-<br>Amount of Expenditure incurred<br>**-**<br>-<br>Excess spent of previous year utilized<br>**21.21**<br>-<br>Excess CSR Amount spent in 2022-23 -5.60 lakhs
Excess CSR Amount spent in 2021-22 -15.61 lakhs<br>Shortfall at the end of theyear<br>**-**<br>-<br>Total ofpreviousyears shortfall<br>**-**<br>-<br>Nature of CSR activities<br>Skill Development<br>Details<br>of<br>related<br>party<br>transactions,<br>e.g.<br>contribution<br>to<br>a<br>trust<br>controlled by the Company in relation to CSR expenditure as per relevant Accounting<br>Standard<br>**-**<br>-<br>Where<br>a<br>provision<br>is<br>made<br>with<br>respect<br>to<br>a<br>liability<br>incurred<br>by<br>entering into a contractual obligation, the movements in the provision during the year<br>shall be shown separately<br>**NA**<br>NA|(in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Amount required to be spent bythe Companyduringtheyear
21.21
-
Amount of Expenditure incurred
-
-
Excess spent of previous year utilized
21.21
-
Excess CSR Amount spent in 2022-23 -5.60 lakhs<br>Excess CSR Amount spent in 2021-22 -15.61 lakhs
Shortfall at the end of theyear
-
-
Total ofpreviousyears shortfall
-
-
Nature of CSR activities
Skill Development
Details
of
related
party
transactions,
e.g.
contribution
to
a
trust
controlled by the Company in relation to CSR expenditure as per relevant Accounting
Standard
-
-
Where
a
provision
is
made
with
respect
to
a
liability
incurred
by
entering into a contractual obligation, the movements in the provision during the year
shall be shown separately
NA
NA|(in lakhs)<br>**Particulars**<br>**For the year ended**<br>**March 31, 2025**<br>**For the year ended**<br>**March 31, 2024**<br>Amount required to be spent bythe Companyduringtheyear<br>**21.21**<br>-<br>Amount of Expenditure incurred<br>**-**<br>-<br>Excess spent of previous year utilized<br>**21.21**<br>-<br>Excess CSR Amount spent in 2022-23 -5.60 lakhs
Excess CSR Amount spent in 2021-22 -15.61 lakhs<br>Shortfall at the end of theyear<br>**-**<br>-<br>Total ofpreviousyears shortfall<br>**-**<br>-<br>Nature of CSR activities<br>Skill Development<br>Details<br>of<br>related<br>party<br>transactions,<br>e.g.<br>contribution<br>to<br>a<br>trust<br>controlled by the Company in relation to CSR expenditure as per relevant Accounting<br>Standard<br>**-**<br>-<br>Where<br>a<br>provision<br>is<br>made<br>with<br>respect<br>to<br>a<br>liability<br>incurred<br>by<br>entering into a contractual obligation, the movements in the provision during the year<br>shall be shown separately<br>**NA**<br>NA| |---|---|---| |**Particulars**|**For the year ended**<br>**March 31, 2025**|**For the year ended**<br>**March 31, 2024**| |Amount required to be spent bythe Companyduringtheyear|**21.21**|-| |Amount of Expenditure incurred|**-**|-| |Excess spent of previous year utilized|**21.21**|-| |Excess CSR Amount spent in 2022-23 -5.60 lakhs|||
|Excess CSR Amount spent in 2021-22 -`15.61 lakhs|||
|Shortfall at the end of theyear|-|-|
|Total ofpreviousyears shortfall|-|-|
|Nature of CSR activities|Skill Development||
|Details
of
related
party
transactions,
e.g.
contribution
to
a
trust
controlled by the Company in relation to CSR expenditure as per relevant Accounting
Standard|-|-|
|Where
a
provision
is
made
with
respect
to
a
liability
incurred
by
entering into a contractual obligation, the movements in the provision during the year
shall be shown separately|NA|NA|

NOTE 43: INTANGIBLE ASSETS UNDER DEVELOPMENT

During the year, the Company has incurred an expenditure of 620.63 lakhs on the development of various Products/Machinery and completed the development process of the Products of 910.63 lakhs (including 133.12 Lakhs incurred up to March 31, 2024) and the balance of 512.42 lakhs (including ` 224.51 lakhs incurred up to March 31, 2024) related to the products still under development is clubbed under Intangible Assets under Development.

NOTE 44: RESEARCH AND DEVELOPMENT

The recurring expenditure of 1,226.06 lakhs (Previous year 819.81 lakhs) and Capital Expenditure of 588.46 lakhs (Previous Year 607.50 lakhs) spent in Research and Development during the year have been debited to respective account.

67[th] Annual Report 2024-25

130

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 45: TRADE PAYABLES

The details of amounts due to Micro and Small enteprises under Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act) based on the information available with the Company are as under:

|(in lakhs)<br>**Particulars**<br>**As at**<br>**March 31, 2025**<br>**As at**<br>**March 31, 2024**<br>Principal Amount Due and remainingunpaid<br>**-**<br>-<br>Interest Due on above and unpaid interest<br>**-**<br>-<br>Interestpaid<br>**-**<br>-<br>Payment made beyond the appointed dayduringtheyear<br>**-**<br>-<br>Interest due andpayable for theperiod of delay<br>**-**<br>-<br>Interest accrued and remainingunpaid<br>**-**<br>-<br>Amount of further interest remainingdue andpayable in succeeding years<br>**-**<br>-|(in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Principal Amount Due and remainingunpaid
-
-
Interest Due on above and unpaid interest
-
-
Interestpaid
-
-
Payment made beyond the appointed dayduringtheyear
-
-
Interest due andpayable for theperiod of delay
-
-
Interest accrued and remainingunpaid
-
-
Amount of further interest remainingdue andpayable in succeeding years
-
-|(`in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Principal Amount Due and remainingunpaid
-
-
Interest Due on above and unpaid interest
-
-
Interestpaid
-
-
Payment made beyond the appointed dayduringtheyear
-
-
Interest due andpayable for theperiod of delay
-
-
Interest accrued and remainingunpaid
-
-
Amount of further interest remainingdue andpayable in succeeding years
-
-|
|---|---|---|
|Particulars|As at
March 31, 2025|As at
March 31, 2024|
|Principal Amount Due and remainingunpaid|-|-|
|Interest Due on above and unpaid interest|-|-|
|Interestpaid|-|-|
|Payment made beyond the appointed dayduringtheyear|-|-|
|Interest due andpayable for theperiod of delay|-|-|
|Interest accrued and remainingunpaid|-|-|
|Amount of further interest remainingdue andpayable in succeeding years|-|-|

The above information has been determined to the extent such parties have been identified on the basis of the information available with the Company regarding the status of suppliers under the MSME.

NOTE 46: CONTINGENT LIABLITIES

Contingent Liabilities in respect of the following:

|(in lakhs)<br>**Particulars**<br>**For the year ended**<br>**March 31, 2025**<br>**For the year ended**<br>**March 31, 2024**<br>**i.**<br>**Claims against the Company not acknowledged as debt**<br>Claims of GST and Sales Tax disputed byCompany<br>**108.65**<br>-<br>**ii.**<br>**Guarantees excluding fnancialguarantees**<br>Guaranteegiven bythe banks to the thirdparties on behalf of the Company<br>**1,014.05**<br>1,177.41<br>**iii.**<br>**Other money for which the Company is contingently liable**<br>Letters of credit opened by the bankers of the Company in favour of the third<br>parties<br>**38.12**<br>-<br>Claims not acknowledged bythe Company<br>**-**<br>-|(in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
i.
Claims against the Company not acknowledged as debt
Claims of GST and Sales Tax disputed byCompany
108.65
-
ii.
Guarantees excluding fnancialguarantees
Guaranteegiven bythe banks to the thirdparties on behalf of the Company
1,014.05
1,177.41
iii.
Other money for which the Company is contingently liable
Letters of credit opened by the bankers of the Company in favour of the third
parties
38.12
-
Claims not acknowledged bythe Company
-
-|(`in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
i.
Claims against the Company not acknowledged as debt
Claims of GST and Sales Tax disputed byCompany
108.65
-
ii.
Guarantees excluding fnancialguarantees
Guaranteegiven bythe banks to the thirdparties on behalf of the Company
1,014.05
1,177.41
iii.
Other money for which the Company is contingently liable
Letters of credit opened by the bankers of the Company in favour of the third
parties
38.12
-
Claims not acknowledged bythe Company
-
-|
|---|---|---|
|Particulars|For the year ended
March 31, 2025|For the year ended
March 31, 2024|
|i.
Claims against the Company not acknowledged as debt|||
|Claims of GST and Sales Tax disputed byCompany|108.65|-|
|ii.
Guarantees excluding fnancialguarantees|||
|Guaranteegiven bythe banks to the thirdparties on behalf of the Company|1,014.05|1,177.41|
|iii.
Other money for which the Company is contingently liable|||
|Letters of credit opened by the bankers of the Company in favour of the third
parties|38.12|-|
|Claims not acknowledged bythe Company|-|-|

NOTE 47: COMMITMENTS

Estimated amount of contracts remaining to be executed on capital account and not provided for

Estimated amounts of contract remaining to be executed and not provided on account of Technical Knowhow Nil (Previous year Nil) and on account of Capital Purchase 2,515.60 lakhs (Previous year 485.49 lakhs).

NOTE 48: OTHER COMPREHENSIVE INCOME

Items that will not be reclassified to profit and loss in subsequent year includes Actuarial Gains/(Loss) on post-employment defined benefit plan (net of tax):

|(in lakhs)<br>**Particulars**<br>**For the year ended**<br>**March 31, 2025**<br>**For the year ended**<br>**March 31, 2024**<br>Actuarial Gains/(Loss)onpost-employment defned beneftplan<br> **(0.45)**<br>5.95<br>Tax on above<br>**0.13**<br> (1.73)<br>Net Other Comprehensive Income /(Loss)<br> **(0.32)**<br>4.22|(in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Actuarial Gains/(Loss)onpost-employment defned beneftplan
(0.45)
5.95
Tax on above
0.13
(1.73)
Net Other Comprehensive Income /(Loss)
(0.32)
4.22|(`in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Actuarial Gains/(Loss)onpost-employment defned beneftplan
(0.45)
5.95
Tax on above
0.13
(1.73)
Net Other Comprehensive Income /(Loss)
(0.32)
4.22|
|---|---|---|
|Particulars|For the year ended
March 31, 2025|For the year ended
March 31, 2024|
|Actuarial Gains/(Loss)onpost-employment defned beneftplan|(0.45)|5.95|
|Tax on above|0.13|(1.73)|
|Net Other Comprehensive Income /(Loss)|(0.32)|4.22|

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131

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 49: FAIR VALUE HIERARCHY

This section explains the judgments and estimates made in determining the fair values of the financial instruments that are measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into three levels prescribed under the Indian Accounting Standards. An explanation of each level follows underneath the table:

Assets and liabilities measured at amortised cost and for which fair values are disclosed in the Financial Statements:

(` in Lakhs)

March 31, 2025 March 31, 2025 March 31, 2025 March 31, 2025
Fair value measurement using
Particulars Carrying Amount Quoted Prices
in active Market
(Level 1)
Signifcant
Observable Inputs
(Level 2)
Signifcant
Unobservable
Inputs(Level 3)
FINANCIAL ASSETS
Amortised cost
Trade Receivables 10,954.96
Cash and Cash Equivalents 29.34
Other Bank Balances 84.02
Loans 6.41
Other Financial Assets 2,022.13
FVTPL
Investment in EquityInstruments* 12.75 12.75
Total Financial Assets 13,109.61 12.75
Financial Liabilities
Amortised cost
Borrowings 15,898.14
Lease Liability 528.51
Trade Payables 5,991.63
Other Financial Liabilities 1,288.67
Total Financial Liabilities 23,706.95

*Investments in Equity Instruments does not include the investment in subsidiary since it is measured at cost.

Assets and liabilities measured at amortised cost and for which fair values are disclosed in the Financial Statements:

(` in Lakhs)

March 31, 2024 March 31, 2024 March 31, 2024 March 31, 2024
Fair value measurement using
Particulars Carrying Amount Quoted Prices
in active Market
(Level 1)
Signifcant
Observable Inputs
(Level 2)
Signifcant
Unobservable
Inputs(Level 3)
FINANCIAL ASSETS
Amortised cost
Trade Receivables 8,915.81 - - -
Cash and Cash Equivalents 32.70 - - -
Other Bank Balances 122.55 - - -
Loans 3.43 - - -
Other Financial Assets 1,339.84 - - -
FVTPL
Investment in EquityInstruments 12.75 - - 12.75
Total Financial Assets 10,427.08 12.75
Financial Liabilities
Amortised cost

67[th] Annual Report 2024-25

132

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

(` in Lakhs)

||(in Lakhs)|(in Lakhs)|(in Lakhs)|(in Lakhs)|
|---|---|---|---|---|
||March 31, 2024||||
||Fair value measurement using||||
|Particulars|Carrying Amount|Quoted Prices
in active Market
(Level 1)|Signifcant
Observable Inputs
(Level 2)|Signifcant
Unobservable
Inputs(Level 3)|
|Borrowings|12,893.17|-|-|-|
|Lease Liability|615.44|-|-|-|
|Trade Payables|4,728.36|-|-|-|
|Other Financial Liabilities|719.87|-|-|-|
|Total Financial Liabilities|18,956.84||||

There have been no transfers among Level 1, Level 2 and Level 3 during the year.

Level 1 - Level 1 hierarchy includes Quoted (unadjusted) prices in active markets for identical assets or liabilities.

Level 2 - Inputs other than the quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and

Level 3 - If one or more of the significant inputs are not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity shares and preference shares included in level 3.

a) Valuation technique used to determine fair value

  • Specific Valuation techniques used to value financial instruments include:

  • the use of quoted market prices or dealer quotes for similar instruments

  • the fair value of the remaining Financial instruments is determined using discounted cash flow analysis.

NOTE 50:

All the title deeds of immovable properties are held in the name of the Company.

NOTE 51: CAPITAL-WORK-IN PROGRESS (CWIP)

As on March 31, 2025

a. Capital-Work-in Progress (CWIP) ageing schedule

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|
|Particulars|Amount in CWIP for aperiod of||||Total
|
||Less than 1
year|
1-2 years|2-3 years|More than 3
years||
|Projects inprogress|601.57|
-|
-|
-|601.57|
|Projects temporarilysuspended|-|
-|
-|
82.81|82.81|
|Total|601.57|
-|
-|
82.81|
684.38|

b. Capital-Work-in Progress (CWIP) temporarily suspensed completion schedule

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|
|Particulars|To be completed in||||Total
|
||Less than 1
year|
1-2 years|2-3 years|More than 3
years||
|Project 1|-|
82.81|
-|
-|
82.81|
|Total|-|82.81|-|
-|82.81|

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

  • c. Capital-Work-in Progress (CWIP) whose completion is overdue or has exceeded its cost compared to its original plan

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|
|Particulars|To be completed in||||Total
|
||Less than 1
year|
1-2 years|2-3 years|More than 3
years||
|Project|-|
-|
-|
-|
-|
|Total|-|
-|
-|
-|
-|

As on March 31, 2024

a. Capital-Work-in Progress (CWIP) ageing schedule

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|
|Particulars|Amount in CWIP for aperiod of||||Total
|
||Less than 1
year|
1-2 years|2-3 years|More than 3
years||
|Projects in progress|162.47|
167.82|
67.86|
417.90|
816.05|
|Projects temporarilysuspended|-|
-|
-|
-|
-|
|Total|162.47|
167.82|
67.86|
417.90|
816.05|

  • b. Capital-Work-in Progress (CWIP) temporarily suspensed completion schedule

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|
|Particulars|To be completed in||||Total
|
||Less than 1
year|
1-2 years|2-3 years|More than 3
years||
|Project 1|-|
-|
-|
-|
-|
|Total|-|
-|
-|
-|
-|

  • c. Capital-Work-in Progress (CWIP) whose completion is overdue or has exceeded its cost compared to its original plan

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|
|Particulars|To be completed in||||Total
|
||Less than 1
year|
1-2 years|2-3 years|More than 3
years||
|Project 1|770.82|
-|
-|
-|
770.82|
|Total|770.82|
-|
-|
-|
770.82|

NOTE 52: INTANGIBLE ASSETS UNDER DEVELOPMENT

As on March 31, 2025

  • a. Intangible assets under development ageing schedule

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|
|Particulars|Amount in CWIP for aperiod of||||Total
|
||Less than 1
year|
1-2 years|2-3 years|More than 3
years||
|Projects inprogress|304.36|
147.38|
22.64|
54.49|
528.87|
|Projects temporarilysuspended|-|
-|
-|
-|
-|
|Total|304.36|
147.38|
22.64|
54.49|
528.87|

67[th] Annual Report 2024-25

134

Corporate Overview Statutory Reports

Financial Statements

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

  • b. Intangible assets under development whose completion is overdue or has exceeded its cost compared to its original plan

(` in lakhs)

Particulars To be completed in To be completed in To be completed in To be completed in Total
Less than 1
year

1-2 years
2-3 years More than 3
years
Project 1 195.52
-

-

-

195.52
Project 2 -
-

-

-

-
Total 195.52
-

-

-

195.52

As on March 31, 2024

  • a. Intangible assets under development ageing schedule

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|
|Particulars|Amount in CWIP for a period of||||Total
|
||Less than 1
year|
1-2 years|2-3 years|More than 3
years||
|Projects in progress|360.05|
280.44|
157.75|
629.91|
1,428.15|
|Projects temporarily suspended|||||-|
|Total|360.05|
280.44|
157.75|
629.91|
1,428.15|

  • b. Intangible assets under development whose completion is overdue or has exceeded its cost compared to its original plan

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|
|Particulars|To be completed in||||Total
|
||Less than 1
year|
1-2 years|2-3 years|More than 3
years||
|Project 1|132.86|
-|
-|
-|
132.86|
|Project 2|1,177.79|
-|
-|
-|
1,177.79|
|Total|1,310.64|
-|
-|
-|
1,310.64|

NOTE 53:

The quarterly returns or statements of current assets filed by the Company with banks or financial institutions are in agreement with the books of accounts.

NOTE 54:

Term loan taken from the banks are utilized for the purpose for which they were granted.

NOTE 55:

During the year, Company has not come across any transactions with the companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.

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135

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 56:

During the year, there was delay in the filing of the charges / satisfaction with the Registrar of Companies.

Particulars of Charges Not Registered with ROC Within Statutory Period:

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)| |---|---|---|---|---|---| |**Charge Instrument**|**Date of**<br>**Creation**|**Due Date for**<br>**Registration**|**Actual Date of**<br>**Registration**|**Delay Period**|**Reasons for**<br>**Delay**| |CHG-1 dated 19.01.2024 for vehicle loan of50
lakhs Unattested deed of Hypothecation for Car
Loan|

January 19,
2024|February 17,
2024|May 10, 2024|82 Days|Delay from the
end of Bank|

Additional Information:

Penalties or Fees Paid: The company has paid the requisite additional fees as prescribed under the Companies (Registration Offices and Fees) Rules, 2014, for the delayed registration of charges.

NOTE 57: RATIOS

NOTE 57: RATIOS
Particulars As at
March 31, 2025
As at
March 31, 2024
**Change (%) ** Reasons for change
in ratios more than
25%
(a) Current Ratio (In Time)
Formula : Current assets / Current
Liabilities
1.21 1.21 - --
(b) Debt-Equity Ratio (In Time)
Formula : Debt ( Borrowings plus
lease liabilities) divided by Equity
1.03 1.08 (4.63) --

(c)
Debt Service Coverage Ratio (In
Time)
Formula : Earnings available for
debt service (Proft Before Dep &
Interest and after tax) divided by Debt
Service (Interest payment+ Principal
Repayment+Lease payment)
2.49 1.48 68.24 The
Debt
Service
Coverage
Ratio
increased
due
to
increase
in
proftability
during
the year.

(d) Return on Equity Ratio (in %)
Formula : Net profts after tax divided
by Average shareholders equity
26.20 10.59 147.40 The return on equity
(ROI) increased due
to increase in net
proft after tax during
the year.
(e)
Inventory turnover ratio (no of days)
Formula : Cost of goods sold divided
by Average Inventory
83 90 (7.78) --
(f)
Trade Receivables turnover ratio (no
of days)
Formula : Revenue from Operations
(inclusive of GST) divided by Average
Trade Receivables
47 47 - --
(g) Trade payables turnover ratio (no of
days) Formula : Purchases( inclusive
of GST) divided by Average Trade
Payables
33 40 (17.50) --
(h) Net capital turnover ratio (In Time)
Formula : Revenue from Operations
divided by Working capital (Current
assets less current liabilities)
14.50 14.36 0.97 --

67[th] Annual Report 2024-25

136

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Particulars
As at
March 31, 2025
As at
March 31, 2024
Change (%)
Reasons for change
in ratios more than
25%
(i)
Net proft ratio (In %)
Formula : Proft for the year divided
by Revenue from Operations
5.69 2.42 135.12 The Net proft ratio
increased
due
to
increase in net proft
after tax during the
year.
(j)
Return on Capital employed (In %)
Formula : Earnings before interest
& tax divided by Average Capital
Employed (Tangible Net Worth +
Total Debt+Deffered tax Liability)
23.36 17.23 35.58 The return on capital
employed increased
due to increase in
profts
during
the
year.

NOTE 58: DISCLOSURES PURSUANT TO - “EMPLOYEE BENEFITS”

(a) Defined Contribution Plans:

The Company’s contribution to Provident Fund, Superannuation Fund & Pension Fund that has been recognised in the Statement of Profit and Loss under the head Employee Benefits Expense is as under:

Defned Contribution Plans:
The Company’s contribution to Provident Fund, Superannuation Fund & Pension Fund that has been recognised in the
Statement of Proft and Loss under the head Employee Benefts Expense is as under:
Defned Contribution Plans:
The Company’s contribution to Provident Fund, Superannuation Fund & Pension Fund that has been recognised in the
Statement of Proft and Loss under the head Employee Benefts Expense is as under:
Defned Contribution Plans:
The Company’s contribution to Provident Fund, Superannuation Fund & Pension Fund that has been recognised in the
Statement of Proft and Loss under the head Employee Benefts Expense is as under:
(`in lakhs)
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Employer's Contribution to Provident Fund 82.19 79.82
Employer's Contribution to Superannuation Fund 12.56 10.81
Employer's Contribution to Pension Fund 72.30 71.42

(b) Defined Benefit Plans:

Gratuity

The Company has a defined benefit gratuity plan (funded and non funded).The Company’s defined benefit gratuity plan is a final salary plan for employees, which requires contributions to be made to a separately administered fund. The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the member’s length of service and salary at retirement age. The fund has the form of a trust and it is governed by the Board of Trustees, which consists of an equal number of employer and employee representatives. The Board of Trustees is responsible for the administration of the plan assets and for the definition of the investment strategy.

The significant actuarial assumptions used for the purposes of the actuarial valuations were as follows:

Valuation as at Valuation as at March 31, 2025 March 31, 2024
Employee Attrition rate 1%-2% 1%-2%
Discount rate(s) 6.70% 7.20%
Expected rate(s)of salaryincrease 4.00% 4.00%
(`in lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
I. Change in the obligation during the year
1. Present value of defned beneft obligation at the beginningof theyear
Funded 187.16 309.16
Non Funded 142.24 106.96
Total 329.40 416.12

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

(` in lakhs)

Particulars Particulars As at
March 31, 2025
As at
March 31, 2024
























2.
Transfer In / Out Obligation
Funded 0.87
Non Funded (0.87)
Total -
3. Expenses Recognised in Proft and Loss Account
Current Service Cost
Funded 25.53 9.46
Non Funded 25.75 120.72
Total 51.28 130.18
Interest Cost
Funded 11.41 20.31
Non Funded 7.62 6.58
Total 19.03 26.88
Past Service Cost
Funded (18.96) -
Non Funded (28.83) -
Total (47.79) -
4. Recognized in Other Comprehensive Income
Actuarial (Gain)/ Loss
Funded 3.80 (6.56)
Non Funded 1.20 (7.58)
Total 5.00 (14.14)
5.
Beneftspaid
Funded 13.75 145.21
Non Funded 5.65 84.44
Total 19.40 229.65
6.
Present value of defned beneft obligation at the end of theyear.
Funded 196.06 187.16
Non Funded 141.46 142.24
Total 337.52 329.39
II. Change in fair value of assets during the year
1. Fair value ofplan assets at the beginningof theyear 46.90 184.63
2. Adjustments to OpeningFair Value of Plan asset - -
3. Expenses Recognized in Proft and Loss Account
Expected return onplan assets 2.34 12.12
4. Recognized in Other Comprehensive Income
Remeasurement(gains)/ losses
Actual Return onplan assets in excess of the expected return 4.55 (8.19)
5. Contributions byemployer(includingbeneftpayments recoverable) 6.61 3.54
6. Beneftspaid - (145.20)
7. Fair value ofplan assets at the end of theyear 60.40 46.90

67[th] Annual Report 2024-25

138

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

(` in lakhs)

Particulars Particulars As at
March 31, 2025
As at
March 31, 2024


























III. (a) Expense recognised in the Statement of Proft and Loss for theyear
Current Service Cost
Funded 25.53 9.46
Non Funded 25.75 120.72
Total 51.28 130.18
Past Service Cost
Funded (18.96) -
Non Funded (28.83) -
Total (47.79) -
Interest Cost
Funded 11.41 20.31
Non Funded 7.62 6.58
Total 19.03 26.88
Expected Return on plan assets
Funded (2.34) (12.12)
Non Funded - -
Total (2.34) (12.12)
Components of defned beneft costs recognized in proft or loss
Funded 15.64 17.65
Non Funded 4.54 127.30
Total 20.18 144.95
(b) Included in other Comprehensive Income
Actuarial(Gain)/ Loss recognized for theperiod 5.00 (14.14)
Return on Plan Assets excludingnet interest (4.55) 8.19
Actuarial(Gain)/ Loss recognized in OCI 0.45 (5.95)
IV.
Net Asset/(Liability) recognised in the Balance Sheet
1.
Fair value ofplan assets as at March 31, 2025
Funded 60.40 46.90
Non Funded - -
Total 60.40 46.90
2.
Present value of defned beneft obligation as at March 31, 2025
Funded 196.06 187.16
Non Funded 141.46 142.24
Total 337.52 329.39
3.
Amount recognised in Balance Sheet
Funded 135.66 140.26
Non Funded 141.46 142.24
Total 277.12 282.50
4.
Amount recognised in Balance Sheet
Current 31.05 40.36
Non Current 246.07 242.14
Total 277.12 282.50

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Expected cashflows based on past service liability:

Expected cashflows based on past service liability:
ES FORMING PART OF STANDALONE FINANCIAL STATEMENTS
AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)
Expected cashflows based on past service liability:
ES FORMING PART OF STANDALONE FINANCIAL STATEMENTS
AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)
Expected cashflows based on past service liability:
ES FORMING PART OF STANDALONE FINANCIAL STATEMENTS
AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)
(`in lakhs)
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Within 1year 61.39 73.32
1-2year 21.68 8.26
2-3year 24.38 22.44
3-4year 21.34 27.86
4-5year 20.25 22.89
Above 5years 116.67 123.38

Sensitivity Analysis

Sensitivity Analysis Sensitivity Analysis Sensitivity Analysis Sensitivity Analysis
(`in lakhs)
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
i. Discount rate Sensitivity
Increase by0.5% 286.54 289.67
Decrease by0.5% 311.60 314.07
ii. Salary growth rate Sensitivity
Increase by0.5% 307.16 305.00
Decrease by0.5% 292.13 295.09
iii. Withdrawal rate (W.R.) Sensitivity
W.R. x 110% 299.16 301.90
W.R. x 90% 297.92 300.86

NOTE 59: SEGMENT INFORMATION

The Company operates in a single segment as per Indian Accounting Standard (Ind AS) 108. Hence, segment wise reporting is not applicable.

  • a) Information about major customers:

Revenue from sale of products to largest customers (greater than 10% of total sales) is 52,978.28 lakhs for financial year ended March 31, 2025 ( 41,200.66 lakhs for financial year ended March 31, 2024).

NOTE 60: DIVIDEND

The Board of Directors have recommended a dividend of 2 Per equity share of Rs. 2/- each (Previous year 1.20 Per equity share of ` 2/- each). The same is subject to the approval of members of the company in the AGM to be held on July 29, 2025.

|(in lakhs)|(in lakhs)|(in lakhs)| |---|---|---| |**Proposed Dividend on equity shares**|**March 31, 2025**|**March 31, 2024**| |Final cash dividend for the year ended March 31, 2025 is2 per equity share (March
31, 20241.20 per equity share).|**343.25**|205.65| ||**343.25**|205.65| |(in lakhs)|||
|Dividend declared and Paid during the year|March 31, 2025|March 31, 2024|
|Final cash dividend for the year ended March 31, 2024 is1.2 per equity share (March<br>31, 2023Nil per equity share).|205.65|-|
||205.65|-|

NOTE 61: STOCK OPTIONS

Stock option scheme was approved by the members in their meeting held on August 13, 2018. In the FY 2021-22, stock options for 99,945 nos. was been granted by the company. In the FY 2022-23, 10,255 nos. of options and in FY 2023-24, 13,882 nos. of options

67[th] Annual Report 2024-25

140

Corporate Overview Statutory Reports

Financial Statements

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

were exercised and alloted. In the FY 2024-25, the committee approved the allotment of 24,815 equity shares of ` 2 each and the shares were alloted and issued on October 30, 2024.

NOTE 62: MISCELLANEOUS EXPENSES

Miscellaneous expenses under Other Expenses includes CWIP written off of 382.16 lakhs (Previous year 208.98 lakhs)

NOTE 63: PROVISION FOR WARANTY

A provision is recognised based on actuarial valuation report for expected warranty claims and after sales services on products sold, based on past experience of the level of repairs and returns. It is expected that these costs will be incurred during the warranty period i.e 1 to 6 years (depending on the product) from the date of sale of the product. The provision for warranty cost is revised annually.

NOTE 64:

All the financial assets and financial liabiities are valued at amortized cost. However, considering the materiality of the transactions, the cost/ book value of certain assets such as security deposits, staff loan is considered as the amortized cost.

NOTE 65: SHARE BASED PAYMENTS RESERVE

The Board of Directors of the Company and its Shareholders’ approved a Employee Stock Option Plan (ESOP - 2018). During the previous year 2021-22, 99,945 options were granted to certain identified eligible employees of the Company. Detailed description of share based payment arrangements is as below:

a Date of shareholders’approval:- August 13, 2018
b Total number of options approved under ESOP : 2,50,000 options
c Maximum term of options granted : - Maximum term of the options granted under the scheme
shall be fve years from the grant date.
d Vesting requirements The options granted shall vest between a minimum of 1 to
maximum of 4 years from the date of grant of options.
e Source of shares :- Primary
f Weighted average fair value of options at grant date `104.42
g Weighted average remaining contractual life 0.22 years

Options were priced using a Black Scholes Merton Formula pricing model. Where relevant, the expected life used in this model has been adjusted based on management’s best estimate for the effects of non-transferability, exercise restrictions and behavior considerations.

Inputs into the model were as follows:

a Grant date share price `166.65
b Exercise Price `85.00
c Historical Volatility 50.60% to 51.83%
d DTE (Years) 3 to 4.5 years
e
Dividend yield
0.46%
f Risk free interest rate 4.92% to 5.50%

Reconciliation of outstanding share options is as follows:

Reconciliation of outstanding share options is as follows:
Particulars Number of options Exerciseprice(`)
Outstandingas at April 1,2024(out of the optionsgranted) 64,388 85.00
Granted & accepted duringtheyear - -
Forfeited / lapsed duringtheyear 7,002 85.00
Exercised duringtheyear 24,815 85.00
Outstanding as at March 31, 2025(out of the optionsgranted) 32,571 85.00
Exercisable as at March 31, 2025 11550 85.00

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Reconciliation of outstanding share options is as follows:

Reconciliation of outstanding share options is as follows:
Particulars Number of options Exerciseprice(`)
Outstandingas at April 1,2023(out of the optionsgranted) 84,620 85.00
Granted & accepted duringtheyear
Forfeited / lapsed duringtheyear 6,350 85.00
Exercised duringtheyear 13,882 85.00
Outstandingas at March 31,2024(out of the optionsgranted) 64,388 85.00

Fair value of options vested during the year is 796.44 (previous year 482.96)

Money realised by exercise of option during the year is 21.09 lakhs (previous year 11.80 lakhs)

The options outstanding at March 31, 2025 have an exercise price of 85.00 (March 31, 2024: 85)

Weighted average share price at the date of the exercise of share options exercised in FY 2024-25 is ` 881.44. 24,815 options exercised during this year and 13,882 shares during previous year.

Expense recognized in Statement of Profit and Loss

The Company has followed the fair value method to account for the grant of stock options, profit and loss

impact for the year ended March 31, 2025 is 7.79 lakhs (previous year: 14.46 lakhs)

NOTE 66: RELATED PARTY DISCLOSURES AS PER IND AS 24 & SEBI LODR

  • I. List of related parties

  • A) Subsidiary

    • Hirect FZ-LLC (Wholly Owned Subsidiary)
  • B) Enterprise over which Members of the Board of Directors / KMP has significant influence

    • Force Motion Technology LLP

    • Elventive Tech Private Limited

    • Arcot Media Private Limited

  • C) Members of the Board of Directors / Key Management Personnel (KMP)

1. Chairman and Managing Director (CEO)

  • a) Mr. Suramya Nevatia

2. Executive Director

  • a) Mrs. Akshada Nevatia

3. Non Executive Director

  • i. Independent Non Executive Director

  • a) Mr. Vijay Kumar Bhartia (completion of tenure with effect from August 13, 2024)

  • b) Mr. Pradeep Goyal (completion of tenure with effect from August 13, 2024)

  • c) Ms. Ashlesha Bodas

  • d) Mr. Vandan Shah

  • e) Mr. Vishal Pacheriwala

ii. Non Independent Non Executive Director

  • a) Mr. Parimal Merchant

67[th] Annual Report 2024-25

142

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

4. Chief Financial Officer

  - a) Mr. Anil Kumar Nemani

5. Joint Chief Financial Officer

  - a) Mr. Anil Mehta (cessation with effect from 29[th] Nov 2024)

6. Company Secretary

  - a) Ms. Meenakshi Anchlia
  • D. Relative of Member of Board of Directors / KMP

  • a) Mr. Saurabh Nevatia

  • b) Mrs. Bharti Nevatia

  • c) Mr. Suryansh Nevatia

Note : Mrs. Akshada Nevatia, Mr. Suramya Nevatia, Mr. Saurabh Nevatia , Mrs. Bharti Nevatia and Mr. Suryansh Nevatia are related to each other.

II. Disclosure in respect of material transactions with related parties during the year ended March 31, 2025

||(in lakhs)<br>**Particulars**<br>**Subsidiary**<br>**Enterprise**<br>**over which**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ KMP has**<br>**signifcant**<br>**influence**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ Key**<br>**Management**<br>**Personnel**<br>**(KMP)**<br>**Relative of**<br>**Member of**<br>**Board of**<br>**Directors /**<br>**KMP**<br>**Total**<br>**Advance Given**<br>Hirect FZ-LLC<br>**15.83**<br>**-**<br>**-**<br>**-**<br>**15.83**<br>-<br>-<br>-<br>-<br>**Income**<br>**Sale**<br>Force Motion Technology<br>**-**<br>**1.24**<br>**-**<br>**-**<br>**1.24**<br>-<br> (1.64)<br>-<br>-<br> (1.64)<br>Elventive Tech Private Limited<br>**-**<br>**1,100.37**<br>**-**<br>**-**<br>**1,100.37**<br>-<br> (4.85)<br>-<br>-<br> (4.85)<br>**Expenditure**<br>**Remuneration**<br>Mrs. Akshada Nevatia<br>**-**<br>**-**<br>**210.57**<br>**-**<br>**210.57**<br>-<br>-<br> (46.21)<br>-<br> (46.21)<br>Mr. Suramya Nevatia<br>**-**<br>**-**<br>**363.64**<br>**-**<br>**363.64**<br>-<br>-<br> (174.78)<br>-<br> (174.78)<br>Mr. Saurabh Nevatia<br>**-**<br>**-**<br>**-**<br>**90.27**<br>**90.27**<br>-<br>-<br>-<br> (90.27)<br> (90.27)|(in lakhs)
Particulars
Subsidiary
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative of
Member of
Board of
Directors /
KMP
Total
Advance Given
Hirect FZ-LLC
15.83
-
-
-
15.83
-
-
-
-
Income
Sale
Force Motion Technology
-
1.24
-
-
1.24
-
(1.64)
-
-
(1.64)
Elventive Tech Private Limited
-
1,100.37
-
-
1,100.37
-
(4.85)
-
-
(4.85)
Expenditure
Remuneration
Mrs. Akshada Nevatia
-
-
210.57
-
210.57
-
-
(46.21)
-
(46.21)
Mr. Suramya Nevatia
-
-
363.64
-
363.64
-
-
(174.78)
-
(174.78)
Mr. Saurabh Nevatia
-
-
-
90.27
90.27
-
-
-
(90.27)
(90.27)|(in lakhs)<br>**Particulars**<br>**Subsidiary**<br>**Enterprise**<br>**over which**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ KMP has**<br>**signifcant**<br>**influence**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ Key**<br>**Management**<br>**Personnel**<br>**(KMP)**<br>**Relative of**<br>**Member of**<br>**Board of**<br>**Directors /**<br>**KMP**<br>**Total**<br>**Advance Given**<br>Hirect FZ-LLC<br>**15.83**<br>**-**<br>**-**<br>**-**<br>**15.83**<br>-<br>-<br>-<br>-<br>**Income**<br>**Sale**<br>Force Motion Technology<br>**-**<br>**1.24**<br>**-**<br>**-**<br>**1.24**<br>-<br> (1.64)<br>-<br>-<br> (1.64)<br>Elventive Tech Private Limited<br>**-**<br>**1,100.37**<br>**-**<br>**-**<br>**1,100.37**<br>-<br> (4.85)<br>-<br>-<br> (4.85)<br>**Expenditure**<br>**Remuneration**<br>Mrs. Akshada Nevatia<br>**-**<br>**-**<br>**210.57**<br>**-**<br>**210.57**<br>-<br>-<br> (46.21)<br>-<br> (46.21)<br>Mr. Suramya Nevatia<br>**-**<br>**-**<br>**363.64**<br>**-**<br>**363.64**<br>-<br>-<br> (174.78)<br>-<br> (174.78)<br>Mr. Saurabh Nevatia<br>**-**<br>**-**<br>**-**<br>**90.27**<br>**90.27**<br>-<br>-<br>-<br> (90.27)<br> (90.27)|(in lakhs)
Particulars
Subsidiary
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative of
Member of
Board of
Directors /
KMP
Total
Advance Given
Hirect FZ-LLC
15.83
-
-
-
15.83
-
-
-
-
Income
Sale
Force Motion Technology
-
1.24
-
-
1.24
-
(1.64)
-
-
(1.64)
Elventive Tech Private Limited
-
1,100.37
-
-
1,100.37
-
(4.85)
-
-
(4.85)
Expenditure
Remuneration
Mrs. Akshada Nevatia
-
-
210.57
-
210.57
-
-
(46.21)
-
(46.21)
Mr. Suramya Nevatia
-
-
363.64
-
363.64
-
-
(174.78)
-
(174.78)
Mr. Saurabh Nevatia
-
-
-
90.27
90.27
-
-
-
(90.27)
(90.27)|(in lakhs)<br>**Particulars**<br>**Subsidiary**<br>**Enterprise**<br>**over which**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ KMP has**<br>**signifcant**<br>**influence**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ Key**<br>**Management**<br>**Personnel**<br>**(KMP)**<br>**Relative of**<br>**Member of**<br>**Board of**<br>**Directors /**<br>**KMP**<br>**Total**<br>**Advance Given**<br>Hirect FZ-LLC<br>**15.83**<br>**-**<br>**-**<br>**-**<br>**15.83**<br>-<br>-<br>-<br>-<br>**Income**<br>**Sale**<br>Force Motion Technology<br>**-**<br>**1.24**<br>**-**<br>**-**<br>**1.24**<br>-<br> (1.64)<br>-<br>-<br> (1.64)<br>Elventive Tech Private Limited<br>**-**<br>**1,100.37**<br>**-**<br>**-**<br>**1,100.37**<br>-<br> (4.85)<br>-<br>-<br> (4.85)<br>**Expenditure**<br>**Remuneration**<br>Mrs. Akshada Nevatia<br>**-**<br>**-**<br>**210.57**<br>**-**<br>**210.57**<br>-<br>-<br> (46.21)<br>-<br> (46.21)<br>Mr. Suramya Nevatia<br>**-**<br>**-**<br>**363.64**<br>**-**<br>**363.64**<br>-<br>-<br> (174.78)<br>-<br> (174.78)<br>Mr. Saurabh Nevatia<br>**-**<br>**-**<br>**-**<br>**90.27**<br>**90.27**<br>-<br>-<br>-<br> (90.27)<br> (90.27)|(in lakhs)
Particulars
Subsidiary
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative of
Member of
Board of
Directors /
KMP
Total
Advance Given
Hirect FZ-LLC
15.83
-
-
-
15.83
-
-
-
-
Income
Sale
Force Motion Technology
-
1.24
-
-
1.24
-
(1.64)
-
-
(1.64)
Elventive Tech Private Limited
-
1,100.37
-
-
1,100.37
-
(4.85)
-
-
(4.85)
Expenditure
Remuneration
Mrs. Akshada Nevatia
-
-
210.57
-
210.57
-
-
(46.21)
-
(46.21)
Mr. Suramya Nevatia
-
-
363.64
-
363.64
-
-
(174.78)
-
(174.78)
Mr. Saurabh Nevatia
-
-
-
90.27
90.27
-
-
-
(90.27)
(90.27)|
|---|---|---|---|---|---|---|
|Sr.
No.|Particulars|Subsidiary|Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence|Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)|Relative of
Member of
Board of
Directors /
KMP|Total|
|1|Advance Given||||||
||Hirect FZ-LLC|15.83|-|-|-|15.83|
|||-||-|-|-|
||||||||
|2|Income||||||
||Sale||||||
||Force Motion Technology|-|1.24|-|-|1.24|
|||-|(1.64)|-|-|(1.64)|
||||||||
||Elventive Tech Private Limited|-|1,100.37|-|-|1,100.37|
|||-|(4.85)|-|-|(4.85)|
||||||||
|3|Expenditure||||||
|i.|Remuneration||||||
||Mrs. Akshada Nevatia|-|-|210.57|-|210.57|
|||-|-|(46.21)|-|(46.21)|
||||||||
||Mr. Suramya Nevatia|-|-|363.64|-|363.64|
|||-|-|(174.78)|-|(174.78)|
||||||||
||Mr. Saurabh Nevatia|-|-|-|90.27|90.27|
|||-|-|-|(90.27)|(90.27)|
||||||||

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==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

||(in lakhs)<br>**Particulars**<br>**Subsidiary**<br>**Enterprise**<br>**over which**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ KMP has**<br>**signifcant**<br>**influence**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ Key**<br>**Management**<br>**Personnel**<br>**(KMP)**<br>**Relative of**<br>**Member of**<br>**Board of**<br>**Directors /**<br>**KMP**<br>**Total**<br>Mrs. Bharti Nevatia<br>**-**<br>**-**<br>**-**<br>**11.87**<br>**11.87**<br>-<br>-<br>-<br> (11.87)<br> (11.87)<br>Mr.Suryansh Nevatia<br>**-**<br>**-**<br>**-**<br>**0.56**<br>**0.56**<br>-<br>-<br>-<br> (8.44)<br> (8.44)<br>Mr. Anil Kumar Nemani<br>**-**<br>**-**<br>**100.13**<br>**-**<br>**100.13**<br>-<br>-<br> (12.76)<br>-<br> (12.76)<br>Ms. Meenakshi Anchlia<br>**-**<br>**-**<br>**23.06**<br>**-**<br>**23.06**<br>-<br>-<br> (20.42)<br>-<br> (20.42)<br>Mr. Anil Mehta<br>**-**<br>**-**<br>**28.85**<br>**-**<br>**28.85**<br>-<br>-<br> (38.08)<br>-<br> (38.08)<br>**Directors Sitting Fees**<br>Mr. Parimal Merchant<br>**-**<br>**-**<br>**2.75**<br>**-**<br>**2.75**<br>-<br>-<br> (2.75)<br>-<br> (2.75)<br>Mr. PradeepGoyal<br>**-**<br>**-**<br>**1.50**<br>**-**<br>**1.50**<br>-<br>-<br> (2.75)<br>-<br> (2.75)<br>Mr. Vandan Shah<br>**-**<br>**-**<br>**2.75**<br>**-**<br>**2.75**<br>-<br>-<br> (2.25)<br>-<br> (2.25)<br>Mr. VijayKumar Bhartia<br>**-**<br>**-**<br>**0.50**<br>**-**<br>**0.50**<br>-<br>-<br> (0.50)<br>-<br> (0.50)<br>Ms. Ashlesha Bodas<br>**-**<br>**-**<br>**0.25**<br>**-**<br>**0.25**<br>-<br>-<br> (0.25)<br>-<br> (0.25)<br>Mr. Vishal Pacheriwala<br>**-**<br>**-**<br>**2.25**<br>**-**<br>**2.25**<br>-<br>-<br>-<br>-<br>-<br>**Rent**<br>Mr. Saurabh Nevatia<br>**-**<br>**-**<br>**-**<br>**5.04**<br>**5.04**<br>-<br>-<br> (5.04)<br> (5.04)<br>**Purchase**<br>Force Motion Technology<br>**-**<br>**1,459.57**<br>**-**<br>**-**<br>**1,459.57**<br>-<br> (1,194.00)<br>-<br>-<br> (1,194.00)<br>Elventive Tech Private Limited<br>**-**<br>**1,325.11**<br>**-**<br>**-**<br>**1,325.11**|(in lakhs)
Particulars
Subsidiary
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative of
Member of
Board of
Directors /
KMP
Total
Mrs. Bharti Nevatia
-
-
-
11.87
11.87
-
-
-
(11.87)
(11.87)
Mr.Suryansh Nevatia
-
-
-
0.56
0.56
-
-
-
(8.44)
(8.44)
Mr. Anil Kumar Nemani
-
-
100.13
-
100.13
-
-
(12.76)
-
(12.76)
Ms. Meenakshi Anchlia
-
-
23.06
-
23.06
-
-
(20.42)
-
(20.42)
Mr. Anil Mehta
-
-
28.85
-
28.85
-
-
(38.08)
-
(38.08)
Directors Sitting Fees
Mr. Parimal Merchant
-
-
2.75
-
2.75
-
-
(2.75)
-
(2.75)
Mr. PradeepGoyal
-
-
1.50
-
1.50
-
-
(2.75)
-
(2.75)
Mr. Vandan Shah
-
-
2.75
-
2.75
-
-
(2.25)
-
(2.25)
Mr. VijayKumar Bhartia
-
-
0.50
-
0.50
-
-
(0.50)
-
(0.50)
Ms. Ashlesha Bodas
-
-
0.25
-
0.25
-
-
(0.25)
-
(0.25)
Mr. Vishal Pacheriwala
-
-
2.25
-
2.25
-
-
-
-
-
Rent
Mr. Saurabh Nevatia
-
-
-
5.04
5.04
-
-
(5.04)
(5.04)
Purchase
Force Motion Technology
-
1,459.57
-
-
1,459.57
-
(1,194.00)
-
-
(1,194.00)
Elventive Tech Private Limited
-
1,325.11
-
-
1,325.11|(in lakhs)<br>**Particulars**<br>**Subsidiary**<br>**Enterprise**<br>**over which**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ KMP has**<br>**signifcant**<br>**influence**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ Key**<br>**Management**<br>**Personnel**<br>**(KMP)**<br>**Relative of**<br>**Member of**<br>**Board of**<br>**Directors /**<br>**KMP**<br>**Total**<br>Mrs. Bharti Nevatia<br>**-**<br>**-**<br>**-**<br>**11.87**<br>**11.87**<br>-<br>-<br>-<br> (11.87)<br> (11.87)<br>Mr.Suryansh Nevatia<br>**-**<br>**-**<br>**-**<br>**0.56**<br>**0.56**<br>-<br>-<br>-<br> (8.44)<br> (8.44)<br>Mr. Anil Kumar Nemani<br>**-**<br>**-**<br>**100.13**<br>**-**<br>**100.13**<br>-<br>-<br> (12.76)<br>-<br> (12.76)<br>Ms. Meenakshi Anchlia<br>**-**<br>**-**<br>**23.06**<br>**-**<br>**23.06**<br>-<br>-<br> (20.42)<br>-<br> (20.42)<br>Mr. Anil Mehta<br>**-**<br>**-**<br>**28.85**<br>**-**<br>**28.85**<br>-<br>-<br> (38.08)<br>-<br> (38.08)<br>**Directors Sitting Fees**<br>Mr. Parimal Merchant<br>**-**<br>**-**<br>**2.75**<br>**-**<br>**2.75**<br>-<br>-<br> (2.75)<br>-<br> (2.75)<br>Mr. PradeepGoyal<br>**-**<br>**-**<br>**1.50**<br>**-**<br>**1.50**<br>-<br>-<br> (2.75)<br>-<br> (2.75)<br>Mr. Vandan Shah<br>**-**<br>**-**<br>**2.75**<br>**-**<br>**2.75**<br>-<br>-<br> (2.25)<br>-<br> (2.25)<br>Mr. VijayKumar Bhartia<br>**-**<br>**-**<br>**0.50**<br>**-**<br>**0.50**<br>-<br>-<br> (0.50)<br>-<br> (0.50)<br>Ms. Ashlesha Bodas<br>**-**<br>**-**<br>**0.25**<br>**-**<br>**0.25**<br>-<br>-<br> (0.25)<br>-<br> (0.25)<br>Mr. Vishal Pacheriwala<br>**-**<br>**-**<br>**2.25**<br>**-**<br>**2.25**<br>-<br>-<br>-<br>-<br>-<br>**Rent**<br>Mr. Saurabh Nevatia<br>**-**<br>**-**<br>**-**<br>**5.04**<br>**5.04**<br>-<br>-<br> (5.04)<br> (5.04)<br>**Purchase**<br>Force Motion Technology<br>**-**<br>**1,459.57**<br>**-**<br>**-**<br>**1,459.57**<br>-<br> (1,194.00)<br>-<br>-<br> (1,194.00)<br>Elventive Tech Private Limited<br>**-**<br>**1,325.11**<br>**-**<br>**-**<br>**1,325.11**|(in lakhs)
Particulars
Subsidiary
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative of
Member of
Board of
Directors /
KMP
Total
Mrs. Bharti Nevatia
-
-
-
11.87
11.87
-
-
-
(11.87)
(11.87)
Mr.Suryansh Nevatia
-
-
-
0.56
0.56
-
-
-
(8.44)
(8.44)
Mr. Anil Kumar Nemani
-
-
100.13
-
100.13
-
-
(12.76)
-
(12.76)
Ms. Meenakshi Anchlia
-
-
23.06
-
23.06
-
-
(20.42)
-
(20.42)
Mr. Anil Mehta
-
-
28.85
-
28.85
-
-
(38.08)
-
(38.08)
Directors Sitting Fees
Mr. Parimal Merchant
-
-
2.75
-
2.75
-
-
(2.75)
-
(2.75)
Mr. PradeepGoyal
-
-
1.50
-
1.50
-
-
(2.75)
-
(2.75)
Mr. Vandan Shah
-
-
2.75
-
2.75
-
-
(2.25)
-
(2.25)
Mr. VijayKumar Bhartia
-
-
0.50
-
0.50
-
-
(0.50)
-
(0.50)
Ms. Ashlesha Bodas
-
-
0.25
-
0.25
-
-
(0.25)
-
(0.25)
Mr. Vishal Pacheriwala
-
-
2.25
-
2.25
-
-
-
-
-
Rent
Mr. Saurabh Nevatia
-
-
-
5.04
5.04
-
-
(5.04)
(5.04)
Purchase
Force Motion Technology
-
1,459.57
-
-
1,459.57
-
(1,194.00)
-
-
(1,194.00)
Elventive Tech Private Limited
-
1,325.11
-
-
1,325.11|(in lakhs)<br>**Particulars**<br>**Subsidiary**<br>**Enterprise**<br>**over which**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ KMP has**<br>**signifcant**<br>**influence**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ Key**<br>**Management**<br>**Personnel**<br>**(KMP)**<br>**Relative of**<br>**Member of**<br>**Board of**<br>**Directors /**<br>**KMP**<br>**Total**<br>Mrs. Bharti Nevatia<br>**-**<br>**-**<br>**-**<br>**11.87**<br>**11.87**<br>-<br>-<br>-<br> (11.87)<br> (11.87)<br>Mr.Suryansh Nevatia<br>**-**<br>**-**<br>**-**<br>**0.56**<br>**0.56**<br>-<br>-<br>-<br> (8.44)<br> (8.44)<br>Mr. Anil Kumar Nemani<br>**-**<br>**-**<br>**100.13**<br>**-**<br>**100.13**<br>-<br>-<br> (12.76)<br>-<br> (12.76)<br>Ms. Meenakshi Anchlia<br>**-**<br>**-**<br>**23.06**<br>**-**<br>**23.06**<br>-<br>-<br> (20.42)<br>-<br> (20.42)<br>Mr. Anil Mehta<br>**-**<br>**-**<br>**28.85**<br>**-**<br>**28.85**<br>-<br>-<br> (38.08)<br>-<br> (38.08)<br>**Directors Sitting Fees**<br>Mr. Parimal Merchant<br>**-**<br>**-**<br>**2.75**<br>**-**<br>**2.75**<br>-<br>-<br> (2.75)<br>-<br> (2.75)<br>Mr. PradeepGoyal<br>**-**<br>**-**<br>**1.50**<br>**-**<br>**1.50**<br>-<br>-<br> (2.75)<br>-<br> (2.75)<br>Mr. Vandan Shah<br>**-**<br>**-**<br>**2.75**<br>**-**<br>**2.75**<br>-<br>-<br> (2.25)<br>-<br> (2.25)<br>Mr. VijayKumar Bhartia<br>**-**<br>**-**<br>**0.50**<br>**-**<br>**0.50**<br>-<br>-<br> (0.50)<br>-<br> (0.50)<br>Ms. Ashlesha Bodas<br>**-**<br>**-**<br>**0.25**<br>**-**<br>**0.25**<br>-<br>-<br> (0.25)<br>-<br> (0.25)<br>Mr. Vishal Pacheriwala<br>**-**<br>**-**<br>**2.25**<br>**-**<br>**2.25**<br>-<br>-<br>-<br>-<br>-<br>**Rent**<br>Mr. Saurabh Nevatia<br>**-**<br>**-**<br>**-**<br>**5.04**<br>**5.04**<br>-<br>-<br> (5.04)<br> (5.04)<br>**Purchase**<br>Force Motion Technology<br>**-**<br>**1,459.57**<br>**-**<br>**-**<br>**1,459.57**<br>-<br> (1,194.00)<br>-<br>-<br> (1,194.00)<br>Elventive Tech Private Limited<br>**-**<br>**1,325.11**<br>**-**<br>**-**<br>**1,325.11**|(in lakhs)
Particulars
Subsidiary
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative of
Member of
Board of
Directors /
KMP
Total
Mrs. Bharti Nevatia
-
-
-
11.87
11.87
-
-
-
(11.87)
(11.87)
Mr.Suryansh Nevatia
-
-
-
0.56
0.56
-
-
-
(8.44)
(8.44)
Mr. Anil Kumar Nemani
-
-
100.13
-
100.13
-
-
(12.76)
-
(12.76)
Ms. Meenakshi Anchlia
-
-
23.06
-
23.06
-
-
(20.42)
-
(20.42)
Mr. Anil Mehta
-
-
28.85
-
28.85
-
-
(38.08)
-
(38.08)
Directors Sitting Fees
Mr. Parimal Merchant
-
-
2.75
-
2.75
-
-
(2.75)
-
(2.75)
Mr. PradeepGoyal
-
-
1.50
-
1.50
-
-
(2.75)
-
(2.75)
Mr. Vandan Shah
-
-
2.75
-
2.75
-
-
(2.25)
-
(2.25)
Mr. VijayKumar Bhartia
-
-
0.50
-
0.50
-
-
(0.50)
-
(0.50)
Ms. Ashlesha Bodas
-
-
0.25
-
0.25
-
-
(0.25)
-
(0.25)
Mr. Vishal Pacheriwala
-
-
2.25
-
2.25
-
-
-
-
-
Rent
Mr. Saurabh Nevatia
-
-
-
5.04
5.04
-
-
(5.04)
(5.04)
Purchase
Force Motion Technology
-
1,459.57
-
-
1,459.57
-
(1,194.00)
-
-
(1,194.00)
Elventive Tech Private Limited
-
1,325.11
-
-
1,325.11|
|---|---|---|---|---|---|---|
|Sr.
No.|Particulars|Subsidiary|Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence|Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)|Relative of
Member of
Board of
Directors /
KMP|Total|
||Mrs. Bharti Nevatia|-|-|-|11.87|11.87|
|||-|-|-|(11.87)|(11.87)|
||||||||
||Mr.Suryansh Nevatia|-|-|-|0.56|0.56|
|||-|-|-|(8.44)|(8.44)|
||||||||
||Mr. Anil Kumar Nemani|-|-|100.13|-|100.13|
|||-|-|(12.76)|-|(12.76)|
||||||||
||Ms. Meenakshi Anchlia|-|-|23.06|-|23.06|
|||-|-|(20.42)|-|(20.42)|
||||||||
||Mr. Anil Mehta|-|-|28.85|-|28.85|
|||-|-|(38.08)|-|(38.08)|
||||||||
|ii.|Directors Sitting Fees||||||
||Mr. Parimal Merchant|-|-|2.75|-|2.75|
|||-|-|(2.75)|-|(2.75)|
||||||||
||Mr. PradeepGoyal|-|-|1.50|-|1.50|
|||-|-|(2.75)|-|(2.75)|
||||||||
||Mr. Vandan Shah|-|-|2.75|-|2.75|
|||-|-|(2.25)|-|(2.25)|
||||||||
||Mr. VijayKumar Bhartia|-|-|0.50|-|0.50|
|||-|-|(0.50)|-|(0.50)|
||||||||
||Ms. Ashlesha Bodas|-|-|0.25|-|0.25|
|||-|-|(0.25)|-|(0.25)|
||||||||
||Mr. Vishal Pacheriwala|-|-|2.25|-|2.25|
|||-|-|-|-|-|
||||||||
|iii.|Rent||||||
||Mr. Saurabh Nevatia|-|-|-|5.04|5.04|
|||-||-|(5.04)|(5.04)|
||||||||
|iv.|Purchase||||||
||Force Motion Technology|-|1,459.57|-|-|1,459.57|
|||-|(1,194.00)|-|-|(1,194.00)|
||||||||
||Elventive Tech Private Limited|-|1,325.11|-|-|1,325.11|

67[th] Annual Report 2024-25

144

Corporate Overview Statutory Reports

Financial Statements

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

|(in lakhs)<br>**Sr.**<br>**No.**<br>**Particulars**<br>**Subsidiary**<br>**Enterprise**<br>**over which**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ KMP has**<br>**signifcant**<br>**influence**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ Key**<br>**Management**<br>**Personnel**<br>**(KMP)**<br>**Relative of**<br>**Member of**<br>**Board of**<br>**Directors /**<br>**KMP**<br>**Total**<br>-<br> (624.74)<br>-<br>-<br> (624.74)<br>Arcot Media Private Limited<br>**-**<br>**3.15**<br>**3.15**<br>-<br>-<br>-<br>-<br>-|(in lakhs)
Sr.
No.
Particulars
Subsidiary
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative of
Member of
Board of
Directors /
KMP
Total
-
(624.74)
-
-
(624.74)
Arcot Media Private Limited
-
3.15
3.15
-
-
-
-
-|(in lakhs)<br>**Sr.**<br>**No.**<br>**Particulars**<br>**Subsidiary**<br>**Enterprise**<br>**over which**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ KMP has**<br>**signifcant**<br>**influence**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ Key**<br>**Management**<br>**Personnel**<br>**(KMP)**<br>**Relative of**<br>**Member of**<br>**Board of**<br>**Directors /**<br>**KMP**<br>**Total**<br>-<br> (624.74)<br>-<br>-<br> (624.74)<br>Arcot Media Private Limited<br>**-**<br>**3.15**<br>**3.15**<br>-<br>-<br>-<br>-<br>-|(in lakhs)
Sr.
No.
Particulars
Subsidiary
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative of
Member of
Board of
Directors /
KMP
Total
-
(624.74)
-
-
(624.74)
Arcot Media Private Limited
-
3.15
3.15
-
-
-
-
-|(in lakhs)<br>**Sr.**<br>**No.**<br>**Particulars**<br>**Subsidiary**<br>**Enterprise**<br>**over which**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ KMP has**<br>**signifcant**<br>**influence**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ Key**<br>**Management**<br>**Personnel**<br>**(KMP)**<br>**Relative of**<br>**Member of**<br>**Board of**<br>**Directors /**<br>**KMP**<br>**Total**<br>-<br> (624.74)<br>-<br>-<br> (624.74)<br>Arcot Media Private Limited<br>**-**<br>**3.15**<br>**3.15**<br>-<br>-<br>-<br>-<br>-|(in lakhs)
Sr.
No.
Particulars
Subsidiary
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative of
Member of
Board of
Directors /
KMP
Total
-
(624.74)
-
-
(624.74)
Arcot Media Private Limited
-
3.15
3.15
-
-
-
-
-|(`in lakhs)
Sr.
No.
Particulars
Subsidiary
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative of
Member of
Board of
Directors /
KMP
Total
-
(624.74)
-
-
(624.74)
Arcot Media Private Limited
-
3.15
3.15
-
-
-
-
-|
|---|---|---|---|---|---|---|
|Sr.
No.|Particulars|Subsidiary|Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence|Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)|Relative of
Member of
Board of
Directors /
KMP|Total|
|||-|(624.74)|-|-|(624.74)|
||||||||
||Arcot Media Private Limited|-|3.15|||3.15|
|||-|-|-|-|-|

Note : Figures in brackets represents previous years figures.

III. Balances Receivable / Payable with Related Parties

||(in lakhs)<br>**Particulars**<br>**Enterprise**<br>**over which**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ KMP has**<br>**signifcant**<br>**influence**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ Key**<br>**Management**<br>**Personnel**<br>**(KMP)**<br>**Relative**<br>**of Member**<br>**of Board of**<br>**Directors /**<br>**KMP**<br>**Total**<br>**Trade Payables**<br>Force Motion Technology<br>**-**<br>**183.98**<br>**-**<br>**-**<br>**183.98**<br>-<br> (172.67)<br>-<br>-<br> (172.67)<br>Elventive Tech Private Limited<br>**-**<br>**208.60**<br>**-**<br>**-**<br>**208.60**<br>-<br> (68.15)<br>-<br>-<br> (68.15)<br>Arcot Media Private Limited<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>**Trade Receivables**<br>Force Motion Technology<br>**-**<br>**0.13**<br>**-**<br>**-**<br>**0.13**<br>**-**<br>**-**<br>**-**<br>**-**<br>**-**<br>Elventive Tech Private Limited<br>**-**<br>**489.59**<br>**-**<br>**-**<br>**489.59**<br>**-**<br>**-**<br>**-**<br>**-**<br>**-**<br>**Due to Subsidiary**<br>Hirect FZ-LLC<br>**13.17**<br>**-**<br>**-**<br>**-**<br>**13.17**<br>-<br>-<br>-<br>-<br>-<br>**Other Current Financial Liabilities**<br>**Salary and Other Accrued Expenses**<br>Salary Payable to Mrs. Akshada<br>Nevatia<br>-<br>-<br>**158.15**<br>**158.15**<br>-<br>-<br> (2.50)<br>-<br> (2.50)|(in lakhs)
Particulars
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative
of Member
of Board of
Directors /
KMP
Total
Trade Payables
Force Motion Technology
-
183.98
-
-
183.98
-
(172.67)
-
-
(172.67)
Elventive Tech Private Limited
-
208.60
-
-
208.60
-
(68.15)
-
-
(68.15)
Arcot Media Private Limited
-
-
-
-
-
-
-
-
-
-
Trade Receivables
Force Motion Technology
-
0.13
-
-
0.13
-
-
-
-
-
Elventive Tech Private Limited
-
489.59
-
-
489.59
-
-
-
-
-
Due to Subsidiary
Hirect FZ-LLC
13.17
-
-
-
13.17
-
-
-
-
-
Other Current Financial Liabilities
Salary and Other Accrued Expenses
Salary Payable to Mrs. Akshada
Nevatia
-
-
158.15
158.15
-
-
(2.50)
-
(2.50)|(in lakhs)<br>**Particulars**<br>**Enterprise**<br>**over which**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ KMP has**<br>**signifcant**<br>**influence**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ Key**<br>**Management**<br>**Personnel**<br>**(KMP)**<br>**Relative**<br>**of Member**<br>**of Board of**<br>**Directors /**<br>**KMP**<br>**Total**<br>**Trade Payables**<br>Force Motion Technology<br>**-**<br>**183.98**<br>**-**<br>**-**<br>**183.98**<br>-<br> (172.67)<br>-<br>-<br> (172.67)<br>Elventive Tech Private Limited<br>**-**<br>**208.60**<br>**-**<br>**-**<br>**208.60**<br>-<br> (68.15)<br>-<br>-<br> (68.15)<br>Arcot Media Private Limited<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>**Trade Receivables**<br>Force Motion Technology<br>**-**<br>**0.13**<br>**-**<br>**-**<br>**0.13**<br>**-**<br>**-**<br>**-**<br>**-**<br>**-**<br>Elventive Tech Private Limited<br>**-**<br>**489.59**<br>**-**<br>**-**<br>**489.59**<br>**-**<br>**-**<br>**-**<br>**-**<br>**-**<br>**Due to Subsidiary**<br>Hirect FZ-LLC<br>**13.17**<br>**-**<br>**-**<br>**-**<br>**13.17**<br>-<br>-<br>-<br>-<br>-<br>**Other Current Financial Liabilities**<br>**Salary and Other Accrued Expenses**<br>Salary Payable to Mrs. Akshada<br>Nevatia<br>-<br>-<br>**158.15**<br>**158.15**<br>-<br>-<br> (2.50)<br>-<br> (2.50)|(in lakhs)
Particulars
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative
of Member
of Board of
Directors /
KMP
Total
Trade Payables
Force Motion Technology
-
183.98
-
-
183.98
-
(172.67)
-
-
(172.67)
Elventive Tech Private Limited
-
208.60
-
-
208.60
-
(68.15)
-
-
(68.15)
Arcot Media Private Limited
-
-
-
-
-
-
-
-
-
-
Trade Receivables
Force Motion Technology
-
0.13
-
-
0.13
-
-
-
-
-
Elventive Tech Private Limited
-
489.59
-
-
489.59
-
-
-
-
-
Due to Subsidiary
Hirect FZ-LLC
13.17
-
-
-
13.17
-
-
-
-
-
Other Current Financial Liabilities
Salary and Other Accrued Expenses
Salary Payable to Mrs. Akshada
Nevatia
-
-
158.15
158.15
-
-
(2.50)
-
(2.50)|(in lakhs)<br>**Particulars**<br>**Enterprise**<br>**over which**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ KMP has**<br>**signifcant**<br>**influence**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ Key**<br>**Management**<br>**Personnel**<br>**(KMP)**<br>**Relative**<br>**of Member**<br>**of Board of**<br>**Directors /**<br>**KMP**<br>**Total**<br>**Trade Payables**<br>Force Motion Technology<br>**-**<br>**183.98**<br>**-**<br>**-**<br>**183.98**<br>-<br> (172.67)<br>-<br>-<br> (172.67)<br>Elventive Tech Private Limited<br>**-**<br>**208.60**<br>**-**<br>**-**<br>**208.60**<br>-<br> (68.15)<br>-<br>-<br> (68.15)<br>Arcot Media Private Limited<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>**Trade Receivables**<br>Force Motion Technology<br>**-**<br>**0.13**<br>**-**<br>**-**<br>**0.13**<br>**-**<br>**-**<br>**-**<br>**-**<br>**-**<br>Elventive Tech Private Limited<br>**-**<br>**489.59**<br>**-**<br>**-**<br>**489.59**<br>**-**<br>**-**<br>**-**<br>**-**<br>**-**<br>**Due to Subsidiary**<br>Hirect FZ-LLC<br>**13.17**<br>**-**<br>**-**<br>**-**<br>**13.17**<br>-<br>-<br>-<br>-<br>-<br>**Other Current Financial Liabilities**<br>**Salary and Other Accrued Expenses**<br>Salary Payable to Mrs. Akshada<br>Nevatia<br>-<br>-<br>**158.15**<br>**158.15**<br>-<br>-<br> (2.50)<br>-<br> (2.50)|(in lakhs)
Particulars
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative
of Member
of Board of
Directors /
KMP
Total
Trade Payables
Force Motion Technology
-
183.98
-
-
183.98
-
(172.67)
-
-
(172.67)
Elventive Tech Private Limited
-
208.60
-
-
208.60
-
(68.15)
-
-
(68.15)
Arcot Media Private Limited
-
-
-
-
-
-
-
-
-
-
Trade Receivables
Force Motion Technology
-
0.13
-
-
0.13
-
-
-
-
-
Elventive Tech Private Limited
-
489.59
-
-
489.59
-
-
-
-
-
Due to Subsidiary
Hirect FZ-LLC
13.17
-
-
-
13.17
-
-
-
-
-
Other Current Financial Liabilities
Salary and Other Accrued Expenses
Salary Payable to Mrs. Akshada
Nevatia
-
-
158.15
158.15
-
-
(2.50)
-
(2.50)|
|---|---|---|---|---|---|---|
|Sr.
No.|Particulars||Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence|Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)|Relative
of Member
of Board of
Directors /
KMP|Total|
|1|Trade Payables||||||
||Force Motion Technology|-|183.98|-|-|183.98|
|||-|(172.67)|-|-|(172.67)|
||||||||
||Elventive Tech Private Limited|-|208.60|-|-|208.60|
|||-|(68.15)|-|-|(68.15)|
||||||||
||Arcot Media Private Limited|-|-|-|-|-|
|||-|-|-|-|-|
||||||||
|2|Trade Receivables||||||
||Force Motion Technology|-|0.13|-|-|0.13|
|||-|-|-|-|-|
||||||||
||Elventive Tech Private Limited|-|489.59|-|-|489.59|
|||-|-|-|-|-|
||||||||
|3|Due to Subsidiary||||||
||Hirect FZ-LLC|13.17|-|-|-|13.17|
|||-|-|-|-|-|
||||||||
|4|Other Current Financial Liabilities||||||
||Salary and Other Accrued Expenses||||||
||Salary Payable to Mrs. Akshada
Nevatia|-|-|158.15||158.15|
|||-|-|(2.50)|-|(2.50)|

hirect.com

145

==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

|(in lakhs)<br>**Sr.**<br>**No.**<br>**Particulars**<br>**Enterprise**<br>**over which**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ KMP has**<br>**signifcant**<br>**influence**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ Key**<br>**Management**<br>**Personnel**<br>**(KMP)**<br>**Relative**<br>**of Member**<br>**of Board of**<br>**Directors /**<br>**KMP**<br>**Total**<br>Salary Payable to Mr. Suramya<br>Nevatia<br>-<br>-<br>**261.02**<br>**261.02**<br>-<br>-<br> (98.69)<br>-<br> (98.69)<br>Salary Payable to Mr. Saurabh<br>Nevatia<br>-<br>-<br>-<br>**6.32**<br>**6.32**<br>-<br>-<br>-<br> (5.62)<br> (5.62)<br>Salary Payable to Mrs. Bharti<br>Nevatia<br>-<br>-<br>-<br>**1.06**<br>**1.06**<br>-<br>-<br>-<br> (0.89)<br> (0.89)<br>Salary Payable to Mr. Suryansh<br>Nevatia<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br> (0.26)<br> (0.26)<br>SalaryPayable to Mr. Anil Nemani<br>-<br>-<br>**2.75**<br>**-**<br>**2.75**<br>-<br>-<br> (3.30)<br>-<br> (3.30)<br>Salary Payable to Ms. Meenakshi<br>Anchlia<br>-<br>-<br>**1.40**<br>**-**<br>**1.40**<br>-<br>-<br> (0.85)<br>-<br> (0.85)<br>SalaryPayable to Mr. Anil Mehta<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br> (2.03)<br>-<br> (2.03)|(in lakhs)
Sr.
No.
Particulars
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative
of Member
of Board of
Directors /
KMP
Total
Salary Payable to Mr. Suramya
Nevatia
-
-
261.02
261.02
-
-
(98.69)
-
(98.69)
Salary Payable to Mr. Saurabh
Nevatia
-
-
-
6.32
6.32
-
-
-
(5.62)
(5.62)
Salary Payable to Mrs. Bharti
Nevatia
-
-
-
1.06
1.06
-
-
-
(0.89)
(0.89)
Salary Payable to Mr. Suryansh
Nevatia
-
-
-
-
-
-
-
-
(0.26)
(0.26)
SalaryPayable to Mr. Anil Nemani
-
-
2.75
-
2.75
-
-
(3.30)
-
(3.30)
Salary Payable to Ms. Meenakshi
Anchlia
-
-
1.40
-
1.40
-
-
(0.85)
-
(0.85)
SalaryPayable to Mr. Anil Mehta
-
-
-
-
-
-
-
(2.03)
-
(2.03)|(in lakhs)<br>**Sr.**<br>**No.**<br>**Particulars**<br>**Enterprise**<br>**over which**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ KMP has**<br>**signifcant**<br>**influence**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ Key**<br>**Management**<br>**Personnel**<br>**(KMP)**<br>**Relative**<br>**of Member**<br>**of Board of**<br>**Directors /**<br>**KMP**<br>**Total**<br>Salary Payable to Mr. Suramya<br>Nevatia<br>-<br>-<br>**261.02**<br>**261.02**<br>-<br>-<br> (98.69)<br>-<br> (98.69)<br>Salary Payable to Mr. Saurabh<br>Nevatia<br>-<br>-<br>-<br>**6.32**<br>**6.32**<br>-<br>-<br>-<br> (5.62)<br> (5.62)<br>Salary Payable to Mrs. Bharti<br>Nevatia<br>-<br>-<br>-<br>**1.06**<br>**1.06**<br>-<br>-<br>-<br> (0.89)<br> (0.89)<br>Salary Payable to Mr. Suryansh<br>Nevatia<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br> (0.26)<br> (0.26)<br>SalaryPayable to Mr. Anil Nemani<br>-<br>-<br>**2.75**<br>**-**<br>**2.75**<br>-<br>-<br> (3.30)<br>-<br> (3.30)<br>Salary Payable to Ms. Meenakshi<br>Anchlia<br>-<br>-<br>**1.40**<br>**-**<br>**1.40**<br>-<br>-<br> (0.85)<br>-<br> (0.85)<br>SalaryPayable to Mr. Anil Mehta<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br> (2.03)<br>-<br> (2.03)|(in lakhs)
Sr.
No.
Particulars
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative
of Member
of Board of
Directors /
KMP
Total
Salary Payable to Mr. Suramya
Nevatia
-
-
261.02
261.02
-
-
(98.69)
-
(98.69)
Salary Payable to Mr. Saurabh
Nevatia
-
-
-
6.32
6.32
-
-
-
(5.62)
(5.62)
Salary Payable to Mrs. Bharti
Nevatia
-
-
-
1.06
1.06
-
-
-
(0.89)
(0.89)
Salary Payable to Mr. Suryansh
Nevatia
-
-
-
-
-
-
-
-
(0.26)
(0.26)
SalaryPayable to Mr. Anil Nemani
-
-
2.75
-
2.75
-
-
(3.30)
-
(3.30)
Salary Payable to Ms. Meenakshi
Anchlia
-
-
1.40
-
1.40
-
-
(0.85)
-
(0.85)
SalaryPayable to Mr. Anil Mehta
-
-
-
-
-
-
-
(2.03)
-
(2.03)|(in lakhs)<br>**Sr.**<br>**No.**<br>**Particulars**<br>**Enterprise**<br>**over which**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ KMP has**<br>**signifcant**<br>**influence**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ Key**<br>**Management**<br>**Personnel**<br>**(KMP)**<br>**Relative**<br>**of Member**<br>**of Board of**<br>**Directors /**<br>**KMP**<br>**Total**<br>Salary Payable to Mr. Suramya<br>Nevatia<br>-<br>-<br>**261.02**<br>**261.02**<br>-<br>-<br> (98.69)<br>-<br> (98.69)<br>Salary Payable to Mr. Saurabh<br>Nevatia<br>-<br>-<br>-<br>**6.32**<br>**6.32**<br>-<br>-<br>-<br> (5.62)<br> (5.62)<br>Salary Payable to Mrs. Bharti<br>Nevatia<br>-<br>-<br>-<br>**1.06**<br>**1.06**<br>-<br>-<br>-<br> (0.89)<br> (0.89)<br>Salary Payable to Mr. Suryansh<br>Nevatia<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br> (0.26)<br> (0.26)<br>SalaryPayable to Mr. Anil Nemani<br>-<br>-<br>**2.75**<br>**-**<br>**2.75**<br>-<br>-<br> (3.30)<br>-<br> (3.30)<br>Salary Payable to Ms. Meenakshi<br>Anchlia<br>-<br>-<br>**1.40**<br>**-**<br>**1.40**<br>-<br>-<br> (0.85)<br>-<br> (0.85)<br>SalaryPayable to Mr. Anil Mehta<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br> (2.03)<br>-<br> (2.03)|(in lakhs)
Sr.
No.
Particulars
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative
of Member
of Board of
Directors /
KMP
Total
Salary Payable to Mr. Suramya
Nevatia
-
-
261.02
261.02
-
-
(98.69)
-
(98.69)
Salary Payable to Mr. Saurabh
Nevatia
-
-
-
6.32
6.32
-
-
-
(5.62)
(5.62)
Salary Payable to Mrs. Bharti
Nevatia
-
-
-
1.06
1.06
-
-
-
(0.89)
(0.89)
Salary Payable to Mr. Suryansh
Nevatia
-
-
-
-
-
-
-
-
(0.26)
(0.26)
SalaryPayable to Mr. Anil Nemani
-
-
2.75
-
2.75
-
-
(3.30)
-
(3.30)
Salary Payable to Ms. Meenakshi
Anchlia
-
-
1.40
-
1.40
-
-
(0.85)
-
(0.85)
SalaryPayable to Mr. Anil Mehta
-
-
-
-
-
-
-
(2.03)
-
(2.03)|(`in lakhs)
Sr.
No.
Particulars
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative
of Member
of Board of
Directors /
KMP
Total
Salary Payable to Mr. Suramya
Nevatia
-
-
261.02
261.02
-
-
(98.69)
-
(98.69)
Salary Payable to Mr. Saurabh
Nevatia
-
-
-
6.32
6.32
-
-
-
(5.62)
(5.62)
Salary Payable to Mrs. Bharti
Nevatia
-
-
-
1.06
1.06
-
-
-
(0.89)
(0.89)
Salary Payable to Mr. Suryansh
Nevatia
-
-
-
-
-
-
-
-
(0.26)
(0.26)
SalaryPayable to Mr. Anil Nemani
-
-
2.75
-
2.75
-
-
(3.30)
-
(3.30)
Salary Payable to Ms. Meenakshi
Anchlia
-
-
1.40
-
1.40
-
-
(0.85)
-
(0.85)
SalaryPayable to Mr. Anil Mehta
-
-
-
-
-
-
-
(2.03)
-
(2.03)|
|---|---|---|---|---|---|---|
|Sr.
No.|Particulars||Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence|Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)|Relative
of Member
of Board of
Directors /
KMP|Total|
||||||||
||Salary Payable to Mr. Suramya
Nevatia|-|-|261.02||261.02|
|||-|-|(98.69)|-|(98.69)|
||||||||
||Salary Payable to Mr. Saurabh
Nevatia|-|-|-|6.32|6.32|
|||-|-|-|(5.62)|(5.62)|
||||||||
||Salary Payable to Mrs. Bharti
Nevatia|-|-|-|1.06|1.06|
|||-|-|-|(0.89)|(0.89)|
||||||||
||Salary Payable to Mr. Suryansh
Nevatia|-|-|-|-|-|
|||-|-|-|(0.26)|(0.26)|
||||||||
||SalaryPayable to Mr. Anil Nemani|-|-|2.75|-|2.75|
|||-|-|(3.30)|-|(3.30)|
||||||||
||Salary Payable to Ms. Meenakshi
Anchlia|-|-|1.40|-|1.40|
|||-|-|(0.85)|-|(0.85)|
||||||||
||SalaryPayable to Mr. Anil Mehta|-|-|-|-|-|
|||-|-|(2.03)|-|(2.03)|

Note: The remuneration to the related parties does not include the provisions made for gratuity and leave benefits, as they are determined on an actuarial basis for the Company as a whole. However the gratuity expenses of Mr.Suramya Nevatia and Mrs. Akshada Nevatia are included in the figure of their respective remuneration since their gratuity is provided separately.

All the related party transactions have been entered on arm’s length basis.

Figures in brackets represents previous years figures

NOTE 67: FINANCIAL RISK MANAGEMENT FRAMEWORK

The Company’s principal financial liabilities, comprise loans and borrowings, trade and other payables. The Company’s principal financial assets include loans, trade and other receivables and cash and cash equivalents 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 provides assurance 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 on policies for managing each of these risks, which are summarized below.

67[th] Annual Report 2024-25

146

Corporate Overview Statutory Reports

Financial Statements

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

A. Credit Risk

Credit risk is the risk that counter party will not meet it’s obligation under a financial instrument or customer contract leading to a financial loss. The Company is exposed to credit risk mainly from trade receivables and other financial assets.

Trade receivables

Customer credit is managed by concerned business manager subject to the Company’s established policy procedures and control related to customer credit risk management.

Each outstanding customer receivables are regularly monitored and if outstanding is above due date the further shipments are controlled and can only be released if there is a proper justification.

The Company evaluates the concentration of risk with respect to trade receivables as medium, as its customers are located in several jurisdictions and industries and operate in largely independent markets and their credit worthiness are monitored at periodical intervals.

Reconciliation of loss allowance provision for Trade Receivables (ECL - Expected Credit Losses)

Reconciliation of loss allowance provision for Trade Receivables (ECL - Expected Credit Losses) Reconciliation of loss allowance provision for Trade Receivables (ECL - Expected Credit Losses) Reconciliation of loss allowance provision for Trade Receivables (ECL - Expected Credit Losses)
(`in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Balance as at beginningof theyear
411.89
729.02
Impairment losses recognised in theyear based on lifetime expected credit losses
On receivables originated in theyear
771.36
296.08
Amounts written off duringtheyear
368.72
613.21
Balance at end of theyear
814.53
411.89
Particulars As at
March 31, 2025
As at
March 31, 2024
Balance as at beginningof theyear 411.89 729.02
Impairment losses recognised in theyear based on lifetime expected credit losses
On receivables originated in theyear 771.36 296.08
Amounts written off duringtheyear 368.72 613.21
Balance at end of theyear 814.53 411.89

B. 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 of three types of risks – interest rate risk, currency risk and other price risk in a fluctuating market environment. Financial instrument affected by market risks includes loans and borrowings, deposits and other financials assets.

The Company has designed risk management frame work to control various risks effectively to achieve the business objectives. This includes identification of risk, its assessment, control and monitoring at timely intervals.

(i) Currency Risk

The Company operates internationally and portion of the business is transacted in several currencies and consequently, the Company is exposed to foreign exchange risk through it’s sales and services in overseas and purchases from overseas suppliers in various foreign currencies. The Currency Risk can be majorly divided into two main categories -

  1. Risk of change in Profits due to change in currency rate of Outstanding Trade Payables and Receivables (net of advances)

  2. Risk of increased outflows due to change in currency rate of Other Payables.

Foreign Currency Sensitivity

The following tables demonstrate the sensitivity to a reasonably possible change in USD and EURO exchange rates, with all other variables held constant. The impact on the Company’s profit before tax and cash flows is due to changes in the fair value of Outstanding Trade Payables and Receivables (net of advances) and the effect not on profit but on cash flow is due to Other Payables. The Company’s exposure to foreign currency changes for all other currencies is not material.

1. The impact on the Company’s profit before tax due to changes in the fair value of Outstanding Trade Payables and

hirect.com

147

==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Receivables:

Receivables:
(`in lakhs)
Currency Change in rate Effect on proft
before tax
March 31, 2025 USD +5% (0.49)
USD -5% 0.49
EURO +5% (18.87)
EURO -5% 18.87
CHF +5% (8.43)
CHF -5% 8.43
March 31, 2024 USD +5% (3.29)
USD -5% 3.29
EURO +5% (10.20)
EURO -5% 10.20
CHF +5% (10.94)
CHF -5% 10.94

2. The impact on the Company’s cash flow due to changes in the fair value of Other Payables

||(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|
||Currency|Change in rate|Effect on cash flow|
|March 31, 2025|USD|+5%|0.66|
||USD|-5%|(0.66)|
||EURO|+5%|-|
||EURO|-5%|-|
||CHF|+5%|-|
||CHF|-5%|-|
|March 31, 2024|USD|+5%|-|
||USD|-5%|-|
||EURO|+5%|-|
||EURO|-5%|-|
||CHF|+5%|-|
||CHF|-5%|-|

In management’s opinion, the sensitivity analysis is unrepresentative of the inherent foreign exchange risk because the exposure at the end of the reporting period does not reflect the exposure during the year.

(ii) Commodity Price Risk

  • a. The Company is subjected to Commodity Price risk due to the fluctuations in the price of copper. This is procured from domestic suppliers. However, domestic price of the copper is afffected based on the price at the London Metal Exchange (LME) and exchange rates. In case copper prices undergo upward / downward revision due to LME or exchange rate, the price difference are adequately covered by the price variation clause of the order.

  • b. Exposure of the Company to commodity and commodity risks faced by it throughout the year.

  • Total exposure of the Company to commodities in ` 16,354.56 lakhs

  • Exposure of the Company to various commodities:

67[th] Annual Report 2024-25

148

Corporate Overview Statutory Reports

Financial Statements

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Commodity
Name
Exposure
towards the
particular
commodity
(`In lakhs)
Exposure
in quantity
terms
towards the
particular
commodity
% of such Exposure Hedged through Commodity Derivatives % of such Exposure Hedged through Commodity Derivatives % of such Exposure Hedged through Commodity Derivatives % of such Exposure Hedged through Commodity Derivatives % of such Exposure Hedged through Commodity Derivatives
Domestic Market International Market Total
OTC Exchange OTC Exchange
1.
Copper
13,896.76 1,423.97 MT N/A N/A N/A
2.
Aluminium
2,457.80 559.60 MT
TOTAL **16,354.56 ** 1,983.57 MT
  1. In majority of orders, company do have price variation clause (PVC) issued by Indian Electrical and Electronics Manufacturers’ Association (IEEMA) which covers all component of cost including commodities and accordingly company do not have any major risk due to fluctuation in commodities price.

(iii) Interest rate risk

The Company manages interest rate risk by having a balanced portfolio of fixed and variable rate of interest on loans and borrowings. To manage this, Company has taken loans from banks which are linked to MCLR rate of the bank, which are variable.

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:

||(in lakhs)|(in lakhs)|(in lakhs)| |---|---|---|---| ||**Currency**|**Increase/ Decrease**<br>**in basis Points**|**Effect on proft**<br>**before tax**| |**March 31, 2025**||+50|(61.53)|
|||**-50**|**61.53**| |March 31, 2024||+50|(55.19)|
||`|-50|55.19|

(iv) Equity Price Risk

The Company is not exposed to equity price risks arising from equity investments since the Company does not have any equity investments.

C. LIQUIDITY RISK

(i) Liquidity risk management

The Company manages liquidity risk by continuously monitoring forecast and actual cash flows on daily, monthly and yearly basis. The Company ensures that there is a free credit limit available at the start of the year which is sufficient for repayments getting due in the ensuing year. Loan arrangements, credit limits with various banks including working capital and monitoring of operational and working capital issues are always kept in mind for better liquidity management.

(ii) Maturities of financial liabilities

The following tables detail the Company’s remaining contractual maturity for its non-derivative financial liabilities with agreed repayment periods. The amount disclosed in the tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Company can be required to pay.

To the extent that interest flows are floating rate, the undiscounted amount is derived from interest rate curves at the end of the reporting period. The contractual maturity is based on the earliest date on which the Company may be required to pay.

hirect.com

149

==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|
|---|---|---|---|---|---|---|
|As at March 31, 2025|On demand|Less than 1
Year|1-3 Years|3 Years to 5
Years|5 years &
above|Total|
|Non Derivative fnancial instruments|||||||
|Longterm borrowings|-|-|2,484.34|353.86|1.78|2,839.98|
|Short term borrowings|||||||
|Cash Credit Facilities|-|12,032.45|-|-|-|12,032.45|
|Current maturities of long-term debt|-|1,025.71|-|-|-|1,025.71|
|Lease liabilities|-|200.08|395.18|15.19|-|610.45|
|Tradepayables|||||||
|Trade payables - Micro and small
enterprises|-|142.99|-|-|-|142.99|
|Trade payables - other than micro
and small ent|-|5,848.64|-|-|-|5,848.64|
|Other Financial Liabilities|||||||
|Deposits from dealers and agents|-|-|-|-|8.00|8.00|
|Interest accrued on borrowings|-|18.12|-|-|-|18.12|
|Unclaimed / Unpaid dividends|-|52.00|-|-|-|52.00|
|Creditors for Capital Supplies /
Services|-|75.23|-|-|-|75.23|
|Provision for Bonus|-|73.42|-|-|-|73.42|
|Salary& Other Accrued Expenses|-|1,048.73|-|-|-|1,048.73|
|Due to Subsidary||13.17||||13.17|
|Total|-|20,530.54|2,879.52|369.05|9.78|23,788.89|
||(`in lakhs)||||||
|As at March 31, 2024|On demand|Less than 1
Year|1-3 Years|3 Years to 5
Years|5 years &
above|Total|
|Non Derivative fnancial instruments|||||||
|Longterm borrowings|-|-|2,135.26|199.61|-|2,334.87|
|Short term borrowings|||||||
|Cash Credit Facilities|-|9,582.31|-|-|-|9,582.31|
|Current maturities of long-term debt|-|975.99|-|-|-|975.99|
|Lease liabilities|-|174.90|376.40|181.60|15.19|748.09|
|Tradepayables|||||||
|Trade payables - Micro and small
enterprises|-|125.21|-|-|-|125.21|
|Trade payables - other than micro
and small ent|-|4,603.15|-|-|-|4,603.15|
|Other Financial Liabilities|||||||
|Deposits from dealers and agents|-|-|-|-|9.50|9.50|
|Interest accrued on borrowings|-|12.89|-|-|-|12.89|
|Unclaimed / Unpaid dividends|-|27.18|-|-|-|27.18|
|Creditors for Capital Supplies /
Services|-|66.34|-|-|-|66.34|
|Provision for Bonus|-|60.33|-|-|-|60.33|
|Salary& Other Accrued Expenses|-|543.63|-|-|-|543.63|
|Total|-|16,171.93|2,511.66|381.21|24.69|19,089.49|

67[th] Annual Report 2024-25

150

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

(iii) Financing arrangements

The Company had access to following undrawn borrowing facilities at the end of the reporting period:

|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|
|Particulars|As on
March 31, 2025|As on
March 31, 2024|
|Cash Credit Facilities|1,422.55|972.69|
|Total|1,422.55|972.69|

  • (iv) Maturities of financial assets

The following table details the Company’s expected maturity for its non-derivative financial assets. The table has been drawn up based on the undiscounted contractual maturities of the financial assets including interest that will be earned on those assets. The inclusion of information on non-derivative financial assets is necessary in order to understand the Company’s liquidity risk management as the liquidity is managed on a net asset and liability basis.

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|
|---|---|---|---|---|---|---|
|As at March 31, 2025|On demand|Less than 1
Year|

1-3 Years|3 Years to 5
Years|5 years &
above|Total|
|Non Derivative fnancial instruments|||||||
|Investments|-|-|
-|-|12.75|12.75|
|Trade Receivables|-|10,954.96|
-|-|-|10,954.96|
|Cash and Cash Equivalents|-|29.34|
-|-|-|29.34|
|Other Bank Balances|-|84.02|
-|-|-|84.02|
|Loans|-|6.31|
0.10|-|-|6.41|
|Other fnancial Assets|||||||
|SecurityDeposits|-|-|
-|-|83.58|83.58|
|Bank Deposits|-|-|
990.00|-|-|990.00|
|Retention Money|-|316.07|
36.24|-|-|352.31|
|Earnest MoneyDeposits|-|590.20|
35.57|-|-|625.77|
|Provision for Doubtful Amounts|-|(36.47)|-|-|-|(36.47)|
|Amount receivable against sale of
assets|-|-|
-|-|-|-|
|Interest Income Accrued|-|6.94|
-|-|-|6.94|
|Total|-|11,951.37|
1,061.91|-|96.33|13,109.61|

|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|---|
|As at March 31, 2024|On demand|Less than 1
Year|

1-3 Years|3 Years to 5
Years|5 years &
above|Total|
|Non Derivative fnancial instruments|||||||
|Investments|-|-|
-|-|12.75|12.75|
|Trade Receivables|-|8,915.81|
-|-|-|8,915.81|
|Cash and Cash Equivalents|-|32.70|
-|-|-|32.70|
|Other Bank Balances|-|122.55|
-|-|-|122.55|
|Loans|-|3.19|
0.24|-|-|3.43|
|Other fnancial Assets|||||||
|Security Deposits|-|-|
-|-|76.86|76.86|
|Bank deposits|-|-|
600.00|-|-|600.00|
|Retention Money|-|326.49|
10.48|-|-|336.97|
|Earnest Money Deposits|-|251.19|
40.39|-|-|291.58|

hirect.com

151

==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|
|---|---|---|---|---|---|---|
|As at March 31, 2024|On demand|Less than 1
Year|1-3 Years|3 Years to 5
Years|5 years &
above|Total|
|Provision for doubtful amounts|-|(19.01)|-|-|-|(19.01)|
|Amount receivable agst sale of
assets|-|42.60|-|-|-|42.60|
|Interest Income accrued|-|10.84|-|-|-|10.84|
|Total|-|9,686.36|651.11|-|89.61|10,427.08|

NOTE 68: CAPITAL MANAGEMENT

The Company’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to safeguard it’s ability to continue as a going concern and to optimize returns to shareholders. The Company monitors the amount of Capital in proportion to risk and manage the capital structure in light of changes in economic conditions and risk characteristics of underlying assets. The Company’s objective when managing capital is to maintain an optimal structure so as to maximize shareholder value. The Company takes and will take appropriate steps in order to maintain, or if necessary adjust it’s capital structure.

The Company’s adjusted net debt to equity ratio at March 31, 2025 and March 31, 2024 is as follows:

The Company’s adjusted net debt to equity ratio at March 31, 2025 and March 31, 2024 is as follows: The Company’s adjusted net debt to equity ratio at March 31, 2025 and March 31, 2024 is as follows: The Company’s adjusted net debt to equity ratio at March 31, 2025 and March 31, 2024 is as follows:
(`in lakhs)
Particulars As on
March 31, 2025
As on
March 31, 2024
Total Debt(including lease liabilities) 16,426.65 13,508.61
Less: cash and cash equivalents 29.34 32.70
Adjusted net debt 16,397.31 13,475.91
Total equity 16,002.94 12,452.95
Adjusted net debt to adjusted equity ratio 1.02 1.08

NOTE 69: ADDITIONAL REGULATORY INFORMATION

a. Details of Benami Property:

The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

b. Details of Crypto Currency or Virtual Currency:

The Company have not traded or invested in Crypto currency or Virtual Currency during reporting periods.

c. Utilisation of Borrowed Funds and Share Premium (as per MCA Circular 11/2022)

The Company has not advanced or loaned or invested any funds (either from borrowed funds or share premium or any other sources) to any other person(s) or entity(ies), including foreign entities (intermediaries), with the understanding (recorded or otherwise) that the intermediary shall:

  • i) directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Company (Ultimate Beneficiaries), or

  • ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

The Company has also not received any funds from any such person(s) or entity(ies) with the understanding that the Company shall, directly or indirectly:

  • i) lend or invest in other persons or entities identified 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.

67[th] Annual Report 2024-25

152

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

d. Details of unrecorded transactions:

The Company does not have any 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).

e. Details of compliances as per Companies Act 2013:

  • (i) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017.

  • (ii) The Company is not declared as a wilful defaulter by any bank or financial institution or other lender during the any reporting period.

  • (iii) There are no scheme of arrangements which have been approved by the Competent Authority in terms of sections 230 to 237 of the Companies Act, 2013 during the reporting periods.

  • (iv) During the reporting periods, the Company does not have any loans or advances in the nature of loans either repayable on demand or without specifying any terms or period of repayment granted to promoters, directors, KMPs and related parties as per the definition of Companies Act, 2013.

  • f. During the year ended March 31, 2025, the Company has not revalued any property, plant and equipment and intangible assets.

  • g. The Company has not received any borrowings from banks or financial institutions that were not used for the specific purpose for which they were borrowed at the balance sheet date.

NOTE 70:

The Company has used accounting software for maintaining its books of account for financial year ended March 31, 2025 which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in such software. Further, no instance of audit trail feature being tampered with was noted in respect of the accounting software.

NOTE 71: EVENTS AFTER THE REPORTING PERIOD

A wholly owned subsidiary named Coincade Studios Private Limited has been incorporated in India on April 15, 2025. It will be involved in developing cutting-edge products and solutions in Information Technology (IT), Artificial Intelligence (AI), Web3, and varied software.

NOTE 72: INCORPORATION OF SUBSIDIARY DURING THE YEAR

A wholly-owned subsidiary named Hirect FZ-LLC was incorporated in the UAE on November 21, 2024. Hirect FZ-LLC is set up as a subsidiary of Hind Rectifiers Limited to become more customer-focused and leverage the growth opportunities in the international market. The Company will deal in Power Generation, Transmission & Distribution Equipment, Trading, Heavy Equipment & Machinery, Spare Parts, Electronic Card Wholesale, Industrial Plant Equipment & Spare Parts Trading, Wholesale of Non-ferrous Metal.

hirect.com

153

==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 73:

Previous year’s figures are regrouped and rearranged wherever necessary.

NOTE 74:

The Financial Statements were authorised for issue by the directors on May 5, 2025.

As per our report attached For GMJ & Co Chartered Accountant F.R. No.: 103429W CA Madhu Jain Partner Membership No.: 155537

Place: Mumbai Date: May 5, 2025

For and on behalf of the Board of Directors

Suramya Nevatia Vandan Shah Chairman & Managing Director (CEO) Director DIN: 06703910 DIN: 00759570 A. K. Nemani Meenakshi Anchlia Chief Financial Officer Company Secretary

Place: Mumbai Date: May 5, 2025

67[th] Annual Report 2024-25

154

Corporate Overview

Financial Statements

Statutory Reports

[Pursuant to frst proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2O14]
Statement containing salient features of the fnancial statement of subsidiaries or associate companies or Joint ventures
Part A Subsidiaries
(Information in respect of each subsidiary to be presented with amounts in`)
Sr.
No.
Name of the
subsidiary
The date
since when
subsidiary
was
acquired
Reporting
period for the
subsidiary
concerned, if
different from
the holding
company's
reporting
period
Country of
Incorporation
Reporting
currency
in the case
of foreign
subsidiaries
Exchange
rate as on
the last
date of the
relevant
Financial
year in
the case
of foreign
subsidiaries
Share capital
(including
share
application
money)
Reserves
and
surplus
Total
assets
Total
Liabilities
(Other
than
equity)
Investments
Turnover
Proft
before
taxation
Provision
for
taxation
Proft
after
taxation
Proposed
Dividend
Extent of
shareholding
(in %)
1
Hirect FZ-
LLC
Date of
becoming
subsidiary:
November
21, 2024
November 21,
2024 to
March 31,
2025
UAE
USD
85.46
29.09
(15.92)
13.17
0
0
0
(15.92)
0
(15.92)
0
100%
Notes:
1.
Names of subsidiaries which are yet to commence operations: Hirect FZ-LLC
2.
Names of subsidiaries which have been liquidated or sold during the year: NA
Share capital is AED 1,25,000. The subsidiary’s bank account opening is in process. Once the account is opened, the subscription amount of AED 1,25,000 will be remitted
to Hirect FZ-LLC.
For and on behalf of the Board of Directors
Suramya Nevatia
Vandan Shah
Chairman & Managing Director (CEO)
Director
DIN:06703910
DIN:00759570
A. K. Nemani
Meenakshi Anchlia
Chief Financial Offcer
Company Secretary
Place: Mumbai
Date: May 5, 2025
Sr.
No.
Name of the
subsidiary
The date
since when
subsidiary
was
acquired
Reporting
period for the
subsidiary
concerned, if
different from
the holding
company's
reporting
period
Country of
Incorporation
Reporting
currency
in the case
of foreign
subsidiaries
Exchange
rate as on
the last
date of the
relevant
Financial
year in
the case
of foreign
subsidiaries
Share capital
(including
share
application
money)
Reserves
and
surplus
Total
assets
Total
Liabilities
(Other
than
equity)
Investments
Turnover
Proft
before
taxation
Provision
for
taxation
Proft
after
taxation
Proposed
Dividend
Extent of
shareholding
(in %)
1
Hirect FZ-
LLC
Date of
becoming
subsidiary:
November
21, 2024
November 21,
2024 to
March 31,
2025
UAE
USD
85.46
29.09
(15.92)
13.17
0
0
0
(15.92)
0
(15.92)
0
100%
Notes:
1.
Names of subsidiaries which are yet to commence operations: Hirect FZ-LLC
2.
Names of subsidiaries which have been liquidated or sold during the year: NA
Share capital is AED 1,25,000. The subsidiary’s bank account opening is in process. Once the account is opened, the subscription amount of AED 1,25,000 will be remitted
to Hirect FZ-LLC.
For and on behalf of the Board of Directors
Suramya Nevatia
Vandan Shah
Chairman & Managing Director (CEO)
Director
DIN:06703910
DIN:00759570
A. K. Nemani
Meenakshi Anchlia
Chief Financial Offcer
Company Secretary
Place: Mumbai
Date: May 5, 2025

Extent of
shareholding
(in %)
100%


Proposed
Dividend
0


Proft
after
taxation
(15.92)


Provision
for
taxation
0
Proft
before
taxation
(15.92)
Turnover 0




Investments
0

Total
Liabilities
(Other
than
equity)
0


Total
assets
13.17




Reserves
and
surplus
(15.92)









Share capital
(including
share
application
money)*
29.09
Exchange
rate as on
the last
date of the
relevant
Financial
year in
the case
of foreign
subsidiaries
85.46
Reporting
currency
in the case
of foreign
subsidiaries
USD
Country of
Incorporation
UAE
Reporting
period for the
subsidiary
concerned, if
different from
the holding
company's
reporting
period
November 21,
2024 to
March 31,
2025
The date
since when
subsidiary
was
acquired
Date of
becoming
subsidiary:
November
21, 2024
Name of the
subsidiary
Hirect FZ-
LLC
Sr.
No.
1

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INDEPENDENT AUDITOR’S REPORT

To the Members of Hind Rectifiers Limited

Report on the Audit of the Consolidated Ind AS Financial Statements

OPINION

We have audited the accompanying consolidated Ind AS financial statements of Hind Rectifiers Limited (the “Holding Company”) which includes its subsidiary (the Holding Company, its subsidiary together referred as “the Group”) which comprise the consolidated Balance Sheet as at March 31, 2025, the consolidated Statement of Profit and Loss (including Other Comprehensive Income), the consolidated Statement of Changes in Equity and the consolidated Statement of Cash Flows for the year ended, and notes to financial statements, including a summary of material accounting policies and other explanatory information (hereinafter referred to as the “the consolidated Ind AS financial statements”).

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid consolidated Ind AS financial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of the Group as at March 31, 2025, and their consolidated net profit & other comprehensive income, their consolidated changes in equity and its consolidated cash flows for the year then ended on that date.

BASIS FOR OPINION

We conducted our audit of the consolidated financial statements in accordance with the Standards on Auditing (SA’s) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (“ICAI”) together with the ethical requirements that are relevant to our audit of the consolidated Ind AS financial statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the consolidated Ind AS financial statements.

KEY AUDIT MATTERS

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated Ind AS financial statements of the current period.

These matters were addressed in the context of our audit of the consolidated Ind AS financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.

These matters were addressed in the context of our audit of the Standalone Ind AS Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report:

to be the key audit matters to be communicated in our report:
Sr.
No.
Key Audit Matter Auditor’s Response
1. Completeness of revenue in relation to determination of
point of time when revenue should be recognized
1.
T he Holding Company has revenue from sale of products
which includes fnished goods and sale of services in
the form of an AMC charges. The Holding Company
manufactures highly specialized machined fnished
goods as per specifcation provided by the customers
and based on the schedules from the customers.
Our audit procedures included the following:
1.
Obtained an understanding of the Holding Company’s
sales process, including design and implementation of
controls and tested the operating effectiveness of these
controls.
2.
Obtained an understanding of the Holding Company’s
accounting policies pertaining to revenue recognition
and assessed compliance with Ind AS 115 - Revenue
from Contracts with Customers.
3.
Evaluated the terms of customer contracts on sample
basis to assess various performance obligations in the
contract, the point in time of transfer of control and
pricingterms.

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156

Corporate Overview

Financial Statements

Statutory Reports

INDEPENDENT AUDITOR’S REPORT (Contd.)

  • Sr. Key Audit Matter Auditor’s Response No. 2. The Holding Company recognizes revenue from sale 4. Performed testing on a sample basis sales invoices for of finished goods at a point in time based on the terms identification of point in time for transfer of control and of the contract with customers which varies for each terms of contract with customers. Further, we performed customer. Determination of point in time includes procedures to test on a sample basis whether revenue assessment of timing of transfer of significant risk was recognized in the appropriate period by testing and rewards of ownership, establishing the present shipping records, good inwards receipt of customer, sales right to receive payment for the products, delivery invoice, etc. and testing the management assessment specifications, timing of transfer of legal title of the asset involved in the process, wherever applicable and determination of the point of acceptance of goods 5. We assessed the disclosure is in accordance with

  • by customer. applicable accounting standards.

    1. Due to judgments relating to determination of point 6. Performed various analytical procedures to identify any
  • in time in satisfaction of performance obligations unusual sales trends for further testing.

  • with respect to sale of products, this matter has been considered as key audit matter.

  • 2. Recoverability of trade receivables In view of the significance of the matter we applied the Trade receivables, forms a significant part of the financial following audit procedures in this area, among others to obtain statements. Customer contracts typically involve time sufficient appropriate audit evidence: consuming and complex conditions around closure of 1. We obtained an understanding of the processes contracts, including technical acceptances. This generally implemented by management to estimate impairment leads to longer and significant time for realization of provision against trade receivables. receivables. As a result of the above, management’s 2. We tested key controls (both design and operating

  • assessment of recoverability of trade receivables, involves effectiveness) over management’s estimate of

  • critical evaluation of all factors impacting recoverability, impairment loss on random sample basis.

  • including impact of external environment such as capability of customers to pay. 3. We obtained and tested the appropriateness of ageing of trade receivables with the underlying invoices on a

  • Management makes an impairment allowance for trade sample basis using random sampling.

  • receivables on the basis of its assessment of recoverability of specific customers and on the basis of expected credit loss 4. We evaluated the impairment model adopted by model for the remaining customers in accordance with Ind AS management to estimate the expected credit loss 109, Financial Instruments. For the purposes of impairment and tested related computations. We corroborated assessment, significant judgements and assumptions are management’s estimates on the basis of past trends. made, including assessing credit risk, timing and amount of 5. We obtained, discussed and tested management

  • realization, etc. In view of above, we determined this to be a assessment of impairment for specific customer

  • key audit matter. balances with designated management personnel.

    1. We have circulated direct confirmations on a sample basis using statistical sampling. In case of non-receipt of such confirmations, alternate test procedures such as testing subsequent receipts and underlying documents have been performed

OTHER INFORMATION

The Holding Company’s Management and Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Management Discussion and Analysis, Board’s Report including Annexures to Board’s Report, Corporate Governance

and Shareholders’ information, but does not include the consolidated Ind AS financial statements, standalone financial statements, and our auditor’s report thereon.

Our opinion on the consolidated Ind AS financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

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INDEPENDENT AUDITOR’S REPORT (Contd.)

In connection with our audit of the consolidated Ind AS financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated Ind AS financial statements, or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this information, we are required to report that fact. We have nothing to report in this regard.

MANAGEMENT’S RESPONSIBILITY FOR THE CONSOLIDATED IND AS FINANCIAL STATEMENTS

The Holding Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation and presentation of these consolidated Ind AS financial statements that give a true and fair view of the consolidated financial position, consolidated financial performance including other comprehensive income, consolidated changes in equity and consolidated cash flows of the Group in accordance with the Ind AS and other accounting principles generally accepted in India.

The respective Board of Directors of the companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated financial statements by the Directors of the Holding Company, as aforesaid.

In preparing the consolidated Ind AS financial statements, the respective Board of Directors of the companies included in the Group are responsible for assessing the ability of the respective entities to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the respective Board of Directors either intends to liquidate their respective entities or to cease operations, or has no realistic alternative but to do so.

The respective Board of Directors of the companies included in the Group are responsible for overseeing the Group’s financial reporting process.

AUDITOR’S RESPONSIBILITIES FOR THE CONSOLIDATED AUDIT OF THE IND AS FINANCIAL STATEMENTS

Our objectives are to obtain reasonable assurance about whether the consolidated Ind AS financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with SA’s will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated Ind AS financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the consolidated Ind AS financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the Holding Company has adequate internal financial controls system in place and the operating effectiveness of such controls.

  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  • Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated Ind AS financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.

67[th] Annual Report 2024-25

158

Corporate Overview

Financial Statements

Statutory Reports

INDEPENDENT AUDITOR’S REPORT (Contd.)

  • Evaluate the overall presentation, structure, and content of the consolidated Ind AS financial statements, including the disclosures, and whether the consolidated Ind AS financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  • Obtain sufficient appropriate audit evidence regarding the financial information of the entities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision, and performance of the audit of the financial statements of such entities included in the consolidated Ind AS financial statements of which we are the independent auditors.

Materiality is the magnitude of misstatements in the consolidated Ind AS financial statements that individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the consolidated Ind AS financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the consolidated Ind AS financial statements.

We communicate with those charged with governance of the Holding Company and such other entity included in the consolidated Ind AS financial statements of which we are the independent auditors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated Ind AS financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

OTHER MATTER

We did not audit Financial Statements and other information of 1 subsidiary, whose financial information reflect share of total assets of INR 13.17 Lakhs as on March 31, 2025, share of total revenue of INR NIL, share of total net loss after tax of INR 15.83 Lakhs and share of other comprehensive deficit of INR 0.01 lakhs for the period from April 01, 2024 to March 31, 2025 respectively and net cash outflow of INR NIL for the year ended on March 31, 2025, as considered in the Consolidated Financial Statements. This unaudited financial information has been furnished to us by the Board of Directors and our opinion on the Consolidated Financial Statements, in so far as it relates to the amounts and disclosures included in respect of these subsidiary is based solely on such unaudited financial information. In our opinion and according to the information and explanations given to us by the Board of Directors, these Financial Statements are not material to the Group.

Our opinion is not modified in respect of the above matters with respect to our reliance on the work done, the financial statements and other financial information certified by the Management.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

  1. As required by Section 143(3) of the Act, based on our audit as required by the Companies (Auditor’s Report) Order, 2020 (“the Order”) issued by the Central Government of India in terms of Section 143(11) of the Act, we give in the “Annexure A” a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

  2. As required by Section 143(3) of the Act, based on our audit we report that:

  3. a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated Ind AS financial statements.

  4. b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated Ind AS financial statements have been kept so far as it appears from our examination of those books.

  5. c) The Holding company has branch offices, although no separate books of accounts are prepared by the

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INDEPENDENT AUDITOR’S REPORT (Contd.)

Branch and hence section 143(8) does not apply to the Holding Company.

  • d) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss (including Other Comprehensive Income), the Consolidated Statement of Changes in Equity and the Consolidated Statement of Cash Flow dealt with by this Report are in agreement with the relevant books of account maintained for the purpose of preparation of the consolidated Ind AS financial statements.

  • e) In our opinion, the aforesaid consolidated Ind AS financial statements comply with the Indian Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

  • f) In our opinion there are no financial transactions or matters which have any adverse effect on the functioning of the Group.

  • g) On the basis of the written representations received from the directors of the Holding company as on March 31, 2025, taken on record by the Board of Directors of the holding company, none of the directors of the Group company is disqualified as on March 31, 2025 from being appointed as a director in terms of Section 164 (2) of the Act.

  • h) There is no adverse remark relating to the maintenance of accounts and other matters connected therewith.

  • i) With respect to adequacy of internal financial controls over financial reporting and the operating effectiveness of such controls, refer to our separate report in “Annexure B” which is based on the auditor’s report of the holding company. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the internal financial controls over financial reporting.

  • j) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section 197(16) of the Act, as amended:

  • In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the holding company to its directors during the year is in accordance with the provisions of section 197 of the Act.

  • k) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the explanations given to us:

  • (i) The Consolidated Ind AS Financial Statements disclose the impact of pending litigations on the consolidated financial position of the Group.

  • (ii) Provisions has been made in the consolidated Ind AS financial statement, as required under the applicable law or accounting standard, for material foreseeable laws if any, on long term contracts including derivative contracts.

  • (iii) There has been no delay in transferring amounts which were required to be transferred to the Investor Education and Protection Fund by the Holding Company.

  • (iv) a. The respective management of the Holding company and its subsidiary, whose financial statements have audited under the Act, have represented to us that, to the best of their knowledge and belief, no funds (which are material either individually or in aggregate) have been advanced or loaned or invested (either form borrowed funds or share premium or any other sources or kind of funds) by the Holding company or of such subsidiary to or in any other person or entities, including foreign entities (“intermediaries”), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether, directly or indirectly lend or invest in other person or entities identified in any manner whatsoever by on behalf of the Holding company or any of such subsidiary (“ultimate beneficiaries”) or provide any guarantee, security or the like on behalf of the ultimate beneficiaries;

    • b. The respective management of the Holding Company and its subsidiary, whose financial statements have been audited under the Act, have represented to us, that, to the best of their knowledge

67[th] Annual Report 2024-25

160

Corporate Overview

Financial Statements

Statutory Reports

INDEPENDENT AUDITOR’S REPORT (Contd.)

and belief, no funds (which are material either individually or in aggregate) have been received by the Holding company from any persons or entities, including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Holding Company or any of such subsidiary shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

the year which is subject to the approval of the members at the ensuing Annual General Meeting. Such dividend proposed is in accordance with Section 123 of the Act, as applicable.

  • e. The reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 is applicable from April 01, 2023:

Based on our examination which included test checks, the Holding Company has used accounting software for maintaining its books of account, which have a feature of recording audit trail facility and the same has operated throughout the year for all relevant transactions recorded in the respective software.

  • c. Based on audit procedures which we considered reasonable and appropriate in the circumstances performed by us on the Holding Company and its Subsidiary, whose financial statements have been audited under the Act, nothing has come to our notice that has caused us to believe that the representations under subclause (a) and (b) contain any material misstatement.

Further, for the periods where audit trail facility was enabled and operated throughout the year for the respective accounting software, we did not come across any instance of the audit trail feature being tampered with.

misstatement. For GMJ & Co The final dividend proposed for the Chartered Accountants FRN: 103429W previous year was declared and paid by the Holding Company during the year is CA Madhu Jain in accordance with Section 123 of the Act, as applicable. Partner Place : Mumbai M. No.: 155537 The Board of Directors of the Holding Date: May 05, 2025 UDIN: 25155537BMKOJU3730 Company have proposed final dividend for

  • d. The final dividend proposed for the previous year was declared and paid by the Holding Company during the year is in accordance with Section 123 of the Act, as applicable.

Annexure – ‘A’ to the Independent Auditors’ Report

(Referred to in paragraph 1 under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)

xxi) With respect to the matters specified in paragraphs 3(xxi) and 4 of the Companies (Auditor’s Report) Order, 2020 (the “Order”/“CARO”) issued by the Central Government in terms of Section 143(11) of the Act, to be included in the Auditor’s report, according to the information and explanations given to us, and based on the CARO reports issued by us included in the consolidated financial statements of the Holding Company, to which reporting under CARO is applicable, we report that there are no qualifications or adverse remarks in these CARO reports except as mentioned in clause 3(vii)(b) and clause 3(x)(a) of the CARO Report on Standalone Ind AS Financial Statements of Hind Rectifiers Limited.

For GMJ & Co Chartered Accountants FRN: 103429W

Place : Mumbai Date: May 05, 2025

CA Madhu Jain Partner M. No.: 155537 UDIN: 25155537BMKOJU3730

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INDEPENDENT AUDITOR’S REPORT (Contd.)

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Annexure – ‘B’ to the Independent Auditors’ Report

(Referred to in paragraph 1(i) under ‘Report on Other Legal and Regulatory Requirements’ section of our report to the Members of Hind Rectifiers Limited of even date)

(Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”))

In conjunction with our audit of the consolidated Ind AS financial statements of the Company as of and for the year ended March 31, 2025, we have audited the internal financial controls over financial reporting of “Hind Rectifiers Limited” (the “Holding Company") which includes the internal financial controls over financial reporting of the Holding Company and its subsidiary companies incorporated in India for which internal financial Control reporting is applicable, as of that date.

MANAGEMENT’S RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS

The respective board of directors of the Holding Company responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the respective Companies considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (‘the ICAI’). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to respective Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

AUDITORS’ RESPONSIBILITY

Our responsibility is to express an opinion on the internal financial controls over financial reporting of the Holding Company based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, issued by ICAI and

deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls system over financial reporting of the Holding Company.

MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

A group's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Company's internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of standalone

67[th] Annual Report 2024-25

162

Corporate Overview

Financial Statements

Statutory Reports

INDEPENDENT AUDITOR’S REPORT (Contd.)

financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the Company's assets that could have a material effect on the Consolidated Ind As financial statements.

INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

OPINION

In our opinion and to the best of our information and according to the explanations given to us, the Holding Company have, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2025, based on the internal control over financial reporting criteria established by the respective Companies considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For GMJ & Co Chartered Accountants FRN: 103429W CA Madhu Jain Partner Place : Mumbai M. No.: 155537 Date: May 05, 2025 UDIN: 25155537BMKOJU3730

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CONSOLIDATED BALANCE SHEET

AS AT MARCH 31, 2025

CONSOLIDATED BALANCE SHEET
AS AT MARCH 31, 2025
(`In lakhs)
Sr.
No.
Particulars
Note No. As at
March 31, 2025
As at
March 31, 2024
I.
ASSETS
1
Non Current Assets
a.
Property, Plant and Equipment
2 8,664.55 7,680.69

b.
Capital Work in Progress
3
684.38

816.05

c.
Other Intangible Assets
4 1,566.13 689.43

d.
Intangible Assets under Development
5
528.87
1,428.15

e.
Right to use leased asset
2A 476.31
591.95

f.
Financial Assets
i.
Investments
6 12.75 12.75
ii.
Loans
7 0.10 0.24
iii.
Other Financial Assets
8 1,145.39 727.73
g.
Deferred tax Assets(net)
9
-
210.73
h.
Other Non Current Assets
10 1,950.05 49.51

15,028.53
12,207.23
2
Current Assets
a.
Inventories
11 12,073.31 9,671.89
b.
Financial Assets
i.
Trade Receivables
12 10,954.96 8,915.81
ii.
Cash and Cash equivalents
13
29.34

32.70

iii.
Bank Balances other than (ii) above
14 84.02 122.55

iv.
Loans
15 6.31 3.19
v.
Other Financial Assets
16 876.74 612.11
c.
Other Current Assets
18 2,349.85 1,536.82

26,374.53

20,895.07
3
Assets held for Sale
19
325.78
-
TOTAL ASSETS 41,728.84 33,102.30
II.
EQUITY AND LIABILITIES
1
Equity
a.
Equity Share Capital
20 343.25 342.76

b.
Other Equity
21 15,643.77 12,110.19
15,987.02 12,452.95
2
Liabilities
Non Current Liabilities
a.
Financial Liabilities
i.
Borrowings
22 2,839.98 2,334.87
ia.
Lease liabilities
2A
372.73
495.08
ii.
Other Financial Liabilities
23 8.00 9.50
b.
Provisions
24 525.10 518.33
c.
Deferred tax Liabilities (net)
9 153.14 -
3,898.95 3,357.78
Current Liabilities
a.
Financial Liabilities
i.
Borrowings
25 13,058.16 10,558.30
ia. Lease liabilities 2A
155.78
120.36
ii.
Trade Payables

a.
total outstanding dues of micro and small enterprises
26 142.99 125.21

b.
total outstanding dues of creditors other than micro and small
enterprises
26 5,848.64 4,603.15
iii.
Other Financial Liabilities
27 1,267.50 710.37
b.
Other Current Liabilities
28
725.50
722.45
c.
Provisions
29 409.74 353.05
d.
Current Tax Liabilities (net)
17 234.56 98.68
21,842.87 17,291.57
TOTAL EQUITY AND LIABILITIES
41,728.84

33,102.30
Corporate Information & Material Accounting Policies
The accompanying notes are an integral part of the fnancial statements

1

As per our report attached

For and on behalf of the Board of Directors

For GMJ & Co Chartered Accountant F.R. No.: 103429W CA Madhu Jain Partner Membership No.: 155537 Place: Mumbai Date: May 5, 2025

Suramya Nevatia Vandan Shah Chairman & Managing Director (CEO) Director DIN: 06703910 DIN: 00759570 A. K. Nemani Meenakshi Anchlia Chief Financial Officer Company Secretary

Place: Mumbai Date: May 5, 2025

67[th] Annual Report 2024-25

164

Corporate Overview

Financial Statements

Statutory Reports

CONSOLIDATED STATEMENT OF PROFIT AND LOSS

FOR THE YEAR ENDED MARCH 31, 2025

FOR THE YEAR ENDED MARCH 31, 2025
(`In lakhs)
Sr.
No.
Particulars
Note No. For the year ended
March 31, 2025

For the year ended
March 31, 2024
1
INCOME
a.
Revenue from operations
30 65,536.74 51,755.25
b.
Other income
31 148.11 61.02
Total income 65,684.85 51,816.27
2
EXPENSES
a.
Cost of materials consumed
32 50,110.82 38,155.72
b.
Purchases of stock-in-trade
c.
Changes in inventories of fnished goods, work-in-progress and stock-
in-trade
33 (2,282.26) 276.67
d.
Employee benefts expense
34 6,325.90 5,234.77
e.
Finance costs
35 1,319.16 1,272.63
f.
Depreciation and amortization expense
36 848.70 744.62
g.
Other Expenses
37 4,351.26 3,663.74
Total expenses
60,673.58 49,348.15
3
Proft/(Loss) before exceptional items and tax
5,011.27 2,468.12
4
Exceptional items
- (699.22)
5
Proft/(Loss) before tax
5,011.27
1,768.90
6
Tax expense:
a.
Current tax
38 1,311.69 48.12
b.
Deferred tax
38 (11.67) 469.75
7
Proft/ (Loss) for the Year
3,711.25 1,251.03
8
Other Comprehensive Income/(Loss)
a.
Items that will not be reclassifed to proft and loss
(i)
ActuarialGains/(Loss) onpost-employment defned beneft plan
(0.45) 5.95
(ii)
Tax on above
38 0.13 (1.73)
b.
Items that will be reclassifed to proft and loss
(i)
Foreign Currency Translation Reserve
(0.09) -
Other Comprehensive Income/(Loss) for the Year (0.41) 4.22
9
Total Comprehensive Income for the Year
3,710.84 1,255.25
Proft for the year attributable to:
Equity shareholders of the Parent Company
Other Comprehensive Income/(Loss): 3,711.25 1,251.03
Equity shareholders of the Parent Company
Total Comprehensive Income for the Year: (0.41) 4.22
Equity shareholders of the Parent Company
10
Earnings per equity share attributable to Equity Shareholders of
Parent Company

41
3,710.84 1,255.25
Earnings per share before exceptional item (face value of Rs. 2 each)

a.
Basic
21.64 11.39
b.
Diluted
21.60 11.35
Earnings per share after exceptional item (face value of Rs. 2 each)
a.
Basic
21.64 7.30
b.
Diluted
21.60 7.28

The accompanying notes are an integral part of the financial statements

As per our report attached

For and on behalf of the Board of Directors

For GMJ & Co Chartered Accountant F.R. No.: 103429W

CA Madhu Jain Partner Membership No.: 155537

Place: Mumbai Date: May 5, 2025

Suramya Nevatia Chairman & Managing Director (CEO) DIN: 06703910 A. K. Nemani Chief Financial Officer

Place: Mumbai Date: May 5, 2025

Vandan Shah Director DIN: 00759570 Meenakshi Anchlia Company Secretary

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CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2025

A. EQUITY SHARE CAPITAL

(` In lakhs)

Particulars Balance as on
beginning of the year
Changes in Equity
Share Capital during
the year
Balance as on end of
the year (refer note 20)
Current Reporting period - As on March 31, 2025 342.76 0.49 343.25
Previous Reporting period - As on March 31, 2024 342.48 0.28 342.76

B. OTHER EQUITY

Current Reporting period

(` In lakhs)

Particulars Attributable to equity shareholders of Parent Company Attributable to equity shareholders of Parent Company Attributable to equity shareholders of Parent Company Attributable to equity shareholders of Parent Company Attributable to equity shareholders of Parent Company Attributable to equity shareholders of Parent Company Total Other
Equity (refer
note 21)
Reserves & Surplus Other Comprehensive Income
reserve
Securities
Premium

General
Reserve
Share Based
Payment
Reserve

Retained
Earnings
Remeasurement
of employee
benefts

Foreign
Currency
Translation
Reserve
As at March 31, 2024 2,262.20 6,554.15 55.88 3,187.94 50.02 - 12,110.19
Proft / (Loss) for the year - - - 3,711.25 - - 3,711.25
Other Comprehensive
Income/(Loss)
- - - - (0.32) (0.09) (0.41)
Total Comprehensive
Income for the Year
- - - 3,711.25 (0.32) (0.09) 3,710.84
ESOPs Exercised/Lapsed 46.43 4.25 (30.08) - - - 20.60
ESOP Expenses - - 7.79 - - - 7.79
Dividend - - - (205.65) - - (205.65)
As at March 31, 2025 2,308.63 6,558.40 33.59 6,693.54 49.70 (0.09) 15,643.77

Previous Reporting period

(` In lakhs)

Particulars Attributable to equity shareholders of Parent Company Attributable to equity shareholders of Parent Company Attributable to equity shareholders of Parent Company Attributable to equity shareholders of Parent Company Attributable to equity shareholders of Parent Company Attributable to equity shareholders of Parent Company Total Other
Equity (refer
note 21)
Reserves & Surplus Other Comprehensive Income
reserve
Securities
Premium

General
Reserve
Share Based
Payment
Reserve

Retained
Earnings
Remeasurement
of employee
benefts

Foreign
Currency
Translation
Reserve
As at March 31, 2023 2,226.15 6,543.65 76.45 1,936.91 45.80 - 10,828.96
Proft / (Loss) for the year - - - 1,251.03 - - 1,251.03

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166

Corporate Overview

Financial Statements

Statutory Reports

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

(` In lakhs)

(`In lakhs)
Particulars Attributable to equity shareholders of Parent Company Total Other
Equity (refer
note 21)
Reserves & Surplus Other Comprehensive Income
reserve
Securities
Premium

General
Reserve
Share Based
Payment
Reserve

Retained
Earnings
Remeasurement
of employee
benefts

Foreign
Currency
Translation
Reserve
Other Comprehensive
Income/ (Loss)
- - - - 4.22 - 4.22
Total Comprehensive
Income for the Year
- - - 1,251.03 4.22 - 1,255.25
ESOPs Exercised/Lapsed 24.53 10.50 (35.03) - - - -
ESOP Expenses 11.52 - 14.46 - - - 25.98
As at March 31, 2024 2,262.20 6,554.15 55.88 3,187.94 50.02 - 12,110.19

The accompanying notes are an integral part of the financial statements

As per our report attached

For and on behalf of the Board of Directors

For GMJ & Co Chartered Accountant F.R. No.: 103429W

Suramya Nevatia Chairman & Managing Director (CEO) DIN: 06703910

Vandan Shah Director DIN: 00759570

CA Madhu Jain Partner Membership No.: 155537

Place: Mumbai Date: May 5, 2025

A. K. Nemani Chief Financial Officer

Place: Mumbai Date: May 5, 2025

Meenakshi Anchlia Company Secretary

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CONSOLIDATED STATEMENT OF CASH FLOW

FOR THE YEAR ENDED MARCH 31, 2025

FOR THE YEAR ENDED MARCH 31, 2025
(`In lakhs)
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
A.
CASH FLOW FROM OPERATING ACTIVITIES
Net Proft/(Loss)Before Exceptional Item 5,011.27 2,468.12
Add/(Less): Exceptional Items - (699.22)
Net Proft/(Loss)After Exceptional Item 5,011.27 1,768.90
Adjusted for
Depreciation & Amortization Expense 687.47 630.93
Depreciation on right of use assets 161.23 113.69
Income on investments (31.13) (22.14)
Assets and CWIP written off 395.03 212.13
Gain / Loss on sale of assets (91.39) (17.87)
Bad debts, Liquidated damages and Provision for doubtful debts 771.36 296.07
Non Cash Expenses 15.83 -
Expense of Provision for warranty 326.96 393.88
Expense of Provision for Gratuity 24.28 144.95
ESOP expenses 7.79 14.46
Exchange rate fluctuation (18.51) 20.46
Interest Charged 1,319.16 1,272.63
Operating Proft before Working Capital Changes 8,579.35 4,828.09
Changes in
Trade & Other Receivables (5,825.65) (2,419.91)
Inventories (2,401.42) (427.65)
Trade payables 1,281.78 (603.76)
Other fnancial liabilities 2,450.14 2,528.32
Other liabilities and provisions 278.39 (493.89)
(4,216.76) (1,416.89)
Cash Generated from Operations 4,362.59 3,411.20
Direct Taxes Paid (800.14) (21.41)
Net Cash from Operating Activities 3,562.45 3,389.79
B.
CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Property, Plant and Equipment, Capital Work in Progress, Intangible Assets and
Intangible Assets under development
(2,271.56) (1,433.26)
Proceeds from disposal of Property, Plant and Equipment 125.06 62.07
Proceeds from bank deposits 600.00 -
Bank Deposits placed (990.00) (600.00)
Investment in Subsidiary (29.09)
Interest Received 34.24 22.47
Dividend Received 0.79 1.39
Net Cash used in Investing Activities (2,530.56) (1,947.33)
C.
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds of ESOP 21.09 11.80
Dividend paid (205.65) -
Payment of lease liabilities (187.53) (122.39)
Proceeds from Borrowings 1,595.86 907.01
Repayment from Borrowings (1,041.03) (1,001.51)

67[th] Annual Report 2024-25

168

Corporate Overview Statutory Reports

Financial Statements

STATEMENT OF CONSOLIDATED CASH FLOW FOR THE YEAR ENDED MARCH 31, 2025 (Contd.)

|(In lakhs)|(In lakhs)|(`In lakhs)|
|---|---|---|
|Particulars|For the year ended
March 31, 2025|For the year ended
March 31, 2024|
|Interest Paid|(1,256.52)|(1,221.29)|
|Net Cash used in Financing Activities|(1,073.78)|(1,426.38)|
|Net Changes in Cash & Cash Equivalents(A+B+C)|(41.89)|16.08|
|Cash & Cash Equivalents - OpeningBalance|155.25|139.17|
|Cash & Cash Equivalents - ClosingBalance|113.36|155.25|

Changes in liabilities arising from financing activites in accordance with Ind AS 7

Changes in liabilities arising from fnancing activites in accordance with Ind AS 7 Changes in liabilities arising from fnancing activites in accordance with Ind AS 7 Changes in liabilities arising from fnancing activites in accordance with Ind AS 7
(`In lakhs)
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Opening balances
Non Current borrowing (Refer Note 22) 2,334.87 2,433.38
Current Borrowings (Refer Note 25) 10,558.30 8,025.97
12,893.17 10,459.35
Movements
Non Current borrowing 505.11 (98.51)
Current Borrowings 2,499.86 2,532.33
3,004.97 2,433.82
Closing balances
Non Current borrowing (Refer Note 22) 2,839.98 2,334.87
Current Borrowings (Refer Note 25) 13,058.16 10,558.30
15,898.14 12,893.17

The accompanying notes are an integral part of the financial statements

As per our report attached

For and on behalf of the Board of Directors

For GMJ & Co Chartered Accountant F.R. No.: 103429W

Suramya Nevatia Chairman & Managing Director (CEO) DIN: 06703910

Vandan Shah Director DIN: 00759570

CA Madhu Jain Partner Membership No.: 155537

Place: Mumbai Date: May 5, 2025

A. K. Nemani Chief Financial Officer

Place: Mumbai Date: May 5, 2025

Meenakshi Anchlia Company Secretary

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NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025

NOTE 1.1: CORPORATE INFORMATION

Hind Rectifiers Limited (‘Hirect’ or ‘the Group’) is a public Company domiciled in India and is incorporated under the provisions of the Companies Act, applicable in India. The principal place of business of the Group is located in Bhandup, Mumbai. The Group is principally engaged in developing, designing, manufacturing and marketing Power Semiconductor, Power Electronic Equipments and Railway Transportation Equipments.

NOTE 1.2: MATERIAL ACCOUNTING POLICIES

a) Basis of Preparation of Consolidated Financial Statements

  • i) Compliance with IND-AS These Consolidated financial statements have been prepared in accordance with the Indian Accounting Standards (hereinafter referred to as the ‘Ind AS’) as notified by Ministry of Corporate Affairs pursuant to Section 133 of the Companies Act, 2013 (‘Act’) read with of the Companies (Indian Accounting Standards) Rules,2015 as amended and other relevant provisions of the Act.

ii) Historical Cost Convention The financial statements have been prepared on a historical cost basis, except for the following:

  • 1) Assets held for sale - measured at lower of carrying amount or fair value less cost to sell.

  • 2) Defined benefit plans - plan assets measured at fair value.

  • 3) Certain Financial Instruments that is measured at Fair value/Subsequently measured at amortized cost.

  • 4) Share Based Payments

  • iii) Rounding of amounts

The financial statements are presented in and all values are rounded to the nearest lakhs ( ,00,000), except when otherwise indicated.

iv) Principles of consolidation

  • (a) The financial statements of the Company and its subsidiaries are combined on a line-by-line basis by adding together like items of assets, liabilities, equity, incomes, expenses and cash flows, after fully eliminating intra-group balances and intra-group transactions.

  • (b) Profits or losses resulting from intra-group transactions, if any that are recognised in assets, such as Inventory and Property, Plant and Equipment, are eliminated in full.

  • (c) In case of foreign subsidiaries, revenue items are consolidated at the average rate prevailing during the year. All assets and liabilities are converted at rates prevailing at the end of the year. Any exchange difference arising on consolidation is recognised in the Foreign Currency Translation Reserve (FCTR).

  • (d) The unaudited financial statements of foreign subsidiary have been prepared in accordance with the Generally Accepted Accounting Principle of its Country of Incorporation or Ind AS.

b) Material accounting judgements, estimates and assumptions

The estimates and judgments used in the preparation of the Consolidated financial statements are continuously evaluated by the Group and are based on historical experience and various other assumptions and factors (including expectations of future events) that the Company believes to be reasonable under the existing circumstances. Differences between actual results and estimates are recognised in the period in which the results are known/materialised.

The said estimates are based on the facts and events, that existed as at the reporting date, or that occurred after that date but provide additional evidence about conditions existing as at the reporting date.

c) Current/ non-current classification

The Group 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 the normal operating cycle

  • 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 treated as current when it is:

  • Expected to be settled in normal operating cycle.

  • Due to be settled within twelve months after the reporting period, or

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Financial Statements

Statutory Reports

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

  • There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.

All other liabilities are classified as non-current.

Deferred tax assets and liabilities are classified as noncurrent assets and liabilities. The operating cycle is the time between the acquisition of assets for processing and their realization in cash and cash equivalents.

d) Revenue recognition

The Group derives revenues primarily from sale of manufactured goods & rendering of services.

The Group has adopted Ind AS 115, Revenue from Contract with Customers with effect from April 1, 2018.

The Group’s obligation to repair and replace faulty products under standard warranty terms is recognized as a provision.

Sale of Products

Revenue from contracts with customers is recognized when a performance obligation is satisfied by transfer of promised goods or services to a customer. Customers obtain control as per the terms of the respective contracts. In all other cases, performance obligation is considered as satisfied at a point in time. The revenue is recognised to the extent of transaction price allocated to the performance obligation satisfied. Transaction price is the amount of consideration to which entity expects it to be entitled in exchange for transferring goods or services to a customer excluding amounts collected on behalf of a third party. The entity includes variable consideration as part of transaction price when there is a basis to reasonably estimate the amount of the variable consideration and when it is probable that a significant reversal of cumulative revenue recognised will not occur when the uncertainty associated with the variable consideration is resolved.

Invoices are issued according to contractual terms and are usually payable as per the credit period agreed with the customer, ranging from 30 to 120 days.

Amounts disclosed in the revenue excludes GST.

Sale of services

Services rendered include Repairing and Servicing, AMC and Erectioning and Commissioning services.

Invoices are issued according to contractual terms and are usually receivable as per the credit period agreed with the customer.

Revenue from rendering of services is recognized over time as the customer receives the benefit of the Group’s performance and the Group has an enforceable right to receive the payment for services transferred.

Unbilled revenue represents value of services performed in accordance with the contract terms but not billed.

Revenue related to fixed price maintenance and support services contracts where the Group is standing ready to provide services is recognized based on time elapsed mode and revenue is straight lined over the period of performance. The Group is generally the principal as it typically controls the goods or services before transferring them to the customer. Significant judgments are used in:

  • a. Determining the revenue to be recognized in case of performance obligation satisfied over a period of time. Revenue recognition is done by measuring the progress towards complete satisfaction of performance obligation.

  • b. Determining the expected losses, which are recognized in the period in which such losses become probable based on the expected total contract cost as at the reporting date.

  • c. Determining the method to be applied to arrive at the variable consideration requiring an adjustment to the transaction price. Revenue includes adjustments made towards liquidated damages and price variation clause wherever applicable. Escalation and other claims, which are not ascertainable/acknowledged by customers are not taken into account.

Interest income

Interest income from debt instruments is recognised using the effective interest rate method.

Dividends

Dividends are recognized in the Statement of Profit and Loss only when the right to receive payment is established.

Export Incentives

Export incentives receivable under various schemes are accounted on accrual basis.

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NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Government Incentives

The Group is entitled to incentives from government authorities in respect of manufacturing units located in developing regions. The Group accounts for it’s entitlement as income on accrual basis.

Government grants are recognized when there is reasonable assurance that the grant will be received upon the Group complying with the conditions attached to the grant. If the government grants are by way of financial assistance on the basis of certain qualifying criteria are recognized as they become receivable.

Government grants, which are revenue in nature and are towards compensation for the qualifying costs incurred by the Group.

In the unlikely event that a grant previously recognised is ultimately not received, it is treated as a change in estimate and the amount cumulatively recognised is expensed in the Statement of Profit and Loss.

e) Taxes

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from ‘profit before tax’ as reported in the statement of profit and loss because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The Group’s current tax is calculated using tax rates that have been enacted or substantively enacted, by the end of the reporting period.

Current tax items are recognised in correlation to the underlying transaction either in the Statement of Profit and Loss, other comprehensive income or directly in equity.

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 recognised 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 utilised. Such deferred tax assets and liabilities are not recognised if the temporary difference arises from the initial recognition (other than in a business combination)

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 reporting period 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 realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Minimum Alternate Tax credit is recognized as deferred tax asset only when and to the extent there is convincing evidence that the Group will pay normal income tax during the specified period. Such asset is reviewed at each Balance Sheet date.

Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the relevant entity intends to settle its current tax assets and liabilities on a net basis.

Advance taxes and provisions for current income taxes are presented in the balance sheet after off-setting advance tax paid and income tax provision arising in the same tax jurisdiction and where the Group intends to settle the asset and liability on a net basis.

f) Property, Plant and Equipment

Land and buildings held for use in the production or supply of goods or services, or for administrative purposes, are stated in the balance sheet at cost less accumulated depreciation and accumulated impairment losses. Freehold land is not depreciated.

Properties in the course of construction for production or administrative purposes are carried at cost, less any recognized impairment loss. Cost includes professional fees , administrative and other general overhead expenses and, for qualifying assets, borrowing costs capitalized in accordance with the Group’s accounting policy. Such properties are classified to the appropriate categories of property, plant and equipment when completed and ready

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Financial Statements

Statutory Reports

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

for intended use. Depreciation of these assets, on the same basis as other property assets, commences when the assets are ready for their intended use.

The initial cost of an asset comprises its purchase price (including import duties and non-refundable taxes), any costs directly attributable to bringing the asset into the location and condition necessary for it to be capable of operating in the manner intended by management, the initial estimate of any decommissioning obligation, if any, and, borrowing cost for qualifying assets (i.e. assets that necessarily take a substantial period of time to get ready for their intended use)

PPE is recognized when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost can be measured reliably. PPE not ready for the intended use on the date of the Balance Sheet are disclosed as “capital work-in-progress”.

Other property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses. Depreciation is recognized so as to write off the cost of assets (other than freehold land and properties under construction) less their residual values over their useful lives, using the straight-line method. The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

An item of property, plant and equipment is derecognized upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on the disposal or retirement of an item of property,plant and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in statement of profit or loss.

The Group depreciates its property, plant and equipment over the useful life in the manner prescribed in Schedule II of the Companies Act, 2013 and management believe that useful life of assets are same as those prescribed in Scehdule II to the Act.

Depreciation charge for impaired assets is adjusted in future periods in such a manner that the revised carrying amount of the asset is allocated over its remaining useful life.

Where cost of a part of the asset (“asset component”) is significant to total cost of the asset and useful life of that part is different from the useful life of the remaining asset, useful life of that significant part is determined separately and such asset component is depreciated over its separate useful life.

Depreciation on additions to/deductions from, owned assets is calculated pro rata to the period of use.

g) Intangible assets

Intangible assets with finite useful lives that are acquired separately or developed in-house are carried at cost less accumulated amortization and accumulated impairment losses.

The useful life of an intangible asset is considered finite where the rights to such assets are limited to a specified period of time by contract or law or the likelihood of technical, technological obsolescence or commercial obsolescence. If, there are no such limitations, the useful life is taken to be indefinite. An intangible asset with an indefinite useful life is not amortized.

Intangible assets that have finite lives are amortized over their estimated useful lives by the straight line method .

The estimated useful life and amortization method are reviewed at the end of each reporting period, with the effect of any changes in estimate being accounted for on a prospective basis. Intangible assets representing a. cost of software capitalized is amortized over its useful life which is estimated to be a period of five years. b. cost of technical knowhow and product development capitalized are amortized over its useful life which is estimated to be a period of seven years.

The useful lives of intangible assets are reviewed annually to determine if a reset of such useful life is required for assets with finite lives and to confirm that business circumstances continue to support an indefinite useful life assessment for assets so classified.

An intangible asset is derecognized on disposal, or when no future economic benefits are expected from use or disposal. Gains or losses on de-recognition are determined by comparing proceeds with carrying

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NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

amount. These are included in profit or loss under other expenses / other income.

Development expenditure on new products is capitalized as intangible asset, if all of the following can be demonstrated:

  1. The technical feasibility of completing the intangible asset so that it will be available for use or sale;

  2. The Group has intention to complete the intangible asset and use or sell it;

  3. The Group has ability to use or sell the intangible asset;

  4. The manner in which the probable future economic benefits will be generated including the existence of a market for output of the intangible asset or intangible asset itself or if it is to be used internally, the usefulness of intangible assets;

  5. The availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset; and

  6. The Group has ability to reliably measure the expenditure attributable to the intangible asset during its development. Development expenditure that does not meet the above criteria is expensed in the period in which it is incurred.

h) Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the asset. All other borrowing costs are expensed in the period in which they occur.

Borrowing costs consist of interest and other costs incurred in connection with the borrowing of funds. Borrowing costs also include exchange differences to the extent regarded as an adjustment to the borrowing costs.

i) Inventories

Cost of inventories have been computed to include all cost of purchases, cost of conversion and other costs incurred in bringing the inventories to their present location and conditions. Taxes which are subsequently recoverable from taxation authorities are not included in the cost.

  • i) Raw material is valued at cost or net realisable value whichever is lower. Cost is calculated by applying the weighted average method.

  • ii) Work in progress, Finished Goods and Stock-inTrade are valued at cost or net realisable value whichever is lower.

  • iii) Scrap is valued at estimated selling price.

  • iv) Stores and Spares are valued at lower of cost or net realisable value. Tools and Instruments are valued at book value.

Obsolete, slow moving and defective inventories are identified from time to time and, where necessary, a provision is made for such inventories.

j) Provisions and contingent liabilities

Provisions are recognized when the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated.

  • Provisions are not recognized for future operating losses.

Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the end of the reporting period. The discount rate used to determine the present value is a pre tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognized as interest expense.

When the possible obligation or a present obligation in respect of which the likelihood of outflow of resources is remote, no provision is made.

Contingent liability is disclosed in case of:

  • (i) a possible obligation arising from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the entity; or

  • (ii) a present obligation arising from past events where:

  • it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation; or

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  • the amount of the obligation cannot be measured with sufficient reliability.

Contingent assets are disclosed where an inflow of economic benefits is probable.

Provisions, contingent liabilities and contingent assets are reviewed at each Balance Sheet date and adjusted to reflect the current management estimates.

k) Cash and cash equivalents

Cash and cash equivalents consist of balances with banks which are unrestricted for withdrawal and usage.

For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, other short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

l) Employee Benefits

  • i) Short Term Employee Benefits

All employee benefits payable within twelve months of rendering the service are recognized in the period in which the employee renders the related service.

ii) Post Employment / Retirement Benefits

Defined Contribution plan

  • Provident Fund is a defined contribution scheme established under State Plan. The contributions to the scheme are charged to Profit & Loss Account in the year when the contributions to the funds are due.

  • Superannuation Fund is a defined contribution scheme and contribution to the scheme are charged to the Profit & Loss Account in the year when contributions are made in respect of employees covered under the scheme. The scheme is funded with Life Insurance Corporation of India.

Defined Benefit plan

The present value of the obligation under defined benefit retirement (gratuity) plan , is determined based on an actuarial valuation by an independent actuary at the end of each year. In the case of gratuity, which is funded, the fair value of the plan assets is reduced from the gross obligation under

the defined benefit plans, to recognize the obligation on net basis.

  • The liability in respect of employees is provided and contributed to Life Insurance Corporation of India under Group Gratuity (Cash Accumulation) Scheme except;

  • a) In case of Mananging Director and CEO and Executive Director, Gratuity liability, is provided in accordance with the terms of appointment.

  • b) In case of Nashik and Dehradun Division it is provided on the basis of actuarial valuation.

  • c) Employees working in Sweden office are not covered under this scheme as they are covered by the social security tax scheme as per Sweden laws.

Remeasurement of net defined benefit liability, which comprises actuarial gains and losses and the return on plan assets (excluding interest) and the effect of the asset ceiling (if any excluding interest), are recognized immediately in other comprehensive income.

  • iii) Other Long Term Employee Benefits

The Group has other long term employee benefits in the form of Leave Encashment. The liability in respect of Leave Encashment is provided for on the basis of actuarial valuation made at the end of the financial year. The aforesaid Leave Encashment is not funded.

Actuarial gains / losses are recognized immediately to Other Comprehensive income, net of income taxes.

  • iv) Termination Benefits:

Compensation to employees who have opted for retirement under the Voluntary Retirement Scheme and termination of services of the employees by the Group is charged to the Statement of Profit and Loss account in the year on actual basis.

m) Research and Development

Research and development expenditures are accounted for in accordance with the principles laid down in Ind AS 38 -Intangible Assets.

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Research Phase:

Expenditure incurred during the research phase of an internal project is expensed as incurred. Research activities are aimed at obtaining new knowledge and do not result in the creation of an asset that meets the recognition criteria under Ind AS 38.

Development Phase:

Expenditure on development activities is recognized as an intangible asset only if all of the following criteria are met:

  • i) The technical feasibility of completing the intangible asset so that it will be available for use or sale;

  • ii) The intention to complete the asset and use or sell it;

  • iii) The ability to use or sell the asset;

  • iv) How the asset will generate probable future economic benefits;

  • v) The availability of adequate technical, financial, and other resources to complete the development and to use or sell the asset;

  • vi) The ability to reliably measure the expenditure attributable to the asset during its development.

If the above conditions are not met, the development expenditure is charged to the Statement of Profit and Loss as incurred.

Capitalization and Amortization:

Development costs recognized as an intangible asset are measured initially at cost and are amortized on a systematic basis over their useful life, not exceeding ten years. The amortization method and useful life are reviewed at least annually.

Other Costs:

R&D costs that do not qualify for capitalization are recognized as expenses in the period in which they are incurred. Property, plant and equipment acquired for R&D purposes are capitalized under Ind AS 16 and depreciated over their estimated useful lives.

Expenses incurred till the research phase are charged in the statement of profit and loss whereas the expenses for the development phase are capitalized as Intangible assets on completion of certain conditions.

n) Effects of Changes in Foreign Exchange Rates

  • Foreign currency translation

  • i) Functional and presentation currency

Items included in the financial statements are measured using the currency of the primary economic environment in which the entity operates (‘the functional currency’). The Group’s financial statements are presented in Indian rupee (`) which is also the Group’s functional and presentation currency.

  • ii) Transactions and balances

  • 1) Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency closing rates of exchange at the reporting date.

  • 2) Exchange differences arising on settlement or translation of monetary items are recognised in Statement of Profit and Loss except to the extent of exchange differences which are regarded as an adjustment to interest costs on foreign currency borrowings that are directly attributable to the acquisition or construction of qualifying assets which are capitalised as cost of assets.

  • 3) Non-monetary items that are measured in terms of historical cost in a foreign currency are recorded using the exchange rates at the date of the transaction. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was measured.

  • 4) In case of an asset, expense or income where a non-monetary advance is paid/received, the date of transaction is the date on which the advance was initially recognised. If there were multiple payments or receipts in advance, multiple dates of transactions are determined for each payment or receipt of advance consideration.

o) Earnings Per Share

Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period.

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Diluted earnings per share is computed using the net profit or loss after tax and weighted average number of equity and potential equity shares outstanding during the year, except where the result would be anti-dilutive.

Dilutive potential equity shares are deemed to be considered as at the beginning of the period unless issued at a later date.

p) Non-current assets held for sale

Non-current assets are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use and a sale is considered highly probable. They are measured at the lower of their carrying amount and fair value less costs to sell, except for assets such as deferred tax assets, assets arising from employee benefits, financial assets and contractual rights under insurance contracts, which are specifically exempt from this requirement.

Non-current assets are not depreciated or amortized while they are classified as held for sale. Interest and other expenses attributable to the liabilities of a disposal Group classified as held for sale continue to be recognised.

A sale is considered as highly probable when decision has been made to sell, assets are available for immediate sale in its present condition, assets are being actively marketed and sale has been agreed or is expected to be concluded within 12 months of the date of classification.

Non-current assets held for sale are neither depreciated nor amortized.

q) Cash Flows

Cash flows are reported using the indirect method, where by net profit before tax is adjusted for the effects of transactions of a noncash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or expenses associated with investing or financing cash flows. The cash flows from operating, investing and financing activities are segregated.

Investing and financing transactions that do not require the use of cash or cash equivalents shall be excluded from a statement of cash flows. Such transactions shall be disclosed elsewhere in the financial statements in a way that provides all the relevant information about these investing and financing activities.

r) Provision for Warranty

The Group typically provides warranties for general repairs of defects that existed at the time of sale, as required by law. These assurance-type warranties are accounted for under Ind AS 37 Provisions, Contingent Liabilities and Contingent Assets. In certain contracts, the Group provides warranty for an extended period of time and includes rectification of defects that existed at the time of sale and are normally bundled together with the main contract. Such bundled contracts include two performance obligations because the promises to transfer the goods and services and the provision of servicetype warranty are capable of being distinct. Using the relative stand-alone selling price method, a portion of the transaction price is allocated to the service-type warranty and recognized as a liability. Revenue is recognized over the period in which the service-type warranty is provided on a basis appropriate to the nature of the contract and services to be rendered.

Provision made as at March 31, 2025 represents the amount of the expected cost of meeting such obligations of rectification/replacement as per acturial valuation report. The timing of the outflows is expected to be within a period of 1 to 6 years from the date of Balance Sheet.

Provisions for warranty-related costs are recognized annually.

s) Impairment of assets

As at the end of each financial year, the carrying amounts of PPE, Capital Work-in-Progress, intangible assets and Intangible asset under development are reviewed to determine whether there is any indication that those assets have suffered an impairment loss. If such indication exists, PPE, Capital Work-in-Progress, intangible assets and Intangible asset under development are tested for impairment so as to determine the impairment loss, if any.

Intangible assets with indefinite life are tested for impairment each year. Impairment loss is recognized when the carrying amount of an asset exceeds its recoverable amount.

Recoverable amount is determined:

  • (i) in the case of an individual asset, at the higher of the fair value less costs to sell and the value-in-use; and

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  • (ii) in the case of a cash generating unit (the smallest identifiable group of assets that generates independent cash flows), at the higher of the cash generating unit’s fair value less costs to sell and the value-in-use.

The amount of value-in-use is determined as the present value of estimated future cash flows from the continuing use of an asset, which may vary based on the future performance of the Company and from its disposal at the end of its useful life. For this purpose, the discount rate (pre-tax) is determined based on the weighted average cost of capital of the Group suitably adjusted for risks specified to the estimated cash flows of the asset.

If recoverable amount of an asset (or cash generating unit) is estimated to be less than its carrying amount, such deficit is recognized immediately in the Statement of Profit and Loss as impairment loss and the carrying amount of the asset (or cash generating unit) is reduced to its recoverable amount

When an impairment loss subsequently reverses, the carrying amount of the asset (or cash generating unit) is increased to the revised estimate of its recoverable amount, such that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset (or cash generating unit) in prior years. A reversal of an impairment loss is recognized immediately in the Statement of Profit and Loss.

t) Leases

Assets taken on lease are accounted as right-of-use assets and the corresponding lease liability is recognized at the lease commencement date.

The lease liability is initially measured at the present value of the lease payments, discounted using the Group’s incremental borrowing rate.

The lease payments associated with these leases are recognized as an expense on a straight-line basis over the lease term.

Interest on lease liability is recognized using the effective interest method.

The right-of-use asset is measured by applying cost model i.e. right-of-use asset at cost less accumulated depreciation and cumulative impairment, if any. The right-of-use assets is depreciated using the straight-line method from the commencement date over the shorter of lease term or useful life of right-of-use asset

For short-term and low value leases, the Group recognizes the lease payments as an operating expense on a straight-line basis over the lease term.

The lease payments are discounted using the interest rate implicit in the lease, if that rate can be readily determined. If that rate cannot be readily determined, the Group uses incremental borrowing rate.

The lease liability is subsequently remeasured by increasing the carrying amount to reflect interest on the lease liability, reducing the carrying amount to reflect the lease payments made and remeasuring the carrying amount to reflect any reassessment or lease modifications or to reflect revised in-substance fixed lease payments. The Group recognizes the amount of the re-measurement of lease liability due to modification as an adjustment to the right-of-use asset and statement of profit and loss depending upon the nature of modification.

u) Share based Payment

Equity-settled share based payments to employees and others providing similar services are measured at the fair value of the equity instruments at the grant date.

The fair value determined at the grant date of the equitysettled share based payments is expensed on a straightline basis over the vesting period, based on the Group’s estimate of equity instruments that will eventually vest, with a corresponding increase in equity. At the end of each reporting period, the Group revises its estimate of the number of equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognized in Statement of Profit and Loss such that the cumulative expenses reflects the revised estimate, with a corresponding adjustment to the Share Based Payments Reserve.

If granted number of shares lapse after the vesting period, the cumulative amount recognised as expense in respect of such granted share is transferred to the retained earnings.

v) Operating Segment

Operating segments are reported in the manner consistent with the internal reporting provided by the Chief Operating Decision Maker (CODM). Chairman and Managing Director of the Company has been identified as CODM. Group has identified only one reportable segment.

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NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

w) Financial Instruments:

Financial assets - Initial recognition

Financial assets are recognized when the group becomes party to a contract embodying the related financial instruments. All financial assets are initially measured at fair value except for trade receivables not containing a significant financing component are initially measured at transaction price. Transaction costs that are attributable to the acquisition of financial assets at fair value through profit and loss are added to or deducted from as the case may be, from the fair value of such financial assets on initial recognition. Subsequent measurement Financial assets, other than equity instruments, are subsequently measured at amortized cost, fair value through other comprehensive income or fair value through profit or loss on the basis of both:

  • (i) the entity’s business model for managing the financial assets and;

  • (ii) the contractual cash flow characteristics of the financial asset.

(1) Measured at amortized cost:

A financial asset is measured at amortized cost, if it is held under the hold to collect business model i.e. held with an objective of holding the assets to collect contractual cash flows and the contractual cash flows are solely payments of principal and interest on the principal outstanding. Amortized cost is calculated using the effective interest rate (“EIR”) method 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 in interest income in the Statement of Profit and Loss. The losses arising from impairment are recognized in the Statement of Profit and Loss. On derecognition, gain or loss, if any, is recognized to Statement of Profit and Loss.

(2) Measured at fair value through other comprehensive income (FVOCI):

A financial asset is measured at FVOCI, if it is held under the hold to collect and sell business model i.e. held with an objective to collect contractual cash flows and selling such financial asset and the contractual cash flows are solely payments of principal and interest on the principal outstanding. It is subsequently measured at fair value with fair value movements recognized in the OCI, except

for interest income which recognized using EIR method. The losses arising from impairment are recognized in the Statement of Profit and Loss. On derecognition, cumulative gain or loss previously recognized in the OCI is reclassified from the equity to Statement of Profit and Loss.

  • (3) Measured at fair value through profit or loss (FVTPL):

Investment in financial asset other than equity instrument, not measured at either amortized cost or FVOCI is measured at FVTPL. Such financial assets are measured at fair value with all changes in fair value, including interest income and dividend income if any, recognized in the Statement of Profit and Loss.

Equity Instruments:

For all equity instruments, the Group may, on initial recognition, irrevocably elect to measure the same either at FVOCI or FVTPL. The Group makes such election on an instrument-by-instrument basis. Fair value changes on an equity instrument shall be recognised in Statement of Profit and Loss unless the Group has elected to measure such instrument at FVOCI. Fair value changes excluding dividends, on an equity instrument measured at FVOCI are recognised in the OCI. Amounts recognized in Other Comprehensive Income (OCI) are not subsequently transferred to Statement of Profit and Loss. Dividend income on the investments in equity instruments are recognized in Statement of Profit and Loss.

Impairment:

The Group recognizes a loss allowance for Expected Credit Losses (ECL) on financial assets that are measured at amortized cost and at FVOCI. The credit loss is difference between all contractual cash flows that are due to an entity in accordance with the contract and all the cash flows that the entity expects to receive (i.e. all cash shortfalls), discounted at the original effective interest rate. This is assessed on an individual or collective basis after considering all reasonable and supportable including that which is forward-looking.

The Group’s trade receivables or contract revenue receivables do not contain significant financing component and loss allowance on trade receivables is measured at an amount equal to life time

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expected losses i.e. expected cash shortfall, being simplified approach for recognition of impairment loss allowance.

Under simplified approach, the Group does not track changes in credit risk. Rather it recognises impairment loss allowance based on the lifetime ECL at each reporting date right from its initial recognition. The Group uses a provision matrix to determine impairment loss allowance on the portfolio of trade receivables.

The provision matrix is based on its historically observed default rates over the expected life of the trade receivable and is adjusted for forward looking estimates. At every reporting date, the historical observed default rates are updated and changes in the forward-looking estimates are analysed.

For financial assets other than trade receivables, the Company recognizes 12–month expected credit losses for all originated or acquired financial assets if at the reporting date the credit risk of the financial asset has not increased significantly since its initial recognition. The expected credit losses are measured as lifetime expected credit losses if the credit risk on financial asset increases significantly since its initial recognition. If, in a subsequent period, credit quality of the instrument improves such that there is no longer significant increase in credit risks since initial recognition, then the Group reverts to recognizing impairment loss allowance based on 12 months ECL.

The impairment losses and reversals are recognised in Statement of Profit and Loss. For equity instruments and financial assets measured at FVTPL, there is no requirement for impairment testing.

De-recognition

The Group derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers rights to receive cash flows from an asset, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the

Group continues to recognise the transferred asset to the extent of the Group’s continuing involvement. In that case, the Group also recognizes an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Group has retained.

Financial Liabilities

Initial Recognition and measurement

Financial liabilities are recognized when the Group becomes a party to the contractual provisions of the instruments. Financial liabilities are initially recognised at fair value net of transaction costs for all financial liabilities not carried at fair value through profit or loss.

The Group’s financial liabilities include trade and other payables, loans and borrowings.

Subsequent measurement:

Financial liabilities measured at amortized cost are subsequently measured at using EIR method. Financial liabilities carried at fair value through profit or loss is measured at fair value with all changes in fair value recognized in the Statement of Profit and Loss.

Loans & Borrowings:

After initial recognition, interest bearing loans and borrowings are subsequently measured at amortized cost using EIR method. Gains and losses are recognized in profit & loss when the liabilities are derecognized as well as through EIR amortization process.

Financial Guarantee Contracts

Financial guarantee contracts issued by the Group are those contracts that requires a payment to be made or to reimburse the holder for a loss it incurs because the specified debtors fails to make payment when due in accordance with the term of a debt instrument. Financial guarantee contracts are recognized initially as a liability at fair value, adjusted for transaction costs that are directly attributable to the issuance of the guarantee. Subsequently the liability is measured at the higher of the amount of loss allowance determined as per impairment requirements of Ind

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AS 109 and the amount recognized less cumulative adjustments.

De-recognition

A financial liability is de-recognized when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognized in the statement of profit or loss.

Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the Balance Sheet if there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

Fair Value measurement:

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

  • (i) In the principal market for the asset or liability, or

  • (ii) 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 by the Group.

The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in

its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising 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:

  • (i) Level 1 – Quoted (unadjusted) market prices in active markets for identical assets or liabilities

  • (ii) Level 2 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable

  • (iii) 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 Group 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.

For the purpose of fair value disclosures, the Group has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.

x) Application of new and amended standards

  • (A) Amendments to existing Standards (w.e.f. April 1, 2024)

The Ministry of Corporate Affairs vide notification dated September 9, 2024 and September 28, 2024 notified the Companies (Indian Accounting Standards) Second Amendment Rules, 2024 and Companies (Indian Accounting Standards) Third

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Amendment Rules, 2024, respectively, which amended/ notified certain accounting standards (see below), and are effective for annual reporting periods beginning on or after April 1, 2024: - Insurance contracts - Ind AS 117 and - Lease Liability in Sale and Leaseback — Amendments to Ind AS 116 These amendments did not have any material impact on the amounts recognized in prior periods and are not expected to significantly affect the current or future periods.

(B) Standards notified but not yet effective

No new standards have been notified during the year ended March 31, 2025.

NOTE 1.3 CRITICAL ACCOUNTING ESTIMATES

The preparation of these consolidated financial statements requires the management to make judgments, use estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these judgements, assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of the asset or liability affected in future periods.

regulations by the taxable entity and the responsible tax authority.

c) Gratuity benefit and Leave obligation

The cost of defined benefit plans (i.e. Gratuity benefit) and other long term employee obligations (i.e Leave obligation) is determined using actuarial valuations. An actuarial valuation involves making various assumptions which may differ from actual developments in the future. These include the determination of the discount rate, future salary increases, mortality rates and future pension increases. Due to the complexity of the valuation, the underlying assumptions and its long-term nature, a defined benefit obligation and leave obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date. In determining the appropriate discount rate, management considers the interest rates of long term government bonds with extrapolated maturity corresponding to the expected duration of the defined benefit obligation. The mortality rate is based on publicly available mortality tables for India. Future salary increases and pension increases are based on expected future inflation rates for India. Further details about the assumptions used, including a sensitivity analysis, are given in Note 58.

a) Leases

The Group determines the lease term as the noncancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. After the commencement date, the Group reassesses the lease term if there is a material event or change in circumstances that is within its control and affects its ability to exercise or not to exercise the option to renew or to terminate.

b) Taxes

Uncertainties exist with respect to the interpretation of tax regulations, changes in tax laws, and the amount and timing of future taxable income. Given the wide range of business relationships differences arising between the actual results and the assumptions made, or future changes to such assumptions, could necessitate future adjustments to tax income and expense already recorded. The Group establishes provisions, based on reasonable estimates. The amount of such provisions is based on various factors, such as experience of previous tax assessments and differing interpretations of tax

d) Impairment of Financial and Non-Financial Assets

The impairment provisions for Financial Assets are based on assumptions about risk of default and expected cash loss rates. The Group uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on Group’s past history, existing market conditions as well as forward-looking estimates at the end of each reporting period. In case of non-financial assets, assessment of impairment indicators involves consideration of future risks. Further, the Group estimates asset’s recoverable amount, which is higher of an asset’s or Cash Generating Units (CGU’s) fair value less costs of disposal and its value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using 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.

e) Provision for expected credit losses (ECL) of trade receivables and contract assets

The Group uses a provision matrix to calculate ECLs

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for trade receivables and contract assets. The provision matrix is initially based on the Group’s historical observed default rates. The Group will calibrate the matrix to adjust the historical credit loss experience with forwardlooking information. At every reporting date, the historical observed default rates are updated and changes in the forward-looking estimates are analysed.

f) Recoverability of Trade Receivables

Judgments are required in assessing the recoverability of overdue trade receivables and determining whether a provision against those receivables is required. Factors considered include the credit rating of the counterparty, the amount and timing of expected future payments and any possible actions that can be taken to mitigate the risk of non-payment.

g) Recognition of Deferred Tax Assets and Liabilities

Deferred tax assets and liabilities are recognised for deductible temporary differences and unused tax losses for which there is probability of utilisation against the future taxable profit. The Group uses judgement to determine the amount of deferred tax that can be recognised, based upon the likely timing and the level of future taxable profits and business developments.

h) Provisions

The Group estimates the provisions that have present obligations arising from a result of past events and it is probable that an outflow of resources will be required to settle the obligations. These provisions are reviewed at the end of each reporting period and are adjusted to reflect the current best estimates.

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NOTE 2: PROPERTY, PLANT AND EQUIPMENT

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|---|---|---|---|
|Details of Assets|Land||Road|Buildings|Plant &
Machinery|Furniture
& Fixture|Vehicles|Computers|Total|
||Freehold|Leashold||||||||
|Gross Carrying Amount||||||||||
|Balance as at March 31, 2023|124.31|396.46|44.40|3,153.54|4,975.54|416.10|247.85|200.37|9,558.57|
|Additions|-|-|-|42.16|702.59|65.54|62.80|19.94|893.03|
|Disposals|-|-|-|-|140.32|22.30|11.00|-|173.61|
|Balance as at March 31, 2024|124.31|396.46|44.40|3,195.70|5,537.81|459.34|299.65|220.31|10,277.99|
|Additions|-|-|-|26.83|1,552.38|24.53|176.67|90.63|1,871.04|
|Disposals|-|-|-|-|221.79|116.21|28.64|2.67|369.31|
|Reclassifcation As Held For Sale|122.20|-|24.63|390.14|65.92|-|-|-|602.89|
|Balance as at March 31, 2025|2.11|396.46|19.77|2,832.39|6,802.48|367.66|447.68|308.27|11,176.83|
|Accumulated Depreciation||||||||||
|Balance as at March 31, 2023|-|20.45|42.17|379.28|1,290.62|262.84|128.12|161.84|2,285.32|
|Additions|-|4.18|-|92.38|304.22|23.46|22.32|18.28|464.84|
|Disposals|-|-|-|-|121.28|21.13|10.45|-|152.86|
|Balance as at March 31, 2024|-|24.63|42.17|471.66|1,473.56|265.17|139.99|180.12|2,597.30|
|Additions|-|4.17|-|84.78|330.19|26.64|43.64|25.47|514.89|
|Disposals|-|-|-|-|184.47|108.59|27.21|2.54|322.81|
|Reclassifcation As Held For Sale|-|-|23.40|192.50|61.21|-|-|-|277.11|
|Balance as at March 31, 2025|-|28.80|18.77|363.94|1,558.07|183.22|156.42|203.05|2,512.27|
|Net Carrying Amount||||||||||
|Balance as at March 31, 2023|124.31|376.01|2.23|2,774.26|3,684.92|153.26|119.73|38.53|7,273.25|
|Balance as at March 31, 2024|124.31|371.83|2.23|2,724.04|4,064.25|194.17|159.66|40.19|7,680.69|
|Balance as at March 31, 2025|2.11|367.66|1.00|2,468.45|5,244.41|184.44|291.26|105.22|8,664.55|

  1. Borrowing costs of Rs. 77.56 lakhs have been capitalised for the year ended March 31, 2025 (Previous year ` NiL)

  2. The Company has availed working capital facilities, non fund based facilities and long term borrowings against which some of the borrowings are secured against the property, plant and equipment as per the terms and conditions of the borrowings. The details of property, plant and equipment which have been kept as security are disclosed in Note No. 22 and 25 of the Financial Statements.

  3. Estimated useful life of the following assets is in line with useful life prescribed in schedule II of the Companies Act, 2013:

Asset Class Minimum useful
life (in years)
Maximum useful
life (in years)
Land 95 95
Road 10 10
Buildings 30 60
Plant & Equipment 15 15
Furniture & Fixture 10 10
Vehicles 8 8
Computer 3 3

67[th] Annual Report 2024-25

184

Corporate Overview Statutory Reports

Financial Statements

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 2A: RIGHT OF USE ASSET AND LEASE LIABILITIES

i. Right of Use Assets (Building)

Right of Use Assets (Building) Right of Use Assets (Building) Right of Use Assets (Building)
(`In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
As at beginning of the year
591.95
13.86
Add - Additions
53.09
692.20
Less - Adjustments
7.50
0.42
Less - Depreciation for the year
161.23
113.69
As at end of the year
476.31
591.95
Particulars As at
March 31, 2025
As at
March 31, 2024
As at beginning of the year 591.95 13.86
Add - Additions 53.09 692.20
Less - Adjustments 7.50 0.42
Less - Depreciation for the year 161.23 113.69
As at end of the year 476.31 591.95

ii. Lease Liability

Lease Liability Lease Liability Lease Liability
(`In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
As at beginning of the year
615.44
15.82
Recognised during the year
50.72
677.12
Interest expense accrued during the year
57.41
44.89
Less - Adjustments
7.52
-
Payment during the year
187.54
122.39
As at end of the year
528.51
615.44
Cash Outflow for lease includes :
Payment of Principal Payment of Lease Liability
130.13
77.50
Interest Paid on Lease Liability
57.41
44.89
Total
187.54
122.39
Lease Liabilities as at:
Non Current
372.73
495.08
Current
155.78
120.36
Particulars As at
March 31, 2025
As at
March 31, 2024
As at beginning of the year 615.44 15.82
Recognised during the year 50.72 677.12
Interest expense accrued during the year 57.41 44.89
Less - Adjustments 7.52 -
Payment during the year 187.54 122.39
As at end of the year 528.51 615.44
Cash Outflow for lease includes :
Payment of Principal Payment of Lease Liability 130.13 77.50
Interest Paid on Lease Liability 57.41 44.89
Total 187.54 122.39
Lease Liabilities as at:
Non Current 372.73 495.08
Current 155.78 120.36

iii. Amount Recognised in the Statement of Profit or Loss:

Amount Recognised in the Statement of Proft or Loss: Amount Recognised in the Statement of Proft or Loss: Amount Recognised in the Statement of Proft or Loss:
(`In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Depreciation expense of right-of-use assets
161.23
113.69
Interest expense on lease liabilities
57.41
44.89
Total
218.64
158.58
Particulars As at
March 31, 2025
As at
March 31, 2024
Depreciation expense of right-of-use assets 161.23 113.69
Interest expense on lease liabilities 57.41 44.89
Total 218.64 158.58

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NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Rent expenses recognised in statement of profit and loss account not included in the measurement of lease liability:

Rent expenses recognised in statement of proft and loss account not included in the measurement of lease liability: Rent expenses recognised in statement of proft and loss account not included in the measurement of lease liability: Rent expenses recognised in statement of proft and loss account not included in the measurement of lease liability:
(`In lakhs)
Particulars As at
March 31, 2025


As at
March 31, 2024
Rent expense 25.82
23.31
Total 25.82
23.31

NOTE 3: CAPITAL WORK IN PROGRESS

NOTE 3: CAPITAL WORK IN PROGRESS NOTE 3: CAPITAL WORK IN PROGRESS NOTE 3: CAPITAL WORK IN PROGRESS
(`In lakhs)
Details Of Assets Capital Work In
Progress
Total
Gross Carrying Amount
Balance as At March 31, 2023 687.41 687.41
Additions 329.66 329.66
Disposal/Capitalised During The Year 201.02 201.02
Balance as at March 31, 2024 816.05 816.05
Additions 886.96 886.96
Disposals / Capitalised 1,018.63 1,018.63
Balance as at March 31, 2025 684.38 684.38
-
Net Carrying Amount -
Balance as at March 31, 2023 687.41 687.41
Balance as at March 31, 2024 816.05 816.05
Balance as at March 31, 2025 684.38 684.38

Note:

  1. During the year, the Company capitalised borrowing costs amounting to 54.62 lakhs (Previous year: 29.11 lakhs) to the cost of qualifying assets.

  2. Of the total capitalised amount, 32.68 lakhs (Previous year: 29.11 lakhs) pertains to specific borrowings directly attributable to the acquisition/construction of a qualifying asset

  3. The remaining 21.94 lakhs (Previous year: NIL lakhs) was capitalised from general borrowings, applying a capitalisation rate of 9.49% per annum (Previous year: 0%)

During the year ended March 31, 2025, 77.56 lakhs of borrowing costs are transferred from Capital Work in Progress to PPE & 94.41 lakhs from Capital Work in Progress to Intangible Assets.

  1. The details of property, plant and equipment which have been kept as security are disclosed in Note No. 22 and 25 of the Financial Statements.

67[th] Annual Report 2024-25

186

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 4: OTHER INTANGIBLE ASSETS

NOTE 4: OTHER INTANGIBLE ASSETS NOTE 4: OTHER INTANGIBLE ASSETS NOTE 4: OTHER INTANGIBLE ASSETS NOTE 4: OTHER INTANGIBLE ASSETS NOTE 4: OTHER INTANGIBLE ASSETS
(`in lakhs)
Details Of Assets Technical
Knowhow
Computer
Software
Product
Development
Total
Balance as at March 31, 2023 653.20 251.77 1,071.94 1,976.91
Additions 12.50 5.38 172.27 190.14
Disposals - - - -
Balance as at March 31, 2024 665.70 257.15 1,244.21 2,167.05
Additions 106.50 32.16 910.61 1,049.27
Disposals - - - -
Balance as at March 31, 2025 772.20 289.31 2,154.82 3,216.32
Accumulated Depreciation
Balance as at March 31, 2023 610.84 188.26 512.43 1,311.53
Additions 11.43 32.12 122.54 166.09
Disposals - - - -
Balance as at March 31, 2024 622.27 220.38 634.97 1,477.63
Additions 12.81 21.17 138.60 172.58
Disposals - - - -
Balance as at March 31, 2025 635.08 241.55 773.57 1,650.21
Net CarryingAmount
Balance as at March 31, 2023 42.36 63.51 559.51 665.38
Balance as at March 31, 2024 43.43 36.77 609.23 689.43
Balance as at March 31, 2025 137.12 47.76 1,381.25 1,566.13

Note:

  1. The amortization expense of intangible assets has been included under Note 36 in the Statement of Profit and Loss.

  2. Borrowing costs of 94.41 lakhs have been capitalised for the year ended March 31, 2025 (Previous year 7.15 Lakhs)

NOTE 5: INTANGIBLE ASSETS UNDER DEVELOPMENT

NOTE 5: INTANGIBLE ASSETS UNDER DEVELOPMENT NOTE 5: INTANGIBLE ASSETS UNDER DEVELOPMENT NOTE 5: INTANGIBLE ASSETS UNDER DEVELOPMENT NOTE 5: INTANGIBLE ASSETS UNDER DEVELOPMENT NOTE 5: INTANGIBLE ASSETS UNDER DEVELOPMENT
(`in lakhs)
Details Of Assets Technical
Knowhow
Computer
Software
Product
Development
Total
Gross Carrying Amount
Balance as at March 31, 2023 140.75 - 1,243.69 1,384.44
Additions 3.92 - 451.43 455.35
Capitalised During The Year 46.88 - 364.76 411.64
Balance as at March 31, 2024 97.79 - 1,330.36 1,428.15
Additions 6.60 9.85 564.67 581.12
Disposals / Capitalised 97.80 - 1,382.60 1,480.40
Balance as at March 31, 2025 6.59 9.85 512.43 528.87
Net Carrying Amount
Balance as at March 31, 2023 140.75 - 1,243.69 1,384.44
Balance as at March 31, 2024 97.79 - 1,330.36 1,428.15
Balance as at March 31, 2025 6.59 9.85 512.43 528.87

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187

==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 6: NON-CURRENT INVESTMENTS

NOTE 6: NON-CURRENT INVESTMENTS NOTE 6: NON-CURRENT INVESTMENTS NOTE 6: NON-CURRENT INVESTMENTS
(`In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Investments carried at Fair value
Fully paid equityshares(unquoted)
Apna Sahakari Bank Ltd.
7.50
7.50
TJSB Sahakari Bank Ltd.
5.00
5.00
Saraswat Co operative Bank Ltd.
0.25
0.25
TOTAL
12.75*
12.75
Particulars As at
March 31, 2025
As at
March 31, 2024
Investments carried at Fair value
Fully paid equityshares(unquoted)*
Apna Sahakari Bank Ltd. 7.50 7.50
TJSB Sahakari Bank Ltd. 5.00 5.00
Saraswat Co operative Bank Ltd. 0.25 0.25
TOTAL 12.75 12.75

Note :[*] Since the Investments consists of Shares taken for loan, the fair value of investments is equal to the cost of the investments.

NOTE 7: LOANS - NON CURRENT

NOTE 7: LOANS - NON CURRENT NOTE 7: LOANS - NON CURRENT NOTE 7: LOANS - NON CURRENT
(`In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Financial Assets carried at Amortized Cost
Unsecured, Considered Good
Staff Loans
0.10
0.24
TOTAL
0.10
0.24
Particulars As at
March 31, 2025
As at
March 31, 2024
Financial Assets carried at Amortized Cost
Unsecured, Considered Good
Staff Loans 0.10 0.24
TOTAL 0.10 0.24

Note : No Loan is due from directors or other officers of the Company either severally or jointly with any other person. Nor any loan are due from firms or private companies respectively in which any director is a partner and a director or member.

NOTE 8: OTHER NON CURRENT FINANCIAL ASSETS

NOTE 8: OTHER NON CURRENT FINANCIAL ASSETS NOTE 8: OTHER NON CURRENT FINANCIAL ASSETS NOTE 8: OTHER NON CURRENT FINANCIAL ASSETS
(`In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Financial Assets carried at Amortized Cost
Unsecured, Considered Good
SecurityDeposits Given to Government & Other Bodies
83.58
76.86
Retention Money
36.24
10.48
Earnest MoneyDeposits
35.57
40.39
Bank deposits with more than 12 months maturity
990.00
600.00
TOTAL
1,145.39
727.73
Particulars As at
March 31, 2025
As at
March 31, 2024
Financial Assets carried at Amortized Cost
Unsecured, Considered Good
SecurityDeposits Given to Government & Other Bodies 83.58 76.86
Retention Money 36.24 10.48
Earnest MoneyDeposits 35.57 40.39
Bank deposits with more than 12 months maturity 990.00 600.00
TOTAL 1,145.39 727.73

NOTE 9: DEFERRED TAX ASSET (NET)

NOTE 9: DEFERRED TAX ASSET (NET) NOTE 9: DEFERRED TAX ASSET (NET) NOTE 9: DEFERRED TAX ASSET (NET)
(`In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Deferred Tax Assets
Disallowance under the Income Tax Act,1961
503.79
377.70
Carried forward losses and unabsorbed depreciation
-
-
Deferred Tax Liability
Related to Property,Plant & Equipment and Intangible Assets
769.98
655.69
MAT Credit Entitlement
113.05
488.72
TOTAL
(153.14)
210.73
Particulars As at
March 31, 2025
As at
March 31, 2024
Deferred Tax Assets
Disallowance under the Income Tax Act,1961 503.79 377.70
Carried forward losses and unabsorbed depreciation - -
Deferred Tax Liability
Related to Property,Plant & Equipment and Intangible Assets 769.98 655.69
MAT Credit Entitlement 113.05 488.72
TOTAL (153.14) 210.73

67[th] Annual Report 2024-25

188

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 10: OTHER NON-CURRENT ASSETS

NOTE 10: OTHER NON-CURRENT ASSETS NOTE 10: OTHER NON-CURRENT ASSETS NOTE 10: OTHER NON-CURRENT ASSETS
(`In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Capital Advances
1,911.32
70.95
Less: Provision for Doubtful advances
-
(50.00)
Rental Security Deposits
38.73
28.56
TOTAL
1,950.05
49.51
Particulars As at
March 31, 2025
As at
March 31, 2024
Capital Advances 1,911.32 70.95
Less: Provision for Doubtful advances - (50.00)
Rental Security Deposits 38.73 28.56
TOTAL 1,950.05 49.51

NOTE 11: INVENTORIES

|(In lakhs)<br>**Particulars**<br>**As at**<br>**March 31, 2025**<br>**As at**<br>**March 31, 2024**<br>Raw Materials and components (Including Packing material)<br>**6,431.30**<br>6,127.69<br>Work-in-progress<br>**5,321.50**<br>2,905.72<br>Finished goods<br>**98.43**<br>477.20<br>Stores and Spares<br>**6.12**<br>6.34<br>Loose Tools and Instruments<br>**205.41**<br>149.91<br>Stock of Scrap<br>**10.55**<br>5.03<br>**TOTAL**<br>**12,073.31**<br>9,671.89|(In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Raw Materials and components (Including Packing material)
6,431.30
6,127.69
Work-in-progress
5,321.50
2,905.72
Finished goods
98.43
477.20
Stores and Spares
6.12
6.34
Loose Tools and Instruments
205.41
149.91
Stock of Scrap
10.55
5.03
TOTAL
12,073.31
9,671.89|(`In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Raw Materials and components (Including Packing material)
6,431.30
6,127.69
Work-in-progress
5,321.50
2,905.72
Finished goods
98.43
477.20
Stores and Spares
6.12
6.34
Loose Tools and Instruments
205.41
149.91
Stock of Scrap
10.55
5.03
TOTAL
12,073.31
9,671.89|
|---|---|---|
|Particulars|As at
March 31, 2025|As at
March 31, 2024|
|Raw Materials and components (Including Packing material)|6,431.30|6,127.69|
|Work-in-progress|5,321.50|2,905.72|
|Finished goods|98.43|477.20|
|Stores and Spares|6.12|6.34|
|Loose Tools and Instruments|205.41|149.91|
|Stock of Scrap|10.55|5.03|
|TOTAL|12,073.31|9,671.89|

Note:

  • i. Refer Note 1 on Financial Statements for Accounting Policy of Inventory Valuation.

  • ii. Refer Note 22 & 25 of Financial Statements for Inventories on hypothecation as security.

  • iii. Inventory write downs are accounted, considering the nature of inventory, ageing, and net realisable value. Write-downs of inventories amounted to 341.08 lakhs as at March 31, 2025 (as at March 31, 2024 335.04 lakhs). These write-downs were recognized as an expense and included in ‘Cost of materials consumed’ and ‘changes in inventories of Finished goods, Workin-progress and Stock-in-trade’ in the Statement of Profit and Loss.

  • iv. The Company has availed working capital facilities, other non fund based facilities and long term borrowings against which some of the borrowings are secured by hypothecation of inventories.

  • v. The above includes goods in transit as under:

|(In lakhs)<br>**Particulars**<br>**As at**<br>**March 31, 2025**<br>**As at**<br>**March 31, 2024**<br>Raw Materials and Components (Including Packing material)<br>**594.17**<br>155.22<br>Finished Goods<br>**0.97**<br>-<br>**TOTAL**<br>**595.14**<br>155.22|(In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Raw Materials and Components (Including Packing material)
594.17
155.22
Finished Goods
0.97
-
TOTAL
595.14
155.22|(`In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Raw Materials and Components (Including Packing material)
594.17
155.22
Finished Goods
0.97
-
TOTAL
595.14
155.22|
|---|---|---|
|Particulars|As at
March 31, 2025|As at
March 31, 2024|
|Raw Materials and Components (Including Packing material)|594.17|155.22|
|Finished Goods|0.97|-|
|TOTAL|595.14|155.22|

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==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 12: TRADE RECEIVABLES

NOTE 12: TRADE RECEIVABLES NOTE 12: TRADE RECEIVABLES NOTE 12: TRADE RECEIVABLES
(`In lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Trade Receivables consideredgood - Secured 3.16 4.08
Less : Allowance for Expected Credit Loss - -
Trade Receivables consideredgood - Unsecured 10,682.92 8,569.85
Less : Allowance for Expected Credit Loss - -
Trade Receivables which have signifcant increase in Credit risk 1,083.41 753.77
Less : Allowance for Expected Credit Loss (814.53) (411.89)
Trade receivables - credit Impared - -
Less : Allowance for Expected Credit Loss - -
TOTAL 10,954.96 8,915.81

Note: No Trade Receivable is due from directors or other officers of the Company either severally or jointly with any other person.

Trade Receivable due from firms or private companies in which any director is a partner or a director or a member is 489.73 lakhs as on March 31, 2025 ( Nil as on March 31, 2024)

Trade Receivables are non interest bearing and are generally on terms of 30 to 120 days of credit period, except retention money which is due after certain period / event.

Trade Receivables ageing schedule - March 2025

==> picture [512 x 48] intentionally omitted <==

----- Start of picture text -----

(` In lakhs)
Particulars Outstanding for following periods from due date of payment
Not due Less than 6months - 1- 2 years 2 - 3 years More than Total
6 months 1 year 3 years
----- End of picture text -----

Particulars Outstanding for following periods from due date ofpayment Outstanding for following periods from due date ofpayment Outstanding for following periods from due date ofpayment Outstanding for following periods from due date ofpayment Outstanding for following periods from due date ofpayment Outstanding for following periods from due date ofpayment Outstanding for following periods from due date ofpayment
Not due Less than
6 months
6months -
1year
1- 2 years 2 - 3 years More than
3years
Total
(i)
Undisputed Trade receivables –
consideredgood
7,066.07 3,544.23 75.78 - - - 10,686.08
(ii)
Undisputed Trade Receivables –
which have signifcant increase
in credit risk
- - 208.39 107.32 10.48 126.70 452.89
(iii)
Undisputed Trade Receivables
– credit impaired
- - - - - - -
(iv)
Disputed Trade Receivables–
consideredgood
- - - - - - -
(v)
Disputed Trade Receivables –
which have signifcant increase
in credit risk
- 70.59 335.65 70.92 50.02 103.34 630.52
(vi)
Disputed Trade Receivables –
credit impaired
- - - - - - -
Less : Allowance for Expected
Credit Loss
- - - - - - (814.53)
TOTAL - - - - - - 10,954.96

Trade Receivables ageing schedule - March 2024

||(In lakhs)|(In lakhs)|(In lakhs)|(In lakhs)|(In lakhs)|(In lakhs)|(`In lakhs)|
|---|---|---|---|---|---|---|---|
|Particulars|Outstanding for following periods from due date ofpayment|||||||
||Not due|Less than
6 months|6months -
1year|1- 2 years|2 - 3 years|More than
3years|Total|
|(i)
Undisputed Trade receivables –
consideredgood|6,763.64|1,770.29|40.00|-|-|-|8,573.93|

67[th] Annual Report 2024-25

190

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

(ii)
Undisputed Trade Receivables –
which have signifcant increase
in credit risk
- - 311.39 73.00 13.76 125.06 523.21
(iii)
Undisputed Trade Receivables
– credit impaired
- - - - - - -
(iv)
Disputed Trade Receivables–
consideredgood
- - - - - - -
(v)
Disputed Trade Receivables –
which have signifcant increase
in credit risk
- - 17.41 87.18 41.77 84.20 230.56
(vi)
Disputed Trade Receivables –
credit impaired
- - - - - - -
Less : Allowance for Expected
Credit Loss
- - - - - - (411.89)
TOTAL - - - - - - 8,915.81

NOTE 13: CASH AND CASH EQUIVALENTS

NOTE 13: CASH AND CASH EQUIVALENTS NOTE 13: CASH AND CASH EQUIVALENTS NOTE 13: CASH AND CASH EQUIVALENTS
(`In lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
a.
Balances with Banks
In Current Account 28.86 32.42
b.
Cash on Hand
0.48 0.28
TOTAL 29.34 32.70

NOTE 14: OTHER BANK BALANCES

NOTE 14: OTHER BANK BALANCES NOTE 14: OTHER BANK BALANCES NOTE 14: OTHER BANK BALANCES
(`In lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
a.
Balances with Banks
In Unclaimed Dividend Account 52.36 27.54
In Margin Account 29.07 92.42
b.
Fixed Deposits(Earnest MoneyDeposits)
2.59 2.59
TOTAL 84.02 122.55

NOTE 15: OTHER CURRENT LOANS

NOTE 15: OTHER CURRENT LOANS NOTE 15: OTHER CURRENT LOANS NOTE 15: OTHER CURRENT LOANS
(`In lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Financial Assets carried at Amortized Cost
Unsecured, Considered Good
Staff Loans 6.31 3.19
TOTAL 6.31 3.19

Note : No Loan is due by directors or other officers of the Company either severally or jointly with any other person. Nor any loan are due from firms or private companies respectively in which any director is a partner and a director or member.

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NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 16: OTHER CURRENT FINANCIAL ASSETS

NOTE 16: OTHER CURRENT FINANCIAL ASSETS NOTE 16: OTHER CURRENT FINANCIAL ASSETS NOTE 16: OTHER CURRENT FINANCIAL ASSETS
(`In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Financial Assets carried at Amortized Cost
Earnest Money Deposits
590.20
251.19
Less: Provision for Doubtful Amounts
(8.16 )
(5.84)
Retention Money
316.07
326.49
Less: Provision for Doubtful Amounts
(28.31)
(13.17)
Amount receivable against sale of assets
-
42.60
Interest Income accrued but not due
6.94
10.84
TOTAL
876.74
612.11
Particulars As at
March 31, 2025
As at
March 31, 2024
Financial Assets carried at Amortized Cost
Earnest Money Deposits 590.20 251.19
Less: Provision for Doubtful Amounts (8.16 ) (5.84)
Retention Money 316.07 326.49
Less: Provision for Doubtful Amounts (28.31) (13.17)
Amount receivable against sale of assets - 42.60
Interest Income accrued but not due 6.94 10.84
TOTAL 876.74 612.11

NOTE 17: CURRENT TAX LIABILITIES (NET)

NOTE 17: CURRENT TAX LIABILITIES (NET) NOTE 17: CURRENT TAX LIABILITIES (NET) NOTE 17: CURRENT TAX LIABILITIES (NET)
(`In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Provision for Tax (Net of Advance Tax/Tax Deducted at Source)
234.56
98.68
TOTAL
234.56
98.68
Particulars As at
March 31, 2025
As at
March 31, 2024
Provision for Tax (Net of Advance Tax/Tax Deducted at Source) 234.56 98.68
TOTAL 234.56 98.68

NOTE 18: OTHER CURRENT ASSETS

NOTE 18: OTHER CURRENT ASSETS NOTE 18: OTHER CURRENT ASSETS NOTE 18: OTHER CURRENT ASSETS
(`In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Balance with GST, Customs and Port Trust, etc.
258.84
126.94
Advance to Staff
7.39
1.07
Advance to Others
171.37
140.94
Incentive Income Accrued
133.30
50.93
Unbilled Service Revenue
702.69
373.96
Advance to Suppliers
1,186.88
945.80
Less : Provision for Doubtful Amounts
(110.62)
(102.82)
TOTAL
2,349.85
1,536.82
Particulars As at
March 31, 2025
As at
March 31, 2024
Balance with GST, Customs and Port Trust, etc. 258.84 126.94
Advance to Staff 7.39 1.07
Advance to Others 171.37 140.94
Incentive Income Accrued 133.30 50.93
Unbilled Service Revenue 702.69 373.96
Advance to Suppliers 1,186.88 945.80
Less : Provision for Doubtful Amounts (110.62) (102.82)
TOTAL 2,349.85 1,536.82

NOTE 19: ASSETS HELD FOR SALE

NOTE 19: ASSETS HELD FOR SALE NOTE 19: ASSETS HELD FOR SALE NOTE 19: ASSETS HELD FOR SALE
(`in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Land
123.43
-
Building
197.64
-
Plant and Machinery
4.71
-
TOTAL
325.78
-
Particulars As at
March 31, 2025
As at
March 31, 2024
Land 123.43 -
Building 197.64 -
Plant and Machinery 4.71 -
TOTAL 325.78 -

67[th] Annual Report 2024-25

192

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 20: EQUITY SHARE CAPITAL

NOTE 20: EQUITY SHARE CAPITAL NOTE 20: EQUITY SHARE CAPITAL NOTE 20: EQUITY SHARE CAPITAL
(`In lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Authorised Capital
5,00,00,000 Equity Shares of2/- each (Previous year 5,00,00,000 Equity Shares of<br>2/- each) 1,000.00 1,000.00
Issued Capital
1,71,62,675 Equity Shares of2/- each (Previous year 1,71,37,860 Equity Shares of<br>2/- each) 343.25 342.76
TOTAL 343.25 342.76
Subscribed and Paid up Capital
1,71,62,675 Equity Shares of2/- each (Previous year 1,71,37,860 Equity Shares of<br>2/- each) 343.25 342.76
TOTAL 343.25 342.76
  • a. The details of shareholders holding more than 5% shares
AL
The details of shareholders holding more than 5% shares
3 3 43.25
342.76
43.25
342.76
Name of Shareholder As at
March 31, 2025
As at
March 31, 2024
No of
shares
% held No of
shares


% held
Shri. Suramya Nevatia 25,74,768 15.00 25,74,768
15.02
Shri. Saurabh Nevatia 36,08,438 21.02 36,08,438
21.06
BTR Industries Limited 24,00,000 13.98 24,00,000
14.00
BTR Industries Limited 24,00,000
13.98
24,00,000
13.98
24,00,000
14.00
24,00,000
14.00
b. Reconciliation of number of shares
Particulars As at
March 31, 2025
As at
March 31, 2024
No. of
shares
**in lakhs**|**No. of**<br>**shares**|<br>in lakhs
EquityShares at the beginningof theyear 1,71,37,860 342.76 1,71,23,978
342.48
Add: Shares Issued duringtheyear 24,815 0.49 13,882
0.28
Less: Shares bought back duringtheyear - - -
-
EquityShares at the end of theyear 1,71,62,675 343.25 1,71,37,860
342.76
  • c. Shareholding of Promoters
Shareholding of Promoters
Name of Promotor As at
March 31, 2025
As at
March 31, 2024
No. of
shares
% of total
shares
% change
during the
year (by
comparing
no of
shares)
No. of
shares

% of total
shares


% change
during the
year (by
comparing
no of
shares)
Saurabh Nevatia 36,08,438 21.02 - 36,08,438
21.06

-
Suramya Saurabh Nevatia 25,74,768 15.00 - 25,74,768
15.02

-
Suryansh Saurabh Nevatia 4,72,000 2.75 - 4,72,000
2.75

-
Shriya Saurabh Nevatia 3,55,200 2.07 - 3,55,200
2.07

-
Bharti Nevatia 2,71,100 1.58 - 2,71,100
1.58

-
Surabhi Golyan 2,50,000 1.46 - 2,50,000
1.46

-
Saurabh Nevatia HUF 11,500 0.07 - 11,500
0.07

-
Akshada S Nevatia 5,850 0.03 - 5,850
0.03

-
TOTAL 75,48,856 43.98 75,48,856 44.04

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NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Note:

  1. The Company has only one class of equity share. Each shareholder is eligible for one vote per share. The dividend proposed by the Board is subject to the approval of shareholders except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts in proportion to their shareholding.

  2. Equity shares movement during the period of five years immediately preceding the date at which the Balance Sheet is prepared

  3. (a) The aggregate number of sweat equity shares issued pursuant to contract, without payment being received in cash, in immediately preceding five years ended on March 31, 2025: 5,50,000 shares issued in 2022-2023. (Previous period of five years ended March 31, 2023: 5,50,000 shares issued in 2022-2023)

  4. (b) The Company has not bought back any shares and not issued any bonus shares during the period of five years immediately preceding March 31, 2025. (Previous period of five years ended March 31, 2024: Nil)

NOTE 21: OTHER EQUITY

NOTE 21: OTHER EQUITY NOTE 21: OTHER EQUITY NOTE 21: OTHER EQUITY
(`In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Securities Premium
OpeningBalance
2,262.20
2,226.15
Add: Employee Stock Option Plan(ESOP)exercised
46.43
36.05
Add: Transferred from ESOP Reserve
-
-
Add: Sweat Equity
-
-
Less: Utilized
-
-
Closing Balance
2,308.63
2,262.20
Note :Securrities Premium is used to record the excess of the amount received over the
face value of the shares. This reserve will be utilized in accordance with the provisions
ofthe CompaniesAct,2013.
General Reserve
OpeningBalance
6,554.15
6,543.65
Add: Transferred from ESOP Reserve
4.25
10.50
Closing Balance
6,558.40
6,554.15
Note:General Reserve is used from time to time to transfer profts from Retained
earnings for appropriation purpose. This reserve will be utilized in accordance with the
provisions ofthe CompaniesAct,2013.
Share basedpayment reserve
OpeningBalance
55.88
76.45
Less: Options Excercised
(25.83)
(24.53)
Less: Options Lapsed
(4.25)
(10.50)
Add: Employee Stock Option Plan(ESOP)
7.79
14.46
Closing Balance
33.59
55.88
Note:Share Based Payment Reserve represents the value of employee compensation
paidinshares orshare options.
Other Comprehensive Income reserve
OpeningBalance
50.02
45.80
Transfer from Retained earnings
-
-
Actuarial Gains/(Loss)onpost-employment defned beneftplan
(0.45)
5.95
ForeignCurrencyTranslation Reserve
(0.09)
-
Taxonabove
0.13
(1.73)
Closing Balance
49.61
50.02
Note:Other Comprehensive Income reserve refers to a component of shareholders’
equity that accumulates the gains and losses recognized in Other Comprehensive
Income (OCI) in the Statement of Proft and Loss.
Particulars As at
March 31, 2025
As at
March 31, 2024
Securities Premium
OpeningBalance 2,262.20 2,226.15
Add: Employee Stock Option Plan(ESOP)exercised 46.43 36.05
Add: Transferred from ESOP Reserve - -
Add: Sweat Equity - -
Less: Utilized - -
Closing Balance 2,308.63 2,262.20
Note :Securrities Premium is used to record the excess of the amount received over the
face value of the shares. This reserve will be utilized in accordance with the provisions
ofthe CompaniesAct,2013.
General Reserve
OpeningBalance 6,554.15 6,543.65
Add: Transferred from ESOP Reserve 4.25 10.50
Closing Balance
6,558.40 6,554.15
Note:General Reserve is used from time to time to transfer profts from Retained
earnings for appropriation purpose. This reserve will be utilized in accordance with the
provisions ofthe CompaniesAct,2013.
Share basedpayment reserve
OpeningBalance 55.88 76.45
Less: Options Excercised (25.83) (24.53)
Less: Options Lapsed (4.25) (10.50)
Add: Employee Stock Option Plan(ESOP) 7.79 14.46
Closing Balance 33.59 55.88
Note:Share Based Payment Reserve represents the value of employee compensation
paidinshares orshare options.
Other Comprehensive Income reserve
OpeningBalance 50.02 45.80
Transfer from Retained earnings
- -
Actuarial Gains/(Loss)onpost-employment defned beneftplan (0.45) 5.95
ForeignCurrencyTranslation Reserve (0.09) -
Taxonabove 0.13 (1.73)
Closing Balance 49.61 50.02
Note:Other Comprehensive Income reserve refers to a component of shareholders’
equity that accumulates the gains and losses recognized in Other Comprehensive
Income (OCI) in the Statement of Proft and Loss.

67[th] Annual Report 2024-25

194

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

(` In lakhs)

(`In lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Financial Liabilities carried at amortised cost
SECURED
Term Loans
From Banks
i.
Term Loan from ICICI Bank Ltd
- 54.90
(a. Sanctioned Amount is500 lakhs and Disbursed Amount is361.36 lakhs till
March 31,2025. Repayable in 60 monthlyinstalments startingfrom November,2018).
(b. Sanctioned Amount is138 lakhs and Disbursed Amount is138 lakhs till March
31,2025. Repayable in 48 monthlyinstalments startingfrom August,2022).
ii.
Term Loan from IDFC Bank
73.26 185.34
(Sanctioned amount of600 lakhs and disbursed amount till March 31, 2025 is<br>448.32 lakhs. Repayable in tranchewise 16 equal quarterly instalments and
moratorium of 1year startingfrom September 2022).
iii.
Term Loan from Saraswat Co-op Bank Ltd
96.30 167.10
(Sanctioned amount of350 lakhs and disbursed amount till March 31, 2025 is<br>350 lakhs. Repayable in 75 monthly instalments including moratorium of 15 months
startingfrom August 2022).
iv.
Term Loan from Saraswat Co-op Bank Ltd
237.50 387.50
(Sanctioned amount of750 lakhs and disbursed amount till March 31, 2025 is<br>750 lakhs. Repayable in 75 monthly instalments including moratorium of 15 months
startingfrom October 2022).
v.
Term Loan from Apna Sahakari Bank Ltd
46.84 78.73
(Sanctioned amount of150 lakhs and disbursed amount till March 31, 2025 is<br>150 lakhs. Repayable in 75 monthly instalments including moratorium of 15 months
startingfrom August 2022).
vi.
Term Loan from Apna Sahakari Bank Ltd
122.98 196.03
(Sanctioned amount of350 lakhs and disbursed amount till March 31, 2025 is<br>350 lakhs. Repayable in 75 monthly instalments including moratorium of 15 months
startingfrom October 2022).
vii. Vehicle Loan from HDFC Bank Ltd - 4.65
(Loan of`16.72 lakhs. Repayable in 36 monthlyinstalments startingfrom April 2022).
viii. Term Loan from Saraswat Co-op Bank Ltd 158.60 208.40
(Sanctioned amount of300 lakhs and disbursed amount till March 31, 2025 is<br>291.40 lakhs. Repayable in 84 monthly instalments including moratorium of 12
months startingfrom July2023).
ix.
Term Loan from Saraswat Co-op Bank Ltd
333.44 433.40

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NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

|(In lakhs)<br>**Particulars**<br>**As at**<br>**March 31, 2025**<br>**As at**<br>**March 31, 2024**<br>(Sanctioned amount of600 lakhs and disbursed amount till March 31, 2025 is
600.00 lakhs. Repayable in 84 monthly instalments including moratorium of 12<br>months startingfrom July2023).<br>**x.**<br>**Corporate loan from Saraswat Bank**<br>**380.63**<br>569.15<br>(Sanctioned amount of800 lakhs and disbursed amount till March 31, 2025 is800<br>lakhs. Repayable in 50 monthlyinstalments startingfrom February2024.)<br>**xi.**<br>**Vehicle Loan from HDFC Bank Ltd**<br>**-**<br>4.41<br>(Loan of22.22 lakhs. Repayable in 39 monthly instalments starting from August
2022.)
xii. Vehicle Loan from TJSB Sahakari Bank Ltd
9.67
11.24
(Loan of12.96 lakhs. Repayable in 84 monthly instalments starting from January<br>2024.)<br>**xiii. Vehicle Loan from ICICI Bank**<br>**17.18**<br>34.02<br>(Loan of50 lakhs. Repayable in 36 monthlyinstalments startingfrom March 2024.)
xiv. Vehicle loan from Mercedes
90.71
-
(Loan of130 lakhs. Repayable in 60 monthlyinstalments startingfrom July2024)<br>**xv. Term Loan from Saraswat Bank**<br>**779.20**<br>-<br>(Loan of1,650 lakhs. Repayable in 69 monthly instalments starting from November
2025 includingmoratorium of 9 months startingfrom February2025.)
xvi. Term Loan from Saraswat Bank
493.67
-
(Loan of1,475 lakhs. Repayable in 69 monthly instalments starting from December<br>2025 includingmoratorium of 9 months startingfrom March 2025.)<br>**TOTAL**<br>**2,839.98**<br>2,334.87|(In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
(Sanctioned amount of600 lakhs and disbursed amount till March 31, 2025 is<br>600.00 lakhs. Repayable in 84 monthly instalments including moratorium of 12
months startingfrom July2023).
x.
Corporate loan from Saraswat Bank
380.63
569.15
(Sanctioned amount of800 lakhs and disbursed amount till March 31, 2025 is800
lakhs. Repayable in 50 monthlyinstalments startingfrom February2024.)
xi.
Vehicle Loan from HDFC Bank Ltd
-
4.41
(Loan of22.22 lakhs. Repayable in 39 monthly instalments starting from August<br>2022.)<br>**xii. Vehicle Loan from TJSB Sahakari Bank Ltd**<br>**9.67**<br>11.24<br>(Loan of12.96 lakhs. Repayable in 84 monthly instalments starting from January
2024.)
xiii. Vehicle Loan from ICICI Bank
17.18
34.02
(Loan of50 lakhs. Repayable in 36 monthlyinstalments startingfrom March 2024.)<br>**xiv. Vehicle loan from Mercedes**<br>**90.71**<br>-<br>(Loan of130 lakhs. Repayable in 60 monthlyinstalments startingfrom July2024)
xv. Term Loan from Saraswat Bank
779.20
-
(Loan of1,650 lakhs. Repayable in 69 monthly instalments starting from November<br>2025 includingmoratorium of 9 months startingfrom February2025.)<br>**xvi. Term Loan from Saraswat Bank**<br>**493.67**<br>-<br>(Loan of1,475 lakhs. Repayable in 69 monthly instalments starting from December
2025 includingmoratorium of 9 months startingfrom March 2025.)
TOTAL
2,839.98
2,334.87|(In lakhs)<br>**Particulars**<br>**As at**<br>**March 31, 2025**<br>**As at**<br>**March 31, 2024**<br>(Sanctioned amount of600 lakhs and disbursed amount till March 31, 2025 is
600.00 lakhs. Repayable in 84 monthly instalments including moratorium of 12<br>months startingfrom July2023).<br>**x.**<br>**Corporate loan from Saraswat Bank**<br>**380.63**<br>569.15<br>(Sanctioned amount of800 lakhs and disbursed amount till March 31, 2025 is800<br>lakhs. Repayable in 50 monthlyinstalments startingfrom February2024.)<br>**xi.**<br>**Vehicle Loan from HDFC Bank Ltd**<br>**-**<br>4.41<br>(Loan of22.22 lakhs. Repayable in 39 monthly instalments starting from August
2022.)
xii. Vehicle Loan from TJSB Sahakari Bank Ltd
9.67
11.24
(Loan of12.96 lakhs. Repayable in 84 monthly instalments starting from January<br>2024.)<br>**xiii. Vehicle Loan from ICICI Bank**<br>**17.18**<br>34.02<br>(Loan of50 lakhs. Repayable in 36 monthlyinstalments startingfrom March 2024.)
xiv. Vehicle loan from Mercedes
90.71
-
(Loan of130 lakhs. Repayable in 60 monthlyinstalments startingfrom July2024)<br>**xv. Term Loan from Saraswat Bank**<br>**779.20**<br>-<br>(Loan of1,650 lakhs. Repayable in 69 monthly instalments starting from November
2025 includingmoratorium of 9 months startingfrom February2025.)
xvi. Term Loan from Saraswat Bank
493.67
-
(Loan of1,475 lakhs. Repayable in 69 monthly instalments starting from December<br>2025 includingmoratorium of 9 months startingfrom March 2025.)<br>**TOTAL**<br>**2,839.98**<br>2,334.87| |---|---|---| |**Particulars**|**As at**<br>**March 31, 2025**|**As at**<br>**March 31, 2024**| |(Sanctioned amount of600 lakhs and disbursed amount till March 31, 2025 is
600.00 lakhs. Repayable in 84 monthly instalments including moratorium of 12<br>months startingfrom July2023).||| |**x.**<br>**Corporate loan from Saraswat Bank**|**380.63**|569.15| |(Sanctioned amount of800 lakhs and disbursed amount till March 31, 2025 is800<br>lakhs. Repayable in 50 monthlyinstalments startingfrom February2024.)||| |**xi.**<br>**Vehicle Loan from HDFC Bank Ltd**|**-**|4.41| |(Loan of22.22 lakhs. Repayable in 39 monthly instalments starting from August
2022.)|||
|xii. Vehicle Loan from TJSB Sahakari Bank Ltd|9.67|11.24|
|(Loan of12.96 lakhs. Repayable in 84 monthly instalments starting from January<br>2024.)||| |**xiii. Vehicle Loan from ICICI Bank**|**17.18**|34.02| |(Loan of50 lakhs. Repayable in 36 monthlyinstalments startingfrom March 2024.)|||
|xiv. Vehicle loan from Mercedes|90.71|-|
|(Loan of130 lakhs. Repayable in 60 monthlyinstalments startingfrom July2024)||| |**xv. Term Loan from Saraswat Bank**|**779.20**|-| |(Loan of1,650 lakhs. Repayable in 69 monthly instalments starting from November
2025 includingmoratorium of 9 months startingfrom February2025.)|||
|xvi. Term Loan from Saraswat Bank|493.67|-|
|(Loan of`1,475 lakhs. Repayable in 69 monthly instalments starting from December
2025 includingmoratorium of 9 months startingfrom March 2025.)|||
|TOTAL|2,839.98|2,334.87|

Notes:

a. Details of Security:

1. Loans covered in (i)and (ii) above

Secured by way of first pari passu charge on all the moveable properties including plant and machinery, machinery spares, tools and accessories and other movables situated at Bhandup, Mumbai and also hypothecation of stocks and book debts of the Company and mortgage of the land and building situated at Bhandup, Mumbai.

2. Loan covered in (iii) and (v) above

Secured by way of hypothecation of plant and machinery and other fixed assets installed at Sinnar plant and collateral security of Satpur land and building and other fixed assets consisting of plant and machinery, furniture and fixtures, etc. at Satpur and Sinnar plant.

3. Loan covered in (iv) and (vi) above

Secured by way of mortgage of land and building situated at Plot No. A-84, Near Jindal Saw Ltd, Pune Road, MIDC Sinnar Malegaon, Nashik and collateral security of Satpur land and building and other fixed assets consisting of plant and machinery, furniture and fixtures, etc. at Satpur and Sinnar plant.

4. Loan Covered in (vii) above

Secured by hypothecation of Motor Car No. MH-15-HU-2309.

5. Loan covered in (viii) above

Secured by way of mortgage of land and building situated at Plot No. 110 & 111, Satpur MIDC, Nashik.

67[th] Annual Report 2024-25

196

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

6. Loan covered in (ix) above

Secured by way of hypothecation of plant and machinery situated at Sinnar and collateral security of Satpur land and building situated at Plot No. 110 & 111, Satpur MIDC, Nashik.

7. Loan covered in (x) above

Secured by way of mortgage of land and building situated at Plot No. A-84, Near Jindal Saw Ltd, Pune Road, MIDC Sinnar Malegaon, Nashik and collateral security of Satpur land and building and other fixed assets consisting of plant and machinery, furniture and fixtures, etc. at Satpur plant.

8. Loan Covered in (xi) above

Secured by hypothecation of Motor Car No. MH-03-DX-6676.

9. Loan Covered in (xii) above

Secured by hypothecation of Motor Car No. MH-15-JM-7893 .

10. Loan Covered in (xiii) above

Secured by hypothecation of Motor Car No. MH-04-KR-00-99.

11. Loan Covered in (xiv) above

Secured by hypothecation of Motor Car No. MH-01-ER-4070.

12. Loan Covered in (xv) and (xvi) above

Secured by hypothecation of plant and machinery at Sinnar plant and collateral security of Satpur land and building and other fixed assets consisting of plant and machinery, furniture and fixtures, etc. at Satpur plant.

13. Loan Covered in (xvi) above

Secured by way of mortgage of land and building situated at Plot No. A-84, Near Jindal Saw Ltd, Pune Road, MIDC Sinnar Malegaon, Nashik and collateral security of Satpur land and building and other fixed assets consisting of plant and machinery, furniture and fixtures, etc. at Satpur plant.

  • b. In view of the Covid 19 Regulatory Package announced by the Reserve Bank of India, the Company had opted for ‘Extension of Repayment’ scheme in 2020-21 and accordingly, the principal repayment will be extended by five months for Loans covered in (i).

NOTE 23: OTHER NON CURRENT FINANCIAL LIABILITIES

NOTE 23: OTHER NON CURRENT FINANCIAL LIABILITIES NOTE 23: OTHER NON CURRENT FINANCIAL LIABILITIES NOTE 23: OTHER NON CURRENT FINANCIAL LIABILITIES
(`In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Financial Liabilities carried at amortized cost
DealershipDeposit
8.00
9.50
TOTAL
8.00
9.50
Particulars As at
March 31, 2025
As at
March 31, 2024
Financial Liabilities carried at amortized cost
DealershipDeposit 8.00 9.50
TOTAL 8.00 9.50

NOTE 24: NON CURRENT PROVISIONS

|(In lakhs)<br>**Particulars**<br>**As at**<br>**March 31, 2025**<br>**As at**<br>**March 31, 2024**<br>**Provision for Employee Benefts**<br>Provision for Gratuity (refer note 58)<br>**246.07**<br>242.14<br>Provision for Leave Encashment<br>**62.52**<br>46.09<br>**Provision for Warranty** (refer note 63)<br>**216.51**<br>230.10<br>**TOTAL**<br>**525.10**<br>518.33|(In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Provision for Employee Benefts
Provision for Gratuity (refer note 58)
246.07
242.14
Provision for Leave Encashment
62.52
46.09
Provision for Warranty (refer note 63)
216.51
230.10
TOTAL
525.10
518.33|(`In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Provision for Employee Benefts
Provision for Gratuity (refer note 58)
246.07
242.14
Provision for Leave Encashment
62.52
46.09
Provision for Warranty (refer note 63)
216.51
230.10
TOTAL
525.10
518.33|
|---|---|---|
|Particulars
|As at
March 31, 2025|As at
March 31, 2024|
|Provision for Employee Benefts|||
|Provision for Gratuity (refer note 58)|246.07|242.14|
|Provision for Leave Encashment|62.52|46.09|
|Provision for Warranty (refer note 63)|216.51|230.10|
|TOTAL|525.10|518.33|

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NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 25: CURRENT BORROWINGS

NOTE 25: CURRENT BORROWINGS NOTE 25: CURRENT BORROWINGS NOTE 25: CURRENT BORROWINGS
(`In lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Financial Liabilities carried at amortised cost
SECURED
a.
Loan from Banks
i)
Cash Credit
11,159.57 9,055.05
ii)
Overdraft(for EMD)
872.88 527.26
b.
Current maturities of long term debt
1,025.71 975.99
TOTAL 13,058.16 10,558.30

Note:

  1. Cash credit secured by first charge against all movable and immovable assets both present and future situated at Bhandup, Mumbai and also by hypothecation of stocks and book debts of the Company ranking pari- passu in favour of ICICI Bank Ltd, Standard Chartered Bank, TJSB Sahakari Bank Ltd and IDFC First Bank Limited.

  2. Overdraft secured by first charge against all movable and immovable assets both present and future situated at Bhandup, Mumbai and also by hypothecation of stocks and book debts of the Company and also tender deposits/ earnest money deposits paid by the Company ranking pari- passu in favour of Standard Chartered Bank and TJSB Sahakari Bank Ltd.

  3. Current maturities of long term debt includes the amounts repayable within a period of one year in respect of Non Current Borrowings from (i) to (xv) in Note 22 of the Financial Statements.

NOTE 26: TRADE PAYABLES

NOTE 26: TRADE PAYABLES NOTE 26: TRADE PAYABLES NOTE 26: TRADE PAYABLES
(`In lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Total outstandingdues of micro enterprises and small enterprises 142.99 125.21
Total outstandingdues of creditors other than micro and small enterprises 5,848.64 4,603.15
TOTAL 5,991.63 4,728.36

Note: Also refer Note 45 of Financial Statements

Ageing Schedule of Trade Payables as at March 2025

Ageing Schedule of Trade Payables as at March 2025
(`In lakhs)
Particulars Outstanding for following periods from due date ofpayment
Not due Less than
1year

1 - 2 years
2-3 Years More than
3years


Total
(i)
MSME
142.99
-

-

-

-

142.99
(ii)
Others
2,365.31 3,227.34
117.54

82.05

56.39

5,848.64
(iii) Disputed dues – MSME -
-

-

-

-
(iv) Disputed dues – Others -
-

-

-

-
TOTAL 5,991.63

Ageing Schedule of Trade Payables as at March 2024

TOTAL
Ageing Schedule of Trade Payables as at March 2024
5,991.63 5,991.63 5,991.63 5,991.63 5,991.63 5,991.63
(`In lakhs)
Particulars Outstanding for following periods from due date ofpayment
Not due Less than
1year

1 - 2 years
2-3 Years More than
3years


Total
(i)
MSME
125.21
-

-

-

-

125.21
(ii)
Others
2,834.72
1,404.57

91.32

128.55

143.99

4,603.15
(iii) Disputed dues – MSME
(iv) Disputed dues – Others -
-

-
TOTAL 4,728.36

67[th] Annual Report 2024-25

198

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 27: OTHER CURRENT FINANCIAL LIABILITIES

NOTE 27: OTHER CURRENT FINANCIAL LIABILITIES NOTE 27: OTHER CURRENT FINANCIAL LIABILITIES NOTE 27: OTHER CURRENT FINANCIAL LIABILITIES
(`In lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Financial Liabilities carried at amortised cost
Interest Accrued But not Due 18.12 12.89
Unclaimed Dividend 52.00 27.18
SundryCreditors for Capital Goods 75.23 66.34
Provision for Bonus 73.42 60.33
Otherpayables 1,048.73 543.63
TOTAL 1,267.50 710.37

NOTE 28: OTHER CURRENT LIABILITIES

|(In lakhs)|(In lakhs)|(`In lakhs)|
|---|---|---|
|Particulars|As at
March 31, 2025|As at
March 31, 2024|
|Advances|||
|Advance from Customers|377.36|349.85|
|Others|||
|StatutoryLiabilities|348.14|372.60|
|TOTAL|725.50|722.45|

NOTE 29: CURRENT PROVISIONS

|(In lakhs)|(In lakhs)|(`In lakhs)|
|---|---|---|
|Particulars
|As at
March 31, 2025|As at
March 31, 2024|
|Provision for Employee Benefts|||
|Provision for Gratuity (refer note 58)|31.05|40.36|
|Provision for Leave Encashment|11.89|9.70|
|Provision for Warranty (refer note 63)|366.80|302.99|
|TOTAL|409.74|353.05|

NOTE 30: REVENUE FROM OPERATIONS

|(In lakhs)|(In lakhs)|(`In lakhs)|
|---|---|---|
|Particulars|For the year ended
March 31, 2025|For the year ended
March 31, 2024|
|Sale of Products|63,136.31|49,814.92|
|Sale of Services|2,288.15|1,889.30|
|Other Operating Income|||
|Government incentives|96.03|10.72|
|Export Incentives|16.25|40.31|
|TOTAL|65,536.74|51,755.25|

Note : Break up of revenue (excluding other operating income) into over a period of time and at a point in time:

||(In lakhs)|(In lakhs)|(In lakhs)|(In lakhs)|(In lakhs)|(In lakhs)|
|---|---|---|---|---|---|---|
|Particulars|Over aperiod of time|||At aperiod of time|||
||Continuing
operations|
Discontinued
operations|
Total |Continuing
operations|
Discontinued
operations|
Total|
|March 31, 2025|2,198.83|
-|
2,198.83|63,225.63|
-|63,225.63|
|March 31,2024|1,793.13|
-|
1,793.13|49,911.09|
-|49,911.09|

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NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

The aggregate amount of transaction price allocated to remaining performance obligations and expected conversion of the same into revenue is as follows:

|(In lakhs)<br>**Particulars**<br>**Year ended**<br>**March 31, 2025**<br>**Year ended**<br>**March 31, 2024**<br>Transactionprice allocated to the remaining performance obligation:<br>1.<br>Unexecuted order value<br>**89,321.93**<br>53,426.49<br>2.<br>Expected conversion in revenue -<br>a.<br>Upto 1year<br>**81,953.71**<br>46,943.36<br>b.<br>More than 1year<br>**7,368.22**<br>6,483.13|(In lakhs)
Particulars
Year ended
March 31, 2025
Year ended
March 31, 2024
Transactionprice allocated to the remaining performance obligation:
1.
Unexecuted order value
89,321.93
53,426.49
2.
Expected conversion in revenue -
a.
Upto 1year
81,953.71
46,943.36
b.
More than 1year
7,368.22
6,483.13|(`In lakhs)
Particulars
Year ended
March 31, 2025
Year ended
March 31, 2024
Transactionprice allocated to the remaining performance obligation:
1.
Unexecuted order value
89,321.93
53,426.49
2.
Expected conversion in revenue -
a.
Upto 1year
81,953.71
46,943.36
b.
More than 1year
7,368.22
6,483.13|
|---|---|---|
|Particulars|Year ended
March 31, 2025|Year ended
March 31, 2024|
|Transactionprice allocated to the remaining performance obligation:|||
|1.
Unexecuted order value|89,321.93|53,426.49|
|2.
Expected conversion in revenue -|||
|a.
Upto 1year|81,953.71|46,943.36|
|b.
More than 1year|7,368.22|6,483.13|

Movement in Contract Assets

Movement in Contract Assets Movement in Contract Assets Movement in Contract Assets
(`In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Balance at the beginningof theyear
373.96
327.82
Balance at the end of theyear
702.69
373.96
Net Increase/(Decrease)
328.73
46.14
Particulars As at
March 31, 2025
As at
March 31, 2024
Balance at the beginningof theyear 373.96 327.82
Balance at the end of theyear 702.69 373.96
Net Increase/(Decrease) 328.73 46.14

During the current year, increase in net contract balances is primarily due to higher revenue recognition as compared to progress bills raised.

Reconciliation of revenue recognized with the contracted price is as follows:

|(In lakhs)<br>**Particulars**<br>**As at**<br>**March 31, 2025**<br>**As at**<br>**March 31, 2024**<br>Contractedprice<br>**62,914.51**<br>51,815.14<br>Increase/(Decrease)towards variable consideration components<br>**2,509.95**<br>(110.92)<br>**Revenue recognized**<br>**65,424.46**<br>51,704.22|(In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Contractedprice
62,914.51
51,815.14
Increase/(Decrease)towards variable consideration components
2,509.95
(110.92)
Revenue recognized
65,424.46
51,704.22|(`In lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Contractedprice
62,914.51
51,815.14
Increase/(Decrease)towards variable consideration components
2,509.95
(110.92)
Revenue recognized
65,424.46
51,704.22|
|---|---|---|
|Particulars|As at
March 31, 2025|As at
March 31, 2024|
|Contractedprice|62,914.51|51,815.14|
|Increase/(Decrease)towards variable consideration components|2,509.95|(110.92)|
|Revenue recognized|65,424.46|51,704.22|

NOTE 31: OTHER INCOME

NOTE 31: OTHER INCOME NOTE 31: OTHER INCOME NOTE 31: OTHER INCOME
(`In lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Interest Income
26.89
18.95
Interest on rental securitydeposit(at amortised cost)
3.45
1.80
Dividend Income
0.79
1.39
Other Non Operating Income
Credit Balance Written Back
7.08
21.01
Exchange fluctuation
18.51
-
Proft on sale of assets
91.39
17.87
TOTAL
148.11
61.02
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Interest Income 26.89 18.95
Interest on rental securitydeposit(at amortised cost) 3.45 1.80
Dividend Income 0.79 1.39
Other Non Operating Income
Credit Balance Written Back 7.08 21.01
Exchange fluctuation 18.51 -
Proft on sale of assets 91.39 17.87
TOTAL 148.11 61.02

NOTE 32: COST OF MATERIALS CONSUMED

NOTE 32: COST OF MATERIALS CONSUMED NOTE 32: COST OF MATERIALS CONSUMED NOTE 32: COST OF MATERIALS CONSUMED
(`In lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
OpeningStock of Raw Materials
6,111.80
5,290.41
Add: Purchases of Raw Materials
47,207.24
35,828.64
Add: Conversion and ProcessingCharges
3,239.21
3,164.53
Less: Transferred to/from CWIP & others from Openingstock of Raw Materials
(28.99)
(15.97)
Total
56,529.26
44,267.61
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
OpeningStock of Raw Materials 6,111.80 5,290.41
Add: Purchases of Raw Materials 47,207.24 35,828.64
Add: Conversion and ProcessingCharges 3,239.21 3,164.53
Less: Transferred to/from CWIP & others from Openingstock of Raw Materials (28.99) (15.97)
Total 56,529.26 44,267.61

67[th] Annual Report 2024-25

200

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

|(In lakhs)<br>**Particulars**<br>**For the year ended**<br>**March 31, 2025**<br>**For the year ended**<br>**March 31, 2024**<br>Less: ClosingStock of Raw Materials<br>**6,418.44**<br>6,111.89<br>**TOTAL**<br>**50,110.82**<br>38,155.72|(In lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Less: ClosingStock of Raw Materials
6,418.44
6,111.89
TOTAL
50,110.82
38,155.72|(`In lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Less: ClosingStock of Raw Materials
6,418.44
6,111.89
TOTAL
50,110.82
38,155.72|
|---|---|---|
|Particulars|For the year ended
March 31, 2025|For the year ended
March 31, 2024|
|Less: ClosingStock of Raw Materials|6,418.44|6,111.89|
|TOTAL|50,110.82|38,155.72|

NOTE 33: CHANGES IN INVENTORY OF FINISHED GOODS, WORK-IN-PROGRESS AND STOCK-IN-TRADE

NOTE 33: CHANGES IN INVENTORY OF FINISHED GOODS, WORK-IN-PROGRESS AND STOCK-IN-TRADE NOTE 33: CHANGES IN INVENTORY OF FINISHED GOODS, WORK-IN-PROGRESS AND STOCK-IN-TRADE NOTE 33: CHANGES IN INVENTORY OF FINISHED GOODS, WORK-IN-PROGRESS AND STOCK-IN-TRADE
(`In lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Opening Inventory
Finished Goods
477.20
11.42
Work-In-Progress
2,905.72
3,784.44
3,382.92
3,795.86
Closing Inventory
Finished Goods
98.43
477.20
Work-In-Progress
5,321.50
2,905.72
5,419.93
3,382.92
Add/(Less)Trfd to CWIP
(245.25)
(136.27)
TOTAL
(2,282.26)
276.67
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Opening Inventory
Finished Goods 477.20 11.42
Work-In-Progress 2,905.72 3,784.44
3,382.92 3,795.86
Closing Inventory
Finished Goods 98.43 477.20
Work-In-Progress 5,321.50 2,905.72
5,419.93 3,382.92
Add/(Less)Trfd to CWIP (245.25) (136.27)
TOTAL (2,282.26) 276.67

NOTE 34: EMPLOYEE BENEFITS EXPENSE

NOTE 34: EMPLOYEE BENEFITS EXPENSE NOTE 34: EMPLOYEE BENEFITS EXPENSE NOTE 34: EMPLOYEE BENEFITS EXPENSE
(`In lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Salaries,Wages,Bonus,Gratuity,etc.
5,997.98
4,882.39
Employee Stock Option Cost
7.79
14.46
Contribution to Provident Fund,Superannuation,Employees State Insurance Scheme
180.57
175.60
Staff Welfare Expenses
139.56
162.32
TOTAL
6,325.90
5,234.77
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Salaries,Wages,Bonus,Gratuity,etc. 5,997.98 4,882.39
Employee Stock Option Cost 7.79 14.46
Contribution to Provident Fund,Superannuation,Employees State Insurance Scheme 180.57 175.60
Staff Welfare Expenses 139.56 162.32
TOTAL 6,325.90 5,234.77

NOTE 35: FINANCE COSTS

NOTE 35: FINANCE COSTS NOTE 35: FINANCE COSTS NOTE 35: FINANCE COSTS
(`In lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Interest on Financial Liabilities measured at amortised cost
Interest on Bank Borrowings
1,257.77
1,225.91
Other Interest
3.98
1.83
Interest on Lease Liability
57.41
44.89
TOTAL
1,319.16
1,272.63
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Interest on Financial Liabilities measured at amortised cost
Interest on Bank Borrowings 1,257.77 1,225.91
Other Interest 3.98 1.83
Interest on Lease Liability 57.41 44.89
TOTAL 1,319.16 1,272.63

NOTE 36: DEPRECIATION AND AMORTIZATON EXPENSE

NOTE 36: DEPRECIATION AND AMORTIZATON EXPENSE NOTE 36: DEPRECIATION AND AMORTIZATON EXPENSE NOTE 36: DEPRECIATION AND AMORTIZATON EXPENSE
(`In lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Depreciation on Property,Plant & Equipment
514.89
464.84
Amortization on Intangible assets
172.58
166.09
Depreciation on Right to use Assets
161.23
113.69
TOTAL
848.70
744.62
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Depreciation on Property,Plant & Equipment 514.89 464.84
Amortization on Intangible assets 172.58 166.09
Depreciation on Right to use Assets 161.23 113.69
TOTAL 848.70 744.62

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==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 37: OTHER EXPENSES

NOTE 37: OTHER EXPENSES NOTE 37: OTHER EXPENSES NOTE 37: OTHER EXPENSES
(`In lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Consumable Stores,Tools and Instruments
223.42
167.71
Electricity,Water and Fuel Charges
485.48
417.07
Packing
300.35
314.25
Repairs
-
To Machinery
66.81
111.73
To Building
5.48
7.11
To Other Assets
43.14
54.57
Rent
25.82
23.31
Rates and Taxes
22.54
24.20
Insurance
37.78
46.58
Travelling,Conveyance and Vehicle Expenses
597.34
428.62
Director’s Travelling,Conveyance and SittingFees
10.00
8.83
Printingand Stationery
26.87
20.53
Postage,Telegram and Telex
43.92
43.67
Advertisement and Publicity
135.64
14.68
Bad Debts
79.61
210.81
Liquidated Damages
289.11
402.40
Provision for Doubtful debts
402.64
(317.14)
Commission
-
40.92
Legal and Professional Charges
283.94
471.83
Payment to Auditors(Refer Note 40)
16.20
13.41
Transit Insurance and Freight
263.51
290.79
Bank Charges
50.12
67.09
WarrantyExpenses
326.96
393.88
Exchange Fluctuation
-
20.46
Miscellaneous Expenses(refer note 62)
614.58
386.43
TOTAL
4,351.26
3,663.74
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Consumable Stores,Tools and Instruments 223.42 167.71
Electricity,Water and Fuel Charges 485.48 417.07
Packing 300.35 314.25
Repairs -
To Machinery 66.81 111.73
To Building 5.48 7.11
To Other Assets 43.14 54.57
Rent 25.82 23.31
Rates and Taxes 22.54 24.20
Insurance 37.78 46.58
Travelling,Conveyance and Vehicle Expenses 597.34 428.62
Director’s Travelling,Conveyance and SittingFees 10.00 8.83
Printingand Stationery 26.87 20.53
Postage,Telegram and Telex 43.92 43.67
Advertisement and Publicity 135.64 14.68
Bad Debts 79.61 210.81
Liquidated Damages 289.11 402.40
Provision for Doubtful debts 402.64 (317.14)
Commission - 40.92
Legal and Professional Charges 283.94 471.83
Payment to Auditors(Refer Note 40) 16.20 13.41
Transit Insurance and Freight 263.51 290.79
Bank Charges 50.12 67.09
WarrantyExpenses 326.96 393.88
Exchange Fluctuation - 20.46
Miscellaneous Expenses(refer note 62) 614.58 386.43
TOTAL 4,351.26 3,663.74

NOTE 38: TAX EXPENSES

Income Tax Expenses Recognized in the Statement of Proft & Loss

Income Tax Expenses Recognized in the Statement of Proft & Loss Income Tax Expenses Recognized in the Statement of Proft & Loss Income Tax Expenses Recognized in the Statement of Proft & Loss
(`in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Current Tax
Current Tax on taxable Income for theyear
1,414.30
42.88
MAT Credit(taken)/utilized
-
-
Earlieryear tax
(102.61)
5.24
Total Current Tax Expense
1,311.69
48.12
Deferred Tax
Deferred Tax Charge/(Credit)
(11.67)
469.75
Total Deferred Tax expense/(beneft)
(11.67)
469.75
Total tax expense recognised in Statement of Proft and Loss
1,300.02
517.87
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Current Tax
Current Tax on taxable Income for theyear 1,414.30 42.88
MAT Credit(taken)/utilized - -
Earlieryear tax (102.61) 5.24
Total Current Tax Expense 1,311.69 48.12
Deferred Tax
Deferred Tax Charge/(Credit) (11.67) 469.75
Total Deferred Tax expense/(beneft) (11.67) 469.75
Total tax expense recognised in Statement of Proft and Loss 1,300.02 517.87

67[th] Annual Report 2024-25

202

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Income Tax Expenses Recognized in Other Comprehensive Income

Income Tax Expenses Recognized in Other Comprehensive Income Income Tax Expenses Recognized in Other Comprehensive Income Income Tax Expenses Recognized in Other Comprehensive Income
(`in lakhs)
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Tax on Other Comprehensive(Income)/Loss (0.13) 1.73
TOTAL (0.13) 1.73

A reconciliation of the Income Tax expenses to the amount computed by applying the statutory income tax rate to the proft before Income taxes is summarized below:

A reconciliation of the Income Tax expenses to the amount computed by applying the statutory income tax rate to the proft
before Income taxes is summarized below:
A reconciliation of the Income Tax expenses to the amount computed by applying the statutory income tax rate to the proft
before Income taxes is summarized below:
A reconciliation of the Income Tax expenses to the amount computed by applying the statutory income tax rate to the proft
before Income taxes is summarized below:
(`in lakhs)
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Enacted Income tax rate in India applicable to the Company 29.12% 29.12%
Proft before tax 5,011.27 1,768.90
Current tax expense on Proft before tax expenses at the enacted income tax rate in
India
1,459.28 515.10
Tax effects of the amounts which are not deductible/(taxable) in calculating taxable
income
Add/Less:-
Tax rate change on deferred tax asset - (9.21)
Tax impact on expense which not-deductible (penalty type, donation, capital
expenditure)
(56.89) 10.60
Income tax of earlieryears (102.61) 1.55
Others 0.24 (0.17)
TOTAL 1,300.02 517.87

The movement in deferred tax assets and liabilities during the year ended March 31, 2024 and March 31, 2025:

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|---|---|---|---|---|---|
|Particulars|Deferred
Tax Asset/
(Liabilities)
as on
March 31,
2023|



Payment|Transfer
from
Current tax
assets|


Credit/(charge)
in Other
Comprehensive
Income|


Credit/
(charge) in
Statement
of Proft &
Loss|Deferred
Tax Asset/
(Liabilities)
as on
March 31,
2024|



Payment|Transfer
from
Current tax
assets|


Credit/(charge)
in Other
Comprehensive
Income|


Credit/
(charge) in
Statement
of Proft &
Loss|


Deferred
Tax Asset/
(Liabilities)
as on
March 31,
2025|
|Property, Plant and
Equipment|(458.07)|-|
-|
-|
(197.61)|(655.68)|-|
-|
-|
(114.30)|(769.98)|
|Disallowance under
Income Tax Act with
respect to Employee
Benefts|93.77|
-|
-|
(1.73)|19.65|111.69|
-|
-|
0.13|
12.06|
123.88|
|Provision for Doubtful
Debts and Advances|236.00|
-|
-|
-|
(80.58)|155.42|
-|
-|
-|
124.60|
280.02|
|ESOP Expenses|17.44|
-|
-|
-|
(14.46)|2.98|
-|
-|
-|
6.80|
9.78|
|VRS Expenses|-|
-|
-|
-|
104.63|104.63|
-|
-|
-|
(26.15)|78.48|
|Right to Use Assets,
Lease Liabilities and
Rental Security Deposits|-|
-|
-|
-|
2.97|2.97|
-|
-|
-|
8.66|
11.63|
|Loss of Earlier years|304.35|
-|
-|
-|
(304.35)|-|
-|
-|
-|
-|
-|
|MAT Credit Entitlement|277.49|
-|
-|
-|
211.23|488.72|
-|
-|
-|
(375.67)|113.05|
|TOTAL|470.98|
-|
-|
(1.73)|(258.52)|210.73|
-|
-|
0.13|
(364.00)|(153.14)|

hirect.com

203

==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 39:

In view of the MAT Credit available, the Group has not exercised the non revisable option permitted under section 115BAA of the Income Tax Act, 1961 as introduced by the Taxation Law (Amendment) Ordinance, 2019.

NOTE 40: PAYMENT TO AUDITORS (EXCLUDING GST)

NOTE 40: PAYMENT TO AUDITORS (EXCLUDING GST) NOTE 40: PAYMENT TO AUDITORS (EXCLUDING GST) NOTE 40: PAYMENT TO AUDITORS (EXCLUDING GST)
(`in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
As Auditor
12.00
10.00
For Tax Audit
1.50
1.50
For Certifcation
0.38
0.51
For Out of Pocket Expenses
2.32
1.40
TOTAL
16.20
13.41
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
As Auditor 12.00 10.00
For Tax Audit 1.50 1.50
For Certifcation 0.38 0.51
For Out of Pocket Expenses 2.32 1.40
TOTAL 16.20 13.41

NOTE 41: EARNINGS PER SHARE

a. EPS on Profit after tax and before exceptional items

EPS on Proft after tax and before exceptional items EPS on Proft after tax and before exceptional items EPS on Proft after tax and before exceptional items
(in lakhs)<br>**Particulars**<br>**For the year ended**<br>**March 31, 2025**<br>**For the year ended**<br>**March 31, 2024**<br>Proft after tax and before exceptional items asper Statement of Proft & Loss<br>**3,711.25**<br>1,950.25<br>Weighted Average Number of EquityShares Outstanding<br>**1,71,48,194**<br>1,71,25,994<br>Basic Earningsper Share()
21.64
11.39
Weighted Average Number of EquityShares Outstanding (for diluted EPS)
1,71,77,956
1,71,90,382
Diluted Earningsper Share(`)
21.60
11.35
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Proft after tax and before exceptional items asper Statement of Proft & Loss 3,711.25 1,950.25
Weighted Average Number of EquityShares Outstanding 1,71,48,194 1,71,25,994
Basic Earningsper Share(`) 21.64 11.39
Weighted Average Number of EquityShares Outstanding (for diluted EPS) 1,71,77,956 1,71,90,382
Diluted Earningsper Share(`) 21.60 11.35

b. EPS on Profit after tax

EPS on Proft after tax EPS on Proft after tax EPS on Proft after tax
(in lakhs)<br>**Particulars**<br>**For the year ended**<br>**March 31, 2025**<br>**For the year ended**<br>**March 31, 2024**<br>Proft after taxation asper Statement of Proft & Loss<br>**3,711.25**<br>1,251.03<br>Weighted Average Number of EquityShares Outstanding<br>**1,71,48,194**<br>1,71,25,994<br>Basic Earningsper Share()
21.64
7.30
Weighted Average Number of EquityShares Outstanding (for diluted EPS)
1,71,77,956
1,71,90,382
Diluted Earningsper Share(`)
21.60
7.28
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Proft after taxation asper Statement of Proft & Loss 3,711.25 1,251.03
Weighted Average Number of EquityShares Outstanding 1,71,48,194 1,71,25,994
Basic Earningsper Share(`) 21.64 7.30
Weighted Average Number of EquityShares Outstanding (for diluted EPS) 1,71,77,956 1,71,90,382
Diluted Earningsper Share(`) 21.60 7.28

c. Reconciliation of Weighted Average Number of Shares Outstanding

Reconciliation of Weighted Average Number of Shares Outstanding Reconciliation of Weighted Average Number of Shares Outstanding Reconciliation of Weighted Average Number of Shares Outstanding
(`in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Weighted Average number of Equity Shares used as denominator for calculating
Basic EPS
1,71,48,194
1,71,25,994
Total Weighted Average Potential EquityShares
29,762
64,388
Weighted Average number of Equity Shares used as denominator for calculating
Diluted EPS
1,71,77,956
1,71,90,382
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Weighted Average number of Equity Shares used as denominator for calculating
Basic EPS
1,71,48,194 1,71,25,994
Total Weighted Average Potential EquityShares 29,762 64,388
Weighted Average number of Equity Shares used as denominator for calculating
Diluted EPS
1,71,77,956 1,71,90,382

67[th] Annual Report 2024-25

204

Corporate Overview Statutory Reports

Financial Statements

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 42:

The Group has spent an excess amount of ` 21.21 lakhs in Previous financial Year(s), which has been adjusted the CSR obligations of the current Financial Year

  • a. Gross amount required to be spent during the year 21.21 lakhs (Previous year Nil)

  • b. Excess amount spent in 2024-25 to be carried forward Nil (Previous year Nil)

The details of funds primarily utilized through the year on these activities which are specified in Schedule VII of the Companies Act, 2013 are as follows:

|(in lakhs)<br>**Particulars**<br>**For the year ended**<br>**March 31, 2025**<br>**For the year ended**<br>**March 31, 2024**<br>Amountrequired to be spent by the Group during the year<br>**21.21**<br>-<br>Amount of Expenditureincurred<br>**-**<br>-<br>Excess spent of previous year utilised<br>**21.21**<br>-<br>Excess CSR Amount spentin FY 2022-23- 5.60lakhs
Excess CSR Amount spentin FY 2021-22 -15.61 lakhs<br>Shortfallat the end ofthe year<br>**-**<br>-<br>Totalofprevious years shortfall<br>**-**<br>-<br>Nature ofCSRactivities<br> Skill Development<br>Details of related party transactions, e.g. contribution to a trust controlled by the Group<br>in relationto CSRexpenditure as per relevantAccounting Standard<br>**-**<br>-<br>Where a provision is made with respect to a liability incurred by entering into a<br>contractual obligation, the movements in the provision during the year shall be shown<br>separately<br>**NA**<br>NA|(in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Amountrequired to be spent by the Group during the year
21.21
-
Amount of Expenditureincurred
-
-
Excess spent of previous year utilised
21.21
-
Excess CSR Amount spentin FY 2022-23-5.60lakhs<br>Excess CSR Amount spentin FY 2021-22 -15.61 lakhs
Shortfallat the end ofthe year
-
-
Totalofprevious years shortfall
-
-
Nature ofCSRactivities
Skill Development
Details of related party transactions, e.g. contribution to a trust controlled by the Group
in relationto CSRexpenditure as per relevantAccounting Standard
-
-
Where a provision is made with respect to a liability incurred by entering into a
contractual obligation, the movements in the provision during the year shall be shown
separately
NA
NA|(in lakhs)<br>**Particulars**<br>**For the year ended**<br>**March 31, 2025**<br>**For the year ended**<br>**March 31, 2024**<br>Amountrequired to be spent by the Group during the year<br>**21.21**<br>-<br>Amount of Expenditureincurred<br>**-**<br>-<br>Excess spent of previous year utilised<br>**21.21**<br>-<br>Excess CSR Amount spentin FY 2022-23- 5.60lakhs
Excess CSR Amount spentin FY 2021-22 -15.61 lakhs<br>Shortfallat the end ofthe year<br>**-**<br>-<br>Totalofprevious years shortfall<br>**-**<br>-<br>Nature ofCSRactivities<br> Skill Development<br>Details of related party transactions, e.g. contribution to a trust controlled by the Group<br>in relationto CSRexpenditure as per relevantAccounting Standard<br>**-**<br>-<br>Where a provision is made with respect to a liability incurred by entering into a<br>contractual obligation, the movements in the provision during the year shall be shown<br>separately<br>**NA**<br>NA| |---|---|---| |**Particulars**|**For the year ended**<br>**March 31, 2025**|**For the year ended**<br>**March 31, 2024**| |Amountrequired to be spent by the Group during the year|**21.21**|-| |Amount of Expenditureincurred|**-**|-| |Excess spent of previous year utilised|**21.21**|-| |<br>Excess CSR Amount spentin FY 2022-23- 5.60lakhs|||
|Excess CSR Amount spentin FY 2021-22 -`15.61 lakhs|||
|Shortfallat the end ofthe year|-|-|
|Totalofprevious years shortfall|-|-|
|Nature ofCSRactivities|Skill Development||
|Details of related party transactions, e.g. contribution to a trust controlled by the Group
in relationto CSRexpenditure as per relevantAccounting Standard|-|-|
|Where a provision is made with respect to a liability incurred by entering into a
contractual obligation, the movements in the provision during the year shall be shown
separately|NA|NA|

NOTE 43: INTANGIBLE ASSETS UNDER DEVELOPMENT

During the year, the Group has incurred an expenditure of 620.63 lakhs on the development of various Products/Machinery and completed the development process of the Products of 910.63 lakhs (including 133.12 lakhs incurred up to March 31, 2024) and the balance of 512.42 lakhs (including ` 224.51 lakhs incurred up to March 31, 2024) related to the products still under development is clubbed under Intangible Assets under Development.

NOTE 44: RESEARCH AND DEVELOPMENT

The recurring expenditure of 1,226.06 lakhs (Previous year 819.81 lakhs) and Capital Expenditure of 588.46 lakhs (Previous Year 607.50 lakhs) spent in Research and Development during the year have been debited to respective account.

NOTE 45: TRADE PAYABLES

The details of amounts due to Micro and Small enterprises under Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act) based on the information available with the Group are as under:

|(in lakhs)<br>**Particulars**<br>**As at**<br>**March 31, 2025**<br>**As at**<br>**March 31, 2024**<br>Principal AmountDue andremaining unpaid<br>**-**<br>-<br>InterestDue onabove and unpaidinterest<br>**-**<br>-<br>Interest paid<br>**-**<br>-<br>Paymentmade beyond the appointed day during the year<br>**-**<br>-<br>Interest due and payableforthe period ofdelay<br>**-**<br>-<br>Interest accrued andremaining unpaid<br>**-**<br>-<br>Amount of further interestremaining due and payableinsucceeding years<br>**-**<br>-|(in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Principal AmountDue andremaining unpaid
-
-
InterestDue onabove and unpaidinterest
-
-
Interest paid
-
-
Paymentmade beyond the appointed day during the year
-
-
Interest due and payableforthe period ofdelay
-
-
Interest accrued andremaining unpaid
-
-
Amount of further interestremaining due and payableinsucceeding years
-
-|(`in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Principal AmountDue andremaining unpaid
-
-
InterestDue onabove and unpaidinterest
-
-
Interest paid
-
-
Paymentmade beyond the appointed day during the year
-
-
Interest due and payableforthe period ofdelay
-
-
Interest accrued andremaining unpaid
-
-
Amount of further interestremaining due and payableinsucceeding years
-
-|
|---|---|---|
|Particulars|As at
March 31, 2025|As at
March 31, 2024|
|Principal AmountDue andremaining unpaid|-|-|
|InterestDue onabove and unpaidinterest|-|-|
|Interest paid|-|-|
|Paymentmade beyond the appointed day during the year|-|-|
|Interest due and payableforthe period ofdelay|-|-|
|Interest accrued andremaining unpaid|-|-|
|Amount of further interestremaining due and payableinsucceeding years|-|-|

The above information has been determined to the extent such parties have been identified on the basis of the information available with the Group regarding the status of suppliers under the MSME.

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205

==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 46: CONTINGENT LIABILITIES

Contingent Liabilities in respect of the following:

|(in lakhs)<br>**Particulars**<br>**For the year ended**<br>**March 31, 2025**<br>**For the year ended**<br>**March 31, 2024**<br>**i.**<br>**Claims against thegroup not acknowledged as debt**<br>Claims of GST and Sales Tax disputed byGroup<br>**108.65**<br>-<br>**ii.**<br>**Guarantees excluding fnancialguarantees**<br>Guaranteegiven bythe banks to the thirdparties on behalf of thegroup<br>**1,014.05**<br>1,177.41<br>**iii.**<br>**Other money for which thegroup is contingently liable**<br>Letters of credit opened bythe bankers of the Groupin favor of the thirdparties<br>**38.12**<br>-<br>Claims not acknowledged bythegroup<br>**-**<br>-|(in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
i.
Claims against thegroup not acknowledged as debt
Claims of GST and Sales Tax disputed byGroup
108.65
-
ii.
Guarantees excluding fnancialguarantees
Guaranteegiven bythe banks to the thirdparties on behalf of thegroup
1,014.05
1,177.41
iii.
Other money for which thegroup is contingently liable
Letters of credit opened bythe bankers of the Groupin favor of the thirdparties
38.12
-
Claims not acknowledged bythegroup
-
-|(`in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
i.
Claims against thegroup not acknowledged as debt
Claims of GST and Sales Tax disputed byGroup
108.65
-
ii.
Guarantees excluding fnancialguarantees
Guaranteegiven bythe banks to the thirdparties on behalf of thegroup
1,014.05
1,177.41
iii.
Other money for which thegroup is contingently liable
Letters of credit opened bythe bankers of the Groupin favor of the thirdparties
38.12
-
Claims not acknowledged bythegroup
-
-|
|---|---|---|
|Particulars|For the year ended
March 31, 2025|For the year ended
March 31, 2024|
|i.
Claims against thegroup not acknowledged as debt|||
|Claims of GST and Sales Tax disputed byGroup|108.65|-|
|ii.
Guarantees excluding fnancialguarantees|||
|Guaranteegiven bythe banks to the thirdparties on behalf of thegroup|1,014.05|1,177.41|
|iii.
Other money for which thegroup is contingently liable|||
|Letters of credit opened bythe bankers of the Groupin favor of the thirdparties|38.12|-|
|Claims not acknowledged bythegroup|-|-|

NOTE 47: COMMITMENTS

Estimated amount of contracts remaining to be executed on capital account and not provided for

Estimated amounts of contract remaining to be executed and not provided on account of Technical Knowhow Nil (Previous year Nil) and on account of Capital Purchase 2,515.60 lakhs (Previous year 485.49 lakhs)

NOTE 48: OTHER COMPREHENSIVE INCOME

Items that will not be reclassified to profit and loss in subsequent year includes Actuarial Gains/(Loss) on post-employment defined benefit plan (net of tax):

Items that will not be reclassifed to proft and loss in subsequent year includes Actuarial Gains/(Loss) on post-employment
defned beneft plan (net of tax):
Items that will not be reclassifed to proft and loss in subsequent year includes Actuarial Gains/(Loss) on post-employment
defned beneft plan (net of tax):
Items that will not be reclassifed to proft and loss in subsequent year includes Actuarial Gains/(Loss) on post-employment
defned beneft plan (net of tax):
(`in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Actuarial Gains/(Loss)onpost-employment defned beneftplan
(0.45)
5.95
Tax on above
0.13
(1.73)
Net Other Comprehensive Income/(Loss)
(0.32)
4.22
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Actuarial Gains/(Loss)onpost-employment defned beneftplan (0.45) 5.95
Tax on above 0.13 (1.73)
Net Other Comprehensive Income/(Loss) (0.32) 4.22

Items that will be reclassified to profit and loss in subsequent year includes Foreign Currency Translation Reserve:

Items that will be reclassifed to proft and loss in subsequent year includes Foreign Currency Translation Reserve: Items that will be reclassifed to proft and loss in subsequent year includes Foreign Currency Translation Reserve: Items that will be reclassifed to proft and loss in subsequent year includes Foreign Currency Translation Reserve:
(`in lakhs)
Particulars
For the year ended
March 31, 2025
For the year ended
March 31, 2024
Foreign CurrencyTranslation Reserve
(0.09)
-
Tax on above
-
-
Net Other Comprehensive Income/(Loss)
(0.09)
-
Particulars For the year ended
March 31, 2025
For the year ended
March 31, 2024
Foreign CurrencyTranslation Reserve (0.09) -
Tax on above - -
Net Other Comprehensive Income/(Loss) (0.09) -

NOTE 49: FAIR VALUE HIERARCHY

This section explains the judgments and estimates made in determining the fair values of the financial instruments that are measured at amortized cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Group has classified its financial instruments into three levels prescribed under the Indian Accounting Standards. An explanation of each level follows underneath the table:

67[th] Annual Report 2024-25

206

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Assets and liabilities measured at amortized cost and for which fair values are disclosed in the Financial Statements:

(` in lakhs)

Particulars March 31, 2025 March 31, 2025 March 31, 2025 March 31, 2025
Fair value measurement using

Carrying Amount
Quoted Prices
in active Market
(Level 1)


Signifcant
Observable Inputs
(Level 2)


Signifcant
Unobservable
Inputs(Level 3)
FINANCIAL ASSETS
Amortized cost
Trade Receivables 10,954.96
-

-

-
Cash and Cash Equivalents 29.34
-

-

-
Other Bank Balances 84.02
-

-

-
Loans 6.41
-

-

-
Other Financial Assets 2,022.13
-

-

-
FVTPL
Investment in EquityInstruments 12.75
-

-

12.75
Total Financial Assets 13,109.61
-

-

12.75
Financial Liabilities
Amortized cost
Borrowings 15,898.14
-

-

-
Lease Liability 528.51
-

-

-
Trade Payables 5,991.63
-

-

-
Other Financial liabilities 1,275.50
-

-

-
Total Financial Liabilities 23,693.78
-

-

-

Assets and liabilities measured at amortized cost and for which fair values are disclosed in the Financial Statements:

(` in lakhs)

Particulars March 31, 2024 March 31, 2024 March 31, 2024 March 31, 2024
Fair value measurement using
Carrying Amount
Quoted Prices
in active Market
(Level 1)


Signifcant
Observable Inputs
(Level 2)


Signifcant
Unobservable
Inputs(Level 3)
FINANCIAL ASSETS
Amortized cost
Trade Receivables 8,915.81
-

-

-
Cash and Cash Equivalents 32.70
-

-

-
Other Bank Balances 122.55
-

-

-
Loans 3.43
-

-

-
Other Financial Assets 1,339.84
-

-

-
FVTPL
Investment in EquityInstruments 12.75
-

-

12.75
Total Financial Assets 10,427.08
-

-

12.75
Financial Liabilities
Amortized cost
Borrowings 12,893.17
-

-

-
Lease Liability 615.44
-

-

-
Trade Payables 4,728.36
-

-

-
Other Financial Liabilities 719.87
-

-

-
Total Financial Liabilities 18,956.84
-

-

-

There have been no transfers among Level 1, Level 2 and Level 3 during the year.

Level 1 - Level 1 hierarchy includes Quoted (unadjusted) prices in active markets for identical assets or liabilities.

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207

==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Level 2 - Inputs other than the quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and

Level 3 - If one or more of the significant inputs are not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity shares and preference shares included in level 3.

a) Valuation technique used to determine fair value

  • Specific Valuation techniques used to value financial instruments include:

  • the use of quoted market prices or dealer quotes for similar instruments

  • the fair value of the remaining Financial instruments is determined using discounted cash flow analysis.

NOTE 50:

All the title deeds of immovable properties are held in the name of the group.

NOTE 51: CAPITAL-WORK-IN PROGRESS (CWIP)

As on March 31, 2025

a. Capital-Work-in Progress (CWIP) ageing schedule

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|
|Particulars|Amount in CWIP for aperiod of||||Total
|
||Less than 1
year|
1-2 years|2-3 years|More than 3
years||
|Projects in progress|601.57|
-|-|-|601.57|
|Projects temporarilysuspended|-|
-|
-|
82.81|
82.81|
|Total|601.57|
-|-|82.81|
684.38|

b. Capital-Work-in Progress (CWIP) temporarily suspensed completion schedule

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|
|Particulars|To be completed in||||Total
|
||Less than 1
year|
1-2 years|2-3 years|More than 3
years||
|Project 1|-|82.81|
-|-|82.81|
|Total|-|82.81|
-|-|82.81|

c. Capital-Work-in Progress (CWIP) whose completion is overdue or has exceeded its cost compared to its original plan

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|
|Particulars|To be completed in||||Total
|
||Less than 1
year|
1-2 years|2-3 years |More than 3
years||
||-|-|-|-|-|
|Total|-|-|-|-|-|

As on March 31, 2024

a. Capital-Work-in Progress (CWIP) ageing schedule

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|
|Particulars|Amount in CWIP for aperiod of||||Total
|
||Less than 1
year|
1-2 years|2-3 years|More than 3
years||
|Projects in progress|162.47|
167.82|
67.86|
417.90|
816.05|
|Projects temporarilysuspended|-|
-|
-|
-|
-|
|Total|162.47|
167.82|
67.86|
417.90|
816.05|

67[th] Annual Report 2024-25

208

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

  • b. Capital-Work-in Progress (CWIP) temporarily suspensed completion schedule

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|
|Particulars|To be completed in||||Total
|
||Less than 1
year|
1-2 years|2-3 years|More than 3
years||
|Project 1|-|-|-|-|-|
|Total|-|-|-|-|-|

  • c. Capital-Work-in Progress (CWIP) whose completion is overdue or has exceeded its cost compared to its original plan

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|
|Particulars|To be completed in||||Total
|
||Less than 1
year|
1-2 years|2-3 years|More than 3
years||
|Project 1|770.82|
-|
-|
-|
770.82|
|Total|770.82|
-|
-|
-|
770.82|

NOTE 52: INTANGIBLE ASSETS UNDER DEVELOPMENT

As on March 31, 2025

  • a. Intangible assets under development aging schedule

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|
|Particulars|Amount in CWIP for aperiod of||||Total
|
||Less than 1
year|
1-2 years|2-3 years|More than 3
years||
|Projects inprogress|304.36|
147.38|
22.64|
54.49|
528.87|
|Projects temporarilysuspended|-|
-|
-|
-|
-|
|Total|304.36|
147.38|
22.64|
54.49|
528.87|

  • b. Intangible assets under development whose completion is overdue or has exceeded its cost compared to its original plan
plan
(`in lakhs)
Particulars To be completed in Total
Less than 1
year

1-2 years
**2-3 years ** More than 3
years
Project 1 195.52
-

-

-

195.52
Project 2 -
-

-

-

-
Total 195.52
-

-

-

195.52

As on March 31, 2024

  • a. Intangible assets under development aging schedule

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|
|Particulars|Amount in CWIP for aperiod of||||Total
|
||Less than 1
year|
1-2 years|2-3 years|More than 3
years||
|Projects inprogress|360.05|
280.44|
157.75|
629.91|
1,428.15|
|Projects temporarilysuspended|-|
-|
-|
-|
-|
|Total|360.05|
280.44|
157.75|
629.91|
1,428.15|

hirect.com

209

==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

  • b. Intangible assets under development whose completion is overdue or has exceeded its cost compared to its original plan
plan
(`in lakhs)
Particulars To be completed in Total
Less than 1
year

1-2 years
**2-3 years ** More than 3
years
Project 1 132.86
-

-

-

132.86
Project 2 1,177.79
-

-

-

1,177.79
Total 1,310.64
-

-

-

1,310.64

NOTE 53:

The quarterly returns or statements of current assets filed by the Group with banks or financial institutions are in agreement with the books of accounts.

NOTE 54:

Term loan taken from the banks are utilized for the purpose for which they were granted.

NOTE 55:

During the year, Group has not come across any transactions with the companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.

NOTE 56:

During the year, there was delay in the filing of the charges / satisfaction with the Registrar of Companies.

Particulars of Charges Not Registered with ROC Within Statutory Period:

Charge Instrument Date of
Creation
Due Date for
Registration
Actual Date of
Registration
Delay Period Reasons for
Delay
CHG-1 dated 19.01.2024 for vehicle loan of`50
lakhs Unattested deed of Hypothecation for Car
Loan


January 19,
2024
February 17,
2024
May 10, 2024 82 Days Delay from the
end of Bank

Additional Information:

Penalties or Fees Paid: The group has paid the requisite additional fees as prescribed under the Companies (Registration Offices and Fees) Rules, 2014, for the delayed registration of charges.

NOTE 57: GROUP INFORMATION

A Information about subsidiary

The consolidated financial statements of the Group includes subsidiary listed in the table below:

(` in lakhs)

% Interest % Interest
Name Principal activities Country of
Incorporation
As at
March 31, 2025
As at
March 31, 2024
Hirect FZ-LLC
(Wholly Owned
Subsidiary-
Incorporated on
November 21, 2024)
Power Generation, Transmission & Distribution
Equipment, Trading, Heavy Equipment &
Machinery, Spare Parts, Electronic Card
Wholesale, Industrial Plant Equipment & Spare
Parts Trading, Wholesale of Non-ferrous Metal.
UAE 100.00 -

67[th] Annual Report 2024-25

210

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

B ADDITIONAL INFORMATION PURSUANT TO REQUIREMENT OF SCHEDULE III TO THE COMPANIES ACT, 2013 UNDER GENERAL INSTRUCTIONS FOR PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|
|---|---|---|---|---|---|---|---|---|
|Name of the entity in the
Group|Net Assets i.e., total
assets minus total
liabilities||Share in proft or loss||Share in other
comprehensive
income||Share in total
comprehensive
income||
||As % of
Consolidated
net assets|

Amount|As % of
Consolidated
proft or loss|


Amount|As % of
consolidated
other
comprehensive
income|



Amount|As % of total
comprehensive
income|

Amount|
|Parent|||||||||
|Hind Rectifers Limited|100%|16,002.94|
100%|3,727.08|
79%|(0.32)|100%|3,726.76|
|Foreign Subsidiary|||||||||
|Hirect FZ-LLC (Wholly Owned
Subsidiary )|0%|13.17|
0%|(15.83)|21%|(0.09)|0%|(15.92)|
|Less: Eliminations|0%|(29.09)|0%|-|
0%|-|
0%|-|
|Total|100% |15,987.02|
100%|3,711.25|
100%|(0.41)|100% |3,710.84|

NOTE 58: DISCLOSURES PURSUANT TO - “EMPLOYEE BENEFITS ”

(a) Defined Contribution Plans:

The Group Company’s contribution to Provident Fund, Superannuation Fund & Pension Fund that has been recognized in the Statement of Profit and Loss under the head Employee Benefits Expense is as under:

|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|
|Particulars|Year ended
March 31, 2025|Year ended
March 31, 2024|
|Employer's Contribution to Provident Fund|82.19|79.82|
|Employer's Contribution to Superannuation Fund|12.56|10.81|
|Employer's Contribution to Pension Fund|72.30|71.42|

(b) Defined Benefit Plans:

Gratuity

The Group has a defined benefit gratuity plan (funded and non funded).The group’s defined benefit gratuity plan is a final salary plan for employees, which requires contributions to be made to a separately administered fund. The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the member’s length of service and salary at retirement age. The fund has the form of a trust and it is governed by the Board of Trustees, which consists of an equal number of employer and employee representatives. The Board of Trustees is responsible for the administration of the plan assets and for the definition of the investment strategy.

The significant actuarial assumptions used for the purposes of the actuarial valuations were as follows:

|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|
|Valuation as at|March 31, 2025|March 31, 2024|
|Employee Attrition rate|1%-2%|1%-2%|
|Discount rate(s)|6.70%|7.20%|
|Expected rate(s)of salaryincrease|4.00%|4.00%|

hirect.com

211

==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

|(in lakhs)<br>**Particulars**<br>**As at**<br>**March 31, 2025**<br>**As at**<br>**March 31, 2024**<br>**I.**<br>**Change in the obligation during the year**<br>1.<br>Present value of defned beneft obligation at the beginning of the year<br>Funded<br>**187.16**<br>309.16<br>Non Funded<br>**142.24**<br>106.96<br>Total<br>**329.40**<br>416.12<br>2.<br>Transfer In / Out Obligation<br>Funded<br>**0.87**<br>-<br>Non Funded<br>**(0.87)**<br>-<br>Total<br>**-**<br>-<br>3.<br>Expenses Recognized in Proft and Loss Account<br>Current Service Cost<br>Funded<br>**25.53**<br>9.46<br>Non Funded<br>**25.75**<br>120.72<br>Total<br>**51.28**<br>130.18<br>Interest Cost<br>Funded<br>**11.41**<br>20.31<br>Non Funded<br>**7.62**<br>6.58<br>Total<br>**19.03**<br>26.88<br>Past Service Cost<br>Funded<br>**(18.96)**<br>-<br>Non Funded<br>**(28.83)**<br>-<br>Total<br>**(47.79)**<br>-<br>4.<br>Recognized in Other Comprehensive Income<br>Actuarial (Gain)/Loss<br>Funded<br>**3.80**<br> (6.56)<br>Non Funded<br>**1.20**<br> (7.58)<br>Total<br>**5.00**<br> (14.14)<br>5.<br>Benefts paid<br>Funded<br>**13.75**<br>145.21<br>Non Funded<br>**5.65**<br>84.44<br>Total<br>**19.40**<br>229.65<br>6.<br>Present value of defned beneft obligation at the end of the year<br>Funded<br>**196.06**<br>187.16<br>Non Funded<br>**141.46**<br>142.24<br>Total<br>**337.52**<br>329.39<br>**II.**<br>**Change in fair value of assets during the year**<br>1.<br>Fair value of plan assets at the beginning of the year<br>**46.90**<br>184.63<br>2.<br>Adjustments to Opening Fair Value of Plan asset<br>**-**<br>-<br>3.<br>Expenses Recognized in Proft and Loss Account<br>**-**<br>-<br>Expected return on plan assets<br>**2.34**<br>12.12<br>4.<br>Recognized in Other Comprehensive Income<br>Remeasurement(gains)/losses<br>Actual Return on plan assets in excess of the expected return<br>**4.55**<br> (8.19)<br>5.<br>Contributions by employer(including beneft payments recoverable)<br>**6.61**<br>3.54<br>6.<br>Benefts paid<br>**-**<br> (145.20)<br>7.<br>Fair value of plan assets at the end of the year<br>**60.40**<br>46.90<br>**III. (a) Expense recognized in the Statement of Proft and Loss for the year**<br>Current Service Cost<br>Funded<br>**25.53**<br>9.46|(in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
I.
Change in the obligation during the year
1.
Present value of defned beneft obligation at the beginning of the year
Funded
187.16
309.16
Non Funded
142.24
106.96
Total
329.40
416.12
2.
Transfer In / Out Obligation
Funded
0.87
-
Non Funded
(0.87)
-
Total
-
-
3.
Expenses Recognized in Proft and Loss Account
Current Service Cost
Funded
25.53
9.46
Non Funded
25.75
120.72
Total
51.28
130.18
Interest Cost
Funded
11.41
20.31
Non Funded
7.62
6.58
Total
19.03
26.88
Past Service Cost
Funded
(18.96)
-
Non Funded
(28.83)
-
Total
(47.79)
-
4.
Recognized in Other Comprehensive Income
Actuarial (Gain)/Loss
Funded
3.80
(6.56)
Non Funded
1.20
(7.58)
Total
5.00
(14.14)
5.
Benefts paid
Funded
13.75
145.21
Non Funded
5.65
84.44
Total
19.40
229.65
6.
Present value of defned beneft obligation at the end of the year
Funded
196.06
187.16
Non Funded
141.46
142.24
Total
337.52
329.39
II.
Change in fair value of assets during the year
1.
Fair value of plan assets at the beginning of the year
46.90
184.63
2.
Adjustments to Opening Fair Value of Plan asset
-
-
3.
Expenses Recognized in Proft and Loss Account
-
-
Expected return on plan assets
2.34
12.12
4.
Recognized in Other Comprehensive Income
Remeasurement(gains)/losses
Actual Return on plan assets in excess of the expected return
4.55
(8.19)
5.
Contributions by employer(including beneft payments recoverable)
6.61
3.54
6.
Benefts paid
-
(145.20)
7.
Fair value of plan assets at the end of the year
60.40
46.90
III. (a) Expense recognized in the Statement of Proft and Loss for the year
Current Service Cost
Funded
25.53
9.46|(in lakhs)<br>**Particulars**<br>**As at**<br>**March 31, 2025**<br>**As at**<br>**March 31, 2024**<br>**I.**<br>**Change in the obligation during the year**<br>1.<br>Present value of defned beneft obligation at the beginning of the year<br>Funded<br>**187.16**<br>309.16<br>Non Funded<br>**142.24**<br>106.96<br>Total<br>**329.40**<br>416.12<br>2.<br>Transfer In / Out Obligation<br>Funded<br>**0.87**<br>-<br>Non Funded<br>**(0.87)**<br>-<br>Total<br>**-**<br>-<br>3.<br>Expenses Recognized in Proft and Loss Account<br>Current Service Cost<br>Funded<br>**25.53**<br>9.46<br>Non Funded<br>**25.75**<br>120.72<br>Total<br>**51.28**<br>130.18<br>Interest Cost<br>Funded<br>**11.41**<br>20.31<br>Non Funded<br>**7.62**<br>6.58<br>Total<br>**19.03**<br>26.88<br>Past Service Cost<br>Funded<br>**(18.96)**<br>-<br>Non Funded<br>**(28.83)**<br>-<br>Total<br>**(47.79)**<br>-<br>4.<br>Recognized in Other Comprehensive Income<br>Actuarial (Gain)/Loss<br>Funded<br>**3.80**<br> (6.56)<br>Non Funded<br>**1.20**<br> (7.58)<br>Total<br>**5.00**<br> (14.14)<br>5.<br>Benefts paid<br>Funded<br>**13.75**<br>145.21<br>Non Funded<br>**5.65**<br>84.44<br>Total<br>**19.40**<br>229.65<br>6.<br>Present value of defned beneft obligation at the end of the year<br>Funded<br>**196.06**<br>187.16<br>Non Funded<br>**141.46**<br>142.24<br>Total<br>**337.52**<br>329.39<br>**II.**<br>**Change in fair value of assets during the year**<br>1.<br>Fair value of plan assets at the beginning of the year<br>**46.90**<br>184.63<br>2.<br>Adjustments to Opening Fair Value of Plan asset<br>**-**<br>-<br>3.<br>Expenses Recognized in Proft and Loss Account<br>**-**<br>-<br>Expected return on plan assets<br>**2.34**<br>12.12<br>4.<br>Recognized in Other Comprehensive Income<br>Remeasurement(gains)/losses<br>Actual Return on plan assets in excess of the expected return<br>**4.55**<br> (8.19)<br>5.<br>Contributions by employer(including beneft payments recoverable)<br>**6.61**<br>3.54<br>6.<br>Benefts paid<br>**-**<br> (145.20)<br>7.<br>Fair value of plan assets at the end of the year<br>**60.40**<br>46.90<br>**III. (a) Expense recognized in the Statement of Proft and Loss for the year**<br>Current Service Cost<br>Funded<br>**25.53**<br>9.46|(in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
I.
Change in the obligation during the year
1.
Present value of defned beneft obligation at the beginning of the year
Funded
187.16
309.16
Non Funded
142.24
106.96
Total
329.40
416.12
2.
Transfer In / Out Obligation
Funded
0.87
-
Non Funded
(0.87)
-
Total
-
-
3.
Expenses Recognized in Proft and Loss Account
Current Service Cost
Funded
25.53
9.46
Non Funded
25.75
120.72
Total
51.28
130.18
Interest Cost
Funded
11.41
20.31
Non Funded
7.62
6.58
Total
19.03
26.88
Past Service Cost
Funded
(18.96)
-
Non Funded
(28.83)
-
Total
(47.79)
-
4.
Recognized in Other Comprehensive Income
Actuarial (Gain)/Loss
Funded
3.80
(6.56)
Non Funded
1.20
(7.58)
Total
5.00
(14.14)
5.
Benefts paid
Funded
13.75
145.21
Non Funded
5.65
84.44
Total
19.40
229.65
6.
Present value of defned beneft obligation at the end of the year
Funded
196.06
187.16
Non Funded
141.46
142.24
Total
337.52
329.39
II.
Change in fair value of assets during the year
1.
Fair value of plan assets at the beginning of the year
46.90
184.63
2.
Adjustments to Opening Fair Value of Plan asset
-
-
3.
Expenses Recognized in Proft and Loss Account
-
-
Expected return on plan assets
2.34
12.12
4.
Recognized in Other Comprehensive Income
Remeasurement(gains)/losses
Actual Return on plan assets in excess of the expected return
4.55
(8.19)
5.
Contributions by employer(including beneft payments recoverable)
6.61
3.54
6.
Benefts paid
-
(145.20)
7.
Fair value of plan assets at the end of the year
60.40
46.90
III. (a) Expense recognized in the Statement of Proft and Loss for the year
Current Service Cost
Funded
25.53
9.46|
|---|---|---|---|
|Particulars||As at
March 31, 2025|
As at
March 31, 2024|
|I.|Change in the obligation during the year
|||
|1.|Present value of defned beneft obligation at the beginning of the year|||
||Funded|187.16|309.16|
||Non Funded|142.24|106.96|
|Total||329.40|416.12|
|2.
Transfer In / Out Obligation||||
|Funded||0.87|-|
|Non Funded||(0.87)|-|
|Total
||-|-|
|3.|Expenses Recognized in Proft and Loss Account|||
||Current Service Cost|||
||Funded|25.53|9.46|
||Non Funded|25.75|120.72|
|Total||51.28|130.18|
||Interest Cost|||
||Funded|11.41|20.31|
||Non Funded|7.62|6.58|
|Total||19.03|26.88|
||Past Service Cost|||
||Funded|(18.96)|-|
||Non Funded|(28.83)|-|
|Total||(47.79)|-|
|4.|Recognized in Other Comprehensive Income|||
||Actuarial (Gain)/Loss|||
||Funded|3.80|(6.56)|
||Non Funded|1.20|(7.58)|
|Total
||5.00|(14.14)|
|5.
Benefts paid||||
|Funded||13.75|145.21|
|Non Funded||5.65|84.44|
|Total
||19.40|229.65|
|6.
Present value of defned beneft obligation at the end of the year||||
|Funded||196.06|187.16|
|Non Funded||141.46|142.24|
|Total||337.52|329.39|
|II.|Change in fair value of assets during the year|||
|1.|Fair value of plan assets at the beginning of the year|46.90|184.63|
|2.|Adjustments to Opening Fair Value of Plan asset
|-|-|
|3.|Expenses Recognized in Proft and Loss Account|-|-|
||Expected return on plan assets|2.34|12.12|
|4.|Recognized in Other Comprehensive Income|||
||Remeasurement(gains)/losses|||
||Actual Return on plan assets in excess of the expected return
|4.55|(8.19)|
|5.|Contributions by employer(including beneft payments recoverable)
|6.61|3.54|
|6.|Benefts paid|-|(145.20)|
|7.
|Fair value of plan assets at the end of the year
|60.40|46.90|
|III.|(a) Expense recognized in the Statement of Proft and Loss for the year|||
||Current Service Cost|||
||Funded|25.53|9.46|

67[th] Annual Report 2024-25

212

Corporate Overview Statutory Reports

Financial Statements

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

|(in lakhs)<br>**Particulars**<br>**As at**<br>**March 31, 2025**<br>**As at**<br>**March 31, 2024**<br>Non Funded<br>**25.75**<br>120.72<br>Total<br>**51.28**<br>130.18<br>Past Service Cost<br>Funded<br>**(18.96)**<br>-<br>Non Funded<br>**(28.83)**<br>-<br>Total<br>**(47.79)**<br>-<br>Interest Cost<br>Funded<br>**11.41**<br>20.31<br>Non Funded<br>**7.62**<br>6.58<br>Total<br>**19.03**<br>26.88<br>Expected Return on plan assets<br>Funded<br>**(2.34)**<br> (12.12)<br>Non Funded<br>**-**<br>-<br>Total<br>**(2.34)**<br> (12.12)<br>Components of defned beneft costs recognized in proft or loss<br>Funded<br>**15.64**<br>17.65<br>Non Funded<br>**4.54**<br>127.30<br>Total<br>**20.18**<br>144.95<br>**(b) Included in other Comprehensive Income**<br>Actuarial(Gain)/Loss recognized for the period<br>**5.00**<br> (14.14)<br>Return on Plan Assets excluding net interest<br>**(4.55)**<br>8.19<br>Actuarial(Gain)/Loss recognized in OCI<br>**0.45**<br> (5.95)<br>**IV.**<br>**Net Asset/(Liability) recognized in the Balance Sheet**<br>1.<br>Fair value of plan assets as at March 31, 2025<br>Funded<br>**60.40**<br>46.90<br>Non Funded<br>**-**<br>-<br>Total<br>**60.40**<br>46.90<br>2.<br>Present value of defned beneft obligation as at March 31, 2025<br>Funded<br>**196.06**<br>187.16<br>Non Funded<br>**141.46**<br>142.24<br>Total<br>**337.52**<br>329.39<br>3.<br>Amount recognized in Balance Sheet<br>Funded<br>**135.66**<br>140.26<br>Non Funded<br>**141.46**<br>142.24<br>Total<br>**277.12**<br>282.50<br>4.<br>Amount recognized in Balance Sheet<br>Current<br>**31.05**<br>40.36<br>Non Current<br>**246.07**<br>242.14<br>Total<br>**277.12**<br>282.50|(in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Non Funded
25.75
120.72
Total
51.28
130.18
Past Service Cost
Funded
(18.96)
-
Non Funded
(28.83)
-
Total
(47.79)
-
Interest Cost
Funded
11.41
20.31
Non Funded
7.62
6.58
Total
19.03
26.88
Expected Return on plan assets
Funded
(2.34)
(12.12)
Non Funded
-
-
Total
(2.34)
(12.12)
Components of defned beneft costs recognized in proft or loss
Funded
15.64
17.65
Non Funded
4.54
127.30
Total
20.18
144.95
(b) Included in other Comprehensive Income
Actuarial(Gain)/Loss recognized for the period
5.00
(14.14)
Return on Plan Assets excluding net interest
(4.55)
8.19
Actuarial(Gain)/Loss recognized in OCI
0.45
(5.95)
IV.
Net Asset/(Liability) recognized in the Balance Sheet
1.
Fair value of plan assets as at March 31, 2025
Funded
60.40
46.90
Non Funded
-
-
Total
60.40
46.90
2.
Present value of defned beneft obligation as at March 31, 2025
Funded
196.06
187.16
Non Funded
141.46
142.24
Total
337.52
329.39
3.
Amount recognized in Balance Sheet
Funded
135.66
140.26
Non Funded
141.46
142.24
Total
277.12
282.50
4.
Amount recognized in Balance Sheet
Current
31.05
40.36
Non Current
246.07
242.14
Total
277.12
282.50|(in lakhs)<br>**Particulars**<br>**As at**<br>**March 31, 2025**<br>**As at**<br>**March 31, 2024**<br>Non Funded<br>**25.75**<br>120.72<br>Total<br>**51.28**<br>130.18<br>Past Service Cost<br>Funded<br>**(18.96)**<br>-<br>Non Funded<br>**(28.83)**<br>-<br>Total<br>**(47.79)**<br>-<br>Interest Cost<br>Funded<br>**11.41**<br>20.31<br>Non Funded<br>**7.62**<br>6.58<br>Total<br>**19.03**<br>26.88<br>Expected Return on plan assets<br>Funded<br>**(2.34)**<br> (12.12)<br>Non Funded<br>**-**<br>-<br>Total<br>**(2.34)**<br> (12.12)<br>Components of defned beneft costs recognized in proft or loss<br>Funded<br>**15.64**<br>17.65<br>Non Funded<br>**4.54**<br>127.30<br>Total<br>**20.18**<br>144.95<br>**(b) Included in other Comprehensive Income**<br>Actuarial(Gain)/Loss recognized for the period<br>**5.00**<br> (14.14)<br>Return on Plan Assets excluding net interest<br>**(4.55)**<br>8.19<br>Actuarial(Gain)/Loss recognized in OCI<br>**0.45**<br> (5.95)<br>**IV.**<br>**Net Asset/(Liability) recognized in the Balance Sheet**<br>1.<br>Fair value of plan assets as at March 31, 2025<br>Funded<br>**60.40**<br>46.90<br>Non Funded<br>**-**<br>-<br>Total<br>**60.40**<br>46.90<br>2.<br>Present value of defned beneft obligation as at March 31, 2025<br>Funded<br>**196.06**<br>187.16<br>Non Funded<br>**141.46**<br>142.24<br>Total<br>**337.52**<br>329.39<br>3.<br>Amount recognized in Balance Sheet<br>Funded<br>**135.66**<br>140.26<br>Non Funded<br>**141.46**<br>142.24<br>Total<br>**277.12**<br>282.50<br>4.<br>Amount recognized in Balance Sheet<br>Current<br>**31.05**<br>40.36<br>Non Current<br>**246.07**<br>242.14<br>Total<br>**277.12**<br>282.50|(in lakhs)
Particulars
As at
March 31, 2025
As at
March 31, 2024
Non Funded
25.75
120.72
Total
51.28
130.18
Past Service Cost
Funded
(18.96)
-
Non Funded
(28.83)
-
Total
(47.79)
-
Interest Cost
Funded
11.41
20.31
Non Funded
7.62
6.58
Total
19.03
26.88
Expected Return on plan assets
Funded
(2.34)
(12.12)
Non Funded
-
-
Total
(2.34)
(12.12)
Components of defned beneft costs recognized in proft or loss
Funded
15.64
17.65
Non Funded
4.54
127.30
Total
20.18
144.95
(b) Included in other Comprehensive Income
Actuarial(Gain)/Loss recognized for the period
5.00
(14.14)
Return on Plan Assets excluding net interest
(4.55)
8.19
Actuarial(Gain)/Loss recognized in OCI
0.45
(5.95)
IV.
Net Asset/(Liability) recognized in the Balance Sheet
1.
Fair value of plan assets as at March 31, 2025
Funded
60.40
46.90
Non Funded
-
-
Total
60.40
46.90
2.
Present value of defned beneft obligation as at March 31, 2025
Funded
196.06
187.16
Non Funded
141.46
142.24
Total
337.52
329.39
3.
Amount recognized in Balance Sheet
Funded
135.66
140.26
Non Funded
141.46
142.24
Total
277.12
282.50
4.
Amount recognized in Balance Sheet
Current
31.05
40.36
Non Current
246.07
242.14
Total
277.12
282.50|
|---|---|---|---|
|Particulars||As at
March 31, 2025|
As at
March 31, 2024|
|Non Funded||25.75|120.72|
|Total||51.28|130.18|
||Past Service Cost|||
||Funded|(18.96)|-|
||Non Funded|(28.83)|-|
|Total||(47.79)|-|
||Interest Cost|||
||Funded|11.41|20.31|
||Non Funded|7.62|6.58|
|Total||19.03|26.88|
||Expected Return on plan assets|||
||Funded|(2.34)|(12.12)|
||Non Funded|-|-|
|Total
||(2.34)|(12.12)|
||Components of defned beneft costs recognized in proft or loss|||
||Funded|15.64|17.65|
||Non Funded|4.54|127.30|
|Total||20.18|144.95|
|(b) Included in other Comprehensive Income||||
|Actuarial(Gain)/Loss recognized for the period||5.00|(14.14)|
|Return on Plan Assets excluding net interest||(4.55)|8.19|
|Actuarial(Gain)/Loss recognized in OCI||0.45|(5.95)|
|IV.
Net Asset/(Liability) recognized in the Balance Sheet||||
|1.
Fair value of plan assets as at March 31, 2025||||
|Funded||60.40|46.90|
|Non Funded||-|-|
|Total
||60.40|46.90|
|2.
Present value of defned beneft obligation as at March 31, 2025||||
|Funded||196.06|187.16|
|Non Funded||141.46|142.24|
|Total||337.52|329.39|
|3.
Amount recognized in Balance Sheet||||
|Funded||135.66|140.26|
|Non Funded||141.46|142.24|
|Total||277.12|282.50|
|4.
Amount recognized in Balance Sheet||||
|Current||31.05|40.36|
|Non Current||246.07|242.14|
|Total||277.12|282.50|

Expected cashflows based on past service liability:

|(in lakhs)<br>**Particulars**<br>**Year ended**<br>**March 31, 2025**<br>**Year ended**<br>**March 31, 2024**<br>Within 1year<br>**61.39**<br>73.32<br>1-2year<br>**21.68**<br>8.26<br>2-3year<br>**24.38**<br>22.44<br>3-4year<br>**21.34**<br>27.86<br>4-5year<br>**20.25**<br>22.89<br>Above 5years<br>**116.67**<br>123.38|(in lakhs)
Particulars
Year ended
March 31, 2025
Year ended
March 31, 2024
Within 1year
61.39
73.32
1-2year
21.68
8.26
2-3year
24.38
22.44
3-4year
21.34
27.86
4-5year
20.25
22.89
Above 5years
116.67
123.38|(`in lakhs)
Particulars
Year ended
March 31, 2025
Year ended
March 31, 2024
Within 1year
61.39
73.32
1-2year
21.68
8.26
2-3year
24.38
22.44
3-4year
21.34
27.86
4-5year
20.25
22.89
Above 5years
116.67
123.38|
|---|---|---|
|Particulars|Year ended
March 31, 2025|Year ended
March 31, 2024|
|Within 1year|61.39|73.32|
|1-2year|21.68|8.26|
|2-3year|24.38|22.44|
|3-4year|21.34|27.86|
|4-5year|20.25|22.89|
|Above 5years|116.67|123.38|

hirect.com

213

==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Sensitivity Analysis

|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|
|---|---|---|---|
|Particulars||Year ended
March 31, 2025|Year ended
March 31, 2024|
|i.|Discount rate Sensitivity|||
||
Increase by 0.5%|286.54 |289.67|
||Decrease by 0.5%|311.60|314.07|
|ii.|Salary growth rate Sensitivity|||
||
Increase by 0.5%|307.16|305.00|
||Decrease by 0.5%|292.13|295.09|
|iii.|Withdrawal rate (W.R.) Sensitivity|||
||
W.R. x 110%|299.16|301.90|
||W.R. x90%|297.92 |300.86|

NOTE 59: SEGMENT INFORMATION

The Group operates in a single segment as per Indian Accounting Standard (Ind AS) 108. Hence, segment wise reporting is not applicable.

  • a) Information about major customers:

Revenue from sale of products to largest customers (greater than 10% of total sales) is 52,978.28 lakhs for financial year ended March 31, 2025 ( 41,200.66 lakhs for financial year ended March 31, 2024)

NOTE 60: DIVIDEND

The Board of Directors have recommended a dividend of 2 Per equity share of 2/- each (Previous year 1.20 Per equity share of 2/- each). The same is subject to the approval of members of the group in the AGM to be held on July 29, 2025.

|(in lakhs)|(in lakhs)|(in lakhs)| |---|---|---| |**Proposed Dividend on equity shares**|**March 31, 2025**|**March 31, 2024**| |Final cash dividend for the year ended March 31, 2025 is2 per equity share
(March 31, 20241.20 per equity share).|**343.25**|205.65| ||**343.25**|205.65| |(in lakhs)|||
|Dividend declared and Paid during the year|March 31, 2025|March 31, 2024|
|Final cash dividend for the year ended March 31, 2024 is1.2 per equity share<br>(March 31, 2024Nil per equity share).|205.65|-|
||205.65|-|

NOTE 61: STOCK OPTIONS

Stock option scheme was approved by the members in their meeting held on August 13, 2018. In 2021-22, stock options for 99,945 nos. was been granted by the Group. In 2022-23, 10,255 nos. of options and in 2023-24, 13,882 nos. of options were exercised and allotted. In 2024-25, the committee approved the allotment of 24,815 equity shares of ` 2 each and the shares were allotted and issued on October 30, 2024.

NOTE 62: MISCELLANEOUS EXPENSES

Miscellaneous expenses under Other Expenses includes CWIP written off of 382.16 lakhs (Previous year 208.98 lakhs)

NOTE 63: PROVISION FOR WARRANTY

A provision is recognized based on actuarial valuation report for expected warranty claims and after sales services on products sold , based on past experience of the level of repairs and returns. It is expected that these costs will be incurred during the warranty period i.e 1 to 6 years (depending on the product) from the date of sale of the product. The provision for warranty cost is revised annually.

67[th] Annual Report 2024-25

214

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

NOTE 64:

All the financial assets and financial liabilities are valued at amortized cost. However, considering the materiality of the transactions, the cost/ book value of certain assets such as security deposits, staff loan is considered as the amortized cost.

NOTE 65: SHARE BASED PAYMENTS RESERVE

The Board of Directors of the Group and its Shareholders’ approved a Employee Stock Option Plan (ESOP - 2018). During the previous year 2021-22, 99,945 options were granted to certain identified eligible employees of the Company. Detailed description of share based payment arrangements is as below:

a Date of shareholders’approval :- August 13, 2018
b Total number of options approved under ESOP : 2,50,000 options
c Maximum term of options granted : - Maximum term of the options granted under the scheme
shall be fve years from the grant date.
d Vesting requirements The options granted shall vest between a minimum of 1 to
maximum of 4 years from the date of grant of options.
e Source of shares :- Primary
f Weighted average fair value of options at grant date `104.42
g Weighted average remaining contractual life 0.22 years

Options were priced using a Black Scholes Merton Formula pricing model. Where relevant, the expected life used in this model has been adjusted based on management’s best estimate for the effects of non-transferability, exercise restrictions and behavior considerations.

Inputs into the model were as follows:

a Grant date share price `166.65
b Exercise Price `85.00
c Historical Volatility 50.60% to 51.83%
d DTE (Years) 3 to 4.5 years
e
Dividend yield
0.46%
f Risk free interest rate 4.92% to 5.50%

Reconciliation of outstanding share options is as follows:

Reconciliation of outstanding share options is as follows:
Particulars Number of options Exerciseprice(`)
Outstandingas at April 1,2024(out of the optionsgranted) 64,388 85.00
Granted & accepted duringtheyear - -
Forfeited / lapsed duringtheyear 7,002 85.00
Exercised duringtheyear 24,815 85.00
Outstanding as at March 31, 2025(out of the optionsgranted) 32,571 85.00
Exercisable as at March 31, 2025 11,550 85.00

Reconciliation of outstanding share options is as follows:

Reconciliation of outstanding share options is as follows:
Particulars Number of options Exerciseprice(`)
Outstandingas at April 1,2023(out of the optionsgranted) 84,620 85.00
Granted & accepted duringtheyear - -
Forfeited / lapsed duringtheyear 6,350 85.00
Exercised duringtheyear 13,882 85.00
Outstandingas at March 31,2024(out of the optionsgranted) 64,388 85.00

Fair value of options vested during the year is 796.44 (previous year 482.96)

Money realized by exercise of option during the year is 21.09 lakhs (previous year 11.80 lakhs)

The options outstanding at March 31, 2025 have an exercise price of 85.00 (March 31, 2024: 85)

Weighted average share price at the date of the exercise of share options exercised in 2024-25 is ` 881.44.

24,815 options exercised during this year and 13,882 shares during previous year.

hirect.com

215

==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Expense recognized in Statement of Profit and Loss

The Group has followed the fair value method to account for the grant of stock options, profit and loss impact for the year ended March 31, 2025 is 7.79 lakhs (previous year: 14.46 lakhs)

NOTE 66: RELATED PARTY DISCLOSURES AS PER IND AS 24 & SEBI LODR

  • I. List of related parties

  • A) Subsidiary

    • Hirect FZ-LLC (Wholly Owned Subsidiary)
  • B) Enterprise over which Members of the Board of Directors / KMP has significant influence

    • Force Motion Technology LLP

    • Elventive Tech Private Limited

    • Arcot Media Private Limited

  • C) Members of the Board of Directors/Key Management Personnel (KMP)

    1. Chairman and Managing Director (CEO)

     - a) Mr. Suramya Nevatia
    

2. Executive Director

  • a) Mrs. Akshada Nevatia

3. Non Executive Director

  • i. Independent Non Executive Director

    • a) Mr. Vijay Kumar Bhartia (completion of tenure with effect from August 13, 2024)

    • b) Mr. Pradeep Goyal (completion of tenure with effect from August 13, 2024)

    • c) Ms. Ashlesha Bodas

    • d) Mr. Vandan Shah

    • e) Mr. Vishal Pacheriwala

  • ii. Non Independent Non Executive Director

    • a) Mr. Parimal Merchant

4. Chief Financial Officer

  • a) Mr. Anil Kumar Nemani

5. Joint Chief Financial Officer

  • a) Mr. Anil Mehta (cessation with effect from November 29, 2024)

6. Company Secretary

  - a) Ms. Meenakshi Anchlia
  • D. Relative of Member of Board of Directors / KMP

  • a) Mr. Saurabh Nevatia

  • b) Mrs. Bharti Nevatia

  • c) Mr. Suryansh Nevatia

67[th] Annual Report 2024-25

216

Corporate Overview Statutory Reports

Financial Statements

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Note : Mrs. Akshada Nevatia, Mr. Suramya Nevatia, Mr. Saurabh Nevatia , Mrs. Bharti Nevatia and Mr. Suryansh Nevatia are related to each other.

II. Disclosure in respect of material transactions with related parties during the year ended March 31, 2025

||(in lakhs)<br>**Particulars**<br>**Enterprise**<br>**over which**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ KMP has**<br>**signifcant**<br>**influence**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ Key**<br>**Management**<br>**Personnel**<br>**(KMP)**<br>**Relative of**<br>**Member of**<br>**Board of**<br>**Directors /**<br>**KMP**<br>**Total**<br>Loan Received / Deposits received<br>Nil<br>-<br>-<br>-<br>**-**<br>Loan Repaid / Deposits Given<br>Nil<br>-<br>-<br>-<br>**-**<br>**Income**<br>**Sale**<br>Force Motion Technology<br>**1.24**<br>**-**<br>**-**<br>**1.24**<br> (1.64)<br>-<br>-<br> (1.64)<br>Elventive Tech Private Limited<br>**1,100.37**<br>**-**<br>**-**<br>**1,100.37**<br> (4.85)<br>-<br>-<br> (4.85)<br>**Expenditure**<br>**Remuneration**<br>Mrs. Akshada Nevatia<br>**-**<br>**210.57**<br>**-**<br>**210.57**<br>-<br> (46.21)<br>-<br> (46.21)<br>Mr. Suramya Nevatia<br>**-**<br>**363.64**<br>**-**<br>**363.64**<br>-<br> (174.78)<br>-<br> (174.78)<br>Mr. Saurabh Nevatia<br>**-**<br>**-**<br>**90.27**<br>**90.27**<br>-<br>-<br> (90.27)<br> (90.27)<br>Mrs. Bharti Nevatia<br>**-**<br>**-**<br>**11.87**<br>**11.87**<br>-<br>-<br> (11.87)<br> (11.87)<br>Mr. Suryansh Nevatia<br>**-**<br>**-**<br>**0.56**<br>**0.56**<br>-<br>-<br> (8.44)<br> (8.44)<br>Mr. Anil Kumar Nemani<br>**-**<br>**100.13**<br>**-**<br>**100.13**<br>-<br> (12.76)<br>-<br> (12.76)<br>Ms. Meenakshi Anchlia<br>**-**<br>**23.06**<br>**-**<br>**23.06**<br>-<br> (20.42)<br>-<br> (20.42)<br>Mr. Anil Mehta<br>**-**<br>**28.85**<br>**-**<br>**28.85**<br>-<br> (38.08)<br>-<br> (38.08)<br>**Directors Sitting Fees**<br>Mr. Parimal Merchant<br>**-**<br>**2.75**<br>**-**<br>**2.75**<br>-<br> (2.75)<br>-<br> (2.75)<br>Mr. PradeepGoyal<br>**-**<br>**1.50**<br>**-**<br>**1.50**<br>-<br> (2.75)<br>-<br> (2.75)<br>Mr. Vandan Shah<br>**-**<br>**2.75**<br>**-**<br>**2.75**<br>-<br> (2.25)<br>-<br> (2.25)<br>Mr. VijayKumar Bhartia<br>**-**<br>**0.50**<br>**-**<br>**0.50**<br>-<br> (0.50)<br>-<br> (0.50)|(in lakhs)
Particulars
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative of
Member of
Board of
Directors /
KMP
Total
Loan Received / Deposits received
Nil
-
-
-
-
Loan Repaid / Deposits Given
Nil
-
-
-
-
Income
Sale
Force Motion Technology
1.24
-
-
1.24
(1.64)
-
-
(1.64)
Elventive Tech Private Limited
1,100.37
-
-
1,100.37
(4.85)
-
-
(4.85)
Expenditure
Remuneration
Mrs. Akshada Nevatia
-
210.57
-
210.57
-
(46.21)
-
(46.21)
Mr. Suramya Nevatia
-
363.64
-
363.64
-
(174.78)
-
(174.78)
Mr. Saurabh Nevatia
-
-
90.27
90.27
-
-
(90.27)
(90.27)
Mrs. Bharti Nevatia
-
-
11.87
11.87
-
-
(11.87)
(11.87)
Mr. Suryansh Nevatia
-
-
0.56
0.56
-
-
(8.44)
(8.44)
Mr. Anil Kumar Nemani
-
100.13
-
100.13
-
(12.76)
-
(12.76)
Ms. Meenakshi Anchlia
-
23.06
-
23.06
-
(20.42)
-
(20.42)
Mr. Anil Mehta
-
28.85
-
28.85
-
(38.08)
-
(38.08)
Directors Sitting Fees
Mr. Parimal Merchant
-
2.75
-
2.75
-
(2.75)
-
(2.75)
Mr. PradeepGoyal
-
1.50
-
1.50
-
(2.75)
-
(2.75)
Mr. Vandan Shah
-
2.75
-
2.75
-
(2.25)
-
(2.25)
Mr. VijayKumar Bhartia
-
0.50
-
0.50
-
(0.50)
-
(0.50)|(in lakhs)<br>**Particulars**<br>**Enterprise**<br>**over which**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ KMP has**<br>**signifcant**<br>**influence**<br>**Members of**<br>**the Board**<br>**of Directors**<br>**/ Key**<br>**Management**<br>**Personnel**<br>**(KMP)**<br>**Relative of**<br>**Member of**<br>**Board of**<br>**Directors /**<br>**KMP**<br>**Total**<br>Loan Received / Deposits received<br>Nil<br>-<br>-<br>-<br>**-**<br>Loan Repaid / Deposits Given<br>Nil<br>-<br>-<br>-<br>**-**<br>**Income**<br>**Sale**<br>Force Motion Technology<br>**1.24**<br>**-**<br>**-**<br>**1.24**<br> (1.64)<br>-<br>-<br> (1.64)<br>Elventive Tech Private Limited<br>**1,100.37**<br>**-**<br>**-**<br>**1,100.37**<br> (4.85)<br>-<br>-<br> (4.85)<br>**Expenditure**<br>**Remuneration**<br>Mrs. Akshada Nevatia<br>**-**<br>**210.57**<br>**-**<br>**210.57**<br>-<br> (46.21)<br>-<br> (46.21)<br>Mr. Suramya Nevatia<br>**-**<br>**363.64**<br>**-**<br>**363.64**<br>-<br> (174.78)<br>-<br> (174.78)<br>Mr. Saurabh Nevatia<br>**-**<br>**-**<br>**90.27**<br>**90.27**<br>-<br>-<br> (90.27)<br> (90.27)<br>Mrs. Bharti Nevatia<br>**-**<br>**-**<br>**11.87**<br>**11.87**<br>-<br>-<br> (11.87)<br> (11.87)<br>Mr. Suryansh Nevatia<br>**-**<br>**-**<br>**0.56**<br>**0.56**<br>-<br>-<br> (8.44)<br> (8.44)<br>Mr. Anil Kumar Nemani<br>**-**<br>**100.13**<br>**-**<br>**100.13**<br>-<br> (12.76)<br>-<br> (12.76)<br>Ms. Meenakshi Anchlia<br>**-**<br>**23.06**<br>**-**<br>**23.06**<br>-<br> (20.42)<br>-<br> (20.42)<br>Mr. Anil Mehta<br>**-**<br>**28.85**<br>**-**<br>**28.85**<br>-<br> (38.08)<br>-<br> (38.08)<br>**Directors Sitting Fees**<br>Mr. Parimal Merchant<br>**-**<br>**2.75**<br>**-**<br>**2.75**<br>-<br> (2.75)<br>-<br> (2.75)<br>Mr. PradeepGoyal<br>**-**<br>**1.50**<br>**-**<br>**1.50**<br>-<br> (2.75)<br>-<br> (2.75)<br>Mr. Vandan Shah<br>**-**<br>**2.75**<br>**-**<br>**2.75**<br>-<br> (2.25)<br>-<br> (2.25)<br>Mr. VijayKumar Bhartia<br>**-**<br>**0.50**<br>**-**<br>**0.50**<br>-<br> (0.50)<br>-<br> (0.50)|(in lakhs)
Particulars
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative of
Member of
Board of
Directors /
KMP
Total
Loan Received / Deposits received
Nil
-
-
-
-
Loan Repaid / Deposits Given
Nil
-
-
-
-
Income
Sale
Force Motion Technology
1.24
-
-
1.24
(1.64)
-
-
(1.64)
Elventive Tech Private Limited
1,100.37
-
-
1,100.37
(4.85)
-
-
(4.85)
Expenditure
Remuneration
Mrs. Akshada Nevatia
-
210.57
-
210.57
-
(46.21)
-
(46.21)
Mr. Suramya Nevatia
-
363.64
-
363.64
-
(174.78)
-
(174.78)
Mr. Saurabh Nevatia
-
-
90.27
90.27
-
-
(90.27)
(90.27)
Mrs. Bharti Nevatia
-
-
11.87
11.87
-
-
(11.87)
(11.87)
Mr. Suryansh Nevatia
-
-
0.56
0.56
-
-
(8.44)
(8.44)
Mr. Anil Kumar Nemani
-
100.13
-
100.13
-
(12.76)
-
(12.76)
Ms. Meenakshi Anchlia
-
23.06
-
23.06
-
(20.42)
-
(20.42)
Mr. Anil Mehta
-
28.85
-
28.85
-
(38.08)
-
(38.08)
Directors Sitting Fees
Mr. Parimal Merchant
-
2.75
-
2.75
-
(2.75)
-
(2.75)
Mr. PradeepGoyal
-
1.50
-
1.50
-
(2.75)
-
(2.75)
Mr. Vandan Shah
-
2.75
-
2.75
-
(2.25)
-
(2.25)
Mr. VijayKumar Bhartia
-
0.50
-
0.50
-
(0.50)
-
(0.50)|(`in lakhs)
Particulars
Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence
Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)
Relative of
Member of
Board of
Directors /
KMP
Total
Loan Received / Deposits received
Nil
-
-
-
-
Loan Repaid / Deposits Given
Nil
-
-
-
-
Income
Sale
Force Motion Technology
1.24
-
-
1.24
(1.64)
-
-
(1.64)
Elventive Tech Private Limited
1,100.37
-
-
1,100.37
(4.85)
-
-
(4.85)
Expenditure
Remuneration
Mrs. Akshada Nevatia
-
210.57
-
210.57
-
(46.21)
-
(46.21)
Mr. Suramya Nevatia
-
363.64
-
363.64
-
(174.78)
-
(174.78)
Mr. Saurabh Nevatia
-
-
90.27
90.27
-
-
(90.27)
(90.27)
Mrs. Bharti Nevatia
-
-
11.87
11.87
-
-
(11.87)
(11.87)
Mr. Suryansh Nevatia
-
-
0.56
0.56
-
-
(8.44)
(8.44)
Mr. Anil Kumar Nemani
-
100.13
-
100.13
-
(12.76)
-
(12.76)
Ms. Meenakshi Anchlia
-
23.06
-
23.06
-
(20.42)
-
(20.42)
Mr. Anil Mehta
-
28.85
-
28.85
-
(38.08)
-
(38.08)
Directors Sitting Fees
Mr. Parimal Merchant
-
2.75
-
2.75
-
(2.75)
-
(2.75)
Mr. PradeepGoyal
-
1.50
-
1.50
-
(2.75)
-
(2.75)
Mr. Vandan Shah
-
2.75
-
2.75
-
(2.25)
-
(2.25)
Mr. VijayKumar Bhartia
-
0.50
-
0.50
-
(0.50)
-
(0.50)|
|---|---|---|---|---|---|
|Sr.
No.|Particulars|Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence|Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)|Relative of
Member of
Board of
Directors /
KMP|Total|
|1|Loan Received / Deposits received|||||
||Nil|-|-|-|-|
|2|Loan Repaid / Deposits Given|||||
||Nil|-|-|-|-|
|3|Income|||||
||Sale|||||
||Force Motion Technology|1.24|-|-|1.24|
|||(1.64)|-|-|(1.64)|
||Elventive Tech Private Limited|1,100.37|-|-|1,100.37|
|||(4.85)|-|-|(4.85)|
|4|Expenditure|||||
|i.|Remuneration|||||
||Mrs. Akshada Nevatia|-|210.57|-|210.57|
|||-|(46.21)|-|(46.21)|
||Mr. Suramya Nevatia|-|363.64|-|363.64|
|||-|(174.78)|-|(174.78)|
||Mr. Saurabh Nevatia|-|-|90.27|90.27|
|||-|-|(90.27)|(90.27)|
||Mrs. Bharti Nevatia|-|-|11.87|11.87|
|||-|-|(11.87)|(11.87)|
||Mr. Suryansh Nevatia|-|-|0.56|0.56|
|||-|-|(8.44)|(8.44)|
||Mr. Anil Kumar Nemani|-|100.13|-|100.13|
|||-|(12.76)|-|(12.76)|
||Ms. Meenakshi Anchlia|-|23.06|-|23.06|
|||-|(20.42)|-|(20.42)|
||Mr. Anil Mehta|-|28.85|-|28.85|
|||-|(38.08)|-|(38.08)|
|ii.|Directors Sitting Fees|||||
||Mr. Parimal Merchant|-|2.75|-|2.75|
|||-|(2.75)|-|(2.75)|
||Mr. PradeepGoyal|-|1.50|-|1.50|
|||-|(2.75)|-|(2.75)|
||Mr. Vandan Shah|-|2.75|-|2.75|
|||-|(2.25)|-|(2.25)|
||Mr. VijayKumar Bhartia|-|0.50|-|0.50|
|||-|(0.50)|-|(0.50)|

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217

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NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|
|Sr.
No.|Particulars|Enterprise
over which
Members of
the Board
of Directors
/ KMP has
signifcant
influence|Members of
the Board
of Directors
/ Key
Management
Personnel
(KMP)|Relative of
Member of
Board of
Directors /
KMP|Total|
||Ms. Ashlesha Bodas|-|0.25|-|0.25|
|||-|(0.25)|-|(0.25)|
||Mr. Vishal Pacheriwala||2.25|-|2.25|
||||-|-|-|
|iii.|Rent|||||
||Mr. Saurabh Nevatia|||5.04|5.04|
|||-|-|(5.04)|(5.04)|
|iv.|Purchase|||||
||Force Motion Technology|1,459.57|-|-|1,459.57|
|||(1,194.00)|-|-|(1,194.00)|
||Elventive Tech Private Limited|1,325.11|-|-|1,325.11|
|||(624.74)|-|-|(624.74)|
||Arcot Media Private Limited|3.15|||3.15|
|||-|-|-|-|

Note: Figures in brackets represents previous years figures.

III. Balances Receivable/Payable with Related Parties

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|---|---|
|Sr.
No.|Particulars|Enterprise over
which Members
of the Board of
Directors / KMP
has signifcant
influence|Members of
the Board of
Directors / Key
Management
Personnel (KMP)|Relative of
Member of Board
of Directors /
KMP|Total|
|1|Trade Payables|||||
||Force Motion Technology|183.98|-|-|183.98|
|||(172.67)|-|-|(172.67)|
||Elventive Tech Private Limited|208.60|-|-|208.60|
|||(68.15)|-|-|(68.15)|
||Arcot Media Private Limited|-|-|-|-|
|||-|-|-|-|
|2|Trade Receivables|||||
||Force Motion Technology|0.13|-|-|0.13|
|||-|-|-|-|
||Elventive Tech Private Limited|489.59|-|-|489.59|
|||-|-|-|-|
|3|Other Current Financial Liabilities|||||
||Salary and Other Accrued Expenses|||||
||SalaryPayable to Mrs. Akshada Nevatia||158.15||158.15|
|||-|(2.50)|-|(2.50)|
||SalaryPayable to Mr. Suramya Nevatia||261.02||261.02|
|||-|(98.69)|-|(98.69)|

67[th] Annual Report 2024-25

218

Corporate Overview Statutory Reports

Financial Statements

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

ES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS
AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)
ES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS
AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)
ES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS
AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)
ES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS
AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)
ES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS
AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)
ES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS
AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)
(`in lakhs)
Sr.
No.
Particulars Enterprise over
which Members
of the Board of
Directors / KMP
has signifcant
influence
Members of
the Board of
Directors / Key
Management
Personnel (KMP)
Relative of
Member of Board
of Directors /
KMP
Total
SalaryPayable to Mr. Saurabh Nevatia 6.32 6.32
- - (5.62) (5.62)
SalaryPayable to Mrs. Bharti Nevatia 1.06 1.06
- - (0.89) (0.89)
SalaryPayable to Mr. Suryansh Nevatia - - - -
- - (0.26) (0.26)
SalaryPayable to Mr. Anil Nemani 2.75 2.75
- (3.30) - (3.30)
SalaryPayable to Ms. Meenakshi Anchlia 1.40 1.40
- (0.85) - (0.85)
SalaryPayable to Mr. Anil Mehta - -
- (2.03) - (2.03)

Note: The remuneration to the related parties does not include the provisions made for gratuity and leave benefits, as they are determined on an actuarial basis for the Company as a whole. However, the gratuity expenses of Mr. Suramya Nevatia and Mrs. Akshada Nevatia are included in the figure of their respective remuneration since their gratuity is provided separately.

All the related party transactions have been entered on arm’s length basis.

Figures in brackets represents previous years figures.

NOTE 67: FINANCIAL RISK MANAGEMENT FRAMEWORK

The Group Company’s principal financial liabilities, comprise loans and borrowings, trade and other payables. The Group Company’s principal financial assets include loans, trade and other receivables and cash and cash equivalents that derive directly from its operations.

The Group is exposed to market risk, credit risk and liquidity risk. The Group senior management oversees the management of these risks. The Group Company’s senior management provides assurance 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 Group Company’s policies and risk objectives. The Board of Directors reviews and agrees on policies for managing each of these risks, which are summarized below.

A. Credit Risk

Credit risk is the risk that counter party will not meet it’s obligation under a financial instrument or customer contract leading to a financial loss. The Group Company is exposed to credit risk mainly from trade receivables and other financial assets.

Trade receivables

Customer credit is managed by concerned business manager subject to the Group established policy procedures and control related to customer credit risk management.

Each outstanding customer receivables are regularly monitored and if outstanding is above due date the further shipments are controlled and can only be released if there is a proper justification.

The Group evaluates the concentration of risk with respect to trade receivables as medium, as its customers are located in several jurisdictions and industries and operate in largely independent markets and their credit worthiness are monitored at periodical intervals.

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219

==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

Reconciliation of loss allowance provision for Trade Receivables (ECL - Expected Credit Losses)

Reconciliation of loss allowance provision for Trade Receivables (ECL - Expected Credit Losses) Reconciliation of loss allowance provision for Trade Receivables (ECL - Expected Credit Losses) Reconciliation of loss allowance provision for Trade Receivables (ECL - Expected Credit Losses)
(`in lakhs)
Particulars As at
March 31, 2025
As at
March 31, 2024
Balance as at beginningof theyear 411.89 729.02
Impairment losses recognized in theyear based on lifetime expected credit losses
On receivables originated in theyear 771.36 296.08
Amounts written off duringtheyear 368.72 613.21
Balance at end of theyear 814.53 411.89

B. 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 of three types of risks – interest rate risk, currency risk and other price risk in a fluctuating market environment. Financial instrument affected by market risks includes loans and borrowings, deposits and other financials assets.

The Group has designed risk management frame work to control various risks effectively to achieve the business objectives. This includes identification of risk, its assessment, control and monitoring at timely intervals.

(i) Currency Risk

The Group operates internationally and portion of the business is transacted in several currencies and consequently, the Group is exposed to foreign exchange risk through it’s sales and services in overseas and purchases from overseas suppliers in various foreign currencies. The Currency Risk can be majorly divided into two main categories -

  1. Risk of change in Profits due to change in currency rate of Outstanding Trade Payables and Receivables (net of advances).

  2. Risk of increased outflows due to change in currency rate of Other Payables.

Foreign Currency Sensitivity

The following tables demonstrate the sensitivity to a reasonably possible change in USD and EURO exchange rates, with all other variables held constant. The impact on the Group Company’s profit before tax and cash flows is due to changes in the fair value of Outstanding Trade Payables and Receivables (net of advances) and the effect not on profit but on cash flow is due to Other Payables. The Group exposure to foreign currency changes for all other currencies is not material.

1. The impact on the Group’s profit before tax due to changes in the fair value of Outstanding Trade Payables and Receivables:

The impact on the Group’s proft before tax due to
Receivables:
changes in the fair value of Outstanding Trade Payables and changes in the fair value of Outstanding Trade Payables and changes in the fair value of Outstanding Trade Payables and
(`in lakhs)
Particulars Currency Change in rate Effect on proft
before tax
March 31, 2025 USD +5% (0.49)
USD -5% 0.49
EURO +5% (18.87)
EURO -5% 18.87
CHF +5% (8.43)
CHF -5% 8.43
March 31, 2024 USD +5% (3.29)
USD -5% 3.29
EURO +5% (10.20)
EURO -5% 10.20
CHF +5% (10.94)
CHF -5% 10.94

67[th] Annual Report 2024-25

220

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

2. The impact on the Group’s cash flow due to changes in the fair value of Other Payables

||(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|---|
|Particulars|Currency|Change in rate|Effect on cash flow|
|March 31, 2025|USD|+5%|-|
||USD|-5%|-|
||EURO|+5%|-|
||EURO|-5%|-|
||CHF|+5%|-|
||CHF|-5%|-|
|March 31, 2024|USD|+5%|-|
||USD|-5%|-|
||EURO|+5%|-|
||EURO|-5%|-|
||CHF|+5%|-|
||CHF|-5%|-|

In management’s opinion, the sensitivity analysis is unrepresentative of the inherent foreign exchange risk because the exposure at the end of the reporting period does not reflect the exposure during the year.

(ii) Commodity Price Risk

  • a. The Group is subjected to Commodity Price risk due to the fluctuations in the price of copper. This is procured from domestic suppliers. However, domestic price of the Copper is affected based on the price at the London Metal Exchange (LME) and exchange rates. In case copper prices undergo upward / downward revision due to LME or exchange rate, the price difference are adequately covered by the price variation clause of the order.

  • b. Exposure of the group to commodity and commodity risks faced by it throughout the year.

  • Total exposure of the group to commodities in ` 16,354.56 lakhs.

  • Exposure of the group to various commodities:

Commodity
Name
Exposure
towards the
particular
commodity
(`In lakhs)
Exposure
in quantity
terms
towards the
particular
commodity
% of such Exposure Hedged through Commodity Derivatives % of such Exposure Hedged through Commodity Derivatives % of such Exposure Hedged through Commodity Derivatives % of such Exposure Hedged through Commodity Derivatives % of such Exposure Hedged through Commodity Derivatives
Domestic Market International Market Total
OTC Exchange OTC Exchange
1.
Copper
13,896.76 1,423.97 MT N/A N/A N/A
2.
Aluminium
2,457.80 559.60 MT
TOTAL **16,354.56 ** 1,983.57 MT
  1. In majority of orders, group do have price variation clause (PVC) issued by Indian Electrical and Electronics Manufacturers’ Association (IEEMA) which covers all component of cost including commodities and accordingly group do not have any major risk due to fluctuation in commodities price.

(iii) Interest rate risk

The group manages interest rate risk by having a balanced portfolio of fixed and variable rate of interest on loans and borrowings. To manage this, the Company has taken loans from banks which are linked to MCLR rate of the bank, which are variable.

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221

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NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

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 Group’s profit before tax is affected through the impact on floating rate borrowings, as follows:

||(in lakhs)|(in lakhs)|(in lakhs)| |---|---|---|---| |**Particulars**|**Currency**|**Increase/ Decrease**<br>**in basis Points**|**Effect on proft**<br>**before tax**| |**March 31, 2025**||+50|(61.53)|
|||**-50**|**61.53**| |March 31, 2024||+50|(55.19)|
||`|-50|55.19|

(iv) Equity Price Risk

The Group is not exposed to equity price risks arising from equity investments since the group does not have any equity investments.

C. LIQUIDITY RISK

(i) Liquidity risk management

The Group manages liquidity risk by continuously monitoring forecast and actual cash flows on daily, monthly and yearly basis. The Group ensures that there is a free credit limit available at the start of the year which is sufficient for repayments getting due in the ensuing year. Loan arrangements, credit limits with various banks including working capital and monitoring of operational and working capital issues are always kept in mind for better liquidity management.

(ii) Maturities of financial liabilities

The following tables detail the Group’s remaining contractual maturity for its non-derivative financial liabilities with agreed repayment periods. The amount disclosed in the tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Group can be required to pay.

To the extent that interest flows are floating rate, the undiscounted amount is derived from interest rate curves at the end of the reporting period. The contractual maturity is based on the earliest date on which the Group may be required to pay.

To the extent that interest flows are floating rate, the undiscounted amount is derived from interest rate curves at the end
of the reporting period. The contractual maturity is based on the earliest date on which the Group may be required to pay.
To the extent that interest flows are floating rate, the undiscounted amount is derived from interest rate curves at the end
of the reporting period. The contractual maturity is based on the earliest date on which the Group may be required to pay.
To the extent that interest flows are floating rate, the undiscounted amount is derived from interest rate curves at the end
of the reporting period. The contractual maturity is based on the earliest date on which the Group may be required to pay.
To the extent that interest flows are floating rate, the undiscounted amount is derived from interest rate curves at the end
of the reporting period. The contractual maturity is based on the earliest date on which the Group may be required to pay.
To the extent that interest flows are floating rate, the undiscounted amount is derived from interest rate curves at the end
of the reporting period. The contractual maturity is based on the earliest date on which the Group may be required to pay.
To the extent that interest flows are floating rate, the undiscounted amount is derived from interest rate curves at the end
of the reporting period. The contractual maturity is based on the earliest date on which the Group may be required to pay.
To the extent that interest flows are floating rate, the undiscounted amount is derived from interest rate curves at the end
of the reporting period. The contractual maturity is based on the earliest date on which the Group may be required to pay.
(`in lakhs)
As at March 31, 2025 On demand Less than 1
Year
1-3 Years 3 Years to 5
Years
5 years &
above
Total
Non Derivative fnancial instruments
Longterm borrowings - - 2,484.34 353.86 1.78 2,839.98
Short term borrowings
Cash Credit Facilities - 12,032.45 - - - 12,032.45
Current maturities of long-term debt - 1,025.71 - - - 1,025.71
Lease liabilities - 200.08 395.18 15.19 - 610.45
Tradepayables
Trade payables - micro and small
enterprises
- 142.99 - - - 142.99
Trade payables - other than micro
and small ent
- 5,848.64 - - - 5,848.64
Other fnancial liabilities
Deposits from dealers and agents - - - - 8.00 8.00
Interest accrued on borrowings - 18.12 - - - 18.12
Unclaimed / Unpaid dividends - 52.00 - - - 52.00
Creditors for Capital Supplies /
Services
- 75.23 - - - 75.23

67[th] Annual Report 2024-25

222

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

||(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|(in lakhs)|
|---|---|---|---|---|---|---|
|As at March 31, 2025|On demand|Less than 1
Year|

1-3 Years|3 Years to 5
Years|5 years &
above|Total|
|Provision for Bonus|-|73.42|
-|-|-|73.42|
|Salary & Other Accrued expenses|-|1,048.73|
-|-|-|1,048.73|
|Total|-|20,517.37|
2,879.52|369.05|9.78|23,775.72|
||(`in lakhs)||||||
|As at March 31, 2024|On demand|Less than 1
Year|

1-3 Years|3 Years to 5
Years|5 years &
above|Total|
|Non Derivative fnancial instruments|||||||
|Long term borrowings|-|-|
2,135.26|199.61|-|2,334.87|
|Short term borrowings|||||||
|Cash Credit Facilities|-|9,582.31|
-|-|-|9,582.31|
|Current maturities of long-term debt|-|975.99|
-|-|-|975.99|
|Lease liabilities|-|174.90|
376.40|181.60|15.19|748.09|
|Trade payables|||||||
|Trade payables - micro and small
enterprises|-|125.21|
-|-|-|125.21|
|Trade payables - other than micro
and small ent|-|4,603.15|
-|-|-|4,603.15|
|Other fnancial liabilities|||||||
|Deposits from dealers and agents|-|-|
-|-|9.50|9.50|
|Interest accrued on borrowings|-|12.89|
-|-|-|12.89|
|Unclaimed / Unpaid dividends|-|27.18|
-|-|-|27.18|
|Creditors for Capital Supplies /
Services|-|66.34|
-|-|-|66.34|
|Provision for Bonus|-|60.33|
-|-|-|60.33|
|Salary & Other Accrued expenses|-|543.63|
-|-|-|543.63|
|Total|-|16,171.93|
2,511.66|381.21|24.69|19,089.49|

(iii) Financing arrangements

The Group had access to following undrawn borrowing facilities at the end of the reporting period:

|(in lakhs)|(in lakhs)|(`in lakhs)|
|---|---|---|
|Particulars|March 31, 2025|March 31, 2024|
|Cash Credit Facilities|1,422.55|972.69|
|Total|1,422.55|972.69|

(iv) Maturities of financial assets

The following table details the Group’s expected maturity for its non-derivative financial assets. The table has been drawn up based on the undiscounted contractual maturities of the financial assets including interest that will be earned on those assets. The inclusion of information on non-derivative financial assets is necessary in order to understand the Company’s liquidity risk management as the liquidity is managed on a net asset and liability basis.

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223

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NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

(` in lakhs)

As at March 31, 2025 On demand Less than 1
Year
1-3 Years 3 Years to 5
Years
5 years &
above
Total
Non Derivative fnancial instruments
Investments - - - - 12.75 12.75
Trade Receivables - 10,954.96 - - - 10,954.96
Cash and Cash Equivalents - 29.34 - - - 29.34
Other Bank Balances - 84.02 - - - 84.02
Loans - 6.31 0.10 - - 6.41
Other Financial Assets
SecurityDeposits - - - - 83.58 83.58
Bank Deposits - - 990.00 - - 990.00
Retention Money - 316.07 36.24 - - 352.31
Earnest MoneyDeposits - 590.20 35.57 - - 625.77
Provision for Doubtful Amounts - (36.47) - - - (36.47)
Amount receivable against sale of
assets
- - - - - -
Interest Income Accrued - 6.94 - - - 6.94
Total - 11,951.37 1,061.91 - 96.33 13,109.61
(`in lakhs)
As at March 31, 2024 On demand Less than 1
Year
1-3 Years 3 Years to 5
Years
5 years &
above
Total
Non Derivative fnancial instruments
Investments - - - - 12.75 12.75
Trade Receivables - 8,915.81 - - - 8,915.81
Cash and Cash Equivalents - 32.70 - - - 32.70
Other Bank Balances - 122.55 - - - 122.55
Loans - 3.19 0.24 - - 3.43
Other Financial Assets
Security Deposits - - - - 76.86 76.86
Bank Deposits - - 600.00 - - 600.00
Retention Money - 326.49 10.48 - - 336.97
Earnest Money Deposits - 251.19 40.39 - - 291.58
Provision for Doubtful Amounts - (19.01) - - - (19.01)
Amount receivable against sale of
assets
- 42.60 - - - 42.60
Interest Income Accrued - 10.84 - - - 10.84
Total - 9,686.36 651.11 - 89.61 10,427.08

NOTE 68: CAPITAL MANAGEMENT

The Group’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to safeguard it’s ability to continue as a going concern and to optimize returns to shareholders. The Group monitors the amount of Capital in proportion to risk and manage the capital structure in light of changes in economic conditions and risk characteristics of underlying assets. The Group’s objective when managing capital is to maintain an optimal structure so as to maximize shareholder value. The Group takes and will take appropriate steps in order to maintain, or if necessary adjust it’s capital structure.

67[th] Annual Report 2024-25

224

Corporate Overview

Financial Statements

Statutory Reports

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

The Group’s adjusted net debt to equity ratio at March 31, 2025 and March 31, 2024 is as follows:

The Group’s adjusted net debt to equity ratio at March 31, 2025 and March 31, 2024 is as follows:
NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS
AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)
The Group’s adjusted net debt to equity ratio at March 31, 2025 and March 31, 2024 is as follows:
NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS
AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)
The Group’s adjusted net debt to equity ratio at March 31, 2025 and March 31, 2024 is as follows:
NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS
AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)
(`in lakhs)
Particulars As on
March 31, 2025
As on
March 31, 2024
Total Debt(including lease liabilities) 16,426.65 13,508.61
Less: cash and cash equivalents 29.34 32.70
Adjusted net debt 16,397.31 13,475.91
Total equity 16,002.94 12,452.95
Adjusted net debt to adjusted equity ratio 1.02 1.08

NOTE 69: ADDITIONAL REGULATORY INFORMATION

a. Details of Benami Property:

The Group do not have any Benami property, where any proceeding has been initiated or pending against the group for holding any Benami property.

b. Details of Crypto Currency or Virtual Currency:

The Group have not traded or invested in Crypto currency or Virtual Currency during reporting periods.

c. Utilization of Borrowed Funds and Share Premium (as per MCA Circular 11/2022)

The Group has not advanced or loaned or invested any funds (either from borrowed funds or share premium or any other sources) to any other person(s) or entity(ies), including foreign entities (intermediaries), with the understanding (recorded or otherwise) that the intermediary shall:

  • i) directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Group (Ultimate Beneficiaries), or

  • ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

The Group has also not received any funds from any such person(s) or entity(ies) with the understanding that the Group shall, directly or indirectly:

  • i) lend or invest in other persons or entities identified 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.

d. Details of unrecorded transactions:

The Group does not have any 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).

e. Details of compliances as per Companies Act 2013:

  • (i) The Group has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017.

  • (ii) The Group is not declared as a willful defaulter by any bank or financial institution or other lender during the any reporting period.

  • (iii) There are no scheme of arrangements which have been approved by the Competent Authority in terms of sections 230 to 237 of the Companies Act, 2013 during the reporting periods.

hirect.com

225

==> picture [91 x 36] intentionally omitted <==

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS AS AT, AND FOR THE YEAR ENDED MARCH 31 2025 (Contd.)

  • (iv) During the reporting periods, the Group does not have any loans or advances in the nature of loans either repayable on demand or without specifying any terms or period of repayment granted to promoters, directors, KMPs and related parties as per the definition of Companies Act, 2013.

  • f. During the year ended March 31, 2025, the Group has not revalued any property, plant and equipment and intangible assets.

  • g. The Group has not received any borrowings from banks or financial institutions that were not used for the specific purpose for which they were borrowed at the balance sheet date.

NOTE 70:

The Company has used accounting software for maintaining its books of account for financial year ended March 31, 2025 which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in such software. Further, no instance of audit trail feature being tampered with was noted in respect of the accounting software.

NOTE 71: EVENTS AFTER THE REPORTING PERIOD

A wholly owned subsidiary named Coincade Studios Private Limited has been incorporated in India on April 15, 2025. It will be involved in developing cutting-edge products and solutions in Information Technology (IT), Artificial Intelligence (AI), Web3, and varied software.

NOTE 72: INCORPORATION OF SUBSIDIARY DURING THE YEAR

A wholly-owned subsidiary named Hirect FZ-LLC was incorporated in the UAE on November 21, 2024. Hirect FZ-LLC is set up as a subsidiary of Hind Rectifiers Limited to become more customer-focused and leverage the growth opportunities in the international market. The Company will deal in Power Generation, Transmission & Distribution Equipment, Trading, Heavy Equipment & Machinery, Spare Parts, Electronic Card Wholesale, Industrial Plant Equipment & Spare Parts Trading, Wholesale of Non-ferrous Metal.

NOTE 73:

Previous year’s figures are regrouped and rearranged wherever necessary.

NOTE 74:

The Consolidated Financial Statements were authorized for issue by the directors on May 5, 2025.

As per our report attached For and on behalf of the Board of Directors For GMJ & Co Suramya Nevatia Vandan Shah Chartered Accountant Chairman & Managing Director (CEO) Director F.R. No.: 103429W DIN: 06703910 DIN: 00759570 CA Madhu Jain A. K. Nemani Meenakshi Anchlia Partner Chief Financial Officer Company Secretary Membership No.: 155537 Place: Mumbai Place: Mumbai Date: May 5, 2025 Date: May 5, 2025

67[th] Annual Report 2024-25

226

Corporate Overview Statutory Reports

Financial Statements

[Pursuant to frst proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2O14]
Statement containing salient features of the fnancial statement of subsidiaries or associate companies or Joint ventures
Part A Subsidiaries
(Information in respect of each subsidiary to be presented with amounts in`)
Sr.
No.
Name of the
subsidiary
The date
since when
subsidiary
was
acquired
Reporting
period for the
subsidiary
concerned, if
different from
the holding
company's
reporting
period
Country of
Incorporation
Reporting
currency
in the case
of foreign
subsidiaries
Exchange
rate as on
the last
date of the
relevant
Financial
year in
the case
of foreign
subsidiaries
Share capital
(including
share
application
money)
Reserves
and
surplus
Total
assets
Total
Liabilities
(Other
than
equity)
Investments
Turnover
Proft
before
taxation
Provision
for
taxation
Proft
after
taxation
Proposed
Dividend
Extent of
shareholding
(in %)
1
Hirect FZ-
LLC
Date of
becoming
subsidiary:
November
21, 2024
November 21,
2024 to
March 31,
2025
UAE
USD
85.46
29.09
(15.92)
13.17
0
0
0
(15.92)
0
(15.92)
0
100%
Share capital is AED 1,25,000. The subsidiary’s bank account opening is in process. Once the account is opened, the subscription amount of AED 1,25,000 will be remitted
to Hirect FZ-LLC.
Notes:The following information shall be furnished at the end of the statement
1.
Names of subsidiaries which are yet to commence operations: Hirect FZ-LLC
2.
Names of subsidiaries which have been liquidated or sold during the year: NA
For and on behalf of the Board of Directors
Suramya Nevatia
Vandan Shah
Chairman & Managing Director (CEO)
Director
DIN:06703910
DIN:00759570
A. K. Nemani
Meenakshi Anchlia
Chief Financial Offcer
Company Secretary
Place: Mumbai
Date: May 5, 2025
Sr.
No.
Name of the
subsidiary
The date
since when
subsidiary
was
acquired
Reporting
period for the
subsidiary
concerned, if
different from
the holding
company's
reporting
period
Country of
Incorporation
Reporting
currency
in the case
of foreign
subsidiaries
Exchange
rate as on
the last
date of the
relevant
Financial
year in
the case
of foreign
subsidiaries
Share capital
(including
share
application
money)
Reserves
and
surplus
Total
assets
Total
Liabilities
(Other
than
equity)
Investments
Turnover
Proft
before
taxation
Provision
for
taxation
Proft
after
taxation
Proposed
Dividend
Extent of
shareholding
(in %)
1
Hirect FZ-
LLC
Date of
becoming
subsidiary:
November
21, 2024
November 21,
2024 to
March 31,
2025
UAE
USD
85.46
29.09
(15.92)
13.17
0
0
0
(15.92)
0
(15.92)
0
100%
Share capital is AED 1,25,000. The subsidiary’s bank account opening is in process. Once the account is opened, the subscription amount of AED 1,25,000 will be remitted
to Hirect FZ-LLC.
Notes:The following information shall be furnished at the end of the statement
1.
Names of subsidiaries which are yet to commence operations: Hirect FZ-LLC
2.
Names of subsidiaries which have been liquidated or sold during the year: NA
For and on behalf of the Board of Directors
Suramya Nevatia
Vandan Shah
Chairman & Managing Director (CEO)
Director
DIN:06703910
DIN:00759570
A. K. Nemani
Meenakshi Anchlia
Chief Financial Offcer
Company Secretary
Place: Mumbai
Date: May 5, 2025

Extent of
shareholding
(in %)
100%


Proposed
Dividend
0


Proft
after
taxation
(15.92)


Provision
for
taxation
0
Proft
before
taxation
(15.92)
Turnover 0




Investments
0

Total
Liabilities
(Other
than
equity)
0


Total
assets
13.17




Reserves
and
surplus
(15.92)









Share capital
(including
share
application
money)*
29.09
Exchange
rate as on
the last
date of the
relevant
Financial
year in
the case
of foreign
subsidiaries
85.46
Reporting
currency
in the case
of foreign
subsidiaries
USD
Country of
Incorporation
UAE
Reporting
period for the
subsidiary
concerned, if
different from
the holding
company's
reporting
period
November 21,
2024 to
March 31,
2025
The date
since when
subsidiary
was
acquired
Date of
becoming
subsidiary:
November
21, 2024
Name of the
subsidiary
Hirect FZ-
LLC
Sr.
No.
1

hirect.com

227

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NOTES

==> picture [7 x 6] intentionally omitted <==

Registered Office

==> picture [97 x 97] intentionally omitted <==

Lake Road, Bhandup (W) Mumbai - 400078 P: +91 99677 29777 E: [email protected]

Manufacturing Units and R&D Centers

Nashik (Satpur) I Nashik (Sinnar) I Mumbai I Hyderabad

Global Offices

New Delhi I Kolkata I Chennai I Sweden I UAE